SAMPLE LICENSE AGREEMENT
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Insurance, Liability, and Indemnification: The Exhibitor must insure its property against the risks of fire, theft, burglary, breakage and leakage and water damage, and the risks of transport to and from the Show. The Company shall not be liable to the Exhibitor, its employees, agents or representatives, or any other person for any injury, damage or loss whatsoever, to the Exhibitor’s property arising from any cause whatsoever. Without limiting the foregoing, the Company shall not be liable for any loss incurred by the failure of the Exhibitor to obtain insurance or the failure of such insurance to cover its loss. The Exhibitor agrees to indemnify, defend, and hold the Company, RT Marburger Land 2021 LP, Brook Partners, Inc., and their officers, employees, and agents (each, a “Company Party”) harmless from and against, and hereby releases each Company Party from liability with respect to all claims, demands, liabilities, suits, causes of action, losses and damages (including attorney’s fees) (collectively, “Losses”) incurred in connection with or arising out of Exhibitor’s sales and participation in the show, Exhibitor’s breach of this License Agreement, or the acts of Exhibitor or its owners, representatives, agents, invitees, licensees, or employees, including without limitation losses arising out of any injury or death to person or persons or damage to or destruction of property. Furthermore, Exhibitor releases the Company for losses that it may incur due to theft or casualty or if the Show does not occur for any reason or is cut short. THESE INDEMNITIES AND RELEASES WILL BE EFFECTIVE EVEN IF AN INDEMNIFIED OR RELEASED PARTY IS NEGLIGENT OR WOULD OTHERWISE BY STRICTLY LIABLE UNDER APPLICABLE LAW.
The Exhibitor is responsible for any and all damage to the Company exhibition space, including the booth, caused by the acts or omissions of the Exhibitor, its employees, agents or representatives. Exhibitor is responsible for leaving the booth in the same condition in which it was found, normal wear and tear excepted. The Exhibitor must remove its property from the booth; render the booth area and walls free of all hanging devices, crates, cartons and all other matter, and vacate its booth area by 5:00 pm on Sunday, one day after the show closes.
Exhibitor will carry a minimum of $1,000,000 liability insurance naming the Company Parties as additional insureds and waiving subrogation against the Company Parties. Exhibitor will provide the Company with a certificate evidencing such insurance at least thirty (30) days before the Show.
Authentication Policy: Exhibitor agrees that all merchandise will be antique, authentic, as purported on descriptive price tags and sales receipts, and complies with the Company’s Authentication Policy. Each exhibitor will be required to sign an “Authentication Agreement” to participate in the Show.
Withdrawal by Exhibitor: Exhibitor acknowledges that, if it withdraws from the show, the Company may, at its sole election, choose to carry over the Deposit to the next show, or withhold some or all of Exhibitor’s deposit.
Fees, Rules, and Regulations: The Company may establish or change fees, rules and regulations, or policies regarding the Show and the exhibitors, and Exhibitor agrees to comply with any such rules and regulations and policies. Exhibitor may not let anyone else use its booth, or booths, unless previously approved in writing by the Company, and may not assign this License Agreement.
Location: At its sole discretion, the Company may change the location of the allocated space, slightly reduce or increase booth size, or otherwise alter the location and/or configuration of the booth. The Company reserves the right to rearrange the layout of unoccupied areas; alter entrances, exits and passageways to and from the exhibition spaces (tents, historic buildings, etc.), the exhibition space corridors, halls, and aisles; and to undertake other structural modifications and alterations as it deems necessary in its sole discretion.
The Company may terminate Exhibitor’s license if Exhibitor breaches the License Agreement (and Exhibitor will not be entitled to a refund of any amount paid).