THIS VENDOR PARTICIPATION CONTRACT is entered into effective as of date in confirmation email, by and between Achor & Eden, Inc. DBA The Big Fake Wedding, a Georgia corporation (“Company”), and you (“Vendor”).
1. Participation. Vendor agrees to perform services and/or provide goods at the Event as outlined in email correspondence with The Big Fake Wedding team and as written in the Expected Services in Exhibit A.
2. Investment. Vendor will be invoiced for the full amount of Investment as listed in Exhibit A and amount is due upon receipt. Vendor will have the option to pay a non-refundable deposit as discussed with the Account Executive upon receiving the invoice, and the remaining balance will be due eight weeks prior to the Event. If Vendor chooses to pay the investment fee in full, half of the balance serves as a non-refundable deposit. If Vendor fails to pay the investment fee before the applicable Event, Company reserves the right to prohibit Vendor’s participation in the applicable Event, to remove all mention of Vendor from Company’s website and blogs, and to terminate all of Vendor’s other rights under this Agreement. Payment that has not been received prior to the Event will be subject to a 10% late fee.
The deposit is non-refundable and is required to reserve Vendor’s participation in Event.
3. Termination. Either party may terminate this Agreement upon the occurrence of any of the following, by giving written notice to other party greater than 70 days prior to Event, in which event this Agreement will terminate on the date set forth in such notice:
(i) a breach by the other party of any of the monetary terms of this Agreement; or
(ii) a breach by the other party of any of the nonmonetary terms of this Agreement, which breach is not remedied by the breaching party to the nonbreaching party’s satisfaction within fifteen (15) days after the breaching party has been given notice of such breach by the nonbreaching party.
Upon termination of this Agreement by Vendor’s breach of Agreement as described above, Vendor will remit to Company any unpaid fees including deposits. Should Company breach this Agreement or request to dissolve it for any reason, vendor will immediately be refunded in full for all fees paid and be absolved of any further amount(s) owed.
If Vendor chooses to terminate this agreement prior to seventy days before Event, they will not be required to pay their remaining balance. If Vendor chooses to terminate this agreement within seventy days of Event, Vendor will pay to Company the investment fee in full. The investment fee can be transferred to another event at a later date if space is available for that company at the new event. A new Vendor Agreement must be completed and payment in full must be received in order to finalize transfer.
If Event is postponed due to an act of God, Pandemic, Local or National security and/or restrictions and mandates, this agreement remains intact and will transfer to the new Event date. If Company must cancel or postpone an event due to other controllable circumstances, Company agrees to refund Vendor any paid fees and to terminate this agreement.
4. Independent Contractor Status. Vendor will act as an independent contractor with respect to its participation in the Events and performance of the Services hereunder, and not as an employee, agent or representative of Company.
5. Proprietary Information. Vendor acknowledges that, in connection with this Agreement, Vendor might be making use of, acquiring and adding to the Confidential Information of Company, and Vendor agrees to not use this information to harm Company. Vendor also agrees to the release of photo, video or media content to be used by Company.
6. Noncompetition. Vendor agrees to not act as a consultant, manager, supervisor, employee, independent contractor or owner of a Competing Business for a period of one year from the date of Event. “Competing Business” will mean an Event that is defined as a bridal show alternative centered around a mock wedding.
7. Indemnification. To the maximum extent permitted by law, Vendor will defend, indemnify and hold harmless Company, its shareholders, directors, officers, affiliates, employees and agents (collectively, the “Indemnitees”), from and against any and all demands, claims, causes of action, suits, judgments, liabilities, liens, losses, damages, expenses, fines, penalties and assessments incurred or sustained by the Indemnitees, or any of them, arising out of or caused by (i) any personal injury, death or damage to or loss of property in any manner related to Vendor’s participation in the Events or performance of the Services, and/or (ii) a breach by Vendor of any of its representations, warranties, covenants or obligations under this Agreement. Vendor shall not be responsible for Indemnification of Company for claims arising from Company’s negligence.
8. No Warrantees. Although Company believes that Vendor’s participation in the Events will lead to increased revenues for Vendor, Company cannot give any warranty or guarantee with respect thereto.
9. Lead List. Included in the Vendor Participation investment fee, Vendor will receive the opt-in guest lead list from Event. This information is not to be shared outside of the Vendor’s organization. These lists are shared exclusively with participating vendors and media partners and are never sold outside of Company. Vendor shall not be asked for any additional investment for attendee information.
IN WITNESS WHEREOF, the parties have duly executed this Agreement effective as of the day and year in confirmation email. The Director of Operations for The Big Fake Wedding will be copied on confirmation and confirm from email@example.com to serve as her signature.