Canna Pop-Up Montclair NJ, November 20, 2019
Terms and Conditions for Sponsors and Exhibitors
Canna Pop-Up Montclair
November 20, 2019 PARTICIPANT TERMS & CONDITIONS
1. EVENT DATE: LOADING IN & OUT. Canna Pop-Up Montclair (the “Event”) is scheduled for the following date: Wednesday, November 20, 2019. The Event will take place from 5:30 PM – 10:00 p.m. at the following location: The Annex at 18 Label located at 22 Frink Street, Montclair, NJ 07042 (the “Venue”). By signing below, the undersigned participant (“Participant”) and Canna Pop-Up, a division of WPN Inc. (“WPN”) agree to be bound by these terms and conditions (the “Agreement”). Access to the Venue for check in and set up will begin at 3:30 PM on November 20
All exhibits must be fully installed by 5:00 PM and remain fully installed during the entire Event. Participants observed breaking down exhibits early or leaving prior to the conclusion of the Event will be assessed an early termination fee equal to 50% of the amount previously paid to WPN Inc. by Participant, unless Participant expressly requests, and WPN Inc. grants permission for Participant to break down and/or depart early. Participant agrees that the early termination fee is an accurate approximation of the damages that WPN Inc. will suffer if Participant leaves the Event early. Exhibits must be removed by Participant by 10:30 PM.
Questions regarding any aspect of the Event should be addressed to Holli Ehrlich by email at email@example.com or by cell at 201-323-2015.
2. CANCELLATION. For purposes of this Agreement, an Event shall only be deemed to have been Cancelled if it is not rescheduled pursuant to Paragraph 15 (Reservation of Rights) below, for a date within thirty (30) days of the originally scheduled Event. (“Cancellation”). In the event an alternate date for the Event is scheduled within 30 days of the originally scheduled Event, the Event shall be deemed to have been Rescheduled (“Rescheduled”), whether or not a “rain date” is set forth herein. An Event Rescheduled within such 30-day period shall be deemed to have been Rescheduled, whether or not such Rescheduling was due to a Force Majeure event, as defined in Paragraph 17 (Force Majeure) below. Participant shall not be entitled to a refund of any monies paid by Participant to WPN Inc. in connection with the Event for any reason unless the Event (as well as any applicable “rain date”) is Cancelled by WPN Inc. and not Rescheduled within such 30-day period. In the event of WPN Inc.’s Cancellation of the original Event date, and any applicable “rain date,” Participant shall be entitled to a full refund of any monies paid to WPN Inc. in connection with the Event. Notwithstanding anything to the contrary stated herein, except as provided in this Paragraph 2 (Cancellation), Participant will not be entitled to any refund or credit in the event of Cancellation or Rescheduling, and under no circumstances will Participant be released from or otherwise relieved of their payment obligations, including all obligations to pay monies due to be paid to WPN Inc. in connection with the event, whether paid or unpaid at the time of Cancellation or Rescheduling.
3. INSURANCE. Participant is required to maintain the following minimum insurance limits and coverage during the term of the Agreement and for a period of six months’ post event date. Participant shall also provide WPN Inc. with a Certificate of Insurance no less than ten (10) days prior to the Event if requested.
a. Participant must provide WPN Inc. with a Certificate of Insurance, which must include proof of the following coverage and conditions, as set forth below:
Commercial General Liability (CGL): insurance coverage written on an occurrence basis including coverage for contractual liability, products and completed operations, personal injury, bodily injury (including death) and broad form property damage with liability limits not less than $1,000,000 per occurrence and $2,000,000 annual aggregate. Coverage must be primary and non-contributory. The Certificate of Insurance must include the following entities as additional insureds: (1) The Annex at 18 Label, 22 Frink Street, Montclair, NJ 07042 (2) Canna Pop-Up and WPN Inc. 184 S. Livingston Ave. Livingston NJ 07039 (3) the Venue, and their respectively owned, controlled, associated, affiliated and subsidiary companies and/or corporations and each of their officers, directors, employees, agents, and consultants and all other.
In addition to the foregoing coverages, Participant may be required to provide WPN Inc. with proof of insurance and/or a Certificate of Insurance under an applicable professional liability insurance policy, if WPN Inc., in its sole discretion, determines that such coverage is warranted due to the nature of Participant’s involvement in the Event. The limits of any such insurance shall also be within WPN Inc.’s sole discretion.
Total per occurrence limits for coverage required above may be satisfied with any combination of primary and umbrella/excess liability policies. All such insurance must be primary and non-contributory. If an Additional Insured has other insurance which is applicable to any loss for which any of the policies herein are also applicable, such other insurance shall be on an excess or contingent basis and shall not be available until the limits set forth above are fully exhausted. WPN Inc. shall be notified in writing at least thirty (30) days prior to cancellation, modification or non-renewal of a policy. Insurance companies providing coverage must be rated by A.M. Best with at least an AVII rating and licensed to do business in the State of New Jersey.
The participant will not be allowed to participate in the Event if a conforming Certificate of Insurance is not issued to WPN Inc. within ten (10) business days prior to the Event. WPN Inc. may terminate this Agreement and retain all funds paid to it if Participant fails to obtain insurance and supply WPN Inc. with appropriate certificates of insurance as required herein.
4. SUBLETTING & ASSIGNMENT. Participant shall not sublet or assign any portion of the space assigned to it at the Event (“Event Space”) or permit representatives of any other company to operate from the Event Space. Further, Participant will not exhibit, sell or advertise items not manufactured or normally sold by the Participant except when such items are necessary to the proper demonstration or operation of the Participant’s display.
5. LABOR. Participant is solely responsible for the cost and coordination of any labor it requires to participate in the Event (e.g. assemble, disassemble, set up, load-in, load-out, etc.). WPN Inc. will not provide any labor in connection with the Event.
6. UTILITIES. Electricity and wireless internet may or may not be available at the Event Space. WPN Inc. makes no express or implied representations or warranties regarding the quality or availability of such services. Participant must request access to electricity seven (7) days prior to the Event. Participant is responsible for providing its own cables and cords to connect to electricity at the Event and will be responsible for any additional cost for such services imposed by the Venue. The participant will not have access to plumbing at its Event Space.
7. DELIVERIES. No deliveries will be accepted by the Venue or WPN Inc. prior to the Event.
8. NO ALCOHOL. A participant may not offer for sale or serve alcoholic drinks under any circumstances.
9. FOOD & BEVERAGE. Participant is permitted to offer samples of food and non-alcoholic beverages during the Event, subject to the approval of WPN Inc. Should WPN Inc. deem, in its sole discretion, that Participant’s offering of such samples may interfere with the Event in any way, or cause or create an unsafe condition, WPN Inc. reserves the right to require Participant to cease from its offering of such samples, or make any changes it deems necessary to rectify or remedy such interference or unsafe condition. For purposes of these Terms and Conditions, a “sample” shall be defined as a serving of a food or beverage that is less than a full serving. Participant is solely responsible for set-up and clean-up of any and all food and beverage samples that it provides, including providing, setting up and cleaning up all napkins, utensils, plates, condiments and other food and beverage related items. A participant may not serve alcohol under any circumstances.
10. USE OF THE EXHIBIT SPACE. Participant agrees that the Event is limited to businesses, products, and topics approved by WPN Inc. Participant will not use or permit the Event Space to be used at any time for the purpose of soliciting participants for events other than the Event conducted by WPN Inc., including, but not limited to, any recreational vehicle, camping, sporting, van or truck show, or the distribution of related materials including, but not limited to, advertising of such shows.
11. REGULATIONS & PROCEDURES. Listed below are regulations and procedures that will be enforced during the Event:
• Participant is limited to only two (2) designated employees, aged 21 and older, to work the Event. Requests for additional staff to attend or work the Event must be promptly made via email to firstname.lastname@example.org. WPN Inc. may grant or deny such requests in its sole discretion.
• Exhibits with a height greater than six (6) feet are prohibited unless prior approval is obtained from WPN Inc. If Participant intends to use exhibits (including, but not limited to any “step and repeat” or tall signage) which measure approximately six (6) feet in height, or any such exhibits with special or unusual height or space requirements, Participant must notify WPN Inc. no less than five (5) days prior to the Event. Accommodations for such exhibits are not guaranteed and WPN Inc. reserves the right to prohibit the use of any exhibits or materials which do not fit in or will interfere with the Event Space of any other participant or the Event in any way.
• Participant is responsible for all damage to the Venue or other third party building property or equipment caused by Participant, its employees or anyone under its control.
• Nothing may be painted, taped, nailed, tacked, stapled or otherwise fastened to ceilings, walls, doors, painted surfaces, columns or any property at Event Space or Venue, including decorations, signs or banners.
• The following shall be kept clear, unobstructed, unhidden and unblocked at all times: exits, hallways, aisles, building mechanical systems (including lines, pipes, wires, conduits, and equipment), concession stands, public areas, elevators and escalators, streets or sidewalks, firefighting and emergency equipment (including fire extinguishers, fire hose cabinets, fire alarm pull stations and standpipes).
• Animals and pets are not permitted except in conjunction with an approved exhibit, display or performance legitimately requiring
• Participant shall not sell any illegal substances, counterfeit or unauthorized merchandise.
• All drapes, curtains, table coverings and skirts, carpet or any other material used in exhibits must be flame retardant.
• No open flames or pyrotechnics are permitted.
• Loudspeakers and displays emitting audio must be approved in advance by WPN Inc.
• Participant shall only use music, video or any other media for which the applicable licenses have been obtained. Participant shall be responsible for obtaining all licenses and shall assume all costs arising out of the presentation or use of any music, video or any other media, including any ASCAP/BMI licenses. Participant shall provide WPN Inc. with any such license(s) upon request.
• Participant expressly agrees not to use or infringe and/or violate any copyright or trademarks.
• A participant may be, subject to any applicable federal, state, county or local laws, ordinances and/or regulations, conduct drawings/raffles for product and prizes at its Event Space subject to the condition that no fee is charged to enter the drawing. Participant is solely responsible for complying with any federal, state, county, or local laws, ordinances and/or regulations governing any such drawings.
• No noisy or obstructive work will be permitted during the hours that the Event is open to the public, nor shall exhibits producing objectionable odors be allowed.
• Participant is not permitted to conduct any promotional stunts or demonstrations without prior written approval from WPN Inc.
• Participant must keep an attendant at its Event Space during Event hours.
• Participant shall comply with all federal, state, and municipal laws, rules, and regulations, and ordinances, including any of the foregoing promulgated with respect to its participation in the Event and its use of the Event Space, and shall obtain all necessary permits or licenses required by such laws, statutes, ordinances, rules, and regulations.
• Abusive language, threats, assaults, vandalism, theft, and all other inappropriate actions will result in immediate removal of the offender from the Venue
12. NEW JERSEY SALES TAX. Participant is solely responsible for collecting and submitting any New Jersey sales tax that may be due as a result of Event sales. Participants not registered for tax purposes in the State of New Jersey should contact the Division of Taxation (www.state.nj.us/treasury/taxation) to address any tax-related issues arising from participation in the Event. This information is provided by WPN Inc. as a convenience only and shall in no way be interpreted as providing tax guidance or advice.
13. SECURITY. Participant shall be solely responsible for its property at all times and should secure valuable items. WPN Inc. will not be held liable for the theft or damage to property or injury to persons.
Participant must wear any form of identification required or provided by WPN Inc. while at the Event Space. Safety of all occupants at the Event Space is of utmost concern. Unsafe conditions or activities, including but not limited to personal injury, property damage, vandalism or theft must be brought to the attention of the WPN Inc. or Venue staff immediately.
14. INDEMNIFICATION. Participant shall defend, indemnify, and hold harmless Canna Pop-Up, WPN Inc., The Venue and, each of their parent, subsidiaries, affiliates, successors and assigns, and the officers, directors, employees, and agents of each of the foregoing entities (collectively, the “Indemnitees”) from and against any and all claims, losses, damages, expenses, costs and fees (including reasonable attorneys’ fees) relating in any way to Participant’s participation in the Event and/or use of the Event Space or Venue including but not limited to : (1) injuries or death to persons or damage to property, including theft, in any way arising out of or caused or alleged to have been caused by Participant or persons under its control or invited by Participant; (2) any breach by Participant of its obligations hereunder; (3) any copyright infringements and all charges, including ASCAP/BMI licenses and/or fees that may occur on account of Participant’s activities at the Event; (4) any violation, deviation or non-compliance with any federal, state, county or municipal laws, rules or regulations, permit requirements, fees or standards; and (5) the exercise of any of the rights given to WPN Inc. under this Agreement.
Under no circumstances will the Indemnities be liable for any theft or damage to property or injuries to any persons. Further, in no event will the Indemnities be liable to Participant for any indirect, incidental, consequential, special or punitive damages, including but not limited to lost profits or lost revenues, of any kind or nature arising out of or relating to this Agreement. If the Event Space or any Venue property or any portion thereof is damaged by the acts, omissions or negligence of Participant, Participant shall pay to WPN Inc. upon demand such sum as shall be necessary to restore the property to its original condition.
WPN Inc. makes no guarantees and/or representations of any kind, neither express or implied, as to the number of attendees at the Event, nor the demographics of such attendees.
15. RESERVATION OF RIGHTS. WPN Inc. explicitly reserves the right to (1) modify the location, dates and hours of the Event in its sole discretion; (2) reallocate the Event Space assigned to the Participant in its sole discretion in the best interests of the Event; (3) eject or cause to be ejected from the Event any objectionable person(s); (4) eject or cause to be ejected from the Event any person(s), including, but not limited to, Participant, its employees, agents, representatives, servants, or invitees engaged in conduct that WPN Inc. deems objectionable; (5) refuse to allow Participant to take possession of the Exhibit Space, or if Participant is already in possession, stop all activities of the Participant on premises and oust Participant therefrom, in the event of a breach by Participant of one or more of the terms and conditions herein or where Participant obtained the Exhibit Space through misrepresentation or misconduct; (6) decide, in its sole and reasonable discretion, any matters or questions not specifically addressed or covered in this Agreement; and (7) impose any other rules, regulations or guidelines in its sole discretion. If the Event is not held on its originally scheduled date due to a non-Force Majeure event, and not rescheduled for a date within thirty (30) days, the Event shall be deemed to have been “Cancelled” and the terms of Paragraph 2 (Cancellation) shall govern. If an Event is postponed, delayed or rescheduled for a date within 30 days of the date of the original Event, it shall be deemed to have been “Rescheduled”, whether or not such Rescheduling was due to a Force Majeure event. Participant shall not be entitled to a refund of any monies paid to WPN Inc. in connection with the Event if such Event is Rescheduled pursuant to this Paragraph.
16. INTERPRETATION OF CONTRACT. This contract shall be governed and construed in accordance with the laws of the State of New Jersey. If WPN Inc. institutes legal proceedings against Participant for breach of this Agreement or any reason related to the Event, WPN Inc. shall be entitled to recover court costs and reasonable attorneys’ fees in connection with such actions.
17. FORCE MAJEURE. In the event the Event Space or any part thereof are unavailable whether for the entire Event or a portion thereof as a result of terrorist attack, threat of terrorist attack, war, fire, flood, labor strikes, riots, acts of God, or any other cause beyond WPN Inc.’s reasonable control, including, but not limited to any weather-related condition, or, should WPN Inc. decide that because of any such cause it is necessary to cancel, postpone or reschedule the Event, or reduce the installation time, the Event hours or dismantling time, WPN Inc. shall not be liable to Participant or any third party for any loss, cost, damage, liability, expense, or claim, direct or indirect, incidental, consequential, or otherwise, arising as a result thereof. In such an event, this Agreement shall terminate and Participant shall forfeit and shall not otherwise be entitled to any monies paid to WPN Inc. in connection with the event. Participant hereby waives any claim for damages or compensation should this Agreement be so terminated.
18. VERBAL AGREEMENTS. Verbal agreements will not alter this Agreement. Any changes, additions or modifications must be made in writing and signed by both parties and shall become an addendum to the Agreement.
19. ADVERTISING. Participant grants a limited license to WPN Inc. and Canna Pop-Up to use, in any of Canna Pop-Up’s or WPN Inc.’s publications in any form of media now known or hereafter devised, the name, logo, trademark and/or likeness of Participant, and its employees, agents and/or representatives for Event advertising, marketing, commercial and/or promotional purposes without compensation to Participant, except where prohibited by law.
20. SURVIVAL. The following terms will survive