FBA Conference Contract
Terms and Conditions
This Contract for Exhibit Space, when properly executed by a company/organization and submitted with or without full or partial payment of fees, and accepted in writing by FBA, shall be considered a binding Contract between the two parties subject to the rules and regulations promulgated by FBA pursuant to this Contract. The contracting company/organization and FBA agree that the purpose of the Conference is professional education of persons attending the Conference and will conduct themselves accordingly. FBA reserves the right to determine the Exposition eligibility of any company/organization, product, or service.
Exposition Dates
The Exposition will be held December 3-6, 2023. The Exhibitor Networking Event portion of the Conference will be open according to the following schedule:
FBA reserves the right to change the date, site and exhibit hours; however, any such change(s) will be made known as far in advance of the Conference as possible, and Exhibitors will be notified accordingly. During all hours the Exposition is open, the Exhibitor must occupy its assigned exhibit space, and staff its exhibit with competent personnel. Exhibitor shall not dismantle its exhibit or otherwise interfere with the orderly conduct of the Exposition until it is finally closed to visitors.
Cancellations
Exhibitor specifically recognizes and agrees that FBA will sustain losses in the event the Exhibitor fails to provide timely written notice of cancellation (by certified mail). In keeping with industry practice, the existence of which practice is acknowledged by the Exhibitor, and in view of spaces, and alike, the Exhibitor agrees upon the following late cancellation assessment schedule as being in the nature of liquidated damages, which schedule is designed specifically to compensate FBA for its losses and not constitute a penalty, should the Exhibitor fail to provide timely written notice, by certified mail, of cancellation of all or any part of its assigned exhibitor space.
Cancellations will be accepted only in accordance with the above schedule. There will be no refunds for cancellations received after October 14, 2023. Any refunds due to the Exhibitor as the result of cancellation of this Contract will be made after the completion of the Conference. Failure to make full payment of exhibit space rental fees by date indicated on invoice or Contract, filed prior to, or on, that date, will subject Exhibitor to cancellation of Contract by FBA and liability for balance due. If
exhibitor space is not occupied on December 3rd and/or 4th, FBA shall have the right to use such space. FBA’s re-letting of an Exhibitor’s cancelled space shall not act to excuse Exhibitor from assessment. If FBA cancels Contract with Exhibitor, due to a product/service vendor change, FBA will refund the Exhibitor the full amount paid to FBA for exhibitor space and/or sponsorship.
Except as the Exhibitor’s rental obligation may be reduced through cancellation and refund in accordance with the above schedule, the Exhibitor is responsible for the total exhibit space rental fees irrespective of the reason for cancellation, including cancellation by the Exhibitor because of the failure of the materials to arrive for any reason, or cancellation by FBA of the Conference in whole or in part as a result of riot, strike, civil disorder, act of war, act of God, or any reason of any kind whatsoever not within the FBA’s control. However, in such instances of the FBA cancellation, FBA will make every reasonable effort to reschedule or conduct the Conference in spite of such acts or circumstances beyond its control. Should it ultimately be impossible to hold the Conference in such instances FBA may retain and/or will be due such part of the Exhibitor’s exhibit space rental fees as shall be required to the FBA for expenses incurred up to the time a contingency beyond its control shall have occurred. All payments in excess of such expenses will be refunded.
Use of Space
Exhibitor agrees not to assign, sublet, or share allocated space without the knowledge and prior written consent of FBA. Exhibitor will not be permitted to display outside the confines of the assigned exhibit space in the Conference area. Exhibitor must show only products or services dealt in during the regular course of its business and approved by FBA. Except as specifically allowed by FBA, Exhibitor may not promote or represent any other vendor’s products or services in its exhibitor space. Unless part of a demonstration, or integrated into a solution provided by Exhibitor, no other vendor’s hardware or software may be exhibited. Signs or banners, printed materials such as specification sheets or brochures, advertising or any other form of promotion which suggests another vendor’s presence as an exhibitor within Exhibitor’s space are strictly forbidden. Violation of these regulations, or failure to correct such a violation, may result in removal of Exhibitor from the Conference.
Insurance
FBA shall not be liable for damage or loss to any Exhibitor’s properties through theft, fire, accident or any other destructive cause, whether the result of negligence or otherwise. Exhibitor shall insure its own exhibit and display materials. Exhibitor must carry Public Liability Insurance with limits of not less than $500,000.00 any one injury, $1,000,000.00 any one accident, and $250,000.00 property damage. Exhibitor will obtain a waiver from its said insurance carrier(s) of carrier’s(s’) subrogation rights against FBA, and their respective officers, employees and agents. FBA assumes no liability for injury that may occur to visitors to the Conference or for any damage to any property. Exhibitor agrees to indemnify, defend, and hold harmless FBA, their respective officers, employees and agents, against all claims for bodily injury, property damage, and/or any other claim arising out of Exhibitor’s participation in the Conference, or caused by its employees, representatives, contractors, or property in its possession or control.
Meeting Rooms and Hospitality for Special Functions
(A) The assembling of attendees in any meeting room, hotel suite, or special function room by any exhibitor or organization must be approved in advance, in writing by FBA.
(B) Use of meeting facilities or hotels by exhibitors or organizations for sales or business meetings or meal functions, during the meeting dates, must be approved in advance, in writing by FBA.
(C) Violations of the above are grounds for expulsion from the exhibit area and/or restriction from participation in any future Conference of FBA.
Disability Provisions
Exhibitor represents and warrants that (a) its exhibit will be accessible to the full extent required by law, (b) its exhibit will comply with the Americans with Disabilities Act (ADA) and with any regulations implemented by the ADA including, but not limited to: 36” pathways, ramp capabilities for raised or lowered flooring, and installation of tightly woven carpeting less than 1½” thick to facilitate wheelchair movement, and (c) it shall indemnify and hold harmless FBA, their agents and contractors, the Conference contractor, the facility, or any other representative thereof from and against any and all claims and expenses, including attorney’s fees and litigation expenses, that may be incurred by or asserted against FBA, its agents and contractors, the Conference contractor, the facility, or any other representative thereof on the basis of the exhibitor’s breach of this paragraph or non-compliance with any of the provisions of the ADA.
Royalties and Other Payments
Exhibitor agrees to pay promptly all royalties, license fees, or other charges due to any person, firm, or corporation by reason of any live or recorded music, or any other kind of entertainment, which the exhibitor, its agents, employees, or subtenants plays, stages, or produces within the premises covered by this Contract, including, but not limited to royalties or licensing fees due to BMI, ASCAP, or SESAC. Exhibitor agrees to indemnify and hold harmless FBA, their agents and contractors, the Conference contractor, the facility, or any other representative thereof from and against any and all claims and expenses, including attorney’s fees and litigation expenses, that may be incurred by or asserted against FBA, their agents and contractors, the Conference contractor, the facility, or any other representative thereof on the basis of the exhibitor’s breach of this paragraph.
Union Labor
Exhibitor is required to observe and comply with all union regulations for the state in which the event is being held, as well as contracts with the facility in which the event is taking place, official service contractors and union labor organizations.
Other Terms and Conditions
This Contract for Exhibit Space, when properly executed by a company/organization and submitted with or without full or partial payment of fees, and accepted in writing by FBA, shall be considered a binding Contract between the two parties subject to the rules and regulations promulgated by FBA pursuant to this Contract. The contracting company/organization and FBA agree that the purpose of the Conference is professional education of persons attending the Conference and will conduct themselves accordingly. FBA reserves the right to determine the Exposition eligibility of any company/organization, product, or service.
Exposition Dates
The Exposition will be held December 3-6, 2023. The Exhibitor Networking Event portion of the Conference will be open according to the following schedule:
Exhibitor shall comply with all fire laws, electrical codes, and all other rules, regulations, codes, or statutes with respect to the installation, conduct, and disassembly of its exhibit. Exhibitor shall also comply with all reasonable requests of the FBA and the facility officials with respect to the installation, conduct, and disassembly of its exhibit. The exhibit shall be conducted in a decorous manner in order not to be objectionable to other Exhibitors, the facility, FBA, or the public. FBA and the facility reserve the right to close, remove, or require changes in any exhibit or to remove any of the Exhibitor’s personnel, agents, representatives, independent contractors, invitees, or guests who are deemed detrimental to the overall Conference, the facility, other Exhibitors, or the public.
The license granted by this Contract is personal and may not be transferred without the written consent of FBA. The premises are licensed on an “as is” basis, and FBA will not be liable for pre-existing conditions of the premises or for conditions arising during the period of the license. Exhibitor shall return the premises in as good as condition as they were received. FBA shall in no event be liable to the Exhibitor in excess of any consideration paid by the Exhibitor to FBA, and received by FBA for breaches of Contract or tortuous conduct by FBA, their agents, representatives, and independent contractors whether acting within or outside of the scope of their authority; by agents, representatives, or independent contractors of the facility, or by the general public. FBA shall not be liable for failure to perform its obligations under this Contract due to strikes, riots, acts of God, or any other cause beyond its control. Anyone visiting, viewing, or otherwise participating in the Exhibitor’s exhibit space is deemed to be the invitee or licensee of the Exhibitor rather than the invitee or licensee of FBA.
FBA shall not be liable for injury of any type from any cause to property of the Exhibitor or to persons conducting or otherwise participating in the conduct of the exhibit or to invitees or guests of the Exhibitor. Exhibitor assumes full responsibility and liability for the actions of its agents, employees, or independent contractors, whether acting within or outside of the scope of their authority, and agrees to hold harmless FBA from responsibility or liability resulting directly or indirectly, or jointly, from other causes which arise because of the actions or omissions of its agents, employees, or independent contractors, whether acting within or outside of the scope of their authority.
The within Exhibitor, by entering into this Contract, agrees in the event of any disputes arising out of it to accept the jurisdiction of the State of Florida. In the event of any breach of any term of this Contract by the within Exhibitor, or other dispute arising out of this Contract, Exhibitor will be liable, from and after default, for interest on such money as is owed by Exhibitor at the rate of one and one-half percent (1 ½%) per month commencing on the date of initial demand. In addition, Exhibitor will be liable for all reasonable costs, expenses, and attorneys fees arising out of the collection efforts of FBA, which, when combined with said interest, shall not, in any event, exceed the usury law of the jurisdiction in which said claim is filed