Exhibitor Agreement

DRAGONSTEEL EXHIBITOR AGREEMENT

For and in consideration of Dragonsteel Entertainment, LLC (“Dragonsteel”) allowing me (“Exhibitor”) to exhibit at various conventions or other promotional events (“Events”), I, for myself, and on behalf of my employees or other booth volunteers as well as any legal and personal representatives, executors, administrators, successors, and assigns, hereby agree to and make the following contractual representations pursuant to this Exhibitor Agreement (“Agreement”):

1. Contract Acceptance: This contract shall become binding and effective when it has been accepted by the Exhibitor.
2. Independent Contractor Status: I understand that If I am accepted as an exhibitor for Events, I am not an employee of I will not be entitled to any compensation for my services, including salary or wages, and I will not be entitled to any benefits from Dragonsteel.
3. Assumption of Risks: Exhibitor expressly assumes all risks associated with (resulting from or arising in connection with) Exhibitor’s participation or presence at the Event, including, without limitation, all risks of theft, loss, harm, damage, or injury to the person (including death), property, business, or profits of Exhibitor, whether caused by negligence, intentional act, accident, act of God, or Exhibitor has sole responsibility for its property for any theft, damage, or other loss to such property. Neither Dragonsteel nor the exhibit facility accepts responsibility, nor is a bailment created, for property delivered by or to the Exhibitor.
4. Releases: Neither Dragonsteel nor the exhibit facility shall be liable for any claims, actions, causes of action, demands, cross-claims, counter-claims, obligations, contracts, indemnities, contributions, suits, debts, sums, accounts, controversies, rights, damages, costs, attorneys’ fees, losses, expenses, and liabilities whatsoever, in law, equity or otherwise, which either may now have or have had or which may hereafter accrue, individually, collectively or otherwise in connection with, relating to or arising out of Exhibitor’s participation and/or presence in the Event. Exhibitor hereby fully and forever releases and discharges Dragonsteel and the exhibit facility, individually and collectively, their representatives and attorneys, and predecessors, assignees, and successors from any and all such claims or actions as listed above.
5. Personal Liability: I further understand that if I am responsible for injuries to third parties or damages to their property while acting outside the scope of my exhibitor duties, I may be held personally liable for any monetary damages a court may award to the injured party.
6. Medical Treatment Release: I authorize Dragonsteel to seek emergency medical treatment on my behalf in case of injury, accident, or illness arising from my involvement as an exhibitor. I understand that I will be responsible for medical costs incurred by such an accident, illness, or injury.
7. Limited Likeness License and Release: As a condition of my participation in Dragonsteel Events, I hereby grant Dragonsteel a limited license to use my name, likeness, image, photograph, voice, video, and other information (collectively “Likeness”) in any media platform or format whatsoever, and to distribute, broadcast, and exhibit these without charge, restriction, or liability, but only for the purposes of advertising or promotion. The foregoing grant, however, does not constitute consent for Dragonsteel or any third party to use my Likeness in an endorsement of any product or service without my specific written consent. I acknowledge that I have read and understood the above release.
8. Confidentiality Agreement: In connection with Events, Dragonsteel may disclose to me or I may otherwise receive access to confidential information. I will not use this confidential information for any purpose other than these Events and will not disclose or permit access to the confidential information to anyone other than Dragonsteel. Confidential information is non-public information relating to Dragonsteel, including but not limited to: business and financial records, customer lists, employee/volunteer lists, intellectual property, unreleased storylines or plots, unreleased character information, unreleased drafts, unreleased proofs, release schedules, future books or derivative works (e.g., movies), proprietary data, security measures, new products, publications or services, forecasts, or any other proprietary business information that, if disclosed, could affect the business of Dragonsteel. I understand that breach of this paragraph will cause Dragonsteel irreparable harm.
9. Code of Conduct and Anti-Harassment Policy: Dragonsteel is friendly to all fans! Please be respectful to those of all ages while participating in Events. We do not allow any kind of discriminatory behavior, harassment, or victimization toward patrons, customers, exhibitors, employees, or other Dragonsteel colleagues. Do not abuse, defame, harass, threaten, intimidate, or stalk others. Comments that contain content endorsing hatred or violence on the basis of age, disability, ethnicity, gender, race, religion, sexuality, or for any other reason are not acceptable. We expect exhibitors to foster a well-organized, professional, respectful, and collaborative environment. No materials with adult or other inappropriate content may be displayed or sold, as this is a family event. Dragonsteel Books and its representatives reserve the right, at our sole discretion, to demand takedown of any inappropriate materials displayed during the Event, including but not limited to: items deemed profane, obscene, indecent, inflammatory, disruptive, defamatory, hateful, harassing, libelous, or misleading. Exhibitor acknowledges it may be ejected from the Event for failure to comply with a removal request. No refund or remedy will be provided if Exhibitor is ejected for failure to comply with the terms of this Agreement.
10. Covenant Not to Sue and Liability Waiver: I hereby release, waive, and covenant not to sue, and further agree to indemnify, defend, and hold harmless the following parties: Dragonsteel, its members, managers, employees, independent contractors, and attendees; the Events directors, host facilities, venue, and property owners or operators upon which the Events take place; and any other organizers, promoters, sponsors, advertisers, coaches, and officials for Events; law enforcement agencies and other public entities providing support for Events; and each of their respective parent, subsidiary, and affiliated companies, officers, directors, partners, shareholders, members, agents, employees, and volunteers (individually and collectively, “Released Parties”) with respect to any liability, claim(s), demand(s), cause(s) of action, damage(s), loss, libel, slander, defamation, expense (including court costs and attorneys’ fees) of any kind or nature (“Liability”) that may arise out of, result from, or relate in any way to my participation in Events, including claims for Liability caused in whole or in part by the negligent acts or omissions of the Released I further agree that if, despite this Agreement, I, or anyone on my behalf, makes a claim for Liability against any of the Released Parties, I will indemnify, defend, and hold harmless each of the Released Parties from any such Liabilities that may be incurred as the result of such claim.
11. Copyrighted Materials: Exhibitors shall not play or permit the playing or performance of, or distribution of any copyrighted material at the Event unless it has obtained all necessary rights and paid all required royalties, fees or other payments.
12. COVID-19 Acceptance of Risk: I acknowledge that due to the Covid-19 pandemic, participation in group activities poses certain health risks and I agree to accept such risks and hold blameless and indemnify Dragonsteel against loss in the event of Covid-19 Additionally, I agree that Dragonsteel may immediately dismiss me personally should I present symptoms consistent with Covid-19. No refund or remedy will be provided if Exhibitor is ejected due to failure to comply with the terms of this Agreement. The exhibit may remain open if manned by others not displaying Covid-19 symptoms.
13. Care of Facility: Exhibitor shall promptly pay for any and all damages to the exhibit facility or associated facilities, booth equipment or the property of others caused by Exhibitor.
14. Taxes and Licenses: Exhibitor shall obtain any licenses, permits or approvals under federal, state or local law applicable to its activities at the Event at its sole Exhibitor shall obtain any necessary tax identification numbers and permits and for paying all taxes, license fees, use fees, or other fees, charges, levies, or penalties that become due to any governmental authority in connection with its activities at the Event.
15. Observance of Laws: Exhibitor shall abide by and observe all federal, state and local laws, codes, ordinances, rules and regulations, and all rules and regulations of the exhibit facility (including without limitation any union labor work rules). Without limiting the generality of the foregoing, Exhibitor shall construct its exhibits to comply with the Americans with Disabilities Act.
16. Governing Document: This Agreement shall govern my participation in any and all Events on behalf of Dragonsteel from the date of my execution hereof until cancelled either by me or Dragonsteel in In addition to its right to close an exhibit and withdraw acceptance of the contract, Dragonsteel in its sole judgment may refuse to consider for participation in future events any Exhibitor who violates or fails to abide by the contract and any of the accompanying rules and regulations. Any amendment or modification to this contract must be in writing and signed by an authorized representative of Dragonsteel. Exhibitor may not assign this contract or any right hereunder nor may Exhibitor sublet or license all or any portion of its exhibit space without the prior written consent of Dragonsteel, which consent shall be at Dragonsteel’s sole discretion.
17. Entire Understanding Clause: This Agreement constitutes the final, complete, and exclusive agreement between the parties with respect to the subject matter hereof, and supersedes any prior or contemporaneous agreement, either written or If any provision of this Agreement is held to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this Agreement and shall not affect the validity and enforceability of any remaining provisions.
18. Choice of Court: Any controversy, dispute or claim arising out of or relating to this Agreement or breach thereof shall first be settled through good faith If the dispute cannot be settled through negotiation, the parties acknowledge and agree that any disputes, including any legal action, arising out of my exhibiting at Dragonsteel Events shall be brought solely and exclusively in the courts of Utah County, Utah, and shall be governed by the laws of the State of Utah. I submit myself to the jurisdiction of such courts for all such purposes.

_{A signed paper version of this agreement is available upon request.
Last Updated: 07 Jun 2022}