2019 Concrete Decor Show Exhibitor Terms & Conditions
1. DEFINITIONS. For purposes of this Contract, the following terms have the following meanings:
1.1 “Contract” means this agreement, all amendments and modifications thereto, and all other materials, documents, rules and regulations expressly incorporated herein by reference.
1.2 “Event” means the Concrete Decor Show, currently scheduled to be held on October 28 through 31, 2019, at the Exhibit Facility.
1.3 “Exhibit Facility” is the Alrington Convention Center, Arlington, Texas, USA, or other substitute location where the Event is ultimately held.
1.4 “Exhibitor” means, collectively, the entity or person that executes this Contract as the “Exhibitor” and each of its officers, directors, shareholders, employees, contractors, agents, representatives, assigns and/or invitees, as applicable.
1.5 “PTP Events” means, collectively, Professional Trade Publications, Inc., an Oregon corporation, and each of its officers, directors, shareholders, agents, subsidiaries, affiliates, representatives, employees and assigns, unless the context requires otherwise. The Event is owned, produced and managed by Professional Trade Publications, Inc.
2. QUALIFICATIONS OF EXHIBITOR. Eligibility is generally limited to persons or firms who manufacture, re-manufacture, or supply products, tools, equipment, supplies or services used for the concrete and decorative concrete industries. PTP Events, in its sole discretion, determines whether a prospective exhibitor may participate in the Event. Exhibitors who have not previously exhibited at the Event may be required to submit a description of their business and the items to be exhibited.
3. FEES. Exhibitor shall pay PTP Events the “Event Fee” as listed. A non-refundable deposit of 50% of the Event Fee must be submitted to PTP Events upon booth selection/registration, with such deposit to be credited against the Event Fee. The outstanding Event Fee will be billed in two installments; 25% of Event Fee due on or before May 11, 2019 & the balance of Event Fee due on or before July 13, 2019. Fee Schedule applies only to booth space. Sponsorships and promotional opportunities are invoiced in full at time of order.
4. ASSIGNMENT OF SPACE. PTP Events, in its sole discretion, will assign Exhibitors to a booth space or spaces (the “Booth Space”) in the Exhibit Facility based on the current floor plan. PTP Events in its sole discretion, reserves the right to change the floor plan and the location of the Booth Space. PTP Events offers priority selection on booth space to exhibitors in good standing and based on their cumulative overall spend at the event from year to year. In cooperation with Concrete Decor magazine, PTP Events offers further consideration to each exhibitor based on their overall advertising expenditures from the current year. Other exhibitors will be assigned space on a first come, first serve basis and in consideration of their 1st, 2nd, and 3rd choice as requested in the online application for an exhibit space reservation
5. USE OF SPACE. The Booth Space is solely for the use of Exhibitor, and Exhibitor may not sublet nor assign any portion of the Booth Space without the prior written consent of PTP Events.
STANDARDS OF CONDUCT:
6. EXHIBITOR STANDARDS OF CONDUCT. This Contract, among other terms, contains various standards of conduct guiding how, among other things, Exhibitor may use the Booth Space, present exhibits, and prepare for the Event. In addition, Exhibitor agrees to be bound by the following:
6.1 EXHIBITOR SERVICE CENTER – Online PTP Events will provide Exhibitor an Exhibitor Service Center login. The Exhibitor Service Center will include information integral to participation at the Event, including, but not limited to, additional exhibitor rules and regulations, official contractor order forms, registration, shipping and drayage, utilities and building services, exhibitor display rules, and move-in, move-out schedules. Exhibitor agrees to abide by the Exhibitor Service Center rules unless otherwise directed by PTP Events.
6.2 INCORPORATION OF RULES AND REGULATIONS. PTP Events, in its sole discretion, may adopt rules or regulations from time to time governing matters not covered in this Contract or the Exhibitor Service Center, and may amend or revoke them at any time, upon reasonable notice to Exhibitor. Any such rules and regulations (whether or not included in an Exhibitor Service Center or similar document) are an integral part of this Contract and are incorporated herein by reference. Exhibitor shall observe and abide by the rules and regulations made by PTP Events as soon as they are communicated to Exhibitor.
7. BOOTH SPACE OCCUPANCY. Exhibitor shall have their Booth Space open and manned for business during the Event hours. PTP Events shall specify the hours and dates for installing, occupying and dismantling exhibits. If Exhibitor fails to install its display in its assigned space by the close of set-up on Ocotber 31, 2019, or leaves its space unattended during the Exhibit hours, PTP Events may take possession of the space without releasing Exhibitor from any liability or obligation hereunder, and without a refund to Exhibitor. Exhibitor may not dismantle their display until the Event is officially closed by PTP Events. PTP Events reserves the right to impose a fine of $1000 for early dismantle of Exhibitor’s booth before the official close of the event as published in the official show guide.
8. EXHIBIT GUIDELINES. Exhibitor may distribute samples, advertisements, promotional material or other printed material only in the Booth Space, and may only exhibit products which it manufactures, represents or distributes. Exhibitor shall display products or services in a tasteful manner. PTP Events reserves the right to restrict or remove any exhibit which PTP Events, in its sole discretion, decides is objectionable or inappropriate. Balloons and stickers (including handouts with gummed backing that adhere or cause adhesion) are prohibited
9. OUTSIDE OF ASSIGNED BOOTH SPACE. The aisles, passageways and overhead spaces remain strictly under control of PTP Events. No signs, decorations, banners, advertising material or special exhibits will be permitted in the aisles, passageways and overhead spaces except by written permission of PTP Events. Important notice: PTP Events does not allow suspended overhead company signs by exhibitors occupying a booth that is smaller than a 20’x20’ space. Suspended overhead signs are only allowed within 20’x20’ islands or larger. Uniformed attendants, models and other employees must remain within Exhibitor’s booth space while on-duty during show hours. Equipment must be arranged so that show visitors do not stand in the aisle while examining equipment or watching demonstrations. Strolling entertainment or moving advertisements outside of an Exhibitor’s Booth Space is prohibited. The use of Segways or Segway-type units are prohibited on the show floor.
9.1 PRODUCT DEMONSTRATIONS. So as not to block aisles or distract from the promotional activities of other exhibitors, the demonstration of products, tools, and/or equipment are only allowed in booths greater than 200 sq. ft.. in size. Special notice: Exhibitors are encouraged to contact PTP Events and/or its trainers to seek value added opportunities for use of their products, tools, and equipment during the event’s Spring Training program.
9.1.1. PTP Show Management shall, in its sole and absolute discretion, have the right to prohibit or remove any Exhibit or any part thereof, which in Show Management’s opinion is not suitable to or in keeping with the character or purpose of the Convention. Questionable Exhibits shall be modified at the request of Show Management. Show Management reserves the right to interpret and remove from the Convention any program materials, advertising, or literature which is deemed offensive, inappropriate or in bad taste if such materials were displayed. Exhibitors using costumed persons, mannequins, or anyone affiliated with Exhibitor’s Exhibit Space or Meeting Space must see to it that such personnel’s appearance and dress do not offend even the most critical. The decision on acceptability rests solely with Show Management.
9.1.2. Adult Content: Materials, advertising or literature which include “themes” or “shows” relative to sexuality, nudity or other content that would be, in the opinion of Show Management, considered “X” rated or offensive is strictly prohibited
9. 1.3. Alcoholic Beverages. Alcoholic beverages are prohibited in the exhibit hall except with the prior express written permission from PTP Show Management.
10. CARE OF EXHIBIT FACILITY. Exhibitor shall promptly pay for any and all damages caused by Exhibitor to the Exhibit Facility, associated facilities, any booth equipment or any property owned by PTP Events or third parties.
11. TAXES AND LICENSES. Exhibitor shall obtain licenses, permits, approvals, tax identification numbers or the like as required by federal, state or local law for its activities at the Event. Exhibitor shall pay all taxes, license fees, use fees, or other fees, charges, levies or penalties that become due to any governmental authority in connection with its activities at the Event. Exhibitor will not permit the delivery of merchandise at the Exhibit Facility without the express permission of PTP Events.
12. COPYRIGHTED MATERIALS. Exhibitor shall not play or permit the playing or performance of, or distribute any copyrighted material at the Event unless it has obtained all necessary rights and paid all required royalties, fees or other payments to do so.
13. OBSERVANCE OF LAWS. Exhibitor shall abide by and observe all federal, state and local laws, codes, ordinances, rules and regulations, and all rules and regulations of the Exhibit Facility (including any union labor work rules). Without limiting the foregoing, Exhibitor shall comply with the Americans with Disabilities Act, including with respect to the construction of its exhibits.
14. OUTSIDE EXHIBITS AND HOSPITALITY SUITES. Exhibitor is prohibited, without express written approval from PTP Events, from displaying products, services and/or other advertising material in areas outside its Booth Space in the same metropolitan area such as, but not limited to, parking lots, hotel lobbies, lounges, corridors, sleeping rooms, facility tours, and the like; provided that, nothing in this paragraph prohibits Exhibitor from its normal advertising or operating its business out of its regular business location. Exhibitor shall not operate hospitality suites or host any hospitality functions during official Event hours or when any PTP Events sponsored activities are being held. Other hospitality functions are permitted only with PTP Events written permission. All requests for a hospitality suite or public function space must be made through PTP Events. If Exhibitor cancels or fails to occupy the Booth Space during official Event hours, PTP Events reserves the right to notify the hotel to cancel any hospitality space and/or hotel guest rooms under Exhibitor’s name. Exhibitor shall remain liable for the payments made to the hotel.
15. CONTRACTOR SERVICES. In the interest of making available the best qualified craftsmen in numbers sufficient to handle all of the services necessary for the operation of the Event, PTP Events has contracted on an exclusive basis official contractors to provide certain services. Service companies other than the official contractors will not be allowed to perform any of these exclusive services. Non-exclusive services may be performed by exhibitor-appointed contractors (“EAC”) within certain guidelines. A complete listing of exclusive services and EAC guidelines will be provided in the Exhibitor Service Manual.
16. SOUND, LIGHTING AND/OR LASER DEVICES. The use of devices for mechanical reproduction of sound or music and lasers, which are part of Exhibitor’s display, are permitted. Lighting and/or laser beams must not be projected outside the Booth Space and sound must be controlled and maintained at a conversational level. PTP Events may immediately discontinue the use of any sound system, lighting or laser device that does not comply with this paragraph or that is deemed unreasonably disruptive in PTP Event’s sole discretion. Exhibitors shall not employ any carnival-type attraction, animal or human, or operate any other noise-creating devices as bells, horns or megaphones.
17. INSTALLATION AND DISMANTLING. Exhibitors must comply with the move-in and move-out times indicated in the Exhibitor Service Manual. If an Exhibitor fails to remove an exhibit in the allowed time, PTP Events shall be permitted (at Exhibitor’s sole expense) to remove and place same in a warehouse subject to the Exhibitor’s disposition, and/or to ship to Exhibitor via common carrier with all charges to follow at no liability to PTP Events. All exhibits must remain intact until the exhibition is officially closed. PTP Events reserves the right to impose a fine of $1000 for early dismantle of Exhibitor’s booth before the official close of the event as published in the official show guide. See item 7.
OTHER TERMS AND CONDITIONS:
18. GENERAL TERMS AND CONDITIONS. PTP Events has sole control over attendance policies. Except as expressly provided in this Contract, all monies paid by Exhibitor shall be deemed fully earned by PTP Events and non-refundable when paid. Exhibitor shall conduct itself at all times in accordance with normal standards of decorum and good taste. In addition to its right to close an exhibit and withdraw acceptance of the Contract, PTP Events, in its sole judgment, may refuse to allow an Exhibitor to participate in future events if that Exhibitor violates or fails to abide by the Contract and any of the accompanying rules and regulations. Any amendment to this Contract must be in writing and signed by an authorized representative of PTP Events.
19. LISTINGS AND PROMOTIONAL MATERIALS. Exhibitor grants to PTP Events a fully-paid, perpetual non-exclusive license to use, display and reproduce the name, trade names and product names of Exhibitor in any directory (print, electronic or other media) listing the exhibiting companies at the Event and to use such names in PTP Events promotional materials. PTP Events shall not be liable for any errors in any listing or descriptions or for omitting any Exhibitor from the directory or other lists or materials. PTP Events may also take photographs of Exhibitor’s booth space, exhibit and personnel during, before or after the open hours of the Event and use such photographs for any PTP Events promotional purpose. Exhibitor warrants that it owns, or has right to use pursuant to a valid license, all intellectual property (copyright, trade mark, etc.) to be used by Exhibitor for promotion or exhibition at the Event.
20. ASSUMPTION OF RISKS; RELEASES. Exhibitor expressly assumes all risks associated with, resulting from or arising in connection with Exhibitor’s participation or presence at the Event, including, without limitation, all risks of theft, loss, harm, damage or injury to the person (including death), property, business or profits of Exhibitor, whether caused by negligence, intentional act, accident, act of God or otherwise. Exhibitor has sole responsibility for its property or any theft, damage or other loss to such property (whether or not stored in any courtesy storage area), and hereby waives subrogation claims by its insurer. Neither PTP Events nor the Exhibit Facility accepts responsibility, nor is a bailment created, for property delivered by or to Exhibitor. Neither PTP Events nor the Exhibit Facility are liable for, and Exhibitor hereby releases and covenants not to sue PTP Events or the Exhibit Facility, with respect to any and all risks, losses, damages and liabilities described in this paragraph.
21. INDEMNIFICATION. Exhibitor shall on a current basis indemnify, defend (with legal counsel satisfactory to PTP Events), and hold PTP Events and the Exhibit Facility harmless from any and all claims, demands, suits, liabilities, damages, losses, costs, reasonable attorneys’ fees and expenses which result from or arise out of or in connection with Exhibitors’ participation or presence at the Event, any violation or infringement (or claim of violation or infringement) of any law or ordinance or the rights of any party under any patent, copyright, trademark, trade secret or other proprietary right; any libel, slander, defamation or similar claims resulting from the actions of Exhibitor; harm or injury (including death) to Exhibitor; loss of or damage to property or the business or profits of Exhibitor, whether caused by negligence, intentional act, accident, act of God, theft, mysterious disappearance or otherwise and any injury to any person (including an attendee) or property caused by Exhibitor or while in the Exhibitor’s space or relating to Exhibitor’s use of any Booth Space or services.
22. LIMITATION OF LIABILITY. Under no circumstances, including for negligence, shall PTP Events or the Exhibit Facility be liable for any lost profits or any incidental, special, indirect, punitive or consequential damages whatsoever for any of their acts or omissions, whether or not apprised of the possibility of any such lost profits or damages. In no event shall PTP Events maximum liability under any circumstance exceed the amount actually paid to PTP Events by Exhibitor under the Contract. PTP Events makes no representations or warranties, express or implied, regarding the number and nature of exhibitors and/or attendees who will attend the Event or regarding any other matters.
23. INSURANCE. Exhibitor shall, at its own expense, secure and maintain at all times during the Event, including move-in and move-out days, each type of insurance listed below. All such insurance shall be primary of any other valid and collectible insurance of Exhibitor and shall be written on an occurrence basis. (a) Workers’ compensation and employer’s liability insurance complying with the laws of the state in which the Event is being held; (b) Comprehensive General Liability insurance with limits not less than $1,000,000 each occurrence, $2,000,000 aggregate, combined single limit for bodily injury and property damage, including coverage for personal injury, contractual, and operation of mobile equipment, products and liquor liability (if applicable); and (c) Automobile Liability insurance with limits not less than $500,000 each occurrence combined single limit for bodily injury and property damage, including coverage for owned, non-owned and hired vehicles, including loading and unloading operators. The Exhibitor’s Comprehensive General Liability and Automobile Liability insurance policies shall name as additional insured: (i) PTP Events and each of its direct and indirect subsidiaries and (ii) the Exhibit Facility. Copies of additional insured endorsements, primary coverage endorsements and complete copies of policies, satisfactory to PTP Events, shall be promptly furnished to PTP Events. Certified copies of the certificates of insurance or policies shall provide that they may not be cancelled without 30 days’ advance written notice to PTP Events. The Exhibitor shall obtain a waiver of subrogation from the carrier of each policy described above and the carrier of each other policy that provides fire, explosion or any other risk coverage insuring the Exhibitor’s property, in each case releasing in full such carrier’s subrogation rights.
24. CANCELLATION BY EXHIBITOR. If Exhibitor desires to cancel this Contract, Exhibitor may only do so by mailing notice in writing to PTP Events, return receipt requested. If such written notice is received at least 180 days prior to the opening date of the Event then Exhibitor will lose the nonrefundable deposit, but will not be liable for or will be refunded amounts already paid toward the remaining balance of the Exhibit Fee. Otherwise, Exhibitor is liable for 100% of the total Event Fee, regardless of when this Contract is executed by Exhibitor. In addition, regardless of when this Contract is executed or cancelled by Exhibitor, Exhibitor will remain liable for 100% of all other fees paid or payable in respect of sponsorships and promotional products. The parties understand that the withdrawal of the space reserved from availability and, if applicable, the cancellation of sponsorships and/or promotional materials, in each case at a time when other parties would be interested in such space and/ or products, will cause PTP Events to sustain substantial damages that will not be capable of determination with mathematical precision. As such, these amounts are liquidated and agreed upon damages, and not a penalty. PTP Events reserves the right to treat Exhibitor’s downsizing of booth space as cancellation of the original space and purchase of new booth space, and Exhibitor may be required to move to a new location if it requests a downsizing of space.
25. CANCELLATION BY PTP EVENTS. If Exhibitor fails to timely make any payment required by this Contract or otherwise breaches any of its obligations under this Contract, PTP Events may immediately terminate this Contract (and Exhibitor’s participation in the Event) by providing written notice (or, if appropriate under the circumstances, oral notice with written notice to follow) to Exhibitor of such termination. In the event of such a termination, PTP Events shall have no obligation to refund any monies previously paid by Exhibitor. PTP Events reserves the right to refuse Exhibitor permission to move in and set up an exhibit if Exhibitor is in arrears of any payment due to PTP Events. PTP Events is expressly authorized (but has no obligation) to occupy, cause to be occupied or dispose of any space vacated or made available by reason of action taken under this paragraph in such manner as it may deem best, and without releasing Exhibitor from any liability hereunder.
26. CANCELLATION OF THE EVENT. If PTP Events cancels the Event due to circumstances beyond the reasonable control of PTP Events (such as acts of God, acts of war, governmental emergency, labor strike or unavailability of the Exhibit Facility), PTP Events will refund any Event Fee, including deposit, already paid to Exhibitor minus a share of costs and expenses incurred by PTP Events toward the Event proportioned among all exhibitors, in full satisfaction of all liabilities of PTP Events to Exhibitor. PTP Events reserves the right to cancel, rename or relocate the Event or change the dates on which it is held. If PTP Events changes the name of the Event, relocates the Event to another event facility within the same metropolitan area, or changes the dates for the Event to dates that are not more than 30 days earlier or 30 days later than the dates on which the Event originally was scheduled to be held, no refund will be due to Exhibitor, but PTP Events shall assign to Exhibitor, in lieu of the original space, such other space as PTP Events deems appropriate and Exhibitor agrees to use such space under the terms of this Contract. If PTP Events elects to cancel the Event other than for a reason previously described in this paragraph, relocates the event to another metropolitan area, or changes the Event dates more than 30 days, PTP Events shall refund to each exhibitor its entire Event Space Fee received, including deposit, previously paid, in full satisfaction of all liabilities of PTP Events to Exhibitor. Exhibitor agrees that, except as expressly provided in this paragraph, it shall and hereby does waive any and all claims for damages or compensation resulting from or relating to any cancellation, renaming, relocation or rescheduling of the Event.
27. FIRE AND SAFETY LAWS. The Exhibitor shall comply with all state, city and local laws and ordinances relating to fire, safety and health. A description of these regulations will be found in the Exhibitor Service Manual, however, this is provided as a courtesy to Exhibitor, and PTP Events is not responsible for any errors or omissions contained therein
28. SPONSORSHIP. Sponsorship offerings are available to Exhibitor. If Exhibitor is also a sponsor and cancels it’s Booth Space, its sponsorship will likewise be canceled. See Item 24 Cancellation by Exhibitor.
29. VIOLATION OF RULES AND REGULATIONS. Violation of this Contract or any rules and regulations governing the Event, including those published in the Exhibitor Service Center, may result in one or more of the following actions taken against the Exhibitor: (a) the Exhibitor may be prohibited from exhibiting at the current year’s Event and will forfeit the Event Fee; (b) the Exhibitor’s “points” for the following year’s space draw may be taken away; and (c) the Exhibitor may be prohibited from exhibiting at future events. This list of actions is not exhaustive and does not in any way limit available remedies provided in other provisions of this Contract or by law or equity. No delay by PTP Events in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by PTP Events of any other right, power or privilege hereunder preclude any other or further exercise of any other right, power or privilege hereunder.
30. GOVERNING LAW. This Contract is governed by the laws of the State of Oregon without regard to conflicts of laws and principles therein. Exhibitor agrees that the courts located in the State of Oregon shall constitute the exclusive forum for the resolution of any and all disputes arising out of, connected with or related to this Contract or the breach of any provision of this Contract. Exhibitor waives any right to assert lack of personal or subject matter jurisdiction and agrees that venue for any legal proceeding properly lies in Eugene, Oregon.
31. INTEGRATION. This Contract (including the Exhibitor Service Center and any additional rules or regulations adopted by PTP Events from time to time) states the entire agreement of the parties with respect to the subject matter hereof.
32. CONTRACT ACCEPTANCE. This Contract is not binding until accepted by PTP Events. By signing below, Exhibitor is agreeing to abide by the above terms and conditions, the rules and regulations, and the Exhibitor Service Center. Evidence of Contract acceptance by PTP Events will be a formal confirmation of assigned space and the related financial specifics. The final Booth Space specifics and/or location may be different from the Exhibitor’s original requests.
Have questions? Please contact PTP Events toll free at 877-935-8906 or write to:
Professional Trade Publications, Inc.
P. O. Box 25210
Eugene, OR 97402-0447
P. (541) 341-3390 • F. (541) 341-6443
2019 Concrete Decor Show Exhibitor Terms & Conditions