Equipment Rental and Conduct Agreement
This Agreement is made by and between VENDOR (“Customer”) and The Japanese Festival of Houston, Inc. (“JFH”). Customer and JFH are sometimes referred to individually as a “Party” and collectively as “Parties”.
In consideration of hiring for use at the Japan Festival Houston 2025 (“Festival”), payment of the rental fees for the Rental Equipment, as defined below, being accepted for participation as a Customer participant at the Festival and in addition to all the terms and condition set forth herein, the parties agree as follows:
1. Rental of Equipment, Payment of Rent, Term of Agreement. JFH agrees to rent and cause to be provided to Customer at the Festival site assigned by JFH and Customer agrees to rent and pay the rental fees for the equipment chosen by Customer. The rental fee set forth is payable, in full, in advance not later than Monday, August 4, 2025, and the rental term shall start on Saturday, September 6 and end on Sunday, September 7, 2025 (the “Rental Period”), but all of Customer's obligations arising under the terms and conditions of this Rental Agreement shall run from actual delivery of the Rental Equipment to Customer’s Festival site until the actual pick up of the Rental Equipment.
2. Safety/Operating Instructions. JFH will cause: (i) tent(s) and flooring chosen by Customer, to be assembled and disassembled; (ii) electricity service chosen by Customer to be connected; and (iii) to be delivered extra chairs and tables chosen by Customer and their removal at the end of the Festival. As with any tent structure, severe weather and high winds can cause the tent structure to fail. IN THE EVENT OF SEVERE WEATHER or HIGH WINDS, Customer acknowledges that it is responsible for assisting participants to seek safe shelter NOT UNDER THE TENT STRUCTURE. Customer agrees to keep and maintain safety rules for crowd control and to assume any and all risk of injury arising out of the failure of any Rental Equipment. The Customer will not permit a tent to be assembled or disassembled by anyone other than a party designated by JFH.
3. General Release/indemnity/hold harmless. Customer understands and acknowledges that the use of Rental Equipment entails both known and unknown risks including, but not limited to, physical injury from falling, slipping, crashing, or colliding, emotional injury, paralysis, distress, damage, or death to any participant. Customer hereby voluntarily agrees to FULLY INDEMNIFY and HOLD HARMLESS JFH and its officers, directors and representatives from and against damages, liabilities or costs including reasonable attorney fees and defense costs to the extent caused by the negligent performance of its duties under this agreement and its participation in the Festival by Customer and anyone for whom Customer legally or contractually is liable, breach of contract, and/or violation of any statute, regulation, or ordinance, or government standard or rule by Customer or its officers, directors, employees and representatives. The indemnity provided for in this paragraph shall not apply to any liability resulting from the negligence or fault of JFH, its officers or directors, a breach of contract by JFH and the violation of any statute, regulation, ordinance, or government standard or rule by JFH or its officers or directors.
4. Identity of parties. For the purposes of this Rental Agreement, “JFH” shall mean The Japanese Festival of Houston, Inc. together with its officers, directors, staff, employees, contractors, agents, and volunteers. "Customer" shall mean Vendor named in the application.
5. Returned Check policy. In the event that a check is returned to JFH for insufficient funds Customer agrees to pay by cashier’s check or cash the total rental price as well as an additional $50.00 fee to JFH immediately upon notice that the check has been returned unpaid.
6. Weather. JFH cannot guarantee weather conditions. JFH reserves the right to cancel or reschedule Customer’s rental prior to delivery if severe weather conditions are imminent or if JFH has any reason to believe that the Rental Equipment and/or its users may be in danger. Some examples of severe weather are high winds, excessive rain, and lightning.
7. Delivery. JFH will cause the delivery of the Rental Equipment to and pick up from Customer’s Festival site. At the time of pick-up, an inventory of all items will be taken. Customer will be invoiced for any Rental Equipment that is missing or damaged.
8. Receipt/inspection of Rental Equipment. Customer hires the Rental Equipment on an "as is" basis. Customer acknowledges that Customer will personally inspect the rental items prior to their use.
9. Possession/Title. Customer’s right to possession of the Rental Equipment begins upon delivery of the items to Customer's Festival site and terminates on the actual pick up by JFH or its designee. Retention of possession, or any failure to permit the pick-up of the item(s) at or after the end of the Rental Period constitutes a material breach of this Agreement. In the event that the Rental Equipment is not returned for any reason, including theft, Customer is obligated to pay to JFH the full replacement value for such Rental Equipment, plus any and all incidental costs associated with the attempted pick up or recovery of the Equipment by JFH or its designee. Title to the rental items is and shall remain in the name of JFH and Any Occasion and Tents of the Southwest. Customer agrees to keep the Rental Equipment in its custody and control from the time of delivery of the items until the pickup such items. Customer shall not cause nor permit these items, or any of them, to be sublet, rented, sold, or removed from Customer’s Festival site, or otherwise transfer such items. If rental items are not returned and/or levied upon for any reason whatsoever, JFH or its designee may retake possession of said items without further notice or legal process and use whatever force is reasonably necessary to do so. Customer hereby agrees to indemnify, defend, and hold JFH harmless from any and all claims and costs arising from such retaking and/or levy. If rental items are levied upon, or otherwise moved from Customer’s Festival site, Customer immediately shall notify JFH.
10. Care of the Rental Equipment. Customer shall be responsible for any and all damage to any of the Rental Equipment not caused by ordinary wear and tear. "Ordinary wear and tear" shall mean only the normal deterioration of the rental equipment caused by ordinary, reasonable, and proper use of the rental equipment. Customer shall be liable to JFH for any and all damage which is not "ordinary wear and tear" in an amount equal to the replacement value of the Rental Equipment. Damage which is not "ordinary wear and tear" includes, but is not limited to, cutting or tearing of tent material, bending/breaking of flooring, poles or stakes or chairs or tables, damage due to overturning, overloading, exceeding rated capacities, breakage, improper use, abuse, lack of cleaning, contamination of or dirtying of rental equipment with non-approved items such as chemicals, non-approved food, paint, silly string (see Paragraph 12), mud, clay, or other materials.
11. Equipment Problems. Should any equipment develop a problem or does not function correctly at any time, Customer agrees to immediately cease use of that equipment. In particular, if a tent is no longer taut, is flapping in the wind, or in any other manner threatening collapse, or an electrical connection develops problems, Customer will immediately have the occupants exit the tent and if Customer cannot correct the problem, Customer shall report the problem to JFH at its headquarters tent (“Vendor Services Tent”) and/or call JFH at a number to be provided (“JFH Hotline”) during Customer check in.
12. Specific Rules and Instructions. The following rules and warnings must be obeyed in the use of the Rental Equipment:
A. No FLAME from any source may be used under a tent in violation of any permit issued by the City of Houston. This includes grills, fire pits, propane heaters, and sterno food warmers.
B. Climbing on poles or roof top is not allowed;
C. Silly String” IS NOT permitted to come in contact with the vinyl tent sides or roof. “Silly String” causes irreparable damage to the vinyl. Customer acknowledges that if the tent is damaged by "Silly String", then a $500.00 fee shall be automatically imposed by JFH and shall be immediately due and payable by Customer.
D. WARNING - It is unsafe to stay in a tent if winds exceed 25 miles per hour (MPH). Have all persons exit the tent during extreme weather conditions.
E. WARNING – It is unsafe to stay in a tent when lightning is encountered within 5 miles of a tent location. Have all persons exit the tent and seek safe shelter. The metal tent poles may act as lighting rods and have the potential to cause severe injury and/or death anywhere near the tent. Extreme weather condition safety procedures will be available during Customer check in.
F. Rental Equipment may not be removed from Customer’s Festival site.
13. If a tent becomes unstable or problems are encountered with other Rental Equipment during use, Customer shall report the problem to the JFH Vendor Services Tent and/or call JFH Hotline at number to be provided during Customer check in.
14. Limited Warranty. JFH WARRANTS THAT THE RENTAL EQUIPMENT PROVIDED UNDER THIS AGREEMENT WILL BE IN GOOD WORKING ORDER WHEN DELIVERED. JFH’S SOLE AND EXCLUSIVE OBLIGATION UNDER THIS LIMITED WARRANTY IS LIMITED TO REPAIR OR REPLACEMENT OF THE RENTAL EQUIPMENT WHEN JFH DETERMINES THAT IT DOES NOT CONFORM THIS WARRANTY. JFH MAKES NO WARRATNY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR USE OR PURPOSE, EITHER EXPRESSS OR IMPLIED. JFH MAKES NO WARRANTY OR REPRESENTATION THAT THE RENTAL EQUIPMENT IS FIT FOR CUSTOMER’S PARTICULAR INTENDED USE OR THAT IT IS FREE OF LATENT DEFECTS. JFH SHALL NOT BE RESPONSIBLE TO CUSTOMER OR TO ANY THIRD PARTY FOR ANY LOSS, DAMAGE OR INJURY RESULTING FROM OR IN ANY WAY ATTRIBUTABLE TO THE OPERATION OF, INSTALLATION OF, USE OF, OR ANY FAILURE OF THE RENTAL EQUIPMENT. JFH SHALL NOT BE RESPONSBIBLE FOR ANY DEFECT OR FAILURE UNKNOWN TO JFH AS THE TIME OF DELIVERY.
15. Cancellation Policy. If Customer cancels after Monday, August 11th, 2025, JFH will not return the rental fee which shall be considered a donation to JFH that may be tax-deductible. In the event that for any reason the Festival is canceled after Monday, August 11th, 2025, any fees paid under this Agreement will be considered a donation to JFH that may be tax-deductible.
16. Compliance with Laws, Permits. Customer agrees not to use or allow anyone to use the Rental Equipment for any illegal purpose or in any illegal manner or in an unsafe manner. Customer agrees at its sole cost and expense to comply with all municipal, state, federal or other governmental or quasi-governmental laws, ordinances and/or regulations which may apply to the use of the Rental Equipment during the rental period. Customer further agrees to pay all licenses, fines, fees, permits, or taxes arising from Customer's use of the Rental Equipment, including any subsequently determined to be due.
17. Food and Beverage Vendors. Customers that sell food and beverages (“Food Vendors”) are responsible for all permit fees applicable to their space. JFH will pull food permits for all Food Vendors and will invoice each Food Vendor individually for its permit fees. Food permit fees are due on delivery from JFH but in no case later than Monday, August 4, 2025. Failure timely to pay permit fees will result in all payments previously made to JFH being considered a donation to JFH that may be tax-deductible and no space at the Festival nor Rental Equipment will be provided the Food Vendor that timely has failed to pay its permit fees.
18. Governing Law. This Agreement was entered into and shall be deemed to have been made in the State of Texas, United States of America, and shall for all purposes, be governed by and construed under the laws thereof regardless of where any Court action or proceeding is brought in connection with this Agreement; provided, however, that no choice of law rule of such State or any other jurisdiction, which would cause any such matter to be referred to the law of any jurisdiction other than the State of Texas, shall be given any force or effect.
19. Additional Agreement of Customer. Customer agrees:
A. Customer’s Festival site shall be determined by JFH and its Festival site and the rental fees due hereunder are not transferrable. Customer may exhibit at its designated Festival site banners or signage identifying its name or organization but not those of another person.
B. All electrical and propane needs will be arranged through JFH’s designated power supplier in advance and Customer shall make payment in full for all electrical and propane supplies as soon not later than Monday, August 4, 2025, or as designated by JFH in coordination with power supplier.
C. All decorations must be tasteful and reflect the theme chosen by the Customer and must be flame retardant, meet City of Houston fire code requirements, and not extend beyond the space allotted to Customer.
D. Any temporary face paint, henna, make-up, tattoos, or any item applied to the skin must be approved by the FDA for use in cosmetics, including color additives in face and body paints and other cosmetics that may be used, including theatrical makeup.
E. To behave in a professional manner. Any Customer or representative of Customer that fails to interact with guests, staff, volunteers, and all persons associated with the Festival in a respectful manner, at all times, may result in a fee imposed by JFH and/or dismissal from the Festival without a refund of the rental fees for Rental Equipment. Any Customer or representative of Customer that engages in behavior that is determined to threaten the safety of anyone participating in the Festival, in any capacity, or engaging in behavior that is disruptive or interferes with the right of anyone associated with the Festival to conduct appropriate business or freely enjoy the Festival may result in a fee imposed by JFH and/or dismissal from the Festival without a refund of the rental fees for Rental Equipment. Any Customer or representative of Customer suspected of alcohol or drug usage during the Festival, set-up or take-down, may result in a fee imposed by JFH and/or dismissal from the Festival without a refund of the rental fees for the Rental Equipment.
F. Not to damage City of Houston property or property of JFH and to reimburse or pay for any damages it causes.
G. To set up and sell only in the assigned Festival site space. Customer acknowledges that if it is found to have structures in addition to the Rental Equipment, then a $500.00 fee shall be automatically imposed by JFH and shall be immediately due and payable by Customer. Customer acknowledges that failure to stop use of the unapproved structure will result in removal from the Festival without refund.
H. JFH will be conducting daily audits during the Festival, and Customer acknowledges that and that if it is found to be selling unapproved items at the Festival, then a $500.00 fee shall be automatically imposed by JFH and shall be immediately due and payable by Customer. Customer acknowledges that failure to stop sale and display of the unapproved items will result in removal from the Festival without refund.
I. To operate during all hours of the Festival and not to leave prior to close of the Festival. Roaming sales or selling from multiple locations within the Festival are not permitted and will result in removal from the Festival without a refund.
J. Customer will provide JFH within 10 business days of signature this agreement, a copy of a certificate of commercial general liability insurance with limits of $1,000,000 each occurrence and $1,000,000 personal injury and naming JFH additional insured under the policy.
G. Customer may not and shall not sell canned or bottled beverages at the Festival. Customer acknowledges that if it is found to be selling canned or bottled beverages at the Festival, then a $500.00 fee shall be automatically imposed by JFH and shall be immediately due and payable by Customer. A like fine will be assessed if Customer is found to be selling tea-based drinks or tapioca “boba.” Failure to stop the sale and display of the unapproved items will result in removal from the Festival without refund.
K. Customer agrees that it may not and will not sell any items exhibiting the name or logo of the Festival without the prior written approval of JFH.
L. Customer may not drive any type of personal vehicle on the grounds of Hermann Park. Failure to adhere to this City of Houston regulation may result in a citation from Houston Police and removal from the Festival without refund.
20. Legal Fees. In the event that an attorney is retained to enforce any provision of the Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and court costs in such action or proceeding.
21. Security. JFH has coordinated roving security patrols throughout the Festival operation period from Saturday morning, September 6, 2025, until Sunday evening, September 7, 2025. The customer acknowledges that JFH is not responsible for any items left unattended or overnight at any time during the Festival. Customers should also plan for safe cash handling procedures suitable for individual retail operations. Concerns relating to safety or security should be directed to JFH at the Vendor Services Tent or via the JFH Hotline.
22. Customer Acknowledgment. Customer acknowledges and agrees that it has been afforded a sufficient opportunity to read this entire Agreement, agrees to be bound by all the terms and conditions on all pages, understands its content and executes it freely and without duress of any kind.
23. Severability. If any of the terms or conditions of this Agreement are found to be unenforceable, illegal, or unconscionable by a court of competent jurisdiction, such item shall be stricken from this Agreement, and the remaining terms and conditions of this Agreement shall stay in full force and effect.
24. Entire Agreement. This Agreement constitutes the full agreement between JFH and Customer. Any prior agreements, whether written or oral, promises, negotiations or representations not expressly set forth herein shall be of no force or effect. Customer acknowledges the receipt of the Rental Equipment that is the subject of this Rental Agreement and General Release and the fact that it is in good working order.
CUSTOMER ACKNOWLEDGES THAT IT HAS READ AND UNDERSTANDS THIS AGREEMENT, INCLUDING ALL ITS TERMS AND CONDITIONS, AND AGREES TO BE BOUND BY THE AGREEMENT.