1. Acceptance of Terms.Vendor acknowledges, accepts and agrees to abide by all of the Terms & Conditions (“Terms”) outlinedin this Agreement.
2. Access to Facilities.Vendor will be granted access to 9 S. Weber Street, Colorado Springs, Colorado 80903 ("Facilities").Access constitutes a limited license to enter and use the Facilities for lawful business purposes underthe Terms of this Agreement. Nothing in this Agreement shall constitute or be construed as a real propertyinterest of any kind, including a sublease or assignment of any particular space within the Facilities.
3. Additional Services / Benefits.PPM will provide Vendor with the following additional services (“Services”) as a benefit of membership.These Services shall be subject to the Terms of this Agreement and may be supplemented, modified,suspended or eliminated at any time, in PPM’s sole discretion, with or without notice to the members.a. Use of dedicated booth space.Vendor will take 1 booth space(s) which Vendor may use for sale of its merchandise, such merchandiseto comply with that as identified in this Agreement.b. Common areas.Vendor will generally have unrestricted access to the Facilities’ shared common areas. Vendoragrees not to sell its merchandise in the common areas. Merchandise sales are limited to Vendor’sdedicated booth space.c. Storage.PPM is not responsible for any items left unattended for any period of time by Vendor, or any guestof Vendor, anywhere within the Facilities.
4. No Unlawful or Prohibited Use.As a condition of Vendor’s use of the PPM Facilities, Vendor agrees that it will not use the Facilities forany purpose that is unlawful or expressly or implicitly prohibited by the Terms of this Agreement. Vendorspecifically agrees that when using the Facilities, it will not:a. Restrict or inhibit any other vendor or guest from using and enjoying the Facilities;b. Compromise the Facilities’ security or the security of the spaces therein and ensure that all reasonablemeasures are taken to safeguard the Facilities, its occupants and the occupants’ possessions(i.e., do not lend others your keys);c. Cause any damage to the Facilities, network, infrastructure or any PPM property (should Vendoror guest of Vendor cause any damage the Facilities, network, infrastructure or any PPM property,Vendor will be solely responsible for the cost of any repair or replacement);d. Offer for sale or distribute in any way any drugs or illegal substances (including marijuana);e. Smoke, consume drugs, or carry a firearm on, into or around the Facilities;f. Bring or allow pets into the Facilities.g. Sleep overnight at the Facilities;h. Defame, abuse, harass, stalk, threaten or otherwise violate the legal or civil rights (such asrights of privacy and publicity) of others;i. Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene,indecent or unlawful topic, name, material or information on or through PPM’s Services;j. Harvest or otherwise collect information about others, including email addresses, without the authorizationor consent of the disclosing party; andk. Violate any applicable laws or regulations.
5. Fees & Payment.Vendor will be charged $30 for a single day/$55 for 2 days of the Pop-Up Market payable in advance.This amount grants Vendor access to the Facilities on April 21 and/or April 22.
6. Publicity Waiver.Vendor grants PPM permission to use and publicize Vendor’s name to advertise or promote PPM’s Facilitiesand attendant business interests. Such promotion may include, but may not be limited to: listingVendor’s name on a printed or electronic directory; referencing Vendor on the PPM website or any othersite, including Facebook®, Twitter®, Instagram®, etc.Vendor also agrees that, upon an individual request by PPM, Vendor will not unreasonably withholdpermission for PPM to use Vendor’s image, likeness, and/or voice in the form of photographs/digitalimages, video, and/or recorded audio or quoted remarks in promotional or educational materials producedand distributed by PPM. Vendor agrees that its name and identity may be revealed in descriptivetext or commentary in connection with any such publication.Vendor authorizes PPM to use any of the materials referenced herein, and any other similar materials,indefinitely without compensation to Vendor. All prints, digital reproductions, video, and audio recordingsshall at all times remain the exclusive property of PPM.
7. Confidentiality.PPM is an open environment. Vendor acknowledges and agrees that PPM shall have no liability forVendor’s loss or disclosure of confidential information during the course of its/his/her use of the PPMFacilities. Vendor agrees to keep confidential and refrain from using, for any purpose, any other vendors’or guests’ information that it/he/she may be exposed to when using the PPM Facilities. All confidentialinformation remains the sole and exclusive property the rightful owner of such information.
8. Anti-Harassment Policy.PPM is committed in all areas to providing an environment that is free from harassment. Harassmentbased upon an individual's race, creed, color, ethnicity, national origin, religion, sex, sexual orientation,gender expression, gender identity, age, height, weight, disability status, veteran status, military obligations,marital status or any other legally protected characteristics will not be tolerated.
9. Disclaimer of Warranties.To the maximum extent permitted by law, PPM provides its Facilities “as is” and with all faults, and disclaimsall warranties and conditions, whether express, implied or statutory, including, but not limited to,any warranties, duties or conditions of or related to: merchantability, fitness for a particular purpose.
10. Limitation of Liability and Remedies.Notwithstanding any damages that Vendor may incur for any reason whatsoever (including, without limitation,all direct or general damages), the entire liability of PPM, and its past, present and future officers,board members, managers, agents, representatives, employees, successors and assigns underthis Agreement shall be limited to ten dollars ($10.00). The foregoing limitations, exclusions and disclaimersshall apply to the maximum extent permitted by applicable law, even if any remedy fails its essentialpurpose. Vendor is, at all times, solely responsible for its own belongings and actions, as well asthe belongings and actions of any guests that Vendor brings onto the property or into the Facilities.PPM is not responsible for any loss, theft or damage of any kind, whether to tangible personal property,intellectual property, reputation or anything else of value to Vendor or Vendor’s guest(s).
11. Non-Disparagement.Vendor shall refrain from making any statements or comments of a defamatory or disparaging nature toany third party regarding PPM, or any of PPM's officers, directors, members, managers, employees,personnel, agents, policies, services or products, other than to comply with law.
12. Indemnification.Vendor agrees to release, indemnify, defend and hold harmless PPM and any of PPM's partners, sponsorsor affiliates, as well as the past, present and future owners, members, managers, agents, representatives,employees, successors and assigns of the same, jointly and individually, from and againstall claims, liabilities, losses, damages, costs, expenses, judgments, fines and penalties based upon orarising out of Vendor’s negligent actions, errors and omissions, willful misconduct and fraud in connectionwith the participation in or use of the Facilities. Vendor further agrees in the event that Vendorbrings a claim or lawsuit in violation of this Agreement, Vendor shall be liable for any and all attorneys’fees and costs incurred by PPM or its respective members, managers, employees, agents or representativesin connection with the defense of such claim or lawsuit.
13. Severability.In the event that any provision or portion of this Agreement is determined to be invalid, illegal or unenforceablefor any reason, in whole or in part, the remaining provisions of the Agreement shall be unaffectedthereby and shall remain in full force and effect to the fullest extent permitted by applicable law.
14. Dispute Resolution.In the event of any controversy between the parties involving the construction or application of any ofthe Terms of this Agreement, the parties first shall use their best efforts to resolve such controversy byexchanging relevant information and negotiating in good faith. If the parties cannot resolve such controversy,either party may submit the issue to binding arbitration. The costs of such arbitration, includingthe costs of the arbitrator and of preparation and presentation of the case (including reasonable attorneys’fees), shall be borne by the losing party, if both parties are found by the arbitrator to have someliability in the case, then by the parties in the proportion that such liability is determined to exist.
15. Entire Agreement.This writing, including any and all addendums attached hereto, contains the entire Agreement amongPPM and Vendor. The Agreement shall not be changed, supplemented, modified or amended in anymanner except by an instrument in writing properly executed by both parties. The parties hereby agreethat all agreements executed prior to the date of this Agreement, whether written or oral, relating toVendor’s relationship with PPM are fully abrogated and have no further force or effect from and afterthe date of this Agreement.