Vendor Agreement

Whereas, TriCord Ranch Foundation (hereinafter the “TriCord” or “us”) and the Company/Individual named above (hereinafter “Exhibitor” or “you”) enter into the 2024 TriCord Ruck & Run Exhibitor Agreement (hereinafter referred to as “Agreement”).

TriCord and the Exhibitor agree as follows:

Payment/Cancellation Policy. Your application will be reviewed by TriCord, and if accepted by TriCord, you MUST sign this Agreement and deliver it to the designated representative of TriCord as set forth on the signature page to this Agreement. You will be required to pay your rental fee at the time of submitting your booth request. This Agreement is not valid and effective until:
- an authorized representative of TriCord approves and accepts Exhibitor application and this Agreement;
- Exhibitor signs and delivers this Agreement to the designated representative of TriCord;
- Exhibitor’s full payment is received by TriCord; and

All cancellations must be requested by you in writing to TriCord. Such requests are to be sent to the designated representative of TriCord at the following email address: info@tricordranch.org If you cancel in writing by March 15, 2024, you will forfeit 25% of your rental fee as liquidated damages. There will be NO REFUNDS for any cancellations by you after March 15, 2024, in such case, 100% of your rental fee will be kept by TriCord as liquidated damages. In the event you fail to make payment as aforesaid or fail to comply in any respect with the terms of this Agreement, TriCord reserves the right to cancel this Agreement without notice and all rights of Exhibitor hereunder shall cease and terminate. Any payment made by Exhibitor on account hereof will be retained by TriCord as liquidated damages for breach of contract and TriCord may thereupon rent said exhibition space to another exhibitor.

Exhibition Booth Space. A single exhibition booth space consists of a 10’ x 10’ area. Exhibition booth space assignments will be made by TriCord in its sole discretion based on space requirements, products being exhibited, the date your application is received and approved, and the date you sign and deliver the Agreement to TriCord, and the date your payment for the rental fee is made to TriCord. As well, assignments are made considering the overall best interest of event. Exhibits shall be arranged so they will not obstruct the walkways for general view and will not hide other exhibits. No specially built displays will be allowed. Exhibitor is allowed to use balloons or have balloon displays or décor as a part of their exhibit space. Please remember that this will be outdoors. The event will happen, rain or shine. It will not be rescheduled if it is cancelled for extreme weather or unforeseen community events.
Set-up Hours. Saturday, April 13 from 7:00 a.m. to 8:00 a.m.
Operating Hours. You must have your exhibit open and staffed at all times during event hours of Saturday, April 13 from 8:00 a.m. to 1:00 p.m.
Tear-down Hours Saturday, April 13 from 1:00 p.m. to 2:00 p.m.
Products & Exhibits. TriCord reserves the right to restrict the sale or display of anything that is, or TriCord deems objectionable, in TriCord’s sole discretion. If, for any reason, an exhibit or its contents are deemed objectionable, the exhibit, product, or item will be subject to removal. This reservation includes persons, things, conduct, printed matter or any item objectionable for health or safety reasons, due to conﬂict with sponsor or other agreements or for any other reason TriCord believes is not in the best interest of the event. Should such an eviction or restriction be enforced, TriCord will not be liable to you for refunding any rental fees for the exhibition space, except at TriCord’s own discretion.
Forfeiture. TriCord reserves the right, should your exhibition space remain unoccupied on 8:00 a.m. or should your exhibition space be forfeited due to failure to make proper payment, to rent said space to any other exhibitor. This clause shall not be construed as affecting the obligation of Exhibitor to pay the full amount speciﬁed in Exhibitor’s invoice for space rental should TriCord resell the exhibition space.
Fire, Safety & Health Regulations. Exhibitor agrees to comply with all local, city and state laws, ordinances and regulations and the policies and regulations of the Oklahoma City Parks and Recreation Department covering ﬁre, safety, health, and all other matters. Necessary ﬁre precautions will be taken by Exhibitor.
Subletting or Assigning of Space. Exhibitor shall not assign, sublet or apportion the whole or any part of the exhibition space assigned to Exhibitor or have representatives, equipment or materials from ﬁrms other than Exhibitor’s own in the exhibition space without the prior written consent of TriCord.

Insurance. TriCord will not be liable for loss or damage to the property of the Exhibitor or Exhibitor’s representatives or employees from theft, ﬁre, accident, or any other cause. Exhibitor agrees to save and hold harmless TriCord Ranch Foundation, the Oklahoma City Parks and Recreation Department, its sponsors and organizers, the ofﬁcers, directors, and employees of the above from all claims, demands, damages and liability of whatsoever kind of character asserted by any person or persons arising out of, or related to, the use of Exhibitor’s exhibition space by Exhibitor. The Exhibitor is responsible for damage to property and injuries to persons caused by its own actions or inactions. Exhibitor must obtain insurance against property loss or damage and against liability and/or personal injury.
Cancellation or Curtailment of Event. If TriCord should be prevented from holding the event or is canceled, shortened, rescheduled or altered in any way due to weather or for any other reason, TriCord and Ruck & Run sponsors will not have any liability to Exhibitor for any loss of business, damage or expense whatsoever the Exhibitor may suffer. Other reasons include but are not limited to, natural disturbances, police activity, acts/threats of terrorism, or other reasons beyond the reasonable control of TriCord. TriCord is not responsible for any damages or losses that Exhibitor may incur as a result of the TriCord Ruck & Run being canceled, shortened, rescheduled or altered in any way due to weather or for any other reason beyond the reasonable control of TriCord. Should the facility where the Event is being held become unavailable for occupancy, for “cause or causes” not within the control of TriCord, TriCord and sponsors (i) will have no obligation to return the rental fee payment to Exhibitor, and (ii) will not be held responsible for any claims which might arise in consequence thereof. TriCord reserves the right to cancel the event prior to 30 days before the date of the event without any liability on the part of TriCord, by the return of all payments to the Exhibitor.
Assumption of Risk. Exhibitor accepts all risks associated with the use or occupancy of the exhibition space and environs and shall not make any claim or demand or take any legal action whatsoever against TriCord, event sponsors or their respective owners, ofﬁcers, directors, agents and employees for any loss, damage, or injury howsoever caused to the Exhibitor, their ofﬁcers, employees, agents or their property.
Indemniﬁcation. Exhibitor agrees to indemnify and hold harmless TriCord, event sponsors, and their respective owners, ofﬁcers, directors, agents and employees, against all claims, fees, losses, suits, damages, judgments, expense costs and charges of every kind resulting from Exhibitor’s breach of this Agreement and/or Exhibitor's use or occupancy of the exhibition space or its environs, for any reason or resulting from personal injuries, death, property damages or any other cause sustained by the Exhibitor, another exhibitor, TriCord, event sponsors, or their respective owners, ofﬁcers, directors, agents and employees, or show visitors.
Termination. In the event Exhibitor breaches this Agreement, TriCord may immediately terminate this Agreement without notice and may seek to enforce any remedies available to it at law or in equity, including without limitation obtaining any injunctive relief necessary to enforce the terms hereof.
Enforcement. If Exhibitor defaults in the performance of or compliance with any of the terms and provisions in this Agreement, and TriCord employs attorneys to enforce any part of the Agreement, Exhibitor shall reimburse TriCord for all costs and attorneys' fees incurred whether or not suit is actually ﬁled.
Governing Law; Venue. This Agreement shall be governed by the laws of the State of Oklahoma. Any action to enforce any part of this Agreement shall be brought exclusively in the United States District Court for the Western District of Oklahoma, or the District Court for Oklahoma County, State of Oklahoma.
Counterparts. This Agreement may be signed in two counterparts, which, when taken together shall constitute a single writing.
Miscellaneous. This Agreement constitutes the complete agreement between TriCord and the Exhibitor. This Agreement supersedes all previous or contemporaneous negotiations, arrangements or understandings, written or oral, between TriCord and the Exhibitor with respect to the subject matter of this Agreement. No modiﬁcation of this Agreement shall be valid unless approved in writing by TriCord. TriCord does not guarantee in any way the attendance ﬁgures for the event or the success of the Exhibitor.
Additional Rules & Regulations. The Agreement is subject to the following additional rules and regulations, all of which are binding on Exhibitor:

RULES AND REGULATIONS

MARKETING

Exhibitors are required to tag TriCord Ranch Foundation in any social media posts concerning TriCord Ruck & Run and/or the Exhibitors participation in the event.
Exhibitors are requested to participate in TriCord Ranch Foundation's social media by "liking", "sharing", and/or promoting the event on the Exhibitors social media pages.

DISPLAY

Exhibitors are required to keep their exhibit space neat and orderly at all times.
No Exhibitor shall change or add to the products and services to be displayed, as detailed in Exhibitor’s application, without the written consent of TriCord.
Exhibitor shall ensure the presence of a responsible individual or individuals in the exhibition space at all times during the designated exhibition hours. Exhibitor shall be responsible for the conduct of any employee, agent, visitor or guest of Exhibitor in the exhibition space.
No packing of equipment or literature or dismantling of exhibits is permitted until after event closing time on Saturday, April 13 at 1:00 p.m.
Exhibitor is allowed a maximum of two (2) booth staff, per 10x10 booth, per day.
Displays must be neat and professional in appearance and avoid the look of a “ﬂea market” or “ﬁre sale”. Tattered cardboard cartons, unattractive drums, tubs, etc. are not to be visible to the public.
Exhibitor may use balloons or have balloon displays or décor as a part of their booth.
Exhibitor must not obstruct the view of an adjoining exhibitor's space, nor permit such exhibit to be placed or operated in any manner offensive or objectionable, in the reasonable opinion of TriCord, to the adjacent or surrounding exhibitors or the event as a whole.
All labor necessary in setting up or removing exhibits must be supplied by Exhibitor and must comply with labor regulations pertaining to the facility.
All aisles must be kept clear of exhibits. Interviews, demonstrations, distribution of literature, etc. must be done inside of the Exhibitor's space. No canvassing, solicitation of business, or conference in the interest of business, except by exhibiting ﬁrms, is allowed.
Exhibits that include the operation of musical equipment, radios, sound motion picture equipment, public address systems, or any noisemaking machines must be operated so that the noise resulting therefrom will not annoy or disturb adjacent exhibitors or their patrons and must be approved by TriCord. Use of sound equipment, such as microphones, televisions, etc. will be permitted where appropriate to the display, provided sound is maintained at not more than "conversational" level. TriCord reserves the right to restrict Exhibitor's use of sound and other devices that may interfere with the best interests of the event.
Exhibitor shall be responsible for collecting and remitting any applicable sales tax owed to the Oklahoma Tax Commission in connection with the sale of any products or services offered and sold by Exhibitor.

EXHIBITOR'S PROPERTY

Although security service will be furnished for the event, all of the Exhibitor's property at the show shall be at the sole risk of the Exhibitor and neither TriCord, Ruck & Run sponsors, nor the City of Oklahoma City, assumes any responsibility for damage to, loss, or theft of property belonging to Exhibitor, its agent, employees, business invitees, visitors or guests.
All video and still photography of any show exhibit and/or exhibit staff taken by any agent of TriCord will remain the property of TriCord for use in promoting current and future events or for use of any other purpose.
Distribution of promotional or educational materials may be conducted and circulated only within the booth assigned to the exhibitor.
All business of Exhibitor within Exhibitor’s assigned booth, including the sales of goods/services, must be conducted in a professional manner that aligns with the established professional standards of TriCord.
Exhibitor agrees to remove its exhibit from the event area by the ﬁnal move-out time limit, or in the event of failure to do so, Exhibitor agrees to pay TriCord for such additional costs as may be incurred. A breach of any conditions of this Agreement, which shall result in damages to TriCord or a failure by Exhibitor to remove an exhibit, equipment or paraphernalia at the time determined by TriCord shall cause the Exhibitor to become immediately liable on any unpaid sums owing hereunder. TriCord is hereby given permission by Exhibitor to take immediate possession of said equipment, paraphernalia, or exhibit. Same may be removed, sold at public or private sales, or destroyed with or without notice to Exhibitor to defray, liquidate or expunge any damage.

FACILITY

Exhibitor is liable for any damage it causes to the Oklahoma City Parks and Recreation Area (the “Facility”) or to any property of TriCord, its agents, other exhibitors, or any other person or entity, including, the City of Oklahoma City. Exhibitor may not apply paint, lacquer, adhesive, or other coatings to the Facility or to the property of TriCord, its agents, other exhibitors, or any other person or entity, including, the City of Oklahoma City.
The Expo is a non-smoking event. Smoking in Oklahoma City parks is strictly prohibited.
Exhibitor shall fully comply with all rules and regulations applicable to the Facility.