Definitions SHOW MANAGEMENT as used in these rules means Peak Performance, Inc. (“Peak Performance”) and The Smart Factory Institute (“SFI”) and their authorized agents and representatives acting with the scope of their authority. The “Show” as used in these rules means Smart Solutions for Smart Factories to be held in Cleveland, Tennessee, U.S.A., August 10, 2023.
“EXHIBITOR,” as used in this Agreement, means any person or company exhibiting in the Show, its representatives, agents, and employees at the Show. The decisions of SHOW MANAGEMENT in interpreting this Agreement shall be final.
A. The following products are eligible for exhibition:
1. Companies under whose name eligible products are manufactured or sold.
2. Distributors who represent manufacturers of eligible products nationwide in the United States, as identified in the official space application form. However, in the case of exhibits by distributors of the eligible products of more than one manufacturer, the directory listing shall bear the names of all manufacturers of the products exhibited.
3. Publishers or providers of services in the manufacturing technology field.
B. SHOW MANAGEMENT reserves the right to deny exhibit space to any company or product, and eligibility to exhibit shall generally be a continuing requirement as of the date of the opening of the Show.
II. Limitation of Liability; Indemnification
A. EXHIBITOR waives all claims of every kind against SHOW MANAGEMENT, its directors, officers, members, agents, and employees including, without limitation, all claims for damages based on personal property damage, destruction, loss or theft, personal injury, cancellation of the Show, failure, or refusal to provide space for any exhibit, preventing the display, operation, removal or dismantling of any exhibit, any other act or failure to act of SHOW MANAGEMENT. Any refund provided by SHOW MANAGEMENT to EXHIBITOR shall be SHOW MANAGEMENT’s sole liability, and EXHIBITOR’s sole remedy, in the event of any cancellation or disruption of the Show. IN NO EVENT SHALL SHOW MANAGEMENT BE LIABLE FOR (i) 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 SHOW MANAGEMENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (ii) ANY AMOUNTS EXCEEDING THE FEES PAID TO SHOW MANAGEMENT HEREUNDER BY EXHIBITOR.
B. EXHIBITOR agrees to indemnify and save SHOW MANAGEMENT harmless from claims by EXHIBITOR’s agents or employees or by any other person, arising out of any act or omission in any way related to EXHIBITOR’s participation in the Show, whether negligent or not.
III. SHOW MANAGEMENT may, upon written notice, cancel the Show upon the occurrence of any circumstance beyond its control (including, but not limited to, acts of God, strikes or other labor Exhibitor Agreement 2 disputes, acts of war or terrorism, government regulation, epidemic, pandemic, flood, fire or other natural disaster) that may create a risk to the health and/or safety of Show exhibitors and/or attendees, and/or that makes it illegal or impossible to conduct the Show. In the event of cancellation or disruption of the Show for any cause, SHOW MANAGEMENT shall refund EXHIBITOR’s Space Payment.
IV. Installation and Removal of Exhibits
A schedule of dates for arrival and removal from the exhibit halls of exhibit material shall be announced by SHOW MANAGEMENT. Any expenses caused by failure to conform to these schedules shall be paid by EXHIBITOR.
V. Dates and Hours of Show
All exhibits shall be completely installed and ready for display no later than 9:00 a.m., Thursday, August 10, 2023. Show hours: 9:00 a.m. – 3:00 p.m. at the Conclave, PIE Innovation Center.
VI. Dismantling of Exhibits
No exhibits shall be dismantled or removed, in whole or in part, prior to close of Show, Thursday, August 10, 2023, at 4:00p.m. or such other time as designated by SHOW MANAGEMENT. SHOW MANAGEMENT may prevent the removal or dismantling of any exhibit before the time of closing.
VII. Payment Schedule – Cancellation or Reduction of Space – Notice of Change of Plans
A. Payments for space (“Space Payment”) are due in full by Close of Business Friday July 28, 2023.
B. Space Payments are non-refundable. In the event that EXHIBITOR fails to use all, or part of any space contracted for, no part of any payment hereunder with respect to unused space will be returned to EXHIBITOR. However, 50% of the forfeited payment can be applied to Smart Solutions for Smart Factories 2023 for cancellations made prior to April 14, 2023.
C. If at any time prior to June 30, 2023, an EXHIBITOR determines not to use some or all the space for which he has contracted, he shall give prompt written notice to Peak Performance of its changes in plans so that SFI may reallocate the unused space.
VIII. Rejected Display
Each exhibit shall be admitted to the Show and shall remain at the Show subject to EXHIBITOR’s continued compliance with this Agreement. SHOW MANAGEMENT reserves the right to reject, eject or prohibit any exhibit or its operation in whole or in part, or to eject or refuse to admit EXHIBITOR or its representative, for failure to comply with this Agreement or with any instructions issued by SHOW MANAGEMENT or for conduct deemed detrimental to the best interests of the Show. If an exhibit is rejected, ejected, or prohibited for violation of this Agreement, or EXHIBITOR or its representatives is ejected or refused admission pursuant to this paragraph, EXHIBITOR shall have no recourse against SHOW MANAGEMENT and no portion of the Space Payment shall be refunded.
IX. Subleasing and Identifying Other Products and Services
A. EXHIBITOR shall not sublet any part of its space. However, an EXHIBITOR may use its space to exhibit any eligible products: (i) manufactured or sold in its own name, (ii) manufactured or sold by any company controlled or under common control with EXHIBITOR, (iii) manufactured or sold by a joint venture in which it participates, or (iv) produced or sold pursuant to a manufacturing or sales license. Comparisons or comparative tests involving actual products or equipment other than those defined immediately above as “eligible products” will not be permitted unless the manufacturer of the product or equipment concerned shall have given its prior written consent.
B. EXHIBITOR shall not exhibit, offer for sale, give as premium, or furnish literature about any other products or services except where SHOW MANAGEMENT determines that such activities are required for the proper demonstration or operation of EXHIBITOR’s displays. In any case, identification of such articles or services shall be limited to the regular nameplate, imprint, or other identification, which in standard practice appears normally on the articles or in connection with the services. EXHIBITOR shall not permit persons other than its own representatives (including those of any corporate affiliate, joint venture partner, or licensee), representatives of SHOW MANAGEMENT, or of officially designated labor or service sources to use its booth for any purpose.
X. Admission and Identification
Admission of EXHIBITOR’s representatives and visitors to the exhibit hall shall at all times be controlled solely by SHOW MANAGEMENT. EXHIBITOR’s representatives shall wear identifying badge as provided by SHOW MANAGEMENT throughout the Show hours, installation, and dismantling periods.
XI. Booth Representatives
EXHIBITOR may be represented in its booth by direct representatives (employees who are scheduled for actual booth work) and distributor representatives.
XII. Admission During Non-Show Hours
EXHIBITOR’s representatives, distributors, and the working press shall be permitted to enter the Show two hours before the scheduled opening. Representatives of EXHIBITOR, distributors, and the working press who require earlier entrance may seek special permission at the Show Management offices on the previous day by 2:00 p.m. EXHIBITOR’s representatives, distributors, and members of the press shall be permitted to remain in the Show 30 minutes after the scheduled closing of each day. Special permission must be obtained at the Show Management office in advance if an extension of time is needed.
During the move-in and move-out periods, EXHIBITOR’s personnel, agents, or other representatives acting on its behalf will be limited to picture taking within its own booth(s). During the exhibition, each EXHIBITOR has the prerogative of establishing its own policy on picture taking in its booth during Show hours and notifying visitors of the policy. During the exhibition no pictures may be taken of exhibits when the Show is closed in the respective exhibit halls without permission from SHOW MANAGEMENT. Anyone violating this Agreement will be ejected from the Show floor and must surrender his/her admission credentials.
XIV. Public Health Guidelines
EXHIBITOR and SHOW MANAGEMENT will follow all public health guidelines as outlined by the State of Tennessee and the City of Cleveland.
EXHIBITOR’s representatives wearing distinctive costumes, uniforms, or shop coats, or carrying banners or signs separately or as part of their apparel, shall not be permitted to appear in the Show, except in their own booths or in their ordinary passage to and from such booths. Show management reserves the right in its sole discretion to deny admission to any EXHIBITOR or attendee whose dress or conduct is deemed to be inappropriate.
XVI. Guarding of Robots
A. Adequate fencing and/or shielding of all robot demonstrations shall be provided to prevent attendees from contacting the robot and/or its arc of movement by reaching over, under or around such protection.
B. Robot demonstrations shall always be supervised. When the robot is not being demonstrated, it must be deactivated in a foolproof manner so that unauthorized personnel cannot activate it.
C. Positive stops shall be built into each robot to prevent swing of its arms or movement into aisles and/or unguarded booth space.
D. A check should be made to determine stability, particularly of those robots operating with high columns and any unstable condition must be corrected.
E. Robots must be classified as “collaborative” if they are to be displayed without safeguards.
F. All other “industrial robots” must employ virtual fences at the least.
G. Virtual fences are not a space-saving solution.
H. The collaborative robot default force limit of 150 N is calibrated for arms and hands. If people are to lean in for a closer look at the device (exposing their head and neck), the force limit should be reduced well below default. 7
I. A risk assessment is recommended.
XVII. Electrical Wiring
Electrical wiring shall conform to the National Fire Protection Association NFPA 79 Electrical Standard for Industrial Machinery 1979 Edition or superseding standards and the City of Cleveland Electrical Code. Wires laid across floors shall be guarded by wood, metal, or other acceptable covers. All wiring for machines and displays must include one wire for the ground.
EXHIBITOR shall comply fully with the “Health and Safety Rules of Tennessee” issued by TOSHA, 220 French Landing DR, Nashville, TN 37243, and with all applicable rules and regulations of the City of Cleveland Fire Department. No vehicles, manual or powered, shall be operated anywhere in the exhibit halls during the open hours of the Show. Any exhibited vehicle shall only have one gallon of fuel in the gas tank and vehicle battery must be disconnected.
XIX. Flammable Material – Heating Devices
No flammable materials as defined in the rules and regulations of the City of Cleveland Fire Department, including decorative material and machine covers, shall be permitted within the Show area or within EXHIBITOR’s booths. Exhibitor shall make certain that fire hose cabinets, alarms, and extinguishers within its booth are always visible and accessible.
XX. Damage to Buildings
EXHIBITOR shall surrender the space occupied by it in the same condition as it was at the commencement of its occupation, normal wear accepted, and shall be fully liable for the cost of restoring the space to its former condition if it does not comply with this provision. EXHIBITOR shall not fasten machines or equipment to the floor or walls or by use of adhesives. All costs for removing adhesive-backed, pressure-sensitive stickers and labels from floors, columns, walls, signs, other booths, etc. – anywhere in the exhibit halls – will be charged to the EXHIBITOR whose product they advertise.
XXI. Distribution of Literature, Samples, Souvenirs, Food, Drink, Etc.
Samples, souvenirs, shopping bags, catalogs, pamphlets, publications, etc. shall not be distributed except from within EXHIBITOR’s booth(s).
XXII. Obstruction of Aisles or Nearby Booths
Any demonstration, live performance, or other activity that results in obstruction of aisles or that prevents ready access to a neighboring booth shall be suspended as SHOW MANAGEMENT in its discretion may specify.
XXIII. Resolution of Disputes
SHOW MANAGEMENT shall have the right, but not the obligation, to resolve disputes or disagreements between exhibitors, or between exhibitors and official contractors. In the event of a dispute or disagreement, final resolution as specified by SHOW MANAGEMENT shall be binding on the EXHIBITOR.
XXIV. Relocation of Exhibits
SHOW MANAGEMENT reserves the right to relocate exhibits in a space other than the one specified if, in its judgment, such relocation is necessary or appropriate to the satisfactory arrangement or conduct of the Show. No relocation shall be made, however, without affording EXHIBITOR full opportunity to indicate a preferred substitute location, but any decision by SHOW MANAGEMENT with respect to relocation shall be final and shall not relieve EXHIBITOR of any obligation under this Agreement.
XXV. Additions and Amendments to the Rules
SHOW MANAGEMENT may from time to time amend this Agreement as it deems necessary for the orderly presentation of the Show, provided that such amendment shall not substantially diminish the rights or increase the liability of EXHIBITOR.
XXVI. Good Neighbor Policy
To provide all EXHIBITORS with effective access to attendee traffic, exhibits must ensure safety and protect line of sight for all exhibitors. SHOW MANAGEMENT require all EXHIBITORS to uphold the following “Good Neighbor Policy”:
EXHIBITORS are required to conduct themselves and operate their exhibit so as not to annoy, endanger, or interfere with the rights of others at the show. SHOW MANAGEMENT reserves the right to deny access to the show floor to EXHIBITORS not conducting themselves in a professional, ethical, and otherwise appropriate manner.
Existing show rules require EXHIBITORS to conduct all booth activities within the confines of their exhibit space and not interfere with aisle traffic flow or access to neighboring exhibits. Activities may not disturb neighboring booths. Demonstrations, booth giveaways, and literature must directly relate to the exhibiting company product, business, or mission, and not be offensive in any manner.
EXHIBITOR shall maintain commercial general liability and property damage insurance. Upon SHOW MANAGEMENT’s request, EXHIBITOR will deliver a certificate of insurance indicating such coverage.
This Agreement and any dispute arising hereunder shall be governed by the laws of the State of Tennessee, without regard to conflicts of laws, provisions. Any legal action, suit or proceeding brought by either party seeking equitable relief shall be brought in Cleveland, Tennessee, and each party hereby accepts and submits to the jurisdiction of the aforesaid court with respect to any action, suit or proceeding brought by it or against it or against it by the other party, and irrevocably waives any objection as to venue therein, and further agrees not to plead or claim in any such court that any such proceeding has been brought in an inconvenient forum. This Agreement contains the entire agreement of the parties with respect to its subject matter and supersedes any prior or contemporaneous understandings or communications (oral or written) regarding such subject matter. No delay or omission to exercise any right or remedy accruing to either party hereunder shall impair that right or remedy or be construed to be a waiver of any breach or default. No waiver of any provision of this Agreement shall be valid unless in writing and signed by the waiving party.