Terms and Conditions to be a part of the Hollywood Record Show (HRS) the EVENT
Unless otherwise specified in this Contract, payment of the Fees shall be made in U.S currency or by credit card payment, PayPal, by check, or by bank transfer payable to HSI Communications (HSI) or its duly authorized agents, and shall be due and payable within fifteen (15) days before or prior to the start of the first Event, whichever is earlier. All payments made within 60 days of the Event are Non-Cancelable.
3. CANCELLATION BY DEALER
Dealer’s cancellation of all or part of its Event Participation, as contracted for herein, must be sent in writing to HRS via email (firstname.lastname@example.org) and is only effective upon HRS actual receipt. Dealer’s failure to occupy exhibit space at the start of an Event constitutes Dealer’s cancellation for that Event. If Dealer cancels, HRS shall have the right, but not the obligation, to replace Dealer with another participant. If Dealer cancels, Dealer shall be liable for one hundred percent (100%) of the Fees for the canceled Participation, provided however, if HRS is able to replace Dealer with another participant and/or re-let Dealer’s cancelled space/table, HRS shall provide Dealer with a refund of any applicable Fees paid by Dealer, less HRS cost to find the replacement. Dealer acknowledges that ascertaining damages incurred by HRS if Dealer cancels its Participation is difficult, and that the Fees owed or retained under this Agreement after cancellation represent a fair and agreed measure of compensation and are not to be deemed or construed as a penalty or forfeiture. Any cancellation by Dealer within 60 days of the HRS is non-refundable. At the discretion of HRS, HRS may offer the Dealer a future Event Participation to the HRS.
5. LIMITATION OF LIABILITY
HOLLYWOOD RECORD SHOW (HRS) & HSI SHALL NOT BEAR ANY RESPONSIBILITY FOR THE SAFETY OF DEALER/DJ, ITS PERSONNEL, EMPLOYEES, AGENTS OR REPRESENTATIVES OR PERSONAL PROPERTY. HOLLYWOOD RECORD SHOW & HSI SHALL NOT IN ANY EVENT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, OR DATA USE, WHETHER IN AN ACTION IN CONTRACT OR TORT OR OTHERWISE, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. HRS & HSI IS NOT LIABLE FOR ANY ERRORS IN ANY LISTINGS OR DESCRIPTIONS ASSOCIATED WITH THE EVENT, OR FOR OMITTING DEALER/DJ FROM THE EVENT SHOW GUIDE OR OTHER EVENT MATERIALS. THE TOTAL LIABILITY OF HRS & HSI FOR DAMAGES HEREUNDER SHALL IN NO EVENT EXCEED THE AMOUNT OF FEES PAID BY DEALER/DJ UNDER THIS CONTRACT AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
7. NO ASSIGNMENT
Dealer/DJ may not assign this Contract to any third party without the written consent of HRS
9. COLLECTION OF INFORMATION
In the event that Dealer/DJ chooses to collect information from Event attendees (via electronic means or otherwise), Dealer will do so in a manner that clearly identifies Dealer, and not HRS, as the entity collecting the information and will comply with applicable laws.
11. NO WAIVER, SEVERABILITY, SURVIVOR-SHIP
Any express waiver or failure to exercise any right under this Contract will not create a continuing waiver or any expectation of non-enforcement. If any provision of this Contract is held invalid by any law or regulation of any government or by any court or arbitrator, such invalidity will not affect the enforce ability of the other provisions. Rights and obligations under this Contract, which by their nature should survive, will remain in effect after termination or expiration of this Contract.
Hollywood Record Show (HRS) shall have the right to use Dealer’s/DJ trademarks to promote Dealer’s/DJ participation in and sponsorship of the Event, and to fulfill its obligations under this Contract. Any such use shall be in compliance with Dealer’s/DJ relevant trademark or corporate identity guidelines, and all goodwill shall inure to the benefit of Dealer/DJ. HRS is not granted any other rights to Dealer’s/DJ trademarks, and acknowledges that it shall not gain any proprietary interest in Dealer’s/DJ trademarks. Dealer shall have the right to use HRS trademarks that are associated with the Event only to promote Dealer’s/DJ Participation in the Event. Any such use shall be in compliance with HRS relevant trademark or corporate identity guidelines, and all goodwill shall inure to the benefit of HRS. Dealer is not granted any other rights to HRS trademarks, and acknowledges that it shall not gain any proprietary interest in HRS trademarks.
4. TAXES AND LICENSES
Dealer/DJ is solely responsible for obtaining any license(s) and/or permit(s) associated with its Participation in the Event. Dealer is solely responsible for the payment of all taxes (including sales and use taxes), license fees, or other charges applicable to its Participation in the Event, including any taxes collected by HRS on Dealer’s/DJ behalf.
Dealer/DJ shall defend, indemnify and hold harmless HSI, its parent, subsidiary, and affiliate companies, and each of their officers, directors, employees, equity holders, agents and representatives from any losses, liabilities, damages, demands, suits, causes of action, judgments, costs or expenses (including court costs and reasonable attorneys’ fees) arising out of or due to: (a) the construction or maintenance of Dealer’s/DJ exhibit; (b) the negligence or willful misconduct of Dealer/DJ, or its personnel, employees, agents or representatives; (c) Dealer’s/DJ materials distributed in connection with the Event, including but not limited to Hollywood Record Show’s use of the materials; or (d) Dealer’s/DJ breach of any commitment made in this Contract. Dealer agrees that a party that is being defended hereunder (the “Defended Party”) shall have the right to approve any counsel retained to defend any demand, suit or cause of action in which it is a defendant, such approval not to be unreasonably withheld. Dealer/DJ agrees that the Defended Party shall have the right to control and participate in the defense of any such demand, suit or cause of action concerning matters that relate to the Defended Party, and that such suit will not be settled without the Defended Party’s consent, which consent shall not be unreasonably withheld. If, in the Defended Party’s reasonable judgment, a conflict exists in the interests of the Defended Party and Dealer/DJ in such demand, suit or cause of action, the Defended Party may retain its own counsel whose reasonable fees shall be paid by Dealer/DJ.
8. MAILINGS/CONTACT LISTS
Notwithstanding any other terms or conditions of this Contract: (a) all mailings provided hereunder shall be limited to individuals that have opted-in to receiving such mailings; and (b) all contact lists provided hereunder shall be limited to individuals that have opted-in to having their contact information provided to the party receiving the contact information. If HRS provides Dealer with the contact information of Event attendees who have opted-in to receiving marketing from Dealer, Dealer will ensure that it uses such information in compliance with applicable laws, including the U.S. CAN-SPAM Act.
10. GOVERNING LAW, JURISDICTION
This Contract, and all matters arising out of or relating to this Contract, shall be governed by the procedural and substantive laws of the State of California, USA without regard to the conflict of laws provisions of any state or jurisdiction. Any legal action relating to this Agreement shall be instituted in State Court of California, County of Los Angeles, and each party hereby submits to the exclusive jurisdiction of such, and agrees that the County of Los Angeles, CA venue is proper for any and all such legal proceedings.
12. ENTIRE AGREEMENT
This Contract, the Application, exhibitor manual and applicable rules constitute the complete agreement between the parties and supersedes all prior or contemporaneous agreements or representations, written or oral, concerning the subject matter hereof. This Contract may not be modified or amended except in a writing signed by a duly authorized representative of each party.