EXHIBITOR TERMS & CONDITIONS
These terms and conditions, together with the order form (collectively, the “Agreement”), sets forth the provisions pursuant to which you agree to register with ZJ Events, LLC (the “Manager”, “us”, “we”, or “our”) to be an exhibitor (“Exhibitor”, “you” or “your”) at one of our Alternative Products Expo conference events held virtually online or at a physical venue (each, and “Event” and collectively, the “Events”) Exhibitor agrees to adhere to all the provisions set forth in (i) this Terms and Conditions and (ii) any supplemental terms or agreements applying to any Event.
1. EXHIBITOR REGISTRATION; MODIFICATIONBy registering with us as an Exhibitor, you represent and warrant that you are at least eighteen (18) years of age and not a minor in your state of residence, and that, if you are executing this Agreement on behalf of an entity, you have been duly authorized to so act by such entity. We reserve the right to modify our policies regarding our exhibitors at any time upon notice to you. To the extent that you register for multiple Events, you agree to adhere to any such new policies once we have made you aware of all such modifications. If you do not agree to abide by the provisions of this Agreement, you are not authorized to attend any Event as an exhibitor.
2. EVENTS AND VENUESThe Events are business-to-business trade shows which bring together business owners, entrepreneurs and other related business industry professionals. Each Event will be held on the dates and times set forth below and will be conducted either as a virtual Event (each, a “Virtual Event”) located at a virtual venue or venues accessible online (each, a “Virtual Venue”) or conducted as a physical Event (each, a “Physical Event”) located at a physical venue or venues provided below (each, a “Physical Venue”), unless rescheduled by us due to matters beyond our control (as further explained in Section 10(b)). For clarity, each “Event” as defined in this Agreement refers collectively to, and includes, all activities being promoted by Manager in connection with any of our Alternative Products Expo conference events (whether held by means of a Virtual Venue or at a Physical Venue), including without limitation all pre-conference and post-conference event activities in connection with such Event. For clarity, the Virtual Events and Physical Events may be referred to collectively in this Agreement as “Events”, and the Virtual Venues and the Physical Venues may be referred to collectively in this Agreement as the “Venues”.
- March 11th-13th, 2022 at Greater Ft. Lauderdale / Broward County Convention Venue in Fort Lauderdale Florida;
- November 3rd-5th, 2022 at McCormick Place in Chicago Illinois
3. SMS TEXT MESSAGES; ROBOCALLS; EMAIL BLASTS; OTHER CONTACTSExhibitor agrees that by submitting any personally identifiable information (“PII”) to Manager and/or using any of our products and/or services, Exhibitor consents to receive communications from Manager by automated technology, and authorizes Manager or third parties to whom Manager has transferred such PII provided by Exhibitor or any of its Representative or who has collected PII from Exhibitor at an Event, to contact Exhibitor for advertising, marketing, reminders and other commercial purposes, including without limitation by means of telephone calls or text messages using any automatic telephone dialing system(s), artificial voice(s), pre-recorded call(s), and/or pre-recorded voice(s) (in each case to Exhibitor’s mobile, home and/or office phone numbers, as provided), email blasts and otherwise by postal mail. Without limiting the foregoing, Exhibitor acknowledges and agrees that (a) Manager may sell or otherwise transfer Exhibitor’s contact list to certain third parties, and such third parties may contact Exhibitor to solicit Exhibitor’s business or otherwise, including without limitation by means of email blasts and postal mailings, and (b) once any such transfer has been made by Manager to any such third party, Manager has no control over such information or how it is used by such third party, and if Exhibitor wishes for any such third party to stop contacting Exhibitor then Exhibitor shall contact such third party directly in order to request that such PII be removed by such party from such party’s lists or from any other third party lists. If Exhibitor has provided prior express written consent to receive automated text messages and calls, then Exhibitor agrees that Manager may use PII provided to us by Exhibitor to make calls and text messages using any automatic telephone dialing system(s), artificial voice(s), pre-recorded call(s), and/or pre-recorded voice(s), regardless of whether any telephone number provided to us is on any state or national do not call list. Exhibitor may opt out at any time from receiving automated text messages and calls by contacting us with such a request via phone or email as provided in Section 35 below. Any opt out request must include Exhibitor’s telephone numbers and other means of contact. Exhibitor agrees and understands that purchase is not a condition of such consent.
4. CONDITIONS OF PARTICIPATIONExhibitor acknowledges and agrees that the Manager has the sole authority to determine the characteristics of the Event, including, but not limited to, date, time, type of products and services to be exhibited, fees, and deadlines. Any deviation by Exhibitor from the foregoing requirements (or any other material provisions of this Agreement) shall be strictly prohibited. Further, the Exhibitor shall truthfully inform Event attendees about the qualities, prices, sales conditions and guarantees of its products or services in a complete, objective manner, and there shall be no advertising or action taken by Exhibitor likely to be misleading or that may constitute unfair competition. The exhibitor may be required by the Manager to provide a full description of the nature of its business and the items it intends to exhibit.
5. NOT A LEASEManager and Exhibitor acknowledge and agree that it is the express intention of the parties hereto that this Agreement shall not constitute a lease and that this Agreement shall not conveyor vest a leasehold or possessory interest in Exhibitor as to the Venue, and Exhibitor’s right to occupy and use the Venue may be terminated by Manager in accordance with this Agreement.
6. EXHIBIT ROOM AND BOOTH PLACEMENTNotwithstanding anything to the contrary in this Agreement, Manager shall have the sole right to determine, in Manager’s sole discretion, the (i) eligibility of any exhibitor or any other Event attendee to attend (or continue to attend) any Event, and (ii) appropriateness of any exhibition or other material used by an exhibitor at any Event. Exhibitor understands that Manager cannot accommodate all requests for a particular location for Exhibitor’s exhibition space (the “Exhibitor Space”), and that Manager does not guarantee Exhibitor any particular location for the Exhibitor Space at any Event. Manager has the right to arrange and even change a Venue floor plan as Manager determines at any time (even during an Event), in our sole discretion, without prior notice. Thus, Manager may change the location of your Exhibitor Space at any time (even during an Event) without prior notice (and without you being eligible for any refund of the Exhibitor Fees or other compensation due to any such arrangement or adjustment by Manager); provided, that Manager endeavors to provide a space of similar size and with any “add-ons” which had been provided to Exhibitor in the prior Exhibitor Space. Exhibitor hereby acknowledges that his or her Exhibitor Space must be open for business at all times during the term of the Event, and if Exhibitor fails to establish its display in its appointed space by 11:00 a.m. on the start date of the Event and/or leaves its space without supervision at any time during the Event, the Manager shall have the right, but not the obligation, to seize the space, terminate this Agreement and retain the Exhibit Fee with no refund to Exhibitor. Exhibitor further acknowledges that Manager will not be liable for any of Exhibitor’s materials left in the Exhibitor Space before, during or after any Event and/or which are stored/shipped with Manager, and all such materials are used by Exhibitor at Exhibitor’s own risk.
7. SUBLETTING PROHIBITEDSubletting, sub-licensing or sharing any portion of Exhibitor’s designated portion of the Venue by Exhibitor with anyone other than Exhibitor is expressly prohibited unless consented to in writing by Manager in its sole discretion.
8. USE; OPERATIONS AND MANAGEMENT OF VENUE.Subletting, sub-licensing or sharing any portion of Exhibitor’s designated portion of the Venue by Exhibitor with anyone other than Exhibitor is expressly prohibited unless consented to in writing by Manager in its sole discretion.
- Use of Venue: Exhibitor shall use the Venue in compliance with all policies, rules, and regulations established by the Manager and/or the Venue for the purposes set forth in the Agreement. No portion of the sidewalks, ramps, entries, doors, corridors, vestibules, hallways, lobbies, stairways, aisles or driveways of the Venue shall be impeded by Exhibitor, its agents, representatives, employees, guests or invitees, or used for any purpose other than ingress or egress from the Venue. Access to public utilities, fire suppression equipment, heating, and air conditioning vents shall not be covered or obstructed at any time.
- Management and Operations of Venue. In permitting the use of the Venue, Manager does not relinquish and does hereby retain as between Manager and Exhibitor the right to enforce all necessary and proper rules for the management and operation of the Venue. Exhibitors must take all necessary fire safety precautions and all booths and materials are subject to fire safety inspection by appropriate officials during the Event.
9. EXHIBIT FEES.Payment in full of the fees set forth in the order form (the “Exhibit Fee”) must be received by wire transfer (in accordance with the wire transfer instructions set forth in the order form) or credit card (credit card authorization form provided by the Manager) within seven (7) days after the invoice date in U.S. currency. No cash shall be accepted. Failure to make full payment of the Exhibit Fee by the Payment Deadline shall result in the loss of the Exhibitor ’s rights to participate in the Event.
10. REFUNDS, CANCELLATIONS OR CHARGEBACKS.Payment in full of the fees set forth in the order form (the “Exhibit Fee”) must be received by wire transfer (in accordance with the wire transfer instructions set forth in the order form) or credit card (credit card authorization form provided by the Manager) within seven (7) days after the invoice date in U.S. currency. No cash shall be accepted. Failure to make full payment of the Exhibit Fee by the Payment Deadline shall result in the loss of the Exhibitor ’s rights to participate in the Event.
- ALL DEPOSITS APPLIED TO OBTAIN MULTI-SHOW COMMITMENTS, DEPOSITS, AND FEES ARE NON-REFUNDABLE. NOTWITHSTANDING THE FORGOING, FIFTY PERCENT (50%) OF EXHIBITOR FEES, IN THE EVENT OF A SINGLE SHOW COMMITMENT, ARE ELIGIBLE FOR A REFUND, PROVIDED, THAT, A CANCELLATION NOTICE IS RECEIVED THIRTY (30) TO SIXTY (60) DAYS BEFORE THE EVENT.
- ANY OVERDUE BALANCE OF EXHIBITOR FEES SHALL BE PAID IN FULL BY EXHIBITOR EVEN IF EXHIBITOR DECIDES NOT TO ATTEND ANY EVENT TO WHICH SUCH EXHIBITOR FEES APPLY (IN WHOLE OR IN PART), UNLESS (AND AS THE SOLE EXCEPTION TO SUCH A POLICY) MANAGER CANCELS SUCH EVENT IN ITS ENTIRETY AND ANOTHER EVENT (WHETHER AT A PHYSICAL VENUE OR A VIRTUAL VENEU) IS NOT RESCHEDULED WITHIN (EIGHTEEN (18) MONTHS FROM THE ORIGINAL DATE OF SUCH EVENT. Manager has the right to cancel Exhibitor’s registration to any Event. If during an Event, Manager has the right to have Exhibitor and/or Exhibitor’s representatives (“Representatives”) removed from such Event) at any time due to the breach by Exhibitor (including any Representatives) of any of Exhibitor’s obligations under this Agreement. In any such a case, Exhibitor shall not receive any refund of the Exhibitor Fees. However, if Exhibitor’s registration is cancelled by Manager for an Event because Manager has cancelled such Event, and Manager has not rescheduled another Event (whether at a Physical Venue or at a Virtual Venue) within eighteen (18) months from the date of the originally scheduled Event (and not due to any breach by Exhibitor), then (a) if such cancellation was due to a Force Majeure Event (as defined in Section 29 below), Manager shall enable Exhibitor to use the Exhibitor Fees already paid or due for such cancelled Event for any future Event or Events in the twelve (12) month period immediately after the end of such Force Majeure Event, or (b) if such cancellation is not due to a Force Majeure Event or the breach of Exhibitor, then Manager shall provide Exhibitor with a full refund of the Exhibitor Fees applicable to the Event cancelled (and without rescheduling another Event) by Exhibitor.
11. COMPLIANCE WITH LAWS.Exhibitor shall, and shall cause any person acting for and on its behalf, and its guests and invitees, to comply with all laws, rules, ordinances, statutes or regulations of all federal, state, county, municipal and local governmental bodies, including, but not limited to, Hemp/CBD, smoking and noise ordinance(s), fire safety laws and ordinances, statutes or regulations with respect to the promotion, exhibition and display of Hemp/CBD in all its forms, electronic devices that deliver vapor for inhalation (including any refill, cartridge or any other component thereof ), electronic cigarettes, vaporizers, vapor products, e-liquids and their byproducts (collectively, “Applicable Regulations”). Exhibitor hereby represents and warrants that it has performed its own due diligence with respect to such Applicable Regulations and acknowledges and agrees that Manager shall assume no liability for Exhibitor, its officers, directors, members, partners, employees, agents, representatives, affiliates, successors or permitted assigns or invitees’ compliance with such Applicable Regulations. Exhibitor also acknowledges and agrees that nothing contained herein constitutes legal advice as to current or future Applicable Regulations and that the Manager shall not and does not have any responsibility to inform or otherwise communicate to Exhibitor any change, amendment or revision to such Applicable Regulations. For the avoidance of doubt, Exhibitor acknowledges and agrees that the Applicable Regulations with respect to the promotion, exhibition, use, and display of Hemp/CBD in all its forms, electronic devices that deliver vapor for inhalation (including any refill, cartridge or any other component thereof ), electronic cigarettes, vaporizers, vapor products, e-liquids, and their byproducts are subject to change and Exhibitor makes no representation or warranty and expressly disclaims that the Applicable Regulations in force as of the date of execution of the Agreement will be the same as of the dates of the Event.
12. PROHIBITED ACTIONS.Exhibitor represents, warrants and covenants that it shall not offer for sale any of Exhibitor’s products at the Event that violate any local, state or federal law. Exhibitor further represents, warrants and covenants that it shall not give away or otherwise distribute any prohibited products for use by any persons outside the confines of the Venue and that any use of any products within the confines of the Venue during the Event shall comply with any and all Applicable Regulations in force and effect during the Event.
13. EJECTION OF DISORDERLY PERSONS.The Manager reserves the right to refuse entrance to, or remove and eject from the Venue, any person whose conduct is objectionable, disorderly or disruptive to Manager ’s employees and representatives and/ or to the Event’s guests and invitees, and/or is in violation of the law, including Exhibitor, its officers, directors, members, partners, employees, agents, representatives, affiliates, successors or permitted assigns, guests or invitees. Exhibitor assumes full responsibility for the acts and conduct of itself, its officers, directors, members, partners, employees, agents, representatives, affiliates, successors or permitted assigns.
14. PARKING.All vehicles shall be driven and parked in designated areas unless directed by the Manager’s authorized representatives.
15. ALTERATIONS & IMPROVEMENTS.Without Manager’s prior written consent, the Exhibitor shall make no permanent alterations or improvements to the Venue or make any installations that will be attached to the surfaces of the Venue or in any manner alter the existing surfaces of the Venue. Any alterations or improvements of whatever nature made or placed by Exhibitor to or on the Venue and not removed at the conclusion of the Event shall, at Manager ’s sole discretion, be removed by the Manager at Exhibitor ’s expense, and/or become Manager ’s property. Exhibitor shall not post nor permit any sign to be affixed to the Venue or anything else that could reasonably be likely to injure mar or in any manner deface the Venue. The Exhibitor shall not permit nails, hooks, adhesive fasteners, tacks, screws or any other such device to be installed on any part of the Venue.
16. MATERIALS.Signs may only be posted in approved areas. All signs and posters must relate to the Event. The use and/or application of tire black or any similar silicone-based product is strictly prohibited. Large items displayed, housed or presented on any floor must be placed on a tarp or a similar covering so as not to stain or damage the flooring. Heavy materials must not be dragged, skidded or rolled over floors. All heavy materials or equipment must have matting placed underneath to protect all floor surfaces. Loading and unloading must be done in designated loading zone areas only. Items may not be placed on heating/air conditioning units. No pop-up tents or canopies are permitted inside the Venue. No candles, glitter or confetti shall be used for decoration. The Exhibitor shall not operate any equipment or materials without the Manager’s prior written approval, which approval shall be at the Manager ’s sole discretion.
17. LOST/STOLEN PROPERTY.In no event shall Manager or its directors, members, partners, employees, agents, representatives, affiliates, successors or permitted assigns be responsible for any lost, left, stolen or damaged items.
18. DAMAGES TO VENUE.Exhibitor shall be responsible for any and all damages to the Venue caused by Exhibitor, its officers, directors, members, partners, employees, agents, representatives, affiliates, successors and permitted assigns, guests and invitees occurring during the use of the Venue by Exhibitor, including in connection with the installation or removal of any alterations or improvements, whether permitted or not by the Manager.
19. TRASH REMOVAL.At the conclusion of the Event, Exhibitor will remove all garbage/refuse/rubbish generated in connection with its use of the Venue and any other goods, wares, merchandise or property owned by Exhibitor or which Exhibitor has placed or permitted to be placed in the Venue. In the event Exhibitor fails, neglects or refuses to remove any of its property or the property of any of its officers, directors, members, partners, employees, agents, representatives, affiliates, successors and permitted assigns, guests and invitees from any portion of the Venue, upon the conclusion of the Event, said property shall be deemed abandoned and Manager shall, at its sole discretion, remove, place in storage, or otherwise dispose of any such property at Exhibitor ’s sole cost and expense.
20. INTELLECTUAL PROPERTY.Exhibitor expressly represents and warrants that at no time shall any music, literary artistic work or other property protected by or subject to copyright, patent or other intellectual property rights of a third party be used in connection with or for the Event unless pursuant to a valid license agreement between Exhibitor and such third party, and such use by Exhibitor does not and will not infringe the copyright, patent or other intellectual property rights of any third party. Exhibitor hereby grants Manager a limited, non-exclusive license to use Exhibitor’s copyrights, trade names, trademarks, service marks and similar intellectual property and proprietary rights in connection with the Event. Manager hereby grants Exhibitor a limited, non-exclusive license to use the Alternative Products Expo logo as it appears in the “USA CBD Expo Logo” document to be provided with the invoice for promotional purposes only in connection with the Event, which excludes the use of such logo on Exhibitor’s products or services; provided, that any use of such logo shall require the prior written consent and approval of the Manager, which consent or approval shall be at Manager’s sole discretion.
21. NOTICE OF FILMING AND PHOTOGRAPHY; RELEASE.
- When you enter any Alternative Products Expo Event, convention or seminar, you enter an area where photography, audio, and video recording may occur. By entering the event premises, you consent to interview(s), photography, audio recording, video recording and its/their release, publication, exhibition, or reproduction to be used for news, web casts, promotional purposes, telecasts, advertising, inclusion on websites, social media, or any other purpose by Manager and its affiliates and representatives. Images, photos and/or videos may be used to promote similar Alternative Products Expo events in the future, highlight the Event and exhibit the capabilities of Manager. You hereby acknowledge that you have been fully informed of your consent, waiver of liability, and release before entering the event.
- Without payment or other consideration to Exhibitor, Exhibitor irrevocably grants to Manager the right to use photographs of Exhibitor’s participation in the Event, including use of the Venue, and to copyright, use and publish the same in print and/or electronically, with or without Exhibitor’s name, for any lawful purpose. Exhibitor acknowledges, understands and agrees that these materials will become the Manager’s property and shall not be returned, and may be altered and edited by Manager without Exhibitor’s approval.
- You release Manager, its officers and employees, and each and all persons involved from any liability connected with the taking, recording, digitizing, or publication and use of interviews, photographs, computer images, video and/or or sound recordings.
- You waive all rights you may have to any claims for payment of royalties in connection with any use, exhibition, streaming, webcasting, televising, or other publication of these materials, regardless of the purpose or sponsoring of such use, exhibiting, broadcasting, webcasting, or other publication irrespective of whether a fee for admission or sponsorship is charged. You also waive any right to inspect or approve any photo, video, or audio recording taken by Manager or the person or entity designated to do so by Manager, its affiliates and representatives.