1. Definitions: WCAF Expo and its officers, directors, members, agents, affiliates, representatives, employees, successors and assigns, is hereinafter referred to as Show Management, unless the context requires otherwise. “Exhibitor” means the applicant identified on the front hereof and its officers, directors, members, agents, affiliates, representatives, employees, successors and assigns. The WCAF Expo is hereinafter referred to as “Exposition.” The tradeshow portion and the conference portion of the WCAF Expo and National Conference at the WCAF Expo is hereinafter referred to as “Exposition.” The term “Exhibition Facility” means the exhibit halls, meeting rooms and function space, lobbies, foyers, hotel guest rooms, parking lots, air space and grounds of the Host Facility, as well as any other facilities to be used as the site of the Exposition. “Facility Management” means the owner or manager of the Exhibition Facility and the management of any of the other facilities used for the Exposition.

2. Agreement: The following provisions, plus any additions and amendments (including Exhibitor Rules and Regulations, Exhibitor Forms Packet, and the Service Order Kit) thereto that may hereafter be established by WCAF Expo/Show Management, become binding upon acceptance of this Agreement between Exhibitor, its employees and agents, and WCAF Expo/Show Management. Exhibitor may use an electronic or digital signature to execute this Agreement. Such signature must be legible and shall constitute a valid signature of the person or company with the authority to contractually bind Exhibitor.

3. Show-Related Commercial Messages: To the extent Exhibitor provides any information to Show Management, including contact information and other personally identifiable information, Exhibitor hereby grants to Show Management the right to use or release such information for all lawful Show Management and Exposition-related business purposes, including confirming WCAF Expo exhibition, meeting room rental and registration information and providing Exhibitor-related information to third parties retained or contracted by Show Management to provide services required or requested for Exposition. Exhibitor acknowledges that information provided to Show Management—such as Exhibitor’s information regarding name, address, phone numbers, e-mail and website addresses, number and location of Exhibit Space and/or Meeting Space, and names and number of Exhibitor personnel—will be treated as public domain information and may be available without limitation on Exposition’s website and/or in materials provided to Exposition attendees, guests, participants or as otherwise deemed appropriate by WCAF Expo.

4. Payments, Cancellations, Space Reductions: Upon Exhibitor’s execution of this Agreement, this Agreement becomes a binding Agreement between Show Management and Exhibitor (the “Effective Date”), subject to each party’s respective rights set forth in this Agreement. Applications for Exhibit Space and/or Meeting Space received after September 27, 2023, must be accompanied by a 50% non-refundable deposit. Applications received after November 27, 2023, must include full payment for the size of the Exhibit Space and/or Meeting Space requested. Applications submitted without the required Exhibit Space Fee and/or Meeting Space Fee payment will be rejected in their entirety and will not be processed. No Exhibitor shall be permitted to exhibit or participate in Exposition or gain access to Exhibition Facility unless and until Exhibitor has paid the full Exhibit Space Fee and/or Meeting Space Fee, including the required Certificates of Insurance, by their deadline dates.
     All cancellations, withdrawals or requests for a reduction in booth space must be made in writing. If Exhibitor cancels or withdraws 161 days or more before the show date, there will be a full refund of any monies paid, less the non-refundable deposit. If Exhibitor cancels or withdraws 160 days or fewer before the show date, Exhibitor agrees to pay according to the following schedule: 160-131 days prior to the show, 25% of the booth amount is due. 130-101 days prior to the show, 50% of the booth amount is due. 100-71 days prior to the show, 75% of the booth amount is due. 70 days or fewer prior to the show, 100% of the booth amount is due.

     Exhibitor space may be cancelled by Show Management for failure to make payments when due or failure to comply with Show Management regulations. If space is canceled by Show Management, Exhibitor will be notified via email and/or writing. Based on the timing of such cancellation, as evidenced by letter notification, Exhibitor is liable for the same cancellation payment as referred to in the above paragraph. Upon such cancellation, Show Management may lease the cancelled space to another exhibitor at its discretion.

5. Exhibit Space and Meeting Space Assignments: Exposition is a closed trade show designed to provide a showcase for products and services either specifically designed for or customarily used in the art and custom picture framing and related industries.

6. Booth Sharing/Program Listings: Exposition is conducted to facilitate order-taking and the exchange of product information. Eligibility is generally limited to companies, firms or entities actively and legitimately engaged in the business of manufacturing, distributing or selling at wholesale, merchandise, materials, services or supplies related to Exposition. Exhibitor shall not assign, sublet or share any part of its Exhibit Space or Meeting Space unless such assignee has a partnership or joint venture with, or is a subsidiary of, Exhibitor and said assignee is an integral part of the product presentation. Any attempted sale, sharing, subletting, assignment, transfer, conveyance of this Agreement or any portion of the Exhibit Space or Meeting Space, in violation of this Section shall constitute a breach of this Agreement and such action will be voidable at the option of Show Management. Upon such breach, Show Management may, in its sole discretion, terminate this Agreement and Exhibitor will be liable for all damages incurred by Show Management, including but not limited to forfeiture of the Exhibit Space Fee and Meeting Space Fee paid and payment of the remaining portion of the Exhibit Space Fee and Meeting Space Fee due under this Agreement.

7. No Retail Sales: This Exposition is held strictly as a means of product and/or services exhibiting and display. Over-the-counter or retail sales of any products or services are strictly prohibited during Exposition. Exhibitors must not complete sales by receiving payment or delivering their products in Exhibition Facility during Exposition. Violation of this rule may result in Exhibitor's Exhibit Space and/or Meeting Space being repossessed by Show Management. Orders may be taken for future delivery only. Exhibitor will not permit the delivery of merchandise at Exhibition Facility without the express permission of Show Management. Exhibitor agrees to indemnify and hold harmless Show Management of and from any liability, cost, damages and expense arising from any violation of this prohibition on retail sales. Subject to the foregoing, the distribution of samples, souvenirs, publications, etc. or other sales or sales promotion activities must be conducted by Exhibitor only from within its Exhibit Space.

8. Exhibit Standards: Show Management shall, in its sole and absolute discretion, have the right to prohibit or remove any Exhibit or any part thereof, which in Show Management’s opinion is not suitable to or in keeping with the character or purpose of the Exposition. Questionable Exhibits shall be modified at the request of Show Management. Show Management reserves the right to interpret and remove from the Exposition any program materials, advertising or literature which is deemed offensive, inappropriate or in bad taste if such materials were displayed. Exhibitors using costumed persons, mannequins or anyone affiliated with Exhibitor’s Exhibit Space or Meeting Space must see to it that such personnel’s appearance and dress do not offend even the most critical. The decision on acceptability rests solely with Show Management.

9. Default of Occupancy: In the event Exhibitor fails for any reason to install its exhibit in its assigned space or fails to pay the rental fee by the stated due dates or to comply with any other provision of this Agreement, then without notice to Exhibitor, Management may take possession of and assign said space to another party or parties. Exhibitor agrees to pay for any deficiency, loss or damage of whatever kind because of such failure. Exhibitor agrees that if Show Management is unable to find a new occupancy, it shall have the right to occupy or allow said space to remain unoccupied without any refund, rebate or allowance. All sums paid by Exhibitor shall be deemed to be liquidated damages resulting from Exhibitor default.

10. Force Majeure: If any facility used for Exhibition is unavailable, destroyed by fire or the elements or by any other cause, or in case of government intervention or regulation, military activity, strikes, acts of terrorism, public health and safety or any other circumstances that make it impossible or inadvisable for Show Management to hold WCAF Expo or any portion thereof at the time and place provided, this Contract will terminate and Exhibitor hereby waives any claim for property or other damages or compensation except the pro rata return of the amount paid after deduction of actual expenses incurred by Show Management in connection with WCAF Expo. There will be no further liability on the part of either party. This Contract is subject and subordinate to Exposition agreements with Official WCAF Expo Exhibit Venues and covering the exhibit areas at these properties (and other facilities which may be used) for the period of the WCAF Expo 2024, move-in through move-out.

11. Liability and Insurance: Liability insurance is mandatory, and participation in an official show insurance program is required. At the time of application/agreement, a $95.00 insurance fee per exhibitor will be added to Exhibitor’s account, and payment of the insurance fee is due in full. Exhibitors and Show Management will be provided with a certificate of insurance for the event. For more information on insurance, please contact Show Management.
     Exhibitors seeking to install their own booth/display must comply with all state and federal laws and/or regulations and must comply with any/all laws, rules or regulations related to booth installation/dismantling. Exhibitor (and its authorized EAC, if applicable) agree to carry adequate personal and property damage liability and workers’ compensation insurance and to indemnify and hold harmless Show Management, the Official Exhibition Venues and their contractors, officers, agents and employees against all claims, losses, suits, damages, judgments, expenses, costs and charges of every kind, including attorneys’ fees, resulting from or related to its occupancy of the exhibit space contracted for, including without limitation by reason of personal injuries, death or property damages sustained by any person. In no event shall Show Management’s maximum liability to Exhibitor under any circumstance, and regardless of the form of action, exceed the amount actually paid to Show Management by Exhibitor for renting exhibit space at the event. This section shall survive any termination of this agreement.

12. Contractor Services: Show Management has contracted on an exclusive basis with official contractors to provide certain services for Exhibition. Service companies other than the official contractors will not be allowed to perform any of these exclusive services. Non-exclusive services may be performed by exhibitor-appointed contractors (“EAC”) within certain guidelines. Please refer to Exhibitor Service Manual for a list of exclusive services and EAC guidelines.