July 4th Outdoor Marketplace

1. Parties. This Vendor Agreement ("Agreement") is between Tom Swoope Events LLC d/b/a The Aunties & Unc's ("Organizer") and the individual or business submitting the vendor application ("Vendor"). By submitting payment, Vendor accepts every term below.

2. License, Not Lease. Vendor receives a revocable license to occupy a designated outdoor space on July 4, 2026 at 23 Factory St, Montgomery, NY 12549. No tenancy, partnership, joint venture, or employment relationship is created. Organizer may relocate, resize, or revoke the space at its sole discretion.

3. Fees; All Sales Final. Vendor fees are due in full at registration. ALL FEES ARE NON-REFUNDABLE AND NON-TRANSFERABLE for any reason, including weather, illness, no-show, government order, force majeure, venue change, or event cancellation in whole or in part.

4. Vendor Responsibilities. Vendor shall (a) supply its own 6-foot table, weighted canopy (max 8'×10'), quiet power source, mobile data, signage, change, and supplies; (b) complete setup by 10:30 AM and remain operational 12:00 PM–5:00 PM; (c) remove all property and trash by 6:30 PM; (d) comply with all federal, state, and local laws, NY sales tax obligations, health codes, and venue rules; (e) hold all licenses, permits, and certifications required to sell its goods or services; (f) promote the event on its social channels at least three (3) times prior to July 4, 2026.

5. Prohibited Items. No food, beverages, desserts, weapons, illegal goods, counterfeit goods, hate-speech merchandise, or items conflicting with venue exclusivity (alcohol, branded City Winery items). Organizer may remove prohibited items immediately without refund.

6. Assumption of Risk. Vendor knowingly and voluntarily assumes ALL risks associated with participation, including weather, theft, loss, damage to property, personal injury, illness, communicable disease, equipment failure, and acts of third parties.

7. Indemnification. Vendor shall defend, indemnify, and hold harmless Organizer, Tom Swoope individually, City Winery Hudson Valley, the venue owner, and each of their members, officers, employees, contractors, sponsors, and affiliates (collectively, "Indemnitees") from and against any and all claims, damages, losses, fines, judgments, settlements, costs, and expenses (including attorneys' fees) arising out of or in any way related to (a) Vendor's products, services, representations, or conduct; (b) Vendor's negligence or willful misconduct; (c) bodily injury or property damage caused by Vendor or Vendor's staff, guests, or equipment; (d) any product liability or IP infringement claim involving Vendor's goods; or (e) any breach of this Agreement.

8. Limitation of Liability. To the maximum extent permitted by law, Organizer's total cumulative liability to Vendor for any and all claims is limited to the vendor fee actually paid by Vendor. Organizer shall not be liable for any indirect, incidental, consequential, special, exemplary, or lost-profits damages.

9. Force Majeure / Cancellation. If the event is delayed, shortened, relocated, or cancelled in whole or in part for any reason — including weather, fire, act of God, pandemic, government order, venue loss, labor action, or any cause outside Organizer's reasonable control — Organizer has no obligation to refund, credit, reschedule, or compensate Vendor in any form.

10. Image & Marketing Release. Vendor grants Organizer a perpetual, royalty-free, worldwide license to photograph, video, and use Vendor's name, business name, logo, booth, and goods for marketing of the event and future Aunties & Unc's events.

11. Conduct. Vendor shall conduct itself professionally. Organizer may remove Vendor for harassment, intoxication, hostility toward staff or attendees, violation of venue rules, or any conduct Organizer deems harmful to the event — without refund.

12. Independent Contractor. Vendor is an independent contractor solely responsible for its own taxes, employees, contractors, and benefits. Vendor shall not represent itself as an agent of Organizer.

13. Governing Law; Venue; Jury Waiver. This Agreement is governed by the laws of the State of New York without regard to conflict of laws. Exclusive venue for any dispute lies in the state or federal courts located in Orange County, New York. The parties waive any right to a jury trial.

14. Entire Agreement; Severability. This Agreement, together with any rules posted on site, is the complete agreement and supersedes prior communications. If any provision is unenforceable, the remainder stays in effect.

This is a binding contract drafted to protect Tom Swoope Events LLC. Vendor should consult its own attorney before signing. Sample template — Organizer's counsel should review before public use.