By clicking “I Agree” in this online application, the applicant (“Vendor”) agrees to the terms and conditions described in this Participation Agreement (“Agreement”). This Agreement shall become a binding contract by and between the Madison Street Festival Committee (“MSF”) and the applicant for the rental of booth space and/or participation at the Madison Street Festival (“Festival”), which is scheduled to take place as described below.
GENERAL
Festival Information:
Madison Street Festival
Saturday, October 5, 2019
9:00 a.m. – 4:00 p.m.
Downtown Madison
Madison, Alabama
Rain or Shine Event. The Festival is a “Rain or Shine” event. The Festival will not be cancelled or postponed due to rain or snow. Only in extreme inclement weather events will the Festival be cancelled or postponed. It is the responsibility of each vendor to be prepared for weather conditions.
TERMS AND CONDITIONS
1. Definitions:
1. Definitions:
a. MSF – The Madison Street Festival Committee (“MSF”) is a community organization and the exclusive owner and operator of the Madison Street Festival (“Festival”), an annual event held in Madison, Alabama.
b. Vendor -The person/business/organization submitting this application to, and to be approved by, the MSF for the rental of booth space and/or participation at the Festival.
c. Festival – The annual Madison Street Festival event held in Downtown Madison, Alabama on the first Saturday in October.
2. Authority. Vendor acknowledges that he/she is fully authorized to enter into this Agreement on behalf of the person/ business/organization named in this application.
3. Effective Date. This Agreement shall become binding and effective upon the date of receipt of all vendor fees required for participation in the Festival.
4. Agreement Term. This Agreement shall be in effect from the Effective Date as defined Section 3, through October 5, 2019 at 6 p.m.
5. Communication. All communication between vendor and the MSF will be via email. If a vendor does not have email, he/she must check the MSF website for Festival updates and other information.
6. Reservation of Rights. The MSF reserves the right to refuse participation to any individual or organization. Submitting an application to the Festival does not ensure a party will be selected for participation. Participation in the Festival will be at the sole discretion of the MSF. The vendor accepts and agrees to this reservation of rights.
7. Application Acceptance and Approval. Vendor applications will only be accepted during the “Online Registration” period as described on the MSF website. Applications will be accepted on a first-come, first-served basis according to the date and time stamp assigned by the MSF Registration Committee. Incomplete applications will be returned for completion and re-submission. Resubmitted applications will receive a new date and time stamp.
Upon receipt of a COMPLETED application, vendors will be notified within fifteen (15) calendar days of approval to participate in the Festival.
Submitting an application to the Festival does not ensure vendor participation. Participation in the Festival will be at the sole discretion of the MSF and in accordance with Section 6 of this Agreement.
8. Festival Fees and Cancelled Applications. Vendor is responsible for the payment of all fees related to the rental of booth space and/or participation in the Festival. Once an application has been conditionally approved by the MSF, the vendor will be electronically invoiced for the payment of all applicable fees.
Failure to pay all fees in full within fifteen (15) calendar days of the invoice date will result in the cancellation of a vendor application. Payments declined for any reason by the vendor’s financial institution will also result in the cancellation of an application.
Upon cancellation a vendor may submit a new application. However, the assignment of a new booth space is not guaranteed as cancelled booth spaces are immediately reassigned to the next available vendor.
9. Refunds. Refunds will only be issued in accordance with the provisions of this Agreement. The refunded amount shall be less any costs associated with the vendor’s participation to the point of cancellation. NO REFUNDS will be issued for: (1) vendor agreements terminated after 5:00 P.M. ON AUGUST 15, 2019; (2) vendors denied entry and/or removed from the Festival by the MSF for any reasons whatsoever; or (3) breach of this Agreement.
10. Booth Spaces. To secure a booth space a vendor must have: (1) an approved application; and (2) paid all fees in full. Only vendor applications with an MSF issued date and time stamp will be considered for approval. Booth spaces will not be reserved or otherwise assigned before applications are accepted during the “Online Registration” period described on the MSF website. Booth spaces will be assigned by the various MSF Committee Chairs only. Vendors may not select or otherwise reserve booth spaces. Returning vendors may not request booth spaces previously assigned during prior Festivals.
The MSF reserves the right to make the final determination on all booth spaces and may change the space assignment(s) at any time without prior notice to the vendor.
11. Vendor Restrictions.All vendor exhibits must be fully contained within the confines of the MSF assigned booth space. Exhibits that exceed the dimensions of the booth spaces will be denied entry and/or removed from the Festival.
Vendor exhibits, demonstrations or other activities shall not interfere with other vendors. Vendor shall not operate visual or sound systems in any manner that disturbs or interferes with other vendors. Vendor may not block any access or travel way in the Festival area, or the access or travel way of other vendors.
Vendor shall not roam the Festival area or parking areas to sell products or promote his/her business. Vendor shall not place signs in the Festival area or parking areas to promote his/her business. Signs and other advertisements are limited to the confines of a vendor’s assigned booth space.
12. Assignments or Subletting Booth Spaces. Vendor may not assign, sublet, share all or any part of his/her assigned booth space to any other person/business/organization or third party without the prior written approval of the MSF.
13. Booth Set-Up (NON-FOOD VENDORS): a. Day Before. All non-food vendors may begin booth set-up any time after 5:00 p.m. on the day before the Festival. No vendor will be allowed to begin set-up before this time.
b. Festival Day. Set-up for all non-food vendors begins at 6:00 a.m. For each assigned booth space, no more than two (2) vehicles will be allowed to enter the festival area for vendor set-up and tear-down. All vehicles must be out of the Festival area by 8:00 a.m. and will not be allowed to re-enter until after the Festival ends at 4:00 p.m. or it is determined to be safe for vehicles by PD. Vendors must park in designated parking areas only. Vehicles parked in the Festival area after 8:00 a.m. will be towed at owner’s expense.
Vendors who fail to comply with Traffic Officials (includes all MSF Committee Members, Madison City personnel and MSF Volunteers) may be (1) removed from the Festival, and/or (2) prohibited from future Festival participation.
14. Booth Set-up (FOOD VENDORS). The Food Vendor Committee Chair will notify all food vendors of set-up time at least two (2) weeks before the Festival. On the day of the Festival all food vendor vehicles must be out of the Festival area by 8:00 a.m. and will not be allowed to re-enter until after the Festival ends at 4:00 p.m. or it is determined to be safe for vehicles by PD.
15. Booth Tear-Down (NON-FOOD VENDORS and FOOD VENDORS). All vendors must remain open during Festival hours and may not begin tear-down until the Festival ends at 4:00 p.m. Vendor is required to clean-up his/her booth space and surrounding area, and to dispose of all trash before vacating the Festival area. Tear-down and trash removal must be completed by 6:00 p.m. Trash receptacles will be provided by the MSF.
16. Prohibited Items. Fireworks, explosives (including pop caps), knives, or items deemed by the MSF to be obscene, controversial, inappropriate, or otherwise inconsistent with the rules, policies, and mission of the MSF. The MSF reserves the right to restrict, reject, or remove any exhibit, even after conditional acceptance that MSF, in its sole discretion, determines is objectionable or inappropriate.
MSF shall not be liable for any inconvenience, cost, or damages on the part of the vendor which prerogative may be exercised at any time in the MSF’s sole judgment and discretion, consistent with the rules, policies, procedures and standards referenced herein.
17. Compliance with Applicable Laws. Vendor agrees to comply with all MSF rules, policies, and procedures, and all local and federal laws and regulations in connection with his/her participation in the Festival. Failure to comply shall be grounds for removal from the Festival.
18. Dispute with MSF. Vendor agrees that in any dispute over the MSF rules, policies, procedures, or decisions: (1) the MSF’s final determination shall govern and shall be final and conclusive; and (2) vendor shall accept the outcome.
19. Termination of Agreement. Vendor may terminate this Agreement by giving WRITTEN notice to the MSF ON OR BEFORE AUGUST 15, 2019 BY 5:00 P.M. The date of termination shall be the date the MSF receives vendor’s written notice. Verbal notice of termination will not be accepted. No refund will be issued for written termination notices received after 5:00 P.M. ON AUGUST 15, 2019.
20. Agreement Breach. Breach of this Agreement prior to the Festival date will result in the cancellation of the vendor’s application. Breach of this Agreement on the day of the Festival will be grounds for removal from the Festival. The MSF reserves the right to remove any vendor who violates the terms of this Agreement.
No refunds will be issued for breach of this Agreement. Vendors determined to be in breach of this Agreement will be denied participation in the following year’s Festival.
Each party shall bear its own costs and expenses, including attorneys’ fees, incurred as a result of the breach of this Agreement.
21. Assumption of Risk. Vendor assumes all risks associated with, resulting from or arising in connection with his/her participation or presence at the Festival. Vendor has sole responsibility for his/her property or any theft, damage or loss to such property. Vendor expressly assumes the risk of rain, wind, lightning, and other weather-related elements on the day of the Festival. The MSF expressly disclaims any obligation or representation related to the number of persons attending the Festival, or the revenue to be derived there from. This section shall survive the termination, cancellation, or expiration of this Agreement for any reason.
22. Liability and Indemnification. Vendor shall indemnify, defend, and hold the MSF, its officers, agents, successors and assigns, harmless against any and all liability, claim, damages, loss, or expense (including attorneys’ fees) incurred by the vendor or any person associated with the vendor, resulting from: (1) vendor’s participation or presence at the Festival; and/or (2) any actual or alleged breach by the vendor of any obligations under this Agreement. Vendor shall indemnify, defend, and hold the MSF, its officers, agents, successors and assigns, harmless against any and all liability, claim, damages, loss, or expense (including attorneys’ fees) incurred by the MSF or any person associated with the MSF, resulting from any actual or alleged breach by the vendor of any obligations under this Agreement.
23. Security. Vendor is responsible for his/her own personal property and liability before, during, and after the Festival. Madison police officers will patrol the Festival area beginning Friday October 4, 2019 at 10:00 p.m. until Saturday October 5, 2019 at 6:00 a.m..
24. Use of Image and Recordings. Vendor grants the MSF the nonexclusive right to use any photographs, videotapes, recording or any other record of the Festival for the purpose of promoting the event.
25. Use of Marks.Vendor grants the MSF the nonexclusive right to use and display vendor’s trade name, logos, and trademarks provided to the MSF for the purposes of promoting the Festival.
26. Festival Cancellation. If the Festival is cancelled due to circumstances beyond the MSF’s reasonable control (i.e., extreme inclement weather, acts of God, civil unrest, war, etc.), the MSF shall refund all vendor fees previously paid.
27. Severability. If any provision of this Agreement is held to be invalid by a court of law, the remaining portions shall remain in full force and effect.
28. Governing Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Alabama.
29. Complete Agreement. This Agreement, which incorporates by reference any and all vendor requirements in the MSF Application, represents the complete agreement between the vendor and the MSF and no other representations, statements, or understandings are included as any part of this Agreement. This Agreement shall not be amended or modified without the express written approval of the MSF.
