Black Excellence Night Vendor Booth Agreement
Terms and Conditions
Please read and review our Vendor Agreement before submission.
Pursuant to the terms described below, you (“you” or “Vendor”) agree to enter into a vendor agreement with Black Excellence Inc. (“BEI”) for the Black Excellence Night 2023 (“BEN”).
In consideration of the agreements, representations and obligations stated here, including those in the BEN sponsorship opportunities proposal, which is part of this agreement, (collectively the “Vendor Agreement”) and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged--each of us, intending to be legally bound, have entered into this Vendor Agreement.
TERM. The term of the Vendor Agreement commences on the date signed by the Vendor (“the effective date”) and shall expire on (date of the event)(the “Term”).
VENDOR FEE. The Vendor shall pay a non-refundable vendor booth fee made payable upon submission of the Vendor Registration Form. Payments shall be made through Electronic invoice through Paypal or event CashApp for Vendors.
Cash is not accepted as a form of payment. All payments must be in US dollars. Any vendors who have not paid within 72 hours of form submission are subject to losing their space. All vendor payments are final. No refunds.
ADVERTISING AND BENEFITS. Vendors shall receive one business listing in the event program per their selected city; however, booths do not include sponsorship advertisement or promotion. Vendors are responsible for sharing their participation at BEN. However, any usage of BEN in vendor advertisement and promotion must be approved by BEN Team before the release of marketing. BEN reserves the right to remove any vendor that negatively promotes BEN and partners.
EVENT VENDOR BOOTHS. BEN Sponsors will receive prime booth locations inside the arenas. The BEN team will ensure all vendors are strategically positioned throughout the event for maximum exposure. The BEN team will supply one (1) 6-ft table and two (2) chairs for set-up. BEI reserves the right to deny any and all sponsors' and vendors' products that may not fit the aesthetic of the event, are deemed harmful, and/or prohibited by the arena.
VENDOR BOOTH SIGNAGE. Except as otherwise agreed by the parties, the Vendor shall be responsible for any and all expenses, including those directly or indirectly related to the installation, fabrication, erection, development, and/or installation of any signage and set up at the vendor booth(s) and/or activation(s). BEI may reject in its reasonable discretion, any signage or element thereof that it deems unsuitable in content or format for the space designated to Vendor.
VENDOR SET UP AND MATERIALS. The vendor is ONLY allowed to bring items that can fit within a rolling wagon or plastic bin (up to 2 bins allowed). No rolling racks or large items/merchandise that require more than one-hour of set up time are allowed. The vendor is responsible, at its sole cost and expense, for securing consents, licenses, waivers, or any other third-party copyrights, trademarks, service marks, publicity, or privacy rights in connection with any images, art files, music, video, or other materials used or provided by Vendor in connection with BEN (e.g., any signage, logos, web site, branding, etc.).
VENDOR PERSONNEL. Vendors shall ensure that all their personnel will follow the rules and instructions provided by representation of BEI, on-site at BEN or otherwise, in connection with BEN (e.g. safety, ingress and egress, scheduling, etc.).
FORCE MAJEURE. Vendor acknowledges and agrees that BEN is subject to cancellation or modified in the event of inclement weather, COVID-19 restrictions, or other force majeure events, as determined at the reasonable discretion of BEI. Accordingly, any vendor benefits to be provided on the day of BEN may be withdrawn in the event that BEN is canceled. BEI shall have no liability to the Vendor in the event of such cancellation of BEN. If BEN is subject to cancellation, no refunds will be provided back to the Vendor. BEI will reschedule the event and the vendor will have a reserved vendor booth for 13-months after the cancellation date.
INDEMNIFICATION. Vendors agree to indemnify, defend, and hold harmless BEI and its directors, officers, employees, agents, and representatives from and against any claim, suit, or proceeding arising from the following: (A) Any breach or alleged breach of this Agreement by the Vendor; (B) Any personal injuries or property damage caused or allegedly caused by the negligence or intentional acts of the Vendor, its personnel or persons under their control; and © Any alleged or actual false advertising, fraud, misrepresentation, libel or slander; illegal competition or trade practice; infringement of trademarks, trade names or titles; violation of rights of privacy or publicity; or infringement of copyrights or proprietary and intellectual property rights arising in connection with the use or display of any vendor material or signage. Vendors further agree to reimburse any BEI indemnitee for any and all losses, damages, liabilities, cost, or expenses (including reasonable attorneys’ and professionals’ fees and disbursements) incurred in connection with investigating, preparing, pursuing, or defending any third-party action, claim, suit, investigation or proceeding arising from any of the above (whether or not pending or threatened, and whether or not any BEI Indemnitee is a party).
INSURANCE. Vendor warrants and represents that it has (or will secure prior to BEN) and will maintain at sole cost and expense, effective as of the date hereof and continuing for at least one year after the end of the Term:
Workers’ compensation insurance in compliance with statutory laws.
Commercial general liability insurance
Umbrella liability insurance
OWNERSHIP RIGHTS. Each party acknowledges that the Confidential Information is and will be the Disclosing Party’s sole property, even if suggestions made by the Receiving Party are incorporated into the Confidential Information. Neither party obtains any rights, by license or otherwise, in the other party’s Confidential Information. Neither party solicits any change in the other party’s organization, business practice, service, or products, and the disclosure of the Confidential Information may not be construed as evidencing any intent by a party to purchase any products or services of the other party or as an encouragement to expend funds in development or research efforts. The Confidential Information may pertain to prospective or unannounced products. Neither party may use the other party’s Confidential Information as a basis on which to develop or have a third party develop a competing or similar plan or undertaking.