1. Upon the Exhibiting Company’s (“Exhibitor”) execution, this Agreement becomes abinding contract between TPCI and the Exhibitor subject to the parties, respective rights described in the terms and conditions set forth below. This agreement will be valid only after the exhibiting company / firm has paid all applicable fees and deposits by the deadlines set forth on this agreement and otherwise complied with this agreement in all respects.
2. The execution of this agreement and the timely payment of all fees and deposits do not guarantee that an exhibitor will be permitted to exhibit at the show or be assigned to a particular exhibit hall, section within the show or exhibit hall, or the space or number of booths desired by the Exhibitor or assigned by TPCI. TPCI reserves the right to select those Exhibitors who will be permitted to exhibit at the show, and the exhibit hall, area and number of booths in which the Exhibitor will be allowed to exhibit, in its sole and absolute discretion.
3. TPCI retains the absolute right to cancel, change or modify the exhibit space assigned of any Exhibitor, in its sole and absolute discretion, for any or no reason, with or without cause by mailing the Exhibitor a written “Notice of Cancellation or Change of Exhibit Space Assignment”. Exhibitor also recognizes and understands that circumstances may arise immediately prior to or during the “INDUS FOOD 2020” show that may also make it TPCI to change or cancel an Exhibitor’s space, or make the exhibit space available to the Exhibitor for fewer days and/or fewer hours than had previously been confirmed.
4. Use of Fees and Deposit. Exhibitor expressly acknowledge that TPCI reserves the right to apply any fees and deposit amounts paid pursuant to this Agreement
(i) To remedy and default of Exhibitor under this Agreement including payment of required insurance
(ii) To remedy any default of Exhibitor from any previous agreement(s);
(iii) For payment of any cheque returned for Insufficient funds (including any bank fees related to the Insufficient funds); and
(iv)To pay any onsite violations of the Exhibitor. Exhibitor agrees to pay to TPCI the amount offset against a Past Due Amount by the applicable deadline. If the Exhibitor fails to pay the offset amount within the required period the Exhibitor shall be considered to be in default of its payment obligations under this agreement and TPCI shall have the right to cancel or change the Exhibitor’s space assignment and exercise its other rights under the agreement.
5. TPCI reserves the right to change, increase or decrease Show hours, days or location.Notwithstanding anything to the contrary in the Exhibitor Agreement, the Exhibitor acknowledges and agrees that if TPCI elects to change, increase, or decrease Show hours, days or location, Exhibitor shall not be entitled to any expressly disclaims any right or claim to the return of any portion of any Show fees or deposits paid or payable by the Exhibitor to theTPCI.
6. Should the premises or any portion thereof, be rendered unusable for any reason or due to any cause whatsoever, including but not limited to fire, the elements, acts of God, mob, riot, or civil commotion, TPCI shall in no way be liable for any personal or business loss or anyother damage, consequential or otherwise, inconvenience or annoyance to the Exhibitor arising from any of said causes.
7. TPCI makes no representations or warranties express or implied, to the Exhibitor regarding the condition of the premises or the success of the Exhibitor’s efforts for which the exhibit space will be used. Under no circumstances shall TPCI be held responsible or liable for any costs, expenses, damages or any other sums whatsoever incurred by the Exhibitor or anyother party as a result of the condition of the premises, the exhibit space, or the Exhibitor’s efforts for which the exhibit space will be used or the theft or destruction of the Exhibitor’s products or property.
8. Exhibitor understands and acknowledges that all utilities including, but not limited to, electrical, water, heating, ventilation, and air conditioning are provided by the show facility at a cost and not by TPCI, and as such, TPCI assumes no responsibility for any disruption inservice.
9. Exhibitor acknowledges and agrees that should
(a) TPCI issue a notice of Cancellation of Change or
(b) change or cancel an Exhibitor’s space or make exhibit space available for fewer days than had previously been confirmed, TPCI shall not be held responsible or liable for anycosts, expenses, damages or any other sums whatsoever incurred by the Exhibitor or anyother party as a result of any exhibit space cancellation, change or reduction in number of available days except as specifically set forth in this paragraph. The Exhibitor expressly acknowledges and agrees that TPCI’s liability to the Exhibitor in any way relating to the Agreement and/or the use, cancellation, change or reduction in the number of available days of exhibit space shall be limited to the return to the Exhibitor of all or a prorated portion of any fees or deposits previously remitted to TPCI.
10. Exhibit Space Rules. TPCI shall have the right in its sole and absolute discretion to establish rules for the show and the use of exhibit space covered by this Agreement, including but not limited to the rules within the Exhibitor Manual. All Exhibitors are required to comply with all such rules which are deemed incorporated herein by this reference andshall be available to each Exhibitor prior to the show.
11. Exhibitors reserving exhibit space will have two scheduled payments:
-
50% advance payment of the total cost of participation within three days of online submission of application form
-
Balance 50% of the total cost of participation by 30th September 2019
-
Participants registering after 30th September will submit 100 % payment of the total cost of participation within 3 days of online registration
12. If the Exhibitor wishes to modify its Stand Space it shall send a written request to TPCI, stating the reason for proposed modification, which TPCI shall be entitled to accept, reject orcondition at its reasonable discretion. Such conditions may include (but not be limited to) the payment of additional fees if the modification will result in additional requirements inconnection with the Stand Space or the payment as applicable. Cancellation charges setout in clause 11 if the modification will result in significantly reduced requirements for Stand Space.
13. The Exhibitor shall carry public liability insurance against personal injury, death and damage to or loss of property by any cause whatsoever. The Exhibitor shall provide written evidence of its insurance policy to TPCI no later than 8 weeks prior to the commencement date of the Exhibition. In the event that an Exhibitor enters this agreement less than 8 weeks before the commencement of the Exhibition, the Exhibitor shall on the date of this agreement shall provide satisfactory written evidence to TPCI of its insurance policy.
14. Neither party shall use, copy, adapt, alter, disclose or part with possession of any information or data of the other party which is disclosed or otherwise comes into its possession directly or indirectly as a result of this agreement and which is of confidential nature except as strictly necessary to perform its obligations or exercise its rights under this agreement PROVIDED THAT this provision shall not apply to Confidential information:
(a)Which the receiving party is able to prove was already in its possession at the date it was received or obtained or which the receiving party obtains from some other person with good legal title to the same or which is independently developed by or for the receiving party ; or
(b)Which comes into public domain otherwise than through the default or negligence of the receiving party; or
(c) Which the receiving party is required to disclose by law or applicable regulatory authority. In all cases each party shall inform the other party immediately upon becoming aware of confidential information, or that an unauthorized disclosure of confidential information has been made. Each party shall ensure that its personnel, sub-contractors and agents who have, or may have, access to the confidential information are bound by an undertaking in substantially the same terms mentioned above. The provisions in this clause shall continue in force notwithstanding termination or expiry of this agreement.
15. The dimension of the booth shall be accepted by the applicant, as finalized by TPCI and no representation shall be entertained in this regard.
16. Any allotment with/ near the pillar shall be accepted by applicant (if any), as decided in Draw-of lots.
17. Miscellaneous:
(a) The terms & conditions set forth above, govern the rights and responsibilities of TPCI and the Exhibitor. The Agreement and these terms & conditions represent the sole and entire agreement among the Exhibitor and TPCI and supersede all prior agreements, negotiations, and discussions between the parties here to, and / or their representatives.
b) The Agreement and these terms & conditions shall be construed as whole in accordance with their fair meaning and the laws of India.
c) The provisions set forth above are severable. If any provision is held to be invalid or unenforceable, it shall not affect the validity or enforceability of any other provision.
d) No waiver of any term, provision or condition set forth above, in any one or more instances, shall be deemed to be or construed as a further waiver of any such term, provision or condition.
e) The person executing this Agreement on behalf of the Exhibitor represents and warrants that they have the authority and power to do so and bind the entity for which they sign.
f) TPCI shall use reasonable care to have all power services installed in time for the opening of the Show. Proper and reasonable care shall also be taken to prevent interruption of power services during the exhibition. TPCI shall not be held responsible for late installation or interruption of any services that may occur.
g) By signing this Agreement, Exhibitor authorizes TPCI to use its name and any photographs and / or video recordings taken at the exhibition and associated events for promotional purposes.
(h) The Exhibitor shall supply to TPCI the name of at least one person to be its representative in connection with the installation, operation and removal of the exhibits and shall ensure that such person is available to be contacted by TPCI at all times during the Opening Hours of the Exhibition and reasonable available at other times during the Exhibition Period.
(i) In order to ensure only Official access to the Exhibition areas, the exhibitor and any authorized personnel and any permitted contractors will be issued with non-transferrable badges. No admission to the Exhibitor areas will be allowed unless this badge is presented.The Exhibitor will be required to provide TPCI, by the date specified in the Exhibitor Technical Manual, with a list detailing the personnel who will be present at the Stand Space and / or around the Exhibition and / or any permitted contractors and the day(s) on which each person is likely to be in attendance. The exhibitor shall be liable for all and any unauthorized use of badges issued to the Exhibitor.
(j) The Exhibitor shall be responsible and liable for the conduct of all personnel and any other person associated or connected with the Exhibitor. TPCI reserves the right in its absolute discretion to exclude or remove from the Exhibition any person whose presence or behavior is undesirable and /or potentially unlawful, harmful, disrespectful and/or causing a nuisance to other Exhibitors and/or Exhibition visitors and TPCI may exercise such right notwithstanding that any such person is the employee, agent or permitted contractor of the Exhibitor or otherwise in any way connected or associated with Exhibitor.
