EXHIBIT SPACE TERMS AND CONDITIONS
ABC KIDS EXPO
ALL BABY & CHILD CORPORATION

The following terms and conditions ("Terms and Conditions") shall govern the use of exhibit space at the 2013 ABC Kids Expo, to be held in
Las Vegas, NV.

Exhibit and Display Space
All Baby & Child Corporation ("ABC") shall, at its sole discretion, assign all booth space locations using a variety of predetermined factors. Booth space locations may be changed at any time by show management. Requests for placement on corners, end caps or other booth configurations, or near or next to other exhibitors, will be considered but cannot be guaranteed. Prior participation at ABC Kids Expo shows is not a factor considered in booth placement and ABC does not use a point system in the booth assignment process. ABC reserves the right to change the floor plan (including, but not limited to, aisle space and booth assignments), in its sole discretion, without notice, to provide a more satisfactory, attractive and successful exposition. All booth space is sold in increments of 100 square feet (10 feet x 10 feet). Booth sharing is only permitted by approval from ABC and the primary exhibitor. No more than two exhibitors may occupy a 100 square foot (10 feet x 10 feet) space. Exhibitors requesting islands, split islands or more than 600 square feet (six 10' x 10' spaces) are required to submit their entire booth specifications including but not limited to walls, fixtures, curtains, overhead signage, use of vehicles, etc. for approval by ABC no later than April 30, 2013. Once specifications are approved by show management, any revisions must be re-submitted for approval. Modification to booth size cannot be accommodated after April 30, 2013.

Each exhibitor space includes pipe, drape,carpet, and sign (must be pre-ordered). Exhibitor may supply its own tables or display cases provided that all items can fit completely within its designated space, as provided in these Terms and Conditions. Exhibitor is prohibited from displaying any objects or stacking any items in a manner that would present a danger to other persons. Determination of exhibit safety shall be at the sole discretion of ABC. Animals and pets are not permitted in the exhibit hall except in conjunction with an exhibit approved by ABC in writing. Seeing-eye and companion dogs are permitted.

First Time Exhibitor Requirements
If this is your first time exhibiting at the ABC Kids Expo, please submit the following documentation.

1. Copy of state or local resale tax certificate or VAT certificate
2. Any 2 of the following:
   
1. Proof of shipment from supplier
2. Proof of shipments to at least 3 retailers/e-tailers with shipping confirmations
3. Letter of verification from at least 2 retail stores that currently carry the product

Authorized Signature & Deposit Required
All registrations shall be processed upon receipt of required deposits. A “Pre-registered Exhibitor” is one who registered before January 15, 2013.  Pre-registered exhibitors must pay deposits by January 31, 2013, with final payment due no later than June 15, 2013.  Deposits for exhibitors registering after January 15, 2013, are due within 5 days of receipt of invoice.  After June 15, 2013 payment for booth space is due in full within 5 days of receipt of invoice.  Deposits must be made by check only.  Booth assignments shall not be made without ABC's receipt of the required deposits.

Deposits for booth space are as follows:
Shared Booth Space - entire invoice amount
All others - 1/2 of invoice amount

Additional charges will apply for island, split-island, peninsula, and end-cap configurations.  A separate required fee applies for interactive floor plan participation. Exhibitors may not opt out of the interactive floor plan.

ABC reserves the right to reject any application for any reason and reserves the right to amend (i.e., increase or decrease) rates and booth space specifications at any time.

All monies are non-transferable and deposits are non-refundable. Total booth payments are non-refundable after June 15, 2013. Applicable discounts will be credited separately. All discounts will be void if monies are not paid on time. All monies paid for advertising, Runway and New Product Showcase are non-refundable. The cost of booth space is non-negotiable and Exhibitor acknowledges and agrees by signing these Terms and Conditions that it will be responsible for the payment of any balance due. Applications for exhibit space shall not be processed without being signed. Access to exhibit and display space shall be contingent upon the signing of these Terms and Conditions and their acceptance by ABC, along with payment of all applicable fees.

Rules and Regulations
The 2013 ABC Kids Expo shall be held at the Las Vegas Convention Center (the "Convention Center"). Exhibitor agrees to comply with the rules and regulations of the Las Vegas Convention Center. Exhibitor shall observe and abide by the terms and conditions and such other rules and regulations that ABC may adopt from time to time. All booths must be completely setup during designated setup times prior to the show.

Exhibitor is expected to conduct business in the exhibit hall during the published show hours of operation. Special events, including but not limited to meetings, receptions, entertainment, etc. must be approved in writing by ABC at least 60 days prior to the start of the show. Exhibitor assumes all responsibility for compliance with all pertinent ordinances, regulations and codes of duly authorized local, state and federal governing authorities (including local electrical codes). Exhibitor further agrees to abide by and comply with rules and regulations concerning local unions or other authorized contractors. Exhibitor agrees to comply with all Americans with Disabilities Act accessibility requirements.

Exhibitor may not cause harm or defame other exhibiting manufacturers' exhibits, persons, products or reputation during the trade show. Exhibitor may not serve, or have served by any means, legal documents, during the entire ABC event in any facilities occupied by ABC. Exhibitors who do not abide by these rules will be escorted out of the exhibit halls and will be ineligible to register for future shows with ABC. Exhibitors escorted out of the exhibit halls due to violation of this provision shall be considered to have forfeited all monies paid to ABC in connection with the ABC Kids Expo.

Use, Signs and Advertising
Exhibitor and its representatives may not solicit business or perform demonstrations outside of their own designated booth space, including but not limited to exhibit hall aisles, foyer or concourse areas, other exhibitors' booth locations, Convention Center restaurants, and public areas inside or on the grounds of the Convention Center. Exhibitor shall ensure that all exhibits, displays and signage are professional in appearance and appropriate in content. No signs may be displayed on persons or otherwise outside the exhibit space. Distribution by Exhibitor of any printed matter, samples, or other articles shall be restricted to the exhibit space. Exhibitor further agrees that it shall not endorse, promote, participate in, or otherwise advertise any other trade show or Venue in Las Vegas or the surrounding area during the ABC Kids Expo show dates, setup dates or teardown dates without the written approval of ABC. Violation of this policy will result in immediate loss of booth space at the 2013 show and forfeiture of all monies paid for said booth space as well as appropriate damages to ABC Kids Expo and other exhibitors.

ABC may remove any person during the show who ABC believes is disrupting or obstructing proper operation and management of the show.

Exhibit Requirements
By registering for exhibit space at the 2013 ABC Kids Expo, Exhibitor agrees to comply with the rules and regulations governing booth exhibit fixtures, materials and products contained within its assigned booth space as set forth in the International Association of Exhibitions and Events guidelines (IAEE).

Click here for the IAEE rules governing the set up of exhibit booths.

Exhibitor's booth(s) may not block any aisles in the exhibit hall, unless approved in advance by both ABC and the Las Vegas Fire Marshal. There are only certain areas within the exhibit hall where the blocking of aisles shall be permitted. In addition, show policies concerning the "blocking of the line of vision" to neighboring booths shall be strictly enforced. Exhibits must remain intact until the scheduled conclusion of the show, as such time is established by ABC.

Care of Building and Equipment
Exhibitor will not place any refuse or any material which will endanger public safety or cause inconvenience to other exhibitors on the floor during exhibit hours. Exhibitor and its agents shall not injure or deface the walls or floors of the Convention Center, the booths, or the equipment of the booths. When such damage occurs, Exhibitor is liable to the owner of the property so damaged. Exhibitor agrees to pay ABC for any damages resulting from any act or negligence in such sum as may be necessary to restore the premises to their original condition.

Decorum
Exhibitor and its agents will dress in appropriate attire and will conduct themselves in a courteous and professional manner at all times. Exhibitor must have its exhibit and display spaces ready to open 10 minutes prior to the published opening of the ABC Kids Expo each day and must coordinate staffing to ensure coverage though all published hours on a daily basis. No product, exhibit, or display shall be allowed that is dangerous, offensive to the public, creates a nuisance, or is inconsistent with, harmful, or detrimental to the purposes of the ABC Kids Expo. ABC has the sole authority to determine whether a product, exhibit, or display will be disallowed or removed from the exhibit hall.

Assignment/Subletting
Assignment, subletting, leasing or transfer of exhibitor space by Exhibitor is prohibited. Exhibitor shall not exhibit or permit to be exhibited in the exhibit space allotted to it any merchandise other than that specified in the application. ABC may assign or transfer all or part of its rights under these Terms and Conditions.

Exhibitor Badges
Exhibitor and its officers, agents, employees or other representatives shall obtain badges from the ABC Kids Expo office or registration desk and wear the badges while in the show at all times. Separate wristbands/ badges shall be issued to setup/takedown employees being used for the express purpose of setting up and/or tearing down exhibits and these wristbands/badges shall only be valid during the designated setup and teardown hours of the show.

Directory
ABC Kids Expo shall list exhibitors' company information and booth space assignments in its official directory, addendum and map book. ABC will not be responsible for errors or omissions, or for unintentional failure to include an exhibiting company in the printed directory, addendum or map book.

Music
Exhibitor is solely responsible for compliance with all copyright laws with respect to the performance of broadcast or live or recorded music during or in connection with the show. All broadcast mediums must be within acceptable tolerance levels such that they do not disrupt the activities of neighboring exhibitors or as determined by ABC. Any complaints by neighboring exhibitors may result in ABC's notification to Exhibitor that such broadcast mediums must be discontinued.

Removal of Merchandise
Exhibitor is responsible for the removal of its entire display, including without limitations, walls, floors and furniture during the designated dismantling hours as shall be determined by ABC. Exhibitor should make certain removal is completed by its employees or other authorized agents. ABC shall not be liable for unauthorized removal of articles, merchandise, equipment, displays or other property. Merchandise left after the conclusion of the dismantling hours is subject to disposal. ABC shall not be responsible for any damage or injury to disposed items.

No merchandise may be removed during show hours except as approved by show managment.

Children
Children under the age of 16 shall not be allowed admittance into show exhibit areas, meeting rooms or foyer areas during the designated setup and teardown hours of the show. Please make sure that you have made proper arrangements for the care of your children during these designated times.

Photography
The taking of photographs in the exhibit hall or meeting rooms of the Convention Center is expressly prohibited without the prior written consent of ABC. A professional photographer is available for exhibitors' booth needs by appointment and on a first-come first-serve basis. Confirmed Media are hereby automatically granted consent by ABC to take photographs.

Insurance
Exhibitor and its contractor(s) shall maintain Comprehensive General Liability Insurance and Personal Injury Coverage at their sole cost and expense for all of its activities at the show and shall have ABC and any party designated by ABC named as additional insureds on all such policies. Additional insured should be listed as All Baby and Child. General Liability insurance coverage must be at a minimum one million ($1,000,000) dollars per occurrence, two million ($2,000,000) dollars aggregate. Please do not incude automotive insurance unless you are planning to have an automobile as part of your booth exhibit. Exhibitor and its contractor(s) shall also maintain, at their sole cost and expense, Workers Compensation Insurance for employees participating in the show, as required by law. Evidence of insurance coverage in the form of a valid Certificate of Insurance specifying the limits of liability must be provided to the ABC office 90 days prior to the show. Exhibitor may be prohibited from participation in the show if the certificate has not been obtained and presented to show managment.

Hazardous Materials
ABC Kids Expo prohibits Exhibitor from bringing any exhibit(s), equipment, vehicle(s) or material(s) into the exhibit space if ABC determines that such is dangerous to persons, property or any part of the exhibit space or building. ABC shall not be responsible for termination or interruption of any program or event arising from information possessed or threat received by ABC concerning an imminent danger to any part of the building or any of its occupants except as provided in the rules and regulations of the Convention Center.

Cancellation Policies
Exhibit space costs must be paid in full in accordance with the specified payment deadlines. ABC may cancel this contract without refund to Exhibitor and may re-assign any exhibit space upon failure of Exhibitor to make payments as required hereby, to abide by the Terms and Conditions or other rules and regulations as provided, or to claim its assigned exhibit space prior to the opening of the show. If the show or any part thereof is prevented from being held, is canceled by ABC, or the exhibit space applied for herein becomes unavailable because of war, fire, strike, government regulations, facility construction, public catastrophe, acts of God, acts of terrorism, the public enemy or any other cause, ABC shall determine and refund to exhibitors their proportionate share of the balance of the aggregate exhibit fee received, if any, which remains after deducting expenses incurred by ABC, but in no case shall the amount of refund to any one exhibitor exceed the amount of the exhibit fee paid. Cancellation of this contract by Exhibitor will not result in a refund, credit or transfer of exhibit space.

Privacy & Security
ABC is committed to protecting your privacy online. Your personal information is highly valued and we want you to know that we have done everything possible to ensure the safety, security and confidentiality of the information that you provide to us.

Non-personal information provided to ABC, such as your company's information regarding name, address, phone, FAX, e-mail and web site addresses, number and location of trade show booth space and names and number of trade show attendees from your company will be treated as public knowledge and may be available on our web site and/or in materials provided to trade show attendees.

While the Convention Center and/or ABC may provide periodic security service, ABC does not accept responsibility for lost, damaged, or stolen articles. Exhibitor agrees that ABC is not liable for anything the Convention Center's security service, if any, does or fails to do. This includes, but is not limited to, damage, theft or loss sustained by Exhibitor's exhibits.

Union Rules
Union labor will be required for certain aspects of your exhibit handling. Teamsters Union Local #631 has jurisdiction, through a labor agreement with Fern Exposition Services for the erection, touch-up, painting, dismantling, and repair of all exhibits, when this work is done by persons other than your full-time company personnel. This rule prohibits the utilization of workers hired from a non-union agency or company.

If full-time company personnel are utilized to set an exhibit, they should carry positive company identification, such as a medical identification card or payroll stub.

Please refer any questions you may have to an on-site Fern Exposition Management employee.

 

ABC Kids Expo management reserves the right to
change its policies at any time and without prior notice.