Marketplace Vendor Agreement
By purchasing an Outdoor Marketplace Space you agree to the follow:
Products. Vendor will display Vendor’s art, products and/or crafts (“Products”) within Vendor’s allotted space (the “Exhibit Space”) at the JT Trading Post located at 61716 Twentynine Palms Highway, Joshua Tree, CA 92252 (the “Premises”), and will sell only Products that Vendor has created, purchased or modified.
Term. This Agreement will be effective on the execution date set forth in accordance with date(s) purchased and will terminate upon notice to Vendor.
Fee. Vendor agrees to pay JTTP the daily fee set forth for each day Vendor sells Products on the Premises.
Exhibit Space. Vendor will display its Products within the boundaries of Vendor’s Exhibit Space, with no signage or items blocking or obstructing walkways. Vendor agrees to move any obstructions of the walkway into the boundaries of Vendor’s Exhibit Space when requested. Vendor agrees that once JTTP has merchandised the Products on its platform, Vendor may not change the display items without JTTP’s prior written consent. JTTP reserves the right to modify the display of the Products on its platform in its sole discretion to maximize sales and enhance user experience. Vendor agrees to cooperate with JTTP In implementing any changes to the display of the Products.
Vendor is responsible for keeping Vendor’s Exhibit Space staffed when selling any Products on the Premises. None of JTTP or its Affiliates (as defined below) will be held responsible for any injury, death or property damage that may occur caused by Vendor, Vendor’s Products and/or Vendor’s displays.
Vendor agrees that Vendor will not burn any candles or other flammable items on the Premises. Vendor agrees that Vendor will not require electricity to display, and any lights or any other decorations must be battery-operated and contained within the Exhibit Space.
Set-Up Time. Loading and unloading of Products, tables, display items, etc., must take place at the times set forth on the market detail page. If Vendor knows that Vendor will be unable to set up at the time and in the manner provided in this Agreement, Vendor must contact JTTP immediately. Parking for loading and unloading is along the street surrounding the Premises. After unloading, Vendor will move Vendor’s vehicle to any available parking on the street surrounding the Premises. Under no circumstances may Vendor load/unload or park in the empty lot adjacent to the Premises (to the West). If Vendor does park Vendor’s vehicle or load and/or unload from the empty lot adjacent to the Premises, Vendor agrees to move the vehicle when requested.
Liability. JTTP and its partners, agents, employees, contractors, members, officers, managers, representatives, successors, assigns, affiliates and the property owner (collectively, the “Affiliates”) will not be held liable for any lost, stolen or damaged Products. All sales generated by Vendor are Vendor’s sole responsibility. JTTP and its Affiliates are not responsible for any sales or transactions on behalf of Vendor. Vendor agrees to collect Vendor’s own money and be responsible for Vendor’s own sales and income taxes. Vendor agrees to have on Vendor’s person and keep current any local and state permits required for selling Vendor’s Products whenever Vendor is selling Products on the Premises.
No Alcohol or Drugs: The use, possession, or distribution of alcohol or illegal substances is strictly forbidden on market premises. Any violation of this policy will result in immediate and permanent removal from the market, without exception.
Safety Requirements: Please securely anchor tents, tables and any other outdoor structures. Due to the high winds that can happen in Joshua Tree, improperly secured items can become hazardous. You are responsible for ensuring that your setup is properly stabilized to prevent any potential safety risks.
Insurance. Vendor is responsible for obtaining, and maintaining, all appropriate and necessary insurance coverage for displaying and/or selling its Products on the Premises. JTTP and its Affiliates will have no responsibility to Vendor for any insurance coverage while selling Products on the Premises or for Vendor’s Products.
Indemnity. Vendor acknowledges that JTTP and its Affiliates are not responsible for any Products sold by Vendor that are displayed or sold on the Premises. Vendor agrees to indemnify and hold JTTP and its Affiliates harmless from any and all claims, damages, expenses and liabilities (including reasonable attorneys’ fees) arising from or relating to any claim or action involving Vendor, Vendor’s Products and/or Vendor’s displays. Vendor agrees to indemnify, defend and hold JTTP and its Affiliates harmless from any and all claims, damages, expenses and liabilities arising from any breach of Vendor's representations and warranties or any other breach of this Agreement by Vendor.
Mediation and Arbitration. Any dispute that cannot be resolved in Small Claims Court or through friendly negotiation will be referred to a mediator. Vendor and JTTP will agree upon a mediator who has specific experience with business disputes within fourteen (14) days and schedule the mediation. The parties will equally pay their portion of the costs of mediation. Should mediation fail, the parties will submit all disputes to final and binding arbitration in Los Angeles County, California, before a single retired judge or senior attorney who works for ADR Services, Inc and ADR Arbitration Rules. Should either party wish to appeal the arbitrator’s award, an appeal will be conducted according to the Optional Appellate Arbitration Rules of the American Arbitration Association. The prevailing party is entitled to recover its costs, expenses and reasonable attorneys’ fees related to the arbitration. Any mediation or arbitration proceeding as provided under this Section may be conducted via telecommunication, video conference or other forms of electric communication under applicable standards. This provision will not restrict, however, each party’s right to obtain injunctive relief to enforce any provision of this Agreement in any court of competent jurisdiction. Except as specifically set forth in this Section, this arbitration provision is a waiver of any right that either party may have to litigate any claim in court with a judge or jury. This arbitration provision is intended by the parties to be self-executing.
Confidentiality. Vendor agrees to keep confidential all information and materials provided to it by JTTP or its Affiliates, including customer data and transaction information.
Representations and Warranties. Vendor represents and warrants that (i) it has the right to sell the Products, (ii) the Products do not infringe any third-party intellectual property rights, and (iii) the Products are not counterfeit or illegal.
Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of California.
Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous negotiations, discussions, agreements or understandings between them, whether written or oral, regarding the subject matter hereof.
Amendments; Waiver. Any amendments to this Agreement must be in writing and signed by both parties. If JTTP fails to insist on strict compliance with any terms of this Agreement, it will not be deemed a waiver of any those terms.
Severability. The provisions of this Agreement are severable. If any provision is determined to be unenforceable, the remaining provisions, and any partially unenforceable, will still be binding and enforceable. If any provision is determined to be excessive in scope, that term will be adjusted so that it is enforceable to the fullest extent possible and all over provisions of this Agreement will still be enforceable.
No Assignment. Vendor may not subcontract, delegate or assign this Agreement or any of Vendor’s rights or obligations under this Agreement without JTTP’s prior written consent. Any assignment obtained without JTTP’s prior written consent is null and void and of no effect. This Agreement is for the benefit of and will be binding on the successors and assigns of JTTP.