1. Defined Terms and Interpretation
1.1 Defined Terms
In these Terms & Conditions:
- “Agreement” means, collectively:
(a) the Exhibition Space Agreement or electronic registration form submitted by the Exhibitor, together with any ancillary documents issued by the Organiser; and
(b) these Terms & Conditions.
In the event of any inconsistency, these Terms & Conditions shall prevail. - “Tradeshow & Conference Cancellation Policy” means the Organiser’s exhibitor cancellation, refund, and payment policy applicable specifically to the Event, as published on the Event website or provided to the Exhibitor during the registration process.
- “Event” means the HOTEC trade exhibition.
- “Exhibitor” means the company or individual identified in the Exhibition Space Agreement or electronic registration.
- “Facility” means the venue at which the Event is held, including any related premises.
- “Organiser” means the Fiji Hotel and Tourism Association (FHTA), including its successors and permitted assigns.
1.2 Interpretation
References to “including” or “includes” mean including without limitation.
This Agreement shall be construed as jointly drafted, and no presumption shall arise in favour of or against any party by reason of authorship.
2. Agreement Formation, Acceptance, Eligibility and Payment
2.1 Formation and Acceptance
This Agreement becomes binding when the Exhibitor submits its application electronically or otherwise and the Organiser confirms acceptance by issuing a booth space assignment or confirmation. The Organiser may accept or reject any application in its sole discretion.
2.2 Eligibility
Exhibition is generally limited to businesses supplying products or services relevant to the tourism, hospitality, food and beverage, or related industries. The Organiser may require Exhibitors to disclose the nature of products or services to be displayed or promoted.
2.3 Fees and Payment
Exhibitor agrees to pay all fees in accordance with the payment schedule stated in the Agreement or electronic registration form. Payments submitted electronically shall be automatically processed. Late payments may incur fees at the Organiser’s discretion.
2.4 Application of Payments
The Organiser may apply payments received to any outstanding amounts owed by the Exhibitor to the Organiser, including for exhibition space, sponsorships, advertising, or other services.
2.5 Refunds and Payment Terms
Exhibitor acknowledges and agrees that all cancellation, refund, credit, and payment terms are governed exclusively by the Tradeshow & Conference Cancellation Policy, which is incorporated into and forms part of this Agreement.
3. Term of Agreement
This Agreement commences on the date the Exhibitor’s registration is accepted by the Organiser and terminates upon completion of the Event, including move-out, unless terminated earlier in accordance with this Agreement.
4. Assumption of Risk; Release; Disclaimer of Warranties
4.1 Assumption of Risk
Exhibitor assumes all risks associated with participation in or presence at the Event, including risks of theft, loss, damage, injury, illness, or death affecting any person or property, whether arising from acts or omissions of the Organiser, the Facility, other exhibitors, attendees, contractors, weather conditions, or otherwise.
4.2 Responsibility for Property
Exhibitor is solely responsible for its property at all times. No bailment is created. The Organiser and Facility accept no responsibility for loss or damage to Exhibitor’s property.
4.3 Release and Covenant Not to Sue
To the maximum extent permitted by law, Exhibitor releases and covenants not to sue the Organiser, the Facility, and their respective affiliates, officers, directors, employees, agents, contractors, and assigns in connection with any claims arising out of or relating to the Event.
4.4 No Warranties
The Event is conducted “rain or shine.” The Organiser makes no representations or warranties regarding attendance numbers, commercial success, or outcomes. This clause survives termination.
5. Limitation of Liability
To the maximum extent permitted by law, neither the Organiser nor the Facility shall be liable for any indirect, incidental, consequential, special, or punitive damages, including loss of profits or business opportunities, whether foreseeable or not.
6. Indemnification
Exhibitor shall indemnify, defend, and hold harmless the Organiser and the Facility, and their respective affiliates, officers, directors, employees, agents, and assigns, from and against all claims, demands, damages, losses, liabilities, costs, and expenses (including legal fees) arising out of or relating to:
a) Exhibitor’s participation in the Event;
b) Any breach of this Agreement by Exhibitor;
c) Injury to persons or damage to property caused by Exhibitor;
d) Any infringement or alleged infringement of intellectual property or proprietary rights;
e) Any violation of applicable laws or regulations;
f) Food or beverage sampling, handling, or distribution by Exhibitor; and
g) Any loss suffered by Exhibitor itself.
This clause survives termination.
7. Insurance
Exhibitor shall, at its own expense, maintain appropriate insurance coverage throughout the term of this Agreement, including move-in and move-out, sufficient to cover its activities at the Event. Such insurance shall include, where applicable, public liability insurance and any legally required worker or medical cover.
8. Termination by the Organiser
The Organiser may terminate this Agreement at any time, including during the Event, without refund or liability, if:
a) Exhibitor fails to make required payments;
b) Exhibitor breaches or threatens to breach this Agreement;
c) Exhibitor’s exhibit, conduct, or materials are deemed inappropriate or inconsistent with the Event;
d) Exhibitor displays unauthorised, infringing, or misrepresented products or services; or
e) Exhibitor becomes insolvent or subject to bankruptcy proceedings.
The Organiser may also terminate this Agreement for convenience, in which case any refund entitlement shall be determined strictly in accordance with the Tradeshow & Conference Cancellation Policy.
9. Termination by Exhibitor
Exhibitor may terminate this Agreement by written notice acknowledged by the Organiser.
Any entitlement to refunds, credits, or fee adjustments shall be governed exclusively by the Tradeshow & Conference Cancellation Policy.
Requests to reduce booth size or relocate are subject to the Organiser’s discretion and may result in additional fees or no refund.
10. Force Majeure
The Organiser shall not be liable or deemed in breach for failure or delay in performance caused by events beyond its reasonable control (“Force Majeure”), including but not limited to natural disasters, cyclones, flooding, fire, war, terrorism, civil unrest, labour disputes, epidemics or pandemics, public health emergencies, governmental orders or restrictions, failure of utilities, transport, or infrastructure, or acts or omissions of the Facility or third-party service providers.
During a Force Majeure event, the Organiser may suspend, postpone, relocate, modify, or cancel the Event without liability. Any refunds shall be governed exclusively by Clause 11 and the Tradeshow & Conference Cancellation Policy.
11. Cancellation, Postponement or Relocation of Event
If the Event is cancelled for any reason, including Force Majeure, refund entitlements (if any) shall be determined strictly in accordance with the Tradeshow & Conference Cancellation Policy and shall constitute full satisfaction of all liabilities of the Organiser and Facility.
The Organiser may postpone, rename, or relocate the Event. If relocated within the same geographic area or rescheduled within 30 days before or after the original dates, no refund shall be due.
12. Assignment of Space; Occupancy and Move-In/Out
Exhibition space is assigned at the Organiser’s discretion. The Organiser may alter floor plans or relocate Exhibitors for legitimate reasons. Subletting or sharing space is prohibited. Failure to occupy the booth on time, abandonment, or early dismantling may result in termination without refund, penalties, and exclusion from future events.
13. Compliance with Laws; Taxes; Sampling
Exhibitor shall comply with all applicable laws, regulations, Facility rules, and fire codes. Exhibitor is responsible for all permits, licences, and taxes. Food and beverage products may be distributed strictly as samples and not as retail sales. Exhibitor assumes all responsibility for food safety, handling, and regulatory compliance.
14. Occupational Health & Safety (OHS)
Exhibitor shall ensure that all aspects of its participation in the Event are conducted safely and in compliance with applicable occupational health and safety, workplace safety, public health, and environmental laws.
Exhibitor is solely responsible for the health and safety of its employees, contractors, agents, and invitees. The Organiser may require the immediate correction or removal of any unsafe condition or activity and may terminate this Agreement for non-compliance without refund. Approval by the Organiser does not constitute acceptance of safety responsibility.
15. Character of Displays; Aisles; Sound
Displays must be professional and confined to the booth space. Aisles and common areas may not be used. Excessive noise, animals, balloons, stickers, carnival-type attractions, and similar items are prohibited.
16. Outside Exhibits; Hospitality Functions
Exhibitor may not promote products or host functions outside its booth or conduct off-site events during Event hours without prior written approval.
17. Contractor Services
Exclusive official contractors designated by the Organiser must be used for specified services.
18. Intellectual Property; Photography; Promotions
Exhibitor grants the Organiser a perpetual, non-exclusive licence to use Exhibitor’s name, trademarks, and images for Event promotion. The Organiser may photograph Exhibitor’s booth and activities.
Exhibitor is granted a limited licence to use the Event name solely in connection with exhibiting and only with prior written approval.
19. Freight and Shipping
Exhibitor is solely responsible for shipment, delivery, and removal of all materials.
20. Governing Law
This Agreement is governed by and construed in accordance with the laws of the Republic of Fiji.
21. Miscellaneous
This Agreement constitutes the entire agreement between the parties and supersedes all prior understandings. Amendments must be in writing and signed by the Organiser. No waiver is effective unless in writing.
In the event of any inconsistency between this Agreement and the Tradeshow & Conference Cancellation Policy, this Agreement shall prevail unless the Organiser expressly states otherwise in writing.
If any provision is unenforceable, it shall be reformed to the minimum extent necessary. This Agreement may be executed electronically and in counterparts. Clauses relating to risk allocation, release, limitation of liability, indemnification, insurance, force majeure, governing law, and miscellaneous provisions survive termination.