Hot Chocolate Run 2025 - Philadelphia, PA

Event Terms and Cancellation Policy

BY CLICKING “AGREE” TO THE ORDER TERMS AND CONDITIONS (WHICH WILL CONSTITUTE A VALID SIGNATURE), VENDOR ACKNOWLEDGES AND AGREES TO ALL TERMS AND CONDITIONS APPLICABLE TO ITS ORDER AS SET FORTH BELOW. VENDOR ALSO REPRESENTS AND WARRANTS IT HAS FULL RIGHT, POWER AND AUTHORITY TO ACCEPT THESE TERMS AND CONDITIONS AND TO PERFORM EACH OF ITS OBLIGATIONS HEREUNDER. BY CLICKING THE SUBMIT BUTTON, (SUBMITTED ELECTRONICALLY, WHICH WILL CONSTITUTE A VALID SIGNATURE), VENDOR REPRESENTS THAT THE INFORMATION SUBMITTED IS ACCURATE.

VENDOR AGREEMENT AND TERMS OF SERVICE
HOT CHOCOLATE RACE EXPO

This Vendor Agreement and Terms of Service (“Agreement”) is made as of the date set forth below by and between Ventures Endurance, LLC (“Expo Management”) and the vendor (“Vendor”). For good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows:

1. Services. For the Hot Chocolate Race Expo occurring on the specified dates (the “Expo”), Vendor agrees to provide those services or displays described on the Vendor Information Form hereto and made a part hereof subject to the terms and conditions of this Agreement. This Agreement, including the Vendor Information Form, may be updated from time to time in writing to incorporate additional services and/or displays and any additional terms pertaining to services as mutually agreed upon by the parties. Vendor agrees to abide by these set forth herein and all amendments thereto and the decisions of Expo Management. For purposes of this Agreement, the term “Vendor Area” shall mean the areas at the Expo site designated by Expo Management for vendor displays/spaces.


2. Compensation and Payment Terms:

(a) Vendor shall pay to Expo Management the fee set forth on the Vendor Information Form attached hereto.

(b) Vendor shall pay an initial deposit and the balance of the fee in accordance with the schedule set forth on the Vendor Information Form.

(c) Payments made under this Agreement, are non-refundable.

(d) All fees MUST be made on the due dates and will not be accepted at the Expo. If the Vendor fails to timely make payment, Vendor’s space or display space will be released and reclaimed by Expo Management, all rights of Vendor hereunder shall cease and terminate, and any payments made by Vendor on account hereof prior to said time shall be retained by Expo Management as liquidated damages for the breach of this Agreement as aforesaid.

3. UNDESIRABLE ACTIVITIES: Vendor agrees that its display or services shall be admitted into the Expo and shall remain from day to day solely on strict compliance with all the rules herein described. Expo Management reserves the right to reject, eject, or prohibit any display or Vendor in whole or in part after Expo Management’s good faith determination is communicated to Vendor that the display or Vendor and/or its services is not in accord with this Agreement.

4. SPACE ASSIGNMENTS: Space assignments will be made only after receipt from Vendor of this Agreement and applicable advertising commitment, if any, in writing. After assignment, space location may not be changed, transferred, or canceled by Vendor except upon written request and with the subsequent written approval of Expo Management. Notwithstanding the above, Expo Management reserves the right to change location assignments at any time, as it is may, in its sole discretion, deem necessary. Expo Management shall have the right to deny use of display space to any prospective Vendor who intends to display merchandise or services which, in the opinion of Expo Management, do not constitute merchandise or services in keeping with the character and quality of the Expo. Expo Management has the right to remove from the Vendor Area or prohibit the admittance to the Vendor Area, any person who engages or has engaged in conduct in the Vendor Area before, during, or after the Expo which, in the sole judgment of Expo Management, is offensive to the character of the Expo. Expo Management has the right to refuse to enter into any future agreements with Vendor with respect to the use of display space in future Expos for any or no reason.

5. SPACE REPRESENTATIVES: Space representation is limited to Vendor. Vendor shall not permit in its space a non-displaying company representative. Vendor shall staff it space during all open Expo hours. Space Representative shall at all times wear badge identification approved by Expo Management. Expo Management may limit the number of space personnel at any time. All Vendors, their space Representatives, employees and agents shall be properly attired and conduct themselves in a professional manner while at the Vendor Area.

6. USE OF DISPLAY SPACE: a) Restrictions on Space Rental: Without the express written permission of Expo Management, Vendor may not (i) sublet, subdivide or assign its space, or any part thereof, (ii) purchase multiple spaces for the purpose of subletting or assigning to third parties, or (iii) permit in its space any non-displaying company representative. Only companies or individuals that have contracted directly with Expo Management shall be listed in the Expo Directory or allowed in the Vendor Area as an Vendor. Only one company name per space will be listed on any space sign. No signs or advertising devices shall be displayed outside the display space other than those furnished by Expo Management. Failure to comply with this provision may be sufficient cause for Expo Management to require the immediate removal of the display and/or the offending Vendor, at the expense of Vendor. Failure to comply may also result in forfeiture of all fees paid. In addition, all spaces must comply with the requirements and restriction of the Expo. A display that exceeds any limitations will have to be altered to conform to such requirements at Vendor’s expense.

7. INSTALLATION AND REMOVAL: Expo Management has full discretion and authority over the placement, arrangement, and appearance of its items which Vendor displays. Installation of all displays must be fully completed at least one (1) hour prior to the opening time of the Expo. If Vendor does not meet this deadline, Vendor will not be allowed to set up until two (2) hours prior to the next day’s Expo hours, if applicable. Any space not claimed by 11:00 A.M. on Expo Day may be resold or reassigned by Expo Management, without refund or credit. All display and space materials must be removed within two (2) hours following the close of the Expo. Expo Management reserves the absolute right to inspect any items removed from the display.

8. EARLY REMOVAL OF DISPLAYS NOT ALLOWED: a) No display shall be packed, removed or dismantled prior to the closing of the Expo. If Vendor acts in breach of this provision, it shall pay as compensation for the distraction to the Expo’s appearance, an amount equal to the total space charge/advertising commitment for Vendor’s allocated area, in addition to all sums otherwise due under this Agreement. b) for security reasons, any equipment removed from the Vendor Area prior to the official closing of the Expo shall require a special pass issued by Expo Management.

9. PROHIBITED ACTIVITIES: a) No cooking may take place in Vendor’s space. b) All demonstrations, sales, activities, and distribution of circulars and promotional material must be confined to the limits of Vendor’s space. Vendor must not place equipment for display or demonstration in such manner as to cause observers to gather in the aisles. All equipment for display or demonstration must be placed within the assigned space to attract observers into the space. c) Displays which include the operation of musical instruments, radios, sound motion picture equipment, public address systems, or any noise-making machines must be operated so that the noise resulting therefrom will not annoy or disturb adjacent vendors or their patrons. d) Animals and pets are not permitted in the Vendor Area except in conjunction with an approved display, display or performance legitimately requiring use of animals. Guide and service dogs are permitted. e) Vendor is not allowed to conduct any activities that could be considered an illegal lottery under applicable laws. f) Electrical equipment that is not UL approved may not be used in the Vendor Area. No wiring, installation of spotlights or other electrical work shall be done except by the electrical contractor authorized by Expo Management or the Vendor Area. g) Vendor must maintain the space as to appearance, signs, trip hazard and cleanliness in a manner reasonably suitable and in keeping with the character and quality of the Expo.

Electricity, gas, water, and other utilities, as well as other special services needed by individual Vendors, are provided only when the Vendor orders and agrees to pay for them specifically from the persons authorized to apply such services in conformity with all governmental, insurance, and other requirements established by Expo Management in its discretion.

10. RIGHT OF ENTRY AND INSPECTION: Expo Management, in its absolute discretion, shall have the right at any time to enter the area occupied by Vendor or otherwise inspect Vendor’s material.

11. SPACE MAINTENANCE: Vendor is required to maintain the daily cleanliness of its space. Cleaning of spaces shall take place at all times other than Expo hours. Expo Management will be responsible only for the cleaning of aisle space and public areas. Vendor shall care for and keep in good order space occupied by it and surrender such space at the close of the Expo in the same condition as it was when it was taken over. If the space occupied shall be damaged by Vendor, employees, patrons or guests, Vendor shall pay such amounts as are necessary to restore the space to its original condition.

12. CANCELLATION BY VENDOR: Vendor specifically recognizes and acknowledges that Expo Management will sustain certain losses if Vendor cancels its display space after it has been assigned and confirmed by the Expo Management. Due to the difficulty, if not impossibility of determining and proving said losses, Vendor agrees to pay the following amounts as liquidated damages, and not as a penalty. If Vendor cancels all or part of its display space on or within the time periods specified below:

TIME PERIOD
30 days or more before the first day of the Expo, 100% of deposit
Less than 30 days prior to the first day of the Expo 100% of all fees.

Upon receipt of written notice of cancellation by Vendor, Expo Management has the right to resell the space and retain all revenue collected. Any such re-sale shall not reduce the amount of liquidated damages to be by paid Vendor.

All fees paid hereunder are non-refundable except as expressly set forth herein.

13. CANCELLATION OR POSTPONEMENT OF EXPO: In the event that any unforeseen occurrence shall render the fulfillment of this Agreement impossible or inadvisable by Expo Management this Agreement shall be amended or terminated as determined by Expo Management to be appropriate. Vendor hereby waives any claim against Expo Management for damages or compensation in the event of such amendment or termination. As it determines to be appropriate, Expo Management may return a portion of the amount paid by Vendor for space after deduction of amounts necessary to cover expenses incurred in connection with the Expo. Such expenses shall include, but not be limited to, all expenses incurred by Expo Management as a result of contracts with third parties for services or products incidental to the Expo, including out of pocket expenses incidental to the Expo, and overhead expenses attributable to the production of the Expo. No monies will be returned should the dates or location of the Expo be changed by Expo Management, but Vendor will be assigned space, which Vendor agrees to use pursuant to this Agreement. Expo Management shall not be financially liable in the event the Expo is interrupted, canceled, moved, or dates changed, except as provided herein.

14. VENDOR DEFAULT: If Vendor is in default of any obligation to Expo Management, under this Agreement or any other agreement, arrangement or understanding, Expo Management may, without prior written notice, terminate Vendor’s right under this Agreement to participate in the Expo. Expo Management may thereupon direct Vendor forthwith to remove its Space Representatives, employees and all personal property from the Vendor Area, at which point Vendor shall have no further right to participate in the Expo. In addition, this Agreement may be terminated by Expo Management at any time if Vendor or any of its agents, employees, or other representatives engage in any conduct before, during the Expo which, in sole judgment of Director, Expo Services, is offensive to the character of the Expo. Expo Management’s liability to return any amounts paid by Vendor under this Agreement will be limited as set forth in paragraph 12 above. Furthermore, Expo Management may retain any amount that would otherwise be returned by Vendor and apply such retained amount to satisfy the liability to Expo Management for such Vendor default.

15. DISPLAYS AND PUBLIC POLICY: Vendor is charged with knowledge of all Federal, State and local laws, ordinances and regulations pertaining to their services and/or operations at the Expo and pertaining to health, fire prevention and public safety while participating in this Expo. Compliance with such laws is mandatory for Vendor, and the sole responsibility is that of Vendor. Expo Management and service contractors have no responsibility pertaining to the compliance with laws as to public policy as far as individual Vendor’s space, materials and operation is concerned. Vendors with questions regarding such laws, ordinances, and regulations should contact Expo Management. No refunds or credits of fees paid or due will be given if Vendor fails to get required permits or licenses. All Space decorations including carpet must be flame-proofed, and all hangings must clear the floor. Electrical wiring must conform with National Electric Code Safety Rules and the local electrical code. If inspection indicates that Vendor has neglected to comply with these regulations, or otherwise incurs fire hazard, the right is reserved to remove all or such part of his display as may be in violation, at Vendor’s expense. If unusual equipment or machinery is to be installed, or appliances that might come under fire code are to be used, Vendor should contact the Expo Management for information concerning facilities or regulations. City and state fire regulations must be complied with. Use of hazardous materials, such as open flame or liquid propane gas, must be approved by the local Fire Department.

16. ERRORS AND OMISSIONS: Expo Management assumes no responsibility or liability for any of the services performed or materials delivered by official Expo contractors or other suppliers to the Expo, their personnel, or their agents. Any controversies which may arise between Vendor and official contractors or union representatives, or personnel of either, on the Expo premises shall be referred to Expo Management for resolution, and Expo Management’s decision shall be final and binding.

17. LIABILITY AND INSURANCE: a) All property of Vendor remains under its custody and control in transit to and from the Vendor Area, during installation and removal, and while it is within the confines of the Vendor Area. Neither Expo Management, the service contractors, the management of the Vendor Area nor any of the officers, staff members, or directors of any of the same are responsible for the safety of the property of Vendor from theft, damage by fire, accident, vandalism or other causes, and Vendor expressly waives and releases any claim or demand it may have against any of them by reason of any damage to or loss of any property of Vendor, except where the damage or loss is due to the gross negligence or willful misconduct of the persons mentioned above. b) Vendor understands that Expo Management does not carry business interruption and property damage insurance coverage for loss or damage of Vendor’s property.

Vendor agrees to carry workmen’s compensation, comprehensive general liability, including products and completed operations, independent contractors, personal injury and blanket contractual liability and any other insurance needed to cover Vendor’s indemnification obligations provided for herein. All required insurance must be evidenced by a Certificate of Insurance (COI). The COI will also provide for 30 days notice of cancellation to Expo Management, delivered to Expo Management at least 30 days prior to the first date of the Expo. The required limits on coverages are available in Vendor’s EventHub documents folder.

18. ASSUMPTION OF RISKS; RELEASES: Vendor expressly assumes all risks associated with, resulting from or arising in connection with its participation at the Expo including, without limitation, all risks of theft, loss, harm, damage or injury to the person (including death), property, business or profits of Vendor, whether caused by negligence, intentional act, accident, act of God or otherwise. Vendor has sole responsibility for its property or any theft, damage or other loss to such property (whether or not stored in any courtesy storage area). Neither Expo or the Vendor Area shall be liable for, and Vendor hereby release all of them from and covenants not to sue any of them with respect to any and all risks, losses, damages and liabilities described in this paragraph. Vendor and all personnel attending the Expo must sign the attached “Waiver of Liability and Hold Harmless Agreement” as a condition for participation in the Expo.

Vendor shall indemnify, defend (with legal counsel satisfactory to Expo), and hold Expo Management, its affiliates, and the Vendor Area harmless from any claims, demands, suits, liabilities, damages, losses, costs, reasonable attorneys’ fees and expenses which result from, or arise out of or in connection with: (a) Vendor’s participation or presence at the Expo, (b) any breach by Vendor of any agreements, covenants, promises or other obligations under this contract, (c) any matter for which Vendor is otherwise responsible under the terms of this contract, (d) any violation or infringement for claim of violation or infringement) of any law or ordinance or the rights of any party under any patent, copyright, trademark, trade secret, or other proprietary right, (e) any libel, slander, defamation or similar claims resulting from Vendor’s actions, (f) harm or injury (including death) to Vendor, and (g) loss of or damage to Vendor’s property, Vendor’s business, or of God theft, mysterious disappearance or otherwise.

Vendor agrees that Expo Management shall not be held liable to Vendor in the event of any errors or omission in the listings in the Vendor’s Expo Directory and in any promotional materials.

19. ENFORCEMENT OF REGULATIONS: Expo Management has sole control over all admission policies Expo Management has full power to interpret and enforce all of the rules set forth in this Agreement and the power to make amendments and/or further rules or regulations, orally or in writing, that are considered necessary for the proper conduct of the Expo. Such decisions shall be binding on Vendor. Failure to comply with these or any other rules or regulations may be sufficient cause for Expo Management to require the immediate removal of the display and/or offending Vendor at the expense of Vendor. In addition, Vendor agrees to be bound by the terms of Expo Management’s agreement with the Vendor Area in which the Expo is held. Failure to comply with all applicable rules may also result in the forfeiture of all fees paid. Expo Management may lease any space so forfeited to another Vendor and retain all revenues collected without any liability to Vendor.

20. FILMING/VIDEO RECORDING RIGHTS/ELECTRONIC MESSAGE: Photographs, film or video recordings may be made in the Vendor Area, and may include images of Vendor, its employees, agents and related merchandise and displays. Vendor may not hinder, obstruct or interfere in any way with such photograph or recordings, and hereby consent to Expo Management’s use of such recordings for commercial purposes. Vendor grants Expo Management a non-exclusive, royalty-free, revocable non-transferable worldwide license to use Vendor’s trademarks, service marks, logos, trade names, copyrighted content, hypertext links, domain names, icons, buttons, banners, graphic files and images.


21. ADA COMPLIANCE: Vendor represents and warrants that: a) its display will be accessible to the full extent required by law, (b) its display will comply with the American Disabilities Act (ADA) and with any regulations implemented under the ADA, and (c) it shall indemnify and hold harmless and defend Expo Management from and against any and all claims and expenses, including reasonable attorneys’ fees and litigation expenses, that may be incurred by or asserted against Expo Management because of the Vendors breach of this paragraph or non-compliance with any of the provisions of the ADA.

22. COPYRIGHTED MATERIALS, OBSERVANCE OF LAWS: Vendor shall not play or permit the playing or performance of, or distribution of any copyrighted material at the Expo, unless Vendor has obtained all necessary rights and paid all required royalties, fees or other payments. Vendor shall abide by and observe all federal, state and local laws, codes, ordinances, rules and regulations, and all rules and regulations of the Vendor Area (including any union labor work rules). Without limiting the foregoing, Vendor shall construct Vendor’s displays to comply with the Americans with Disabilities Act.

23. INDEPENDENT CONTRACTOR. Nothing herein contained will be deemed to constitute a partnership between or a joint venture by Vendor and Expo Management. It is expressly understood that Vendor is an independent contractor and not an employee, and therefore, neither Vendor nor any of its employees, agents or representatives will file any claims for damages, injuries or the like pursuant to Expo Management’s Worker’s Compensation, and Vendor and its employees, agents and representatives are not entitled to participate in any plans, benefits, arrangements or distributions by Expo Management. Vendor is not, and will not hold itself out to be, an agent or representative of Expo Management, and will have no authority whatsoever to enter into any binding agreements on behalf of Expo Management. Vendor will be solely and entirely responsible for its acts and omissions and for the acts and omissions of its employees, agents and representatives throughout the term of this Agreement.

24. DISCLAIMER OF LIABILITY: EXPO MANAGEMENT DISCLAIMS ANY AND ALL WARRANTIES WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. THE EXPO MANAGEMENT MAKES NO REPRESENTATION OR WARRANTIES, EXPRESS OR IMPLIED, CONCERNING THE NUMBER OF PEOPLE OR VENDORS WHO WILL ATTEND THE EXPO MANAGEMENT OR ANY OTHER ACTIVITIES OR FUNCTIONS OR ANY OTHER MATTERS, IN NO EVENT SHALL EXPO MANAGEMENT BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, LOST REVENUE OR PROFITS REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF EXPO MANAGEMENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMGES. IN NO EVENT SHALL THE MAXIMUM LIABILITY OF EXPO MANAGEMENT EXCEED THE FEES PAID BY VENDOR.

25. WAIVER: Waiver by either party of any term or condition or breach shall not constitute a waiver of any other term or condition or breach of this Agreement. The right of Expo Management shall not be deemed waived except as specifically stated in writing and signed by an authorized representative of Expo Management.

26. SEVERABILITY: If any provisions of this Agreement is held invalid or unenforceable, neither the remaining provisions of this Agreement nor other applications of the provisions involved shall be affected thereby.

27. GOVERNING LAW: This Agreement shall be interpreted under the laws of the State of Illinois. The parties agree that any dispute arising under this Agreement will be submitted to the federal or state courts of the State of Illinois.

28. ENTIRE AGREEMENT: This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and specifically supersedes all prior agreements or commitments, whether in writing or oral. No amendment or modification to this Agreement shall be valid and binding on the parties unless set forth in writing and signed by both parties. Vendor understands this Agreement is a limited license to occupy space and not a lease.

29. NOTICES. Any notices to be given by either party to any other party shall be given in writing, shall be sent by registered mail, postage prepaid, and shall be addressed to the respective parties at addresses set forth below, or to such other addresses as either party may hereafter from time to time designate in writing to the other party for the reception of notices:

Ventures Endurance, LLC
951 Corporate Grove Dr.
Buffalo Grove, IL 60089

30. COVID 19. Vendor agrees to strictly comply with all health and safety protocols as required by Expo Management or the Expo venue.

Amenities

Prohibited Categories