WHEREAS, the Junior League proposes to conduct an event that involves the interaction of children with Exhibitor’s vehicle(s) so that the children and adults are able to see the vehicle(s) and learn about the functionality of the vehicle(s);
WHEREAS, such event shall be known as 2023 (“Touch A Truck”) and shall be held at BREC’s Airline Highway Park/Fairgrounds (hereinafter “Fairgrounds”) in Baton Rouge, Louisiana on March 25, 2023; and
WHEREAS, Exhibitor wishes to have one or more vehicles participate at Touch A Truck on the terms and conditions herein specified the “Vehicle(s)”).
Now, THEREFORE, in consideration of the foregoing and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the parties agree as follows:
1. Exhibitor agrees to keep the Vehicle(s) on-site and staffed for the public during the following hours:
Saturday, March 25, 2023 from 7:30 a.m. to 3:00 p.m.
2. A fully executed copy of this agreement, the applicable Touch A Truck fee detailed on the Exhibitor Commitment Form, which is attached hereto and incorporated by reference, and the Certificate of Insurance evidencing the insurance coverage required below must be received by the Junior League by February 24, 2023, in order to participate.
3. Vehicle(s) space assignments will be determined by the Junior League based upon the best interests of the event and/or first-come, first-served basis. The Vehicle(s) will be located on the grounds of the Fairgrounds.
4. Exhibitor shall provide a minimum of two adult representatives to supervise the Vehicle(s) between the hours of 9:00 a.m. to 3:00 p.m. on Saturday, March 25, 2023. At least one adult representative must always be present at each Vehicle. Exhibitor representatives should be able to provide a narrative description of the specifications and/or services of each Vehicle as well as facilitate guided “tours” of each Vehicle, including interior and exterior, as allowable by the Vehicle(s) size and any safety concerns.
5. The Exhibitor shall indemnify, defend and hold harmless the Junior League, its officers, directors, and volunteers from and against all claims, damages, losses, demands, suits, judgments, and defense costs and expenses, including reasonable attorneys’ fees (collectively, “Damages”) arising out of and to the extent related to Exhibitor’s participation in Touch A Truck or Exhibitor’s negligent acts or omissions. Notwithstanding the foregoing, Exhibitor shall not be required to indemnify the Junior League for Damages to the extent such Damages result solely from negligence of the Junior League or of another Exhibitor at the event.
6. Exhibitor’s representatives must arrive during specified setup times on Friday, March 24, 2023, or Saturday, March 25, 2023. Vehicles requiring special accommodations (such as large turning radius), will be asked to arrive early for event set up and may be assigned a time prior to the set times for set up. Vehicles are expected to stay the entire length of the event and may not leave until the event’s conclusion at 3:00 p.m. on March 25, 2023, unless otherwise agreed to in advance in writing by the Junior League. All vehicles must be removed by 6:00 p.m. Saturday, March 25, 2023, unless otherwise approved in advance in writing by the Junior League of Baton Rouge.
7. Exhibitor may bring banners, signage, decorations, etc. to promote its business. Exhibitor shall assume all risks with respect to Exhibitor’s merchandise, personal property, including fire, theft, and any other type of damage or loss and any insurance thereon must be provided at the sole expense of the Exhibitor. The Junior League shall not be held responsible for any loss or damage to Exhibitor’s property, including the Vehicle(s), signage, or other items, and Exhibitor waives all claims against the Junior League for such damage.
8. Wireless internet access is not available at the Fairgrounds. Air cards from mobile carriers may work but such service is not guaranteed by the Junior League. Exhibitor shall make all arrangements for wireless internet access at Exhibitor’s sole cost and expense.
9. Exhibitor grants permission to the Junior League to take photographs and/or record videos of Exhibitor’s property and representatives and to display such photos and videos during and after Touch A Truck for the purposes of promotion and publicity of the event and/or the Junior League.
10. Exhibitor and its representatives shall conduct themselves in a manner that is appropriate for a family-oriented event. Inappropriate behavior includes but is not limited to, smoking, using profanity, and displaying inappropriate content or clothing. In the event of inappropriate behavior, the Junior League reserves the right to close the Exhibitor’s booth at its sole discretion and/or to require that the inappropriate content be removed immediately. If Exhibitor booth is closed pursuant to this paragraph, all fees will be forfeited by Exhibitor.
11. Exhibitor shall assume all risks with respect to Exhibitor’s property, including theft and any other type of damage or loss, and any insurance thereon must be provided at the sole expense of the Exhibitor. Exhibitor further waives any right of subrogation against Junior League arising from any damage or loss occurring at or in connection with Touch A Truck.
12. The Junior League requires that Exhibitor submit a certificate of insurance evidencing Exhibitor’s commercial general liability and automobile liability insurance policies, each with minimum insurance limits of One million and 00/100 Dollars ($1,000,000.00) per occurrence or accident respectively and shall add the Junior League as additional insured for the duration of Touch A Truck. Exhibitor must present a certificate of insurance showing current coverage for the policies and limits detailed above, one month prior to the event. In the event that an automobile liability policy cannot be placed by the Exhibitor due to the kind of Vehicle(s) being provided, similar policies with similar limits may be able to be substituted at the sole discretion of the Junior League. Failure to provide a certificate of insurance shall constitute a material breach and may result in the cancellation of this agreement.
13. Exhibitor agrees to use the area provided for the Vehicle(s) hereunder solely for the purpose of displaying Vehicle(s) for Touch A Truck. Exhibitor agrees that the Junior League may use Exhibitor’s telephone number and website address (if applicable) in publicity and promotional materials. Junior League will provide a sign identifying Exhibitor’s Vehicle(s) by name and type of vehicle as provided herein. Additional tables, electricity, and tents will be available for rent through Junior League at a pre-agreed price and are available upon request by February 24, 2023.
14. The description of the Vehicle(s) to be displayed by Exhibitor at Touch A Truck is detailed on Exhibitor Commitment Form which is attached hereto and incorporated by reference.
15. Exhibitor agrees to provide a vehicle for exhibiting that is clean of excessive dirt and other debris.
16. Promotion and display of the Vehicle(s) must be confined to Exhibitor’s area and may not extend elsewhere under any circumstances. Exhibitor agrees to abide by all safety requests made by the Junior League, Baton Rouge’s Fire Marshall, or Police Department.
17. Exhibitor agrees to adhere to limitations and guidelines of the Junior League regarding the number of its representatives in Exhibitor’s area. Exhibitor understands that admittance into Fairgrounds at any time prior to, during, or following Touch A Truck will be allowed only to Exhibitor’s representatives with proper Touch A Truck identification provided by the Junior League. For security reasons, Exhibitor will be limited to two passes for representatives for each Vehicle being displayed.
18. Exhibitor agrees to abide by all applicable advertising, copyright, trademark, and patent laws including United States trademark and copyright laws.
19. Exhibitor agrees that it will not sell any merchandise at Touch A Truck.
20. The Junior League may cancel Touch A Truck at any time at its sole discretion. If event is canceled, all paid fees will be considered a donation to Junior League.
21. Notwithstanding any other provision, the Junior League shall in no event be responsible to Exhibitor for any incidental, consequential exemplary, or punitive damages.
22. Non-compliance by Exhibitor with any of the above terms and conditions may result in immediate expulsion from participation in Touch A Truck, and Exhibitor may be ineligible for participation in future Touch A Truck events sponsored by the Junior League.
23. The agreement shall be governed by and construed in accordance with the laws of the state of Louisiana without reference to its conflicts of law principles. If any action is brought to enforce or interpret this agreement, venue for the action will be in the 19th J.D.C., Parish of East Baton Rouge, State of Louisiana.
24. This agreement, when executed by Exhibitor, shall constitute an offer from Exhibitor to the Junior League upon the terms and conditions set forth above. When this agreement has been executed by the Junior League after its execution by Exhibitor, it shall automatically become a contract binding upon both parties. Exhibitor agrees that the provisions within this agreement comprise the entire agreement with the Junior League and any modifications of this agreement must be in writing signed by and agreed to by all parties.