Exhibitor Contract

NWI FISHING AND OUTDOOR EXPO TERMS, RULES AND REGULATIONS

Rules and Regulations related to the allocation of space and show display guidelines in the exhibitor manual are a binding part of the Exhibitor contract.

 

 

  1. ADMISSIBLE EXHIBITS

    1. Exhibitor agrees to display only new, unused current-model-year fishing equipment, boats, and other outdoor sports related products. Exhibitor will not display any product or signage without the endorsement or approval of the manufacturer. Exhibitor represents that it has full authority and all approvals necessary to display and sell its products at this show.

    2. JSM Powerhouse Holdings LLC reserves the right to determine the eligibility of any company, product, signage, or material for inclusion in the show. No exhibitor shall exhibit or permit to be exhibited in the space allocated to them any product, merchandise, signage, or display material other than that specified in this application.

    3. Exhibitor agrees that JSM Powerhouse Holdings LLC may remove any exhibits that it determines are of a disruptive, objectionable, or inappropriate nature.

    4. Exhibitor represents and warrants that all displayed products comply with all applicable U.S. laws, regulations and consent decree or other mandatory requirements, including any applicable safety standards that may be issued by the Consumer Product Safety Commission (CPSC), and the emission regulations issued by the U.S. Environmental Protection Agency (EPA).

  2. PAYMENT FOR SPACE

    1. Returning exhibitors must return their exhibit space contract and deposit by the initial deadline to retain their right of first refusal for their previous year’s exhibit space.

    2. Exhibitors who fail to make space payments in accordance with the terms in this document may be cancelled at will and will not be considered for space increases, location changes, or upgrades of any kind and are subject to space re-assignment, cutback, or cancellation without credit or refund.

  3. CANCELLATIONS, CUTBACKS, and SPACE CHANGES

    1. Should the Exhibitor wish to cancel this contract after executing, the Exhibitor must contact JSM Powerhouse Holdings LLC and notice of the cutback or cancellation must be confirmed by JSM Powerhouse Holdings LLC in writing. A contract cancellation penalty representing all or a portion of the total contract price will be assessed according to the following formula:

      1. 50% contract penalty 1 day past the first payment deadline date (as noted on the front of this contract) 100% contract penalty 1 day past the second payment deadline (as noted on the front of this contract)

      2. If Exhibitor deposits received to date are more than the contract penalty, then Exhibitor will be entitled to a credit for this difference. This credit may not be used for a different show in a different market and must be used within 12 months of written notice of cancellation. Credits will not be paid in cash. 

      3. For all Exhibitors requesting a space reduction, JSM Powerhouse Holdings LLC reserves the right to relocate the exhibit or reconfigure it as determined by show management. If show space must be reallocated after contracts have been accepted and signed, JSM Powerhouse Holdings LLC has the right to relocate the Exhibitor’s space.

    2. Should Infectious Disease and/or other government restrictions cause cancellation of the event exhibitor will be given option of a) 100% of any payments made credited to the following year or b) a full refund of monies paid.

  4. DISPLAY CHARACTERISTICS – All exhibits must adhere to the Allocation Procedures & Display Guidelines included in the exhibitor manual.

  5. LATE ARRIVALS - Exhibitors arriving for set -up after their scheduled installation time can be relocated to any location specified by JSM Powerhouse Holdings LLC, or, if no alternative is available, are required to forfeit their show participation rights.

  6. EARLY MOVE-OUT – All exhibitors will remain setup until show closes at official closing time or will not receive a renewal contract for the following year. 

  7. SUBLEASING - Exhibitors may not sublease their space. Sublease in this use includes renting, sharing, donating or in any way allowing another company or person to display or advertise in an exhibitor's space. Non-exhibiting firms may not place stickers, placards, or other signs anywhere in the show.

  8. SALE OF MERCHANDISE – JSM Powerhouse Holdings LLC reserves the right to limit over-the-counter sale of products for delivery at the show to designated areas. Exhibitor is solely responsible for registering for, collecting, and reporting appropriate sales taxes.

  9. LIABILITY RELEASE, WAIVER/INDEMNIFICATION & FORUM/ATTORNEY FEES

    1. Exhibitor releases JSM Powerhouse Holdings LLC, its contractors and their  respective  directors,  officers,  employees,  agents, and members, from any  claims, liabilities, losses, damages, costs, or expenses relating to or arising out of  any injury to  any personnel of  exhibitor or  to  any other person or  any loss of  or  damage to any property of exhibitor or any  other property  where  such injury, loss, or  damage  is  incident to, arises out of, or is in  any way related to  exhibitor’s participation in the event, and the exhibitor shall  be responsible  for any such injury, loss, or damage, and any expenses relating thereto.  Exhibitor, without regard to assignment, lease, sublease or dealer occupancy shall indemnify, hold harmless, defend and reimburse the NWI Fishing & Outdoor Expo, Highland, IN; JSM Powerhouse Holdings LLC., and their managers contractors, directors, officers, employees, agents and members, and each of them    (“Indemnities”), from and against any and all actions, causes of action, claims, demands, liabilities, losses, damages, costs or expenses, of whatsoever kind and nature, including judgments, interest and reasonable attorney’s fees, costs of litigation, and all  other costs, expenses  and  charges, which  Indemnities incur or may incur for any reason resulting from, relating to or arising out of Exhibitor’s participation in the event, including but not limited to: (i) the negligence, gross negligence, intentional misconduct or criminal acts or omissions of indemnitor in  the  performance or breach of  this  Agreement.   (ii)   the breach by  Exhibitor and/or its Contractors, their directors, officers, employees, agents  or  Exhibitor’s  contractors,  or  any  of them, of any representation or covenant set forth herein; (iii)  any injury to  or death of any  persons,or any  loss of, through theft or otherwise, or damage to, property  arising in  any  way  in  connection  with  the  use and enjoyment by  the Exhibitor, or any other person or entity present with  the permission, express or   implied, of Exhibitor ofthe space, equipment or the show space or hall;  the use of equipment, devices furnished to or used by the Exhibitor, or other persons in connection with the show, or the use of the space, provided that the foregoing indemnification shall not apply where  the  damage, injury  or loss results  solely from the gross negligence or  willful  misconduct of  the  show sponsor, JSM Powerhouse Holdings LLC or  their respective  employees or contractors.

    2. This Agreement shall be governed by and construed in accordance with the substantive laws of the State of Indiana without regard to its rules regarding conflicts of laws or any other law or rule that would cause the laws of any jurisdiction other than the State of Indianato be applied. Any disputes arising out of or related in any way to this Agreement, its performance or breach, including but not limited to actions seeking equitable relief, shall be brought exclusively in, and the parties to this Agreement hereby consent to submit to the personal jurisdiction of, the courts of the state of Indiana, or the United States District Court.  Exhibitor waives any objection based upon lack of personal   jurisdiction, improper venue, orforum non convenience. Each party hereby waives its right to a jury trial in the event of any such litigation. Neither party shall have any liability to the other for punitive, incidental, or consequential damages, including, but not limited to, loss of profit, revenue, or  enterprise  value, as  a  result of a breach of this agreement, tort, or otherwise, to the full extent such liability may be disclaimed by law.  In any suit or action brought concerning this Agreement, its interpretation, performance  or  breach, including but not limited to any suit or action brought against Exhibitor by JSM Powerhouse Holdings LLC  for the  collection  of fees  or other sums due JSM Powerhouse Holdings LLC pursuant to  this  Agreement, the prevailing party’s costs of such action, including   reasonable attorneys’ fees, shall be paid by the other party. The terms of this provision shall survive the termination or expiration of this Agreement

    3. Attorney Fees - Any litigation, arbitration, or other proceeding by which one party either seeks  to enforce its rights under this Agreement (whether in contract, tort, or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party shall be awarded its reasonable attorney fees, and costs and expenses incurred.

  10. ACTS OF GOD

JSM Powerhouse Holdings LLC shall have no liability to Exhibitor whatsoever for any matter or thing resulting from acts of God, (including, without limitation, fire, flood, earthquakes, hurricanes and tornadoes) or other events beyond the parties control,(including, without limitation, war, government regulation, disaster, strikes, civil disorder curtailment of transportation facilities, or infectious disease).  If such events prevent Exhibitor's show space from being made available Exhibitor will be given option of 100% of payments credited to the following year or a full refund of monies paid. 

  1. INSURANCE

    1. JSM Powerhouse Holdings LLC shall not be responsible for any loss of or damage to any property of the Exhibitor for any reason, including theft, unless such loss or damage is caused solely by the gross negligence of Show Management or any of its employees. Exhibitor is required to follow and use all of the security arrangements made by JSM Powerhouse Holdings LLC for property and valuables when the show is not open. In addition, Exhibitor is required to provide and keep in force during the show period, including move-in and move-out periods, the following insurance:

      1. Worker's compensation and employer's liability insurance covering its employees in the state in which the show is being held, in accordance with the statutes, rules and regulations promulgated by that state's governing authorities.

      2. Commercial General Liability Insurance (or its equivalent) including Products/Completed Operations Personal and Advertising Injury, with a per occurrence limit of not less than $1,000,000 and endorsed with JSM Powerhouse Holdings LLC and other parties as delineated in the sample insurance certificate provided to Exhibitor, as Additional Insured’s.

      3. Exhibitors using owned, leased, rented or borrowed vehicles on or within the venue are required to have Automobile Liability Insurance with a per occurrence limit of not less than $1,000,000 endorsed with JSM Powerhouse Holdings LLC and other parties as delineated in the sample insurance certificate provided to Exhibitor, as Additional Insured’s.

    2. Certificates of insurance, with the limits, dates of coverage, and endorsements as stated above, shall be furnished to JSM Powerhouse Holdings LLC no later than 10 days before the scheduled move-in date for the show.

    3. The Exhibitor understands that neither JSM Powerhouse Holdings LLC nor the Schaumburg Convention Center maintain insurance covering the Exhibitor's property and it is the sole responsibility of the Exhibitor to obtain such insurance. The Exhibitor waives any rights of subrogation available to Exhibitor or its insurance underwriters.

  2. RULES AND REGULATIONS

    1. JSM Powerhouse Holdings LLC shall have the power to adopt, amend, interpret, and enforce all show terms, rules and regulations with respect to the operation and conduct of the Show, including but not limited to  those regarding the kind, nature, and eligibility of all exhibitors and exhibits at the Show and the marketing activities of exhibitors with respect to the Show. Any exhibitor observed to be soliciting business in the aisles or other public spaces, in another company’s booth, or in violation of any applicable JSM Powerhouse Holdings LLC terms, rules and regulations, will be asked to leave immediately. Additional penalties may be applied. Exhibitor shall comply with all show terms, rules, and regulations, and with all pertinent and applicable laws, codes, and regulations, federal, state, municipal and local, which affect the show space. Exhibitor’s failure to comply with such laws, terms, rules, and regulations shall entitle show management to withdraw from its obligations under this contract and remove Exhibitor from the show.  Show management’s decision on all such matters shall be final.

    2. Exhibitor’s advertising and marketing of its participation in the Show in any medium, including but not limited to such activities on websites owned or controlled by Exhibitor and elsewhere on the internet, shall comply with all contracts and shall not infringe or otherwise misuse JSM Powerhouse Holdings LLC trademarks and other intellectual property.

    3. Exhibitor agrees that it shall always comply with all applicable laws of Canada and the United States in connection with its activities, including without limitation, Canada’s Ani-Spam Law (CASL) and laws for the protection of personal information.