By agreeing to these terms of service you also agree that this agreement may be electronically signed. The parties agree that the electronic signatures appearing on this agreement are the same as handwritten signature for the purposes of validity, enforce-ability and admissibility.

If signer elects to opt out of signing this agreement electronically a paper copy will be provided with a signature required.

I SAID YES FL SHOW AGREEMENT

1. SERVICES:
I SAID YES FL provide a well-lit room for all vendors and attendees to ensure products and services are visible. Lighting will not be ideal for showcasing up lighting, LED lighting or GOBO’s. I SAID YES FL will provide an environment where engaged couples and vendors can speak easily without additional distraction so DJ’s are permitted to bring equipment and set up sound systems, but are not permitted to play any music or sound unless in a sponsor role with the show. Trash cans are placed around the room, however, if Exhibitor are supplying services or products that create disposable supplies or other trash accumulation, Exhibitor shall bring their own trash can on the day of the event.
Additional services may be outlined in “Exhibit A” hereby incorporated by referenced and attached.

2. CONFIRMATION:
Exhibitor will receive a written email confirmation when the contract is received and processed. Written updates and information will come to Exhibitor by email in the weeks leading up to the show. Requests for changes will be accommodated when possible if made at least two weeks prior to the show. Changes requested on the day of the show are UNLIKELY.

3. VENDOR REQUIREMENTS:
Exhibitors MUST remain until after the grand prize giveaways have commenced. Registration/attendee lists are for the sole use of the Team D Productions LLC DBA I Said Yes! FL participating vendors. Any duplication, transfer or distribution of the registration/attendee lists is prohibited. If anyone intentionally or unintentionally distributes or allows unauthorized persons to access the registration/attendee list, Team D Productions LLC will pursue legal action. Please refrain from promoting any other companies at your booth. This includes, but is not limited to: signage, literature, business cards, brochures, attire, publications, postcards, etc. I SAID YES FL will ask that Exhibitor use this space to promote your company’s services, products and information only.

4. CANCELLATION:
Cancellations less than 30 days prior to the show are subject to a 100% cancellation fee. If cancellation is received more than 30 days in advance, your deposit and any booth fees paid will be applied to a future show. If you do not attend/setup/work/occupy/use Exhibitor’s booth on the day of the show, Exhibitor’s booth and all money paid is considered forfeited and will not be refunded. All accounts must be in good standing by the show date.

5. ASSIGNMENT:
This Agreement is for the personal services of Exhibitor. Therefore, Exhibitor may not sell, assign, transfer, or otherwise convey any of its rights (or delegate any of its duties) under this Agreement without the prior written consent of I SAID YES FL, which consent may be withheld in I SAID YES FL sole and absolute discretion. Any attempted sale, assignment, transfer, conveyance, or delegation in violation of this paragraph shall be void and shall not relieve Exhibitor of any further liability hereunder.

6. WAIVER OF LIABILITY:
The exhibitor assumes the entire responsibility and liability for losses, damages, and claims arising out of exhibitor’s activities on the Hotel/Venue premises and will indemnify, defend, and hold harmless the Hotel/Venue, its owner, and its management company, as well as their respective agents, servants, and employees from any and all such losses, damages, and claims.

7. I SAID YES FL CONFIDENTIAL INFORMATION:
All information, documents, compensation, records, media and other materials developed by I SAID YES FL for Exhibitor or obtained by or disclosed to Exhibitor in the course of performing any Services are the proprietary, confidential and trade secret information of I SAID YES FL. Exhibitor will deliver to I SAID YES FL all tangible forms of such proprietary confidential and trade secret information and all copies thereof (and all other property obtained from or through I SAID YES FL) when I SAID YES FL requests the same, or immediately upon termination of this Agreement, whichever occurs earlier. Exhibitor agrees during the term of this Agreement, and for a period of two (2) years thereafter, that it will take all steps reasonably necessary to hold I SAID YES FL’s or any other subsidiaries proprietary, confidential and trade secret information in trust and confidence. Exhibitor shall not use or disclose to any person, firm or entity any proprietary, confidential or trade secret information of I SAID YES FL, without I SAID YES FL’s express, prior written permission.

8. ENTIRE AGREEMENT/NO ORAL MODIFICATION:
This Agreement constitutes the entire agreement of the parties hereto with respect to the subject matter of this Agreement and supersedes any and all previous agreements between the parties, whether written or oral, with respect to such subject matter. No waiver or modification of this Agreement or of any covenant condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith. The provisions of this paragraph may not be waived except as herein set forth.

9. INVALID PROVISION:
The invalidity or unenforceability of any term or provision of this Agreement or the non-application of any such term or provision to any person or circumstance shall not impair or affect the remainder of this Agreement, and the remaining terms and provisions hereof shall not be invalidated but shall remain in full force and effect and shall be construed as if such invalid, unenforceable, or non-applicable provision were omitted.

10. REASONABLE EFFORTS:
In all cases, the parties agree to use all reasonable efforts to carry out the letter and spirit of this Agreement and to use good faith and commercial reasonableness in their dealings with one another.

11. WAIVER OR MODIFICATION:
No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith. Furthermore, no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arbitration, or litigation between the parties arising out of or affecting this Agreement or the rights or obligations of any party hereunder, unless such waiver or modification is in writing and duly executed as aforesaid. The provisions of this paragraph may not be waived except as herein set forth.

12. RELATIONSHIP OF PARTIES:
Nothing contained in this Agreement shall authorize, empower, or constitute any party as agent of any other party in any manner; authorize or empower one party to assume or create any obligation or responsibility whatsoever, express or implied, on behalf of or in the name of any other party; or authorize or empower a party to bind any other party in any manner or make any representation, warranty, covenant, agreement, or commitment on behalf of any other party. Provider is an independent contractor for all purposes under this Agreement.

13. FORCE MAJEURE:
No Party shall be liable or responsible to the other Party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations to make payments to the other Party under this Agreement), when and to the extent such failure or delay is caused by or results from acts beyond the affected Party’s reasonable control, including, without limitation: (a) acts of God; (b) flood, fire, earthquake or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) Law; (e) actions, embargoes or blockades in effect on or after the date of this Agreement; (f) action by any Governmental Authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns or other industrial disturbances; and (i) shortage of adequate power or transportation facilities.

14. ARBITRATION:
The parties waive trial by court or jury. Any dispute arising from or relating to this Agreement or the arbitrability of any dispute shall be resolved by arbitration in Orange County, Florida, where this Agreement was accepted, and governed by and construed under Florida law, except its conflict of laws rules. Arbitration shall be conducted by a panel of three arbitrators pursuant to this paragraph and the Florida Small Claims Rules in effect at the time a claim is initiated, except Rule 7.010. The party initiating arbitration shall select an arbitrator and notify the other party (“Respondent”) in writing by Certified Mail/Return Receipt Requested of the claim and the arbitrator’s name. Respondent shall have twenty (20) days from receipt of the notice to select an arbitrator and notify Claimant in writing via the same type of mail of the arbitrator’s name. If a party fails to select an arbitrator timely, then a final decision in favor of the other party shall be entered by the latter’s arbitrator. The two arbitrators will select a third arbitrator. If they cannot agree within 30 days upon a third arbitrator, both parties must request that selection of a third arbitrator be made by a judge of a court having jurisdiction. Each arbitrator must be a lawyer with over 10 years’ experience or a retired judge. The arbitrators’ decision shall be by majority vote, final and binding.

15. NOTICES:
All notices or other communications required or permitted to be given hereunder shall be deemed to have been given by the notifying party if mailed by registered mail, return receipt requested, to the receiving party addressed to its or his mailing address set forth in the first paragraph of this Agreement, or such other address as the notifying party may designate in writing by registered mail, return receipt requested, to the other parties.

16. GOVERNING LAW:
This Agreement shall be governed by and construed under the laws of the State of Florida, excluding any conflicts of laws rule or principle that might refer the governance or construction of the Agreement to the law of another jurisdiction.

17. ATTORNEY’S FEES:
In the event any litigation, arbitration, or controversy between the parties hereto arises out of or in connection with this Agreement, the prevailing party in such litigation or controversy shall be entitled to recover from the other party or parties all reasonable attorneys’ fees, expenses and suit costs, including those associated with any appellate proceedings or post-judgment collection proceedings.

EXHIBIT “A”
Additional deliverables to be provided by I SAID YES FL to Exhibitor:
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