Vendor/Exhibitor Terms & Conditions

TERMS AND CONDITIONS: Vendor + Exhibitor

THIS IS A LEGAL AGREEMENT BETWEEN FOLKS AT PLAY INC, KNOWN AS VANCOUVER GAME CONNECT ("ORGANIZER") AND YOU ("EXHIBITOR"). THIS AGREEMENT GOVERNS YOUR PARTICIPATION AS A VENDOR OR EXHIBITOR AT THE VANCOUVER GAME EXPO, AMONG OTHER MATTERS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS (THE "TERMS" or "AGREEMENT"), YOU ARE NOT AUTHORIZED TO PARTICIPATE. COMPLETING AN APPLICATION, PAYING AN INVOICE, OR ATTENDING THE EVENT AS AN EXHIBITOR OR VENDOR CONSTITUTES YOUR AGREEMENT AND INTENT TO BE BOUND BY THESE TERMS.

1. DEFINITIONS

(a)"Applicable Law" means any statute, regulation, ordinance, by-law, order, or other law applicable to the Exhibitor, including municipal business licensing requirements, provincial sales tax rules, and all federal and provincial consumer protection, health, safety, privacy, and data protection legislation.
(b)"Application" means the Exhibitor's completed online form submitted through vangameexpo.ca, or other website, and subject to the Organizer approval.
(c)"Event" means the Vancouver Game Expo scheduled for November 29, 2025, at the Roundhouse Community Arts & Recreation Centre, Vancouver, BC, including setup on November 28, 2025 and teardown on November 29, 2025.
(d)"Exhibit" means the table, booth, or other arrangement assigned by Organizer to the Exhibitor, including all promotional material, products, and property.
(e)"Exhibitor" means the applicant approved by Organizer to participate in the Event.
(f)"Force Majeure" means any cause beyond Organizer's reasonable control, including fire, flood, earthquake, strike, lockout, pandemic, epidemic, civil disturbance, war, terrorism, or any order or law imposed by governmental authorities.
(g)"Sponsor" means any individual or organization that provides financial or in-kind support to the Event (as approved by the Organizer) in exchange for promotional or community benefits, or other deliverables as described in the Organizer's published sponsorship materials (as modified from time-to-time).
(h)"Space" means the designated table or booth allocated to the Exhibitor by Organizer.
(i)"Student Exhibitor" means an Exhibitor approved for free space, subject to these Terms.

2. TERM

Subject to this Agreement, the term starts on the date the agreement is accepted by both parties, unless terminated earlier in accordance with this Agreement, shall continue until completion of the Event (the "Term").

3. FEES + PAYMENT

(a)Fees. The Exhibitor shall pay the fees as outlined in the Application and as invoiced by the Organizer (the "Fees"), plus applicable taxes. Student Exhibitors are exempt from Fees.
(b)Payment. Fees must be paid in full before Space is confirmed. Unpaid Fees may result in forfeiture of Space.
(c)Refunds. Exhibitors may cancel in writing up to November 1, 2025 for a refund of Fees paid. No refunds will be issued after that date. Sponsors and Student Exhibitors are not entitled to refunds. Except as expressly provided herein all Fees are strictly non-refundable.
(d)Overdue Accounts. Any overdue Fees shall bear interest at a rate of 20% per year, compounded monthly (or, if such rate is not permitted by Applicable Law, then at the maximum rate permitted by Applicable Law), until paid in full.

4. STUDENT EXHIBITORS

(a)Free Space. Organizer may, but is not obligated to, provide free table or booth space in the adjoining theatre to approved student exhibitors. This Agreement shall apply in full to Student Exhibitors during such participation.
(b)No Fees. Student Exhibitors are exempt from Fees but remain subject to all other obligations under this Agreement.
(c)Termination. The Organizer may revoke a Student Exhibitor's participation at any time if the Student Exhibitor breaches these Terms or engages in conduct deemed inappropriate, unsafe, or inconsistent with the Event.

5. SPONSOR

(a)Applicability. These Terms apply to all Sponsors. If a Sponsor also occupies a booth, table, or other display area, it shall also be deemed an Exhibitor for the purposes of this Agreement.
(b)Deliverables. Organizer will provide Sponsor benefits substantially consistent with the sponsorship tier selected in the Sponsor's relevant package or as otherwise agreed in writing (which include by email or online order form), subject to reasonable substitutions or modifications due to programming changes.
(c)Exclusivity. Sponsorship does not grant exclusivity within any category or product type unless expressly stated in writing by the Organizer.
(d)Use of Marks. Sponsors grant Organizer a non-exclusive, royalty-free license to use their names, logos, and trademarks for Event promotion, in accordance with relevant brand guidelines. Likewise, Sponsors may use the Event or Organizer name and logo solely to promote their sponsorship, in accordance with Organizer's brand guidelines.
(e)Payment and Refunds. Sponsorship fees are payable in full upon invoice and are non-refundable except as expressly agreed in writing.
(f)No Warranties or Representations. Organizer does not warrant any particular level of exposure, attendance, engagement, or media coverage arising from sponsorship participation.

6. TERMINATION

The Organizer may immediately terminate this Agreement and remove an Exhibitor from the Event, upon written notice, if:

(a)the Exhibitor breaches any term of this Agreement;
(b)the Exhibitor becomes bankrupt or insolvent;
(c)the Organizer's performance is prevented by Force Majeure; or
(d)the Exhibitor engages in conduct deemed by Organizer, acting reasonably, to be unsafe, unlawful, or damaging to Organizer's goodwill or reputation.

Upon termination, Organizer shall have no further obligation to Exhibitor and no refund shall be payable.

7. SETUP + CONDUCT OF EXHIBITS

(a)Approved Content. Exhibitors may only display, demonstrate games or content, or sell items disclosed in their Application and expressly approved by the Organizer. THE ORGANIZER RESERVES THE ABSOLUTE DISCRETION TO GRANT OR REFUSE ANY REQUEST FROM ANYONE WISHING TO EXHIBIT AT THE EVENT OR SPONSOR THE EVENT.
(b)Use of Space. Exhibits must be confined to the assigned Space and may not obstruct aisles, neighboring Exhibits, thru-ways, or common areas. Subletting or sharing Space with third parties is strictly prohibited without the Organizer's prior written consent.
(c)Setup + Teardown. Exhibitors must comply with setup times (Nov 28 evening or Nov 29 between 9:30–10:30 am) and teardown deadlines (by 9:00 pm Nov 29, or 6:00 pm sharp for theatre spaces). No Exhibit may be dismantled before the scheduled teardown time. Any items remaining after the deadline may be removed by the Organizer at the Exhibitor's cost.
(d)Construction + Fixtures. Displays, signage, and fixtures must comply with Organizer specifications and venue rules, as modified from time to time. Exhibitors may not attach displays or items to walls, supports, or flooring using nails, screws, bolts, or cement, nor suspend items from the ceiling.
(e)Operations. Exhibitors must provide and be responsible for all carpet, furnishings, décor, promotional materials, and equipment for their Exhibit. Exhibitors are solely responsible for the setup, operation, cleaning, and take-down of their Exhibit. Exhibits must be attended and staffed at all times during Event hours. Exhibitors are responsible for securing any permits, licenses, or tax registrations required for their activities.
(f)Conduct. Exhibitors must ensure their Exhibit is operated in a professional, safe, and orderly manner and does not detract from neighboring Exhibits or the Event (including, without limitation, excessive noise, lighting, odors, or other nuisances). Business and promotional activities must be reasonably confined to the Exhibit space. Exhibitors shall comply with all Applicable Law, all Venue and Organizer rules and policies, as modified from time to time.
(g)Venue Areas. Lobbies, corridors, aisles, restrooms, food and beverage concessions, and special assembly rooms are designated general show areas for attendee movement and convenience. Exhibitors may not use these areas for display, solicitation, or distribution of promotional materials.
(h)Organizer's Discretion. The Organizer reserves the right, in its good faith and reasonable discretion, to restrict, modify, or remove any Exhibit or Exhibitor deemed objectionable, unsafe, unfinished, or inconsistent with the standards or image of the Event.

8. INSURANCE

Exhibitors are solely responsible for obtaining and maintaining comprehensive general liability insurance for bodily injury, death, or property damage occurring in connection with their participation in the Event; together with applicable WorkSafeBC coverages. Upon request from the Organizer, the Exhibitor will provide proof of insurance. Exhibitors waive all rights of subrogation against the Organizer, its volunteers, staff, affiliates, and the venue.

9. PHOTO RELEASE, DATA + LICENSES

(a)Media Release. Exhibitors consent to the Organizer and its representatives photographing, filming, and recording the Event, including Exhibitors, Exhibits (and related content), and their staff, and irrevocably grant the Organizer an irrevocable, sublicensable, worldwide, royalty-free license to use such images, names, likenesses, and voices in any promotional, marketing, archival, or related materials, whether now or in the future, without compensation or further notice. Exhibitors expressly waive all moral rights in such recordings.
(b)Advertising License. The Organizer grants the Exhibitor a non-transferable, non-exclusive, royalty-free, limited license to publish, display, or otherwise use the Organizer's trademarks solely to promote its participation in the Event; all such use must be in accordance with Applicable Law and any Organizer brand guidelines, as modified from time to time. Prior to publishing or using the Organizer's trademarks, the Exhibitor shall, at its own expense, provide samples for approval. The Organizer may deny or reject any proposed use in its sole discretion; such license terminates automatically at the end of the Term or upon written notice from the Organizer, whichever is earlier; the Exhibitor acknowledges that damages are not an adequate remedy for unauthorized use and agrees that the Organizer may seek injunctive relief. The Exhibitor grants the Organizer a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to publish, display, and otherwise use the Exhibitor's trademarks for the purposes of promoting the Event. Such use shall comply with any branding guidelines provided by the Exhibitor from time to time.
(c)Data Sharing. Exhibitor contact information, including email addresses, may be shared with Sponsors and other third parties, subject to Applicable Law.
(d)3rd Party Terms. Exhibitors acknowledge that third-party ticketing and registration platforms (e.g., Eventbrite) have their own privacy policies and terms governing attendee data, which apply independently of this Agreement.

10. LIABILITY, LIMITATIONS + INDEMNITY

(a)LIMITATION. THE ORGANIZER SHALL NOT BE LIABLE TO THE EXHIBITOR FOR ANY FINANCIAL LOSS OR DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, INDIRECT DAMAGES, SPECIAL DAMAGES, CONSEQUENTIAL OR PUNITIVE DAMAGES, DAMAGES FOR LOSS OF BUSINESS OR GOOD WILL, WORK STOPPAGE, LOSS OF INFORMATION OR DATA, OR LOSS OF REVENUE OR PROFIT, RESULTING FROM ANYTHING RELATED TO OR ARISING OUT OF THE EVENT OR THIS AGREEMENT, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE. IN ALL CASES, ORGANIZERS AGGREGATE AND TOTAL LIABILITY UNDER THE AGREEMENT FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THE EVENT OR SHALL BE LIMITED TO DIRECT DAMAGES AND SHALL NOT EXCEED $50.00.
(b)INDEMNITY. THE EXHIBITOR AGREES TO INDEMNIFY AND SAVE HARMLESS THE ORGANIZER (AND ITS SHAREHOLDERS, DIRECTORS, AGENTS, AND EMPLOYEES) FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITY, LOSS, EXPENSE, SUITS, DAMAGES, JUDGMENTS, DEMANDS, AND COSTS (INCLUDING THE FEES, CHARGES AND DISBURSEMENTS OF COUNSEL) ARISING OUT OF: (I) THE ACTS OR OMISSION OF THE EXHIBITOR (AND ITS INVITEES, AGENTS, EMPLOYEES AND SUBCONTRACTORS) IN CONNECTION WITH THE EVENT; (II) ANY ACCIDENT, INJURY, DEATH, OR LOSS OF OR DAMAGE TO PROPERTY, OR FINES AND PENALTIES WHICH MAY RESULT, IN WHOLE OR IN PART, IN ANY WAY RELATED TO THE EXHIBITOR'S ATTENDANCE (OR NON-ATTENDANCE) TO THE EVENT; OR (III) ANY ACTUAL OR ALLEGED INTELLECTUAL PROPERTY INFRINGEMENT CLAIM RELATED TO THE EXHIBITOR.
(c)JOINT LIABILITY. THE INDIVIDUAL AGREEING TO THIS AGREEMENT ON BEHALF OF AN EXHIBITOR WHO IS AN ENTITY, AGREES TO BE PERSONALLY JOINTLY AND SEVERALLY LIABLE FOR THE EXHIBITOR'S OBLIGATIONS PURSUANT TO THIS AGREEMENT.
(d)DISCLAIMER OF WARRANTIES. EXCEPT AS MAY BE OTHERWISE SPECIFICALLY PROVIDED HEREIN: (1) THE EVENT IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND; AND (2) TO THE MAXIMUM EXTENT PERMITTED BY LAW, ORGANIZER EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, AND GUARANTEES WITH RESPECT TO THE SERVICES, WHETHER EXPRESS OR IMPLIED, ARISING BY LAW, CUSTOM, PRIOR ORAL OR WRITTEN STATEMENTS, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT.
(e)CHANGE OF RULES. THE ORGANIZER RESERVES THE RIGHT TO CHANGE THE TERMS AND TO MAKE ADDITIONAL RULES AND REGULATIONS AS IT DEEMS TO BE IN THE BEST INTERESTS OF THE EVENT.

11. GENERAL + MISCELLANEOUS

(a)Headings. The headings used in this Agreement are for convenience and reference only and shall not affect the construction or interpretation of the Agreement.
(b)Currency. All monetary amounts in this Agreement are stated and shall be paid in Canadian dollars (CAD).
(c)Relationship. This Agreement shall not be construed as creating any partnership, joint venture, employment relationship, or agency among the parties. No party shall be deemed the legal representative of any other party, nor shall any party represent itself as having authority to act for or bind any other party, except as expressly provided herein.
(d)Interpretation. Unless the context otherwise requires, the masculine includes the feminine and neuter genders and the plural includes the singular and vice versa. The word "or" is not exclusive and "including" is not limiting, whether or not followed by "without limitation" or similar words. The language in all parts of this Agreement shall be construed as a whole and neither strictly for nor strictly against any of the parties.
(e)Governing Law and Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of the Province of British Columbia and the laws of Canada applicable therein, and the parties agree to attorn to the exclusive jurisdiction of the courts of British Columbia. This Agreement shall enure to the benefit of and be binding upon the parties and, except as otherwise provided or inconsistent with its provisions, their respective heirs, executors, administrators, successors, and permitted assigns.
(f)Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision, and such invalid or unenforceable provision shall be deemed severable.
(g)Notice. Any notice, payment, or other communication required or permitted under this Agreement shall be in writing and delivered personally, sent by mail, courier, or email to the relevant party at the address provided in the Application or as otherwise notified in writing. Delivery shall be deemed effective on the day delivered, if by hand or email, and within four business days if mailed.
(h)Entire Agreement. This Agreement (including any supplemental rules or regulations issued by the Organizer) constitutes the entire agreement between the parties and supersedes all previous communications, representations, and agreements, whether written or oral, relating to its subject matter.
(i)Assignment. Except with the Organizer's prior written consent, the Exhibitor may not assign any part of this Agreement. The Organizer may assign this Agreement without the Exhibitor's consent in connection with a sale, merger, transfer of assets, or to an affiliate.
(j)Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and together shall constitute one and the same instrument. Delivery by facsimile or electronic mail shall constitute valid execution and delivery. This Agreement may also be agreed to by "clickwrap".

Last updated: October 6, 2025