THRIFTCON LIVE 
AT COMPLEXCON 2026

Vendor & Exhibitor 
Terms and Conditions

These Vendor & Exhibitor Terms and Conditions (the “Agreement”) govern participation by any vendor, exhibitor, or seller (“Vendor,” “you,” or “your”) in the ThriftCon vintage and resale marketplace presented as “The Vault” (the “ThriftCon Experience”) within ComplexCon 2026, taking place October 3–4, 2026 at the Los Angeles Convention Center (the “Event”). The ThriftCon Experience is produced by ThriftCon LLC (“ThriftCon”) as a featured component of ComplexCon, which is produced by Complex Events, LLC dba ComplexCon (“Complex”) under a license with AEG Management LACC, LLC (“AEG”), operator of the Los Angeles Convention Center (the “Convention Center” or “venue”). Submission of the response “I Accept” on the ThriftCon x ComplexCon application will hereby serve as a signature and agreement to this Agreement by the application’s submitting party. By accepting, you represent that you are authorized to bind the Vendor entity and that you have read, understood, and agree to be bound by all terms below.

All individuals who exhibit, work, attend, or take part in the ThriftCon Experience are required to behave in accordance with this Agreement, including the Code of Conduct set forth herein and any additional policies referenced below. ThriftCon Management reserves the right to deny entry to, or remove from, the Event any person who behaves or threatens to behave in a manner that violates this Agreement or ThriftCon or ComplexCon policies. Each ticket, wristband, or credential is a revocable license to attend the Event. Vendors are also required to read, acknowledge, and comply with any additional terms, conditions, code of conduct, good neighbor policy, or rules set forth by Complex and/or AEG, whether provided now or through future communications.

1. Eligibility and Permitted Merchandise

  1. Vintage and resale only. Participation is limited exclusively to vendors dealing in vintage, pre-owned, and resale merchandise. You may sell only such merchandise from your assigned booth.
  2. Prohibited vendors and merchandise. You may not participate as, and may not sell as, any of the following: (a) a commercial brand, product line, or label, regardless of legal form (including corporations, LLCs, partnerships, or individuals operating under a trade name), whether or not the specific items are characterized as vintage or pre-owned; (b) a vendor that manufactures, sells, or offers for sale any new-to-world or new-to-market products; or (c) any vendor that would reasonably be characterized as a corporate exhibitor.
  3. Approval required. Your participation, booth assignment, legal and trade names, merchandise, and website/social handles are subject to the prior written approval of ThriftCon and Complex, each acting in its sole discretion, and such approval may be revoked. ThriftCon and/or Complex may require you to be removed if you are reasonably determined not to qualify as an eligible vendor, and you shall cease operations and vacate within twenty-four (24) hours of written notice. Your application is incorporated into and made part of this Agreement. You represent and warrant that the information in your application, including your legal and trade names, merchandise categories, and website and social handles, is complete and accurate, and you shall notify ThriftCon in writing of any change within three (3) business days. You further represent, warrant, and covenant on a continuing basis that you qualify as an eligible vendor under this Section 1, that all merchandise you offer is authentic and genuinely vintage, pre owned, or resale, and that you will not offer any new-to-world or new-to- market product at any time during the Event. Any inaccuracy in your application, and any breach of the foregoing representations, is a material breach of this Agreement and grounds for removal without refund.
  4. No outside brands or sponsors. You may not advertise, display, or promote products or services other than those of your own approved business, and may not assign, sublet, or apportion any part of your booth to, or feature, any outside brand or sponsor. All sponsorship and commercial-brand arrangements in connection with the Event are exclusively reserved to Complex.
  5. No exclusivity; other participants. You acknowledge that Complex may place brands, exhibitors, sponsors, booths, and activations of its choosing anywhere within the ThriftCon Experience footprint and elsewhere at the Event, and that such participants need not qualify as eligible vendors under this Section 1. Nothing in this Agreement grants you any exclusivity, category exclusivity, adjacency protection, curation standard, or right of consent or approval with respect to any other participant. You waive any claim against ThriftCon or Complex arising from the identity, category, merchandise, pricing, or proximity of any other vendor, exhibitor, sponsor, or activation.

2. Booth License; Occupancy; Staffing; Credentials

  1. Revocable license. Your booth space is a limited, revocable license to use the assigned space for the sole purpose of operating your approved vintage/resale booth during the Event. It is not a lease or any interest in real property.
  2. No transfer. You may not assign, sublet, share, or transfer your booth space, in whole or in part, to any third party. You must personally occupy and operate your assigned booth at all times during Event hours. Upon discovery of a violation, ThriftCon or Complex may, in addition to any other remedy, require the immediate removal of the unauthorized party, impose a penalty of up to one hundred percent (100%) of your booth fee, or remove you from the Event without refund.
  3. Continuous staffing. Your booth must be staffed and attended by at least one authorized representative at all times during Event hours.
  4. Personnel standards. All of your staff and personnel must comply with this Agreement, the Convention Center rules, and Complex’s Code of Conduct; must wear valid Event credentials issued by Complex at all times while in the Convention Center; and must be at least eighteen (18) years of age unless prior written consent is obtained. You are solely responsible for supervision, workers’ compensation, taxes, benefits, and insurance for your employees and contractors.
  5. Credentials. Vendor wristbands/credentials are to be used and worn solely by officially registered Vendors and their authorized personnel. Any reselling, scalping, or transferring of credentials may result in immediate removal from the Event.
  6. Default in occupancy. Actual occupancy of your booth is a material obligation and is of the essence of this Agreement. If your booth is not occupied and fully set by the close of the final move-in period, ThriftCon or Complex may repossess and reassign the space for any purpose it sees fit, without refund to you and without releasing you from any obligation or liability under this Agreement, including payment of the full booth fee.

3. Confinement to Assigned Space

You and your staff, contractors, and invitees shall confine all activities, operations, merchandise, signage, displays, sampling, promotion, solicitation, and distributions exclusively to your assigned booth within the ThriftCon Experience footprint. You may not use, occupy, or place any materials in any aisle, lobby, common area, or other area of the Convention Center outside your assigned space, and may not conduct any solicitation or outreach outside your assigned space. Any violation may result in immediate removal.

4. Booth Build-Out, Presentation, and Safety Standards

  1. Interesting and unique booth build-outs are highly encouraged; however, all builds and installations must adhere to all safety and special regulations of the venue. Please ensure builds and installs are appropriate by first consulting with event management beforehand. No later than twenty (20) business days prior to the first move-in day, you must submit to ThriftCon, for approval by ThriftCon and Complex, a complete specification for any custom build, structure, rigging, unusual weight load, or electrical requirement, including dimensioned drawings showing all dimensions and orientation. Time is of the essence with respect to this deadline. ThriftCon and Complex may reject or require modification of any build, and may prohibit any build for which a timely and complete submission was not made, in each case without refund or liability to you.
  2. Exhibitors are to have no inventory merchandised in piles, in aisles, or on the floor. A minimum aisle clearance of thirty-six (36) inches, or such greater clearance as the Convention Center, the Los Angeles Fire Department, or applicable accessibility requirements may specify, must be maintained at all times within and around your booth.
  3. No discount piles and/or bin-style activations.
  4. ThriftCon may provide exhibitors pipe and drape as a back wall of their booth. This wall may be used to house inventory with appropriate hanging devices such as chains, rope, mesh, or otherwise. No holes, tape, hooks, or other damaging hanging materials may be used on the fabric drape material or on venue walls.
  5. No affixing to the facility. You may not drive nails, hooks, tacks, or screws into, or affix any material to, or alter, any wall, floor, column, door, or ceiling of the Convention Center. Any facility damage caused by you or your personnel is your sole responsibility and expense.
  6. Fire code and height. All build-out, structures, and decor must comply with the Convention Center rules and Los Angeles fire code, including the prohibition on flammable materials and the twelve-foot (12’) maximum height limit for temporary structures, absent special written approval. Decorative materials must be flame-proofed in accordance with the venue’s Fire and Safety Rules. All electrical work and display wiring must comply with the Convention Center rules, the National Electrical Code, and all applicable fire department and governmental inspection ordinances, and must bear the seals of all official approving agencies as may be required. Daisy-chained power strips, unapproved extension cords, and unapproved multi-outlet devices are prohibited. No storage of any kind is permitted behind, above, or beneath exhibits, and all reserve inventory must be kept only in locations designated in writing by ThriftCon.
  7. Approved contractors. Any installation and dismantling work must use only contractors approved by AEG/the venue.
  8. Crates, cleaning, and move-out. All crates and related materials must be removed at your expense before the opening day of the Event. You are responsible for all cleaning, trash management, and tape removal within and around your booth, and must return your space to pre-event condition. You must remove all goods, property, and debris upon the conclusion of the Event; property not removed may be deemed abandoned and removed, stored, or disposed of at your expense.
  9. Inspection. ThriftCon, Complex, and AEG may inspect your booth and build-out at any time during move-in and the Event, and may require you to modify, remove, or dismantle any structure, display, or item that does not comply with this Agreement, the LACC Rules, or applicable safety requirements. You must complete any required modification at your sole cost and expense before the opening of the Event; if you fail to do so, ThriftCon, Complex, or AEG may do so at your expense and without liability.

5. Exclusive Service Providers

The Convention Center requires the use of certain exclusive service providers. All associated costs are your sole responsibility. You must use, and may not substitute, the following:

  • Food and Beverage: Levy Restaurants (exclusive provider; no outside food or beverage may be brought into the space);
  • Audio-Visual and Sound Equipment: Encore Event Technologies (exclusive in-house AV provider; required for all AV, audio equipment, and microphones connected to house sound systems);
  • Internet and External Bandwidth: Boldyn Networks (all external bandwidth must be procured through Boldyn Networks); and
  • Rigging and Event Security: AEG-authorized contractors only, as specified by AEG.
  • Freight, Material Handling, and Deliveries: Freeman is the official general services contractor and exhibitor services provider for the Event. All freight, drayage, material handling, advance-warehouse shipments, and on-site deliveries must be ordered and handled through Freeman in accordance with Freeman’s published procedures, forms, and order deadlines, at your sole cost and expense. You may not direct any delivery to the Convention Center without ThriftCon’s prior written approval, and none of ThriftCon, Complex, AEG, or the Convention Center is obligated to accept, or is liable for any loss of or damage to, any shipment addressed to you. You are responsible for all charges, late fees, and penalties assessed by Freeman, AEG, or any Exclusive Service Provider in connection with your booth, and you shall reimburse ThriftCon and Complex on demand for any such amount charged to either of them as a result of your acts or omissions. 

All contracts for electricity, plumbing, or other utility services must be arranged through ThriftCon using venue-designated contractors, at your expense. All utility, electrical, and plumbing orders must be submitted by the order deadline published by ThriftCon or Freeman. Orders submitted after that deadline are subject to availability and to surcharge at your expense.

6. Marketing and Social Media Obligations

  1. ThriftCon may invite, but shall not require, Vendors to take part in non-commercial collaborative content or programming approved by Complex in writing. All sponsorship, branded content, product integration, media placement, and other commercial arrangements in connection with the Event are exclusively reserved to Complex. Neither you nor ThriftCon may solicit, offer, accept, or perform any paid or in-kind brand deliverable in connection with the Event, and any attempt to do so is a material breach of this Agreement.
  2. Any vendor selling within the Event area is required to post on social media about the Event. Mandatory social media posts include one standing grid post at least one week prior to the Event, as well as three (3) story posts starting at least three (3) weeks prior to the Event. You must use only the marks, assets, hashtags, tags, and copy supplied in the official Event toolkit, and may not otherwise use the ComplexCon or ThriftCon names, logos, or marks in any post or material. Every required post must include a clear and conspicuous disclosure of your material connection to the Event, in the form specified in the toolkit, in compliance with the Federal Trade Commission’s Guides Concerning the Use of Endorsements and Testimonials in Advertising. You must correct, amend, or delete any post within twenty-four (24) hours of a request from ThriftCon or Complex.
  3. All marketing materials must represent the Event adequately and tastefully and include important guest information such as time, date, and location, and include ticket links when appropriate.
  4. Marketing approval. All of your marketing materials, social posts, and other communications that reference ComplexCon, the Event, the Convention Center, or that use ComplexCon’s or the venue’s marks are subject to prior written approval, and your signage and materials may not include any third-party corporate brand or sponsor branding without prior written consent.
  5. Ticketing. The Event is ticketed exclusively through the ComplexCon ticketing platform. You may not sell or distribute standalone admission tickets separate from ComplexCon ticketing. You may not resell, bundle, auction, or transfer ComplexCon tickets, and may not sell or offer any paid early-access, pre-sale, appointment, or line-skip privilege in connection with the Event. You have no affiliate, referral, or commission rights with respect to ComplexCon ticket sales, and may use only such tracking links, if any, as Complex expressly provides to you in writing.

7. Counterfeit and Intellectual Property Compliance

No counterfeit items. Both state and federal law prohibit the sale of counterfeit items. Knowingly selling or distributing fake or counterfeit items may infringe a company’s copyright or trademark and exposes the seller to legal action. You represent and warrant that your merchandise does not, and your participation will not, sell, display, or distribute any counterfeit, pirated, or infringing merchandise. ThriftCon and/or Complex reserve the right to remove any items from the Event floor that are, or are suspected to be, fake or counterfeit, and to require removal of any Vendor engaged in counterfeit or infringing activity within two (2) hours of written notice. You are responsible for any and all royalty, copyright, or licensing payments and reports (including to ASCAP, BMI, SAG, SESAC, and similar agencies) arising from any music, works, or proprietary materials you use.

8. Code of Conduct

  1. NO WEAPONS: ThriftCon has a zero-tolerance policy for weapons of any kind, especially guns. Security and local law enforcement are trained to treat anything that looks like a real gun as a real gun. Any sale or display of weapons, weapon-like props, or sharp objects is prohibited absent the venue’s prior written approval obtained through ThriftCon well in advance.
  2. NO SMOKING/VAPING: Smoking and vaping are prohibited within the facility. There are dedicated areas outside to smoke or vape if necessary. Ticketing staff and security are required to allow Vendors the right to go in and out to do so.
  3. NO OUTSIDE ALCOHOL: Any vendor caught bringing outside alcohol into the venue will be asked to leave without a refund and banned from future ThriftCon events. No one under 21 years of age is allowed to consume alcohol on the premises. Consumption of alcohol by you or your personnel while staffing or working your booth is prohibited, and any person who appears impaired may be removed from the Convention Center.
  4. NO HARASSMENT/FIGHTING: ThriftCon has a zero-tolerance policy for fighting or harassment of any kind.
  5. NO GAMBLING: Gambling on the event floor is prohibited. Violation may result in immediate removal from the Event.
  6. NO TRANSFERRING VENDOR CREDENTIALS: Vendor wristbands are to be used and worn solely by officially registered ThriftCon Vendors. Any reselling, scalping, transferring, or otherwise may result in immediate removal from the Event.
  7. NO COUNTERFEIT ITEMS: As set forth in Section 7 above.
  8. NO ADULT OR OFFENSIVE CONTENT: Merchandise, signage, displays, apparel graphics, marketing, and other materials that are sexually explicit, obscene, or that a reasonable person would consider offensive, and any item or content that Complex or ThriftCon determines is inconsistent with the Event’s standards or brand, are prohibited. Acceptability is determined by Complex in its sole discretion, and any such item or material must be removed immediately upon notice.
  9. Good Neighbor Policy. You are subject to Complex’s Code of Conduct and Good Neighbor Policy. You may be directed to remove any Vendor, product, display, signage, or activity upon a reasonable, good-faith determination that it violates the applicable code of conduct, the venue rules, or applicable law, and you shall comply within two (2) hours of written notice.

9. Regulated Products (Cannabis, CBD, Hemp, Weapons)

You must comply with all venue guidelines and applicable state, county, and city ordinances regarding cannabis, CBD, and hemp products. You must advise ThriftCon in writing of any intent to offer CBD or hemp products no later than thirty (30) days prior to move-in, and are solely responsible for ensuring compliance with applicable laws and facility guidelines. Any request to sell or display weapons, weapon-like props, or sharp objects must be submitted to ThriftCon no later than sixty (60) days prior to move-in to allow time for the venue’s security review and written approval, and remains subject to all conditions imposed by the venue. You acknowledge that these deadlines exist so that ThriftCon can route your request to Complex, and Complex to AEG, within the periods required by the LACC Rules, and that a request submitted late may be refused without further consideration.

10. Compliance with Laws and Venue Rules

You shall, at your own expense, comply, and cause your employees, agents, and contractors to comply, with all applicable federal, state, municipal, and local laws, ordinances, and regulations, the City of Los Angeles Fire Department Management Plan, and all rules and regulations of Complex, AEG, and the Convention Center (the “LACC Rules”), including obtaining and maintaining any governmental licenses or permits required for your activities. You acknowledge that all coordination with AEG/the venue is routed through ThriftCon and Complex, and that AEG’s General Manager retains full and final authority to enforce venue rules. You must uphold and enforce the venue’s Non-Smoking policy and cooperate with all venue safety directions, capacity limits, evacuations, tours, and announcements. Without limiting the foregoing, you shall comply with the Americans with Disabilities Act of 1990, as amended, and all applicable accessibility requirements, and shall abide by the union work rules and jurisdictions of the City of Los Angeles and the Convention Center, including the Convention Center’s exclusive services. You acknowledge that you have received, or have been given access to and a reasonable opportunity to review, the LACC Rules, Complex’s Code of Conduct, and Complex’s Good Neighbor Policy, each of which is attached or linked to this Agreement and incorporated into it by reference, and you agree to be bound by each of them.

11. Taxes

You are solely responsible for compliance with all California sales and use tax obligations arising from your activities at the Event, including obtaining a California seller’s permit and any other required registrations, collecting applicable taxes, filing returns, and remitting taxes to the California Department of Tax and Fee Administration. Neither ThriftCon, Complex, AEG, nor the Convention Center has any responsibility for your tax compliance. You must provide ThriftCon with your California seller’s permit number, and a copy of the permit, no later than thirty (30) days prior to the first move-in day. ThriftCon shall retain that documentation and make it available to Complex on request. No Vendor may occupy or operate its booth until this documentation is on file, and any Vendor whose documentation is not on file may be barred from the Event without refund. The applicable sales tax rate for the Event location is 9.75%. If you hold a temporary seller’s permit, you must collect applicable sales tax, remit it to the California Department of Tax and Fee Administration, and file the corresponding return on or before the last day of the month following the month in which the temporary sales location closes.

12. Insurance

You shall procure and maintain, at your sole cost and expense, at a minimum: (a) Commercial General Liability insurance written on an occurrence form, with limits of not less than One Million Dollars ($1,000,000) combined single limit per occurrence, covering bodily injury, personal injury, and property damage, products and completed operations, and contractual liability; and (b) if you have employees, Workers’ Compensation insurance as required by applicable law. In addition, (c) you shall procure and maintain all-risk property insurance covering your merchandise, exhibits, displays, and other property brought to the Convention Center, in an amount not less than its full replacement value. All coverage required by this Section 12 must be maintained continuously from the first move-in day through the final move out day, and must be issued by insurers licensed to do business in the State of California with an A.M. Best rating of not less than A-VII. You acknowledge that none of ThriftCon, Complex, AEG, or the Convention Center maintains any insurance covering your property, and that obtaining such insurance is solely your responsibility. Your failure to comply with this Section 12 does not relieve you of your indemnification obligations under Section 15.

  1. Additional insureds. Your Commercial General Liability policy shall name as additional insureds AEG Management LACC, LLC; the City of Los Angeles; ASM Global Parent, Inc.; ThriftCon LLC; and Complex Events, LLC dba ComplexCon, together with their respective affiliates, members, officers, directors, employees, and agents.
  2. Primary and non-contributory; waiver of subrogation. Such coverage shall be primary and non-contributory with respect to any insurance maintained by the additional insureds, and you shall waive, and cause your insurers to waive, all rights of subrogation against Complex, ThriftCon, and the other additional insureds.
  3. Your contractors. Any third party that performs services for you at the Convention Center, including installation, dismantling, display, or labor services, must maintain insurance meeting the requirements of this Section 12 and must name the same additional insureds on the same primary and non-contributory basis. You must deliver certificates evidencing that coverage to ThriftCon, with a copy to Complex, before that party is permitted on site.
  4. Certificates required before operating. You must deliver a compliant certificate of insurance (and additional insured endorsements) prior to move-into ThriftCon, with a copy to Complex, no later than thirty (30) days prior to the first move-in day. No Vendor may occupy or operate its booth until a compliant certificate of insurance is on file, and any Vendor whose certificate is not on file may be barred from the Event. Complex may bar any Vendor whose compliant certificate is not on file with Complex, and neither ThriftCon nor Complex has any liability or refund obligation for doing so.

13. Media and Content Rights

  1. Capture rights. Complex and its authorized photographers, videographers, and media personnel have the right to capture photos, video, and other media content within the ThriftCon Experience at any time during the Event, including images and footage of your booth, merchandise, staff, and activations, without compensation or further approval from you.
  2. License to Vendor-captured content. You grant Complex a perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, edit, distribute, and make commercial use of any photos, video, or other media content captured by you, your staff, or your contractors within or in connection with the Event, in any medium now known or later developed, including for marketing, advertising, promotional, and commercial purposes. You represent and warrant that you own or control all rights in and to any such content, and that you have obtained all licenses, consents, clearances, and releases necessary for Complex’s use of it as permitted here, including all rights in any music, artwork, footage, trademark, and personal likeness appearing in it. You waive any right to inspect or approve any finished use of that content, and any right to royalties or other compensation arising from it. You shall indemnify, defend, and hold harmless Complex and ThriftCon from and against any claim that Complex’s use of that content, as permitted here, infringes or violates the rights of any third party.
  3. Likeness release. You consent, and are responsible for obtaining your personnel’s consent, to the foregoing capture and use of their names, images, and likenesses. You must obtain those consents in writing, retain them for not less than three (3) years, and produce them to ThriftCon or Complex on request. You shall indemnify, defend, and hold harmless Complex and ThriftCon from and against any claim arising from your failure to obtain any required consent or release.
  4. Your own use of Event content. You are solely responsible for all rights clearance, and all associated costs, for any photography, filming, or recording you conduct anywhere at the Event. You may not use, publish, license, or otherwise commercially exploit any photograph, video, or recording captured at the Event, or any content depicting the Event, the Convention Center, the ComplexCon marks, or any other vendor, exhibitor, or attendee, without Complex’s prior written approval.

14. Assumption of Risk; Release; Limitation of Liability

Assumption of risk. You expressly assume all responsibility, liability, and risk associated with your and your personnel’s participation or presence at the Event, including all risks of theft, harm, loss, damage, or injury to any person (including death), your own property, or the property of others, loss of business or profits, and any tortious activity, whether caused by negligence, intentional act, accident, acts of God, or otherwise, before, during, or after the Event.

Release. To the maximum extent permitted by law, you release ThriftCon, Complex, AEG, the Convention Center, and their respective owners, directors, officers, agents, employees, and representatives from liability for any loss or damage to your booth, exhibits, merchandise, goods, or wares, and from any damage, loss, or injury to the person or property of you or your personnel, invitees, or guests resulting from fire, storm, water, acts of God, HVAC failure, theft, mysterious disappearance, bomb threats, governmental restrictions, or any other casualty or cause whatsoever, except to the extent arising from that party’s fraud, gross negligence, or willful misconduct.

No guarantee of results. Neither ThriftCon nor Complex makes any representation or warranty regarding attendance, foot traffic, or the volume of your sales, and neither shall be liable for poor attendance, low or no sales, or any shortfall in your anticipated revenue.

Limitation of liability. To the maximum extent permitted by law, in no event shall ThriftCon’s or Complex’s aggregate liability to you exceed the total booth fees actually paid by you to ThriftCon for the Event, and in no event shall either be liable for any indirect, incidental, consequential, special, or punitive damages, including lost profits. The foregoing limitations do not apply to, and shall not limit, (i) your indemnification obligations under Section 15; (ii) any liability arising from your fraud, willful misconduct, or violation of law; (iii) any liability arising from your sale, display, or distribution of counterfeit, pirated, or infringing merchandise; or (iv) any liability for personal injury or death. Nothing in this Section limits the right of ThriftCon, Complex, or any other indemnified party to recover the full amount of any and all damages, of any kind and including consequential damages, arising from your breach of this Agreement or from the acts or omissions of you or your personnel, contractors, or invitees. For the avoidance of doubt, no recovery by Complex against you is capped by, or measured by reference to, any booth fee paid by you to ThriftCon.

15. Indemnification

You shall indemnify, defend (with counsel reasonably acceptable to the applicable indemnified party), and hold harmless ThriftCon, Complex, AEG, the City of Los Angeles, ASM Global Parent, Inc., and each of their respective affiliates, members, officers, directors, employees, agents, successors, and assigns from and against any and all claims, demands, suits, liabilities, damages, losses, fines, penalties, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) your use of your booth space or the Convention Center; (b) any act, omission, negligence, willful misconduct, or breach of this Agreement by you or your personnel, contractors, or invitees; (c) any breach of the LACC Rules; (d) any intellectual property infringement or counterfeit activity by you; (e) any promotion, giveaway, contest, or similar activity you conduct; (f) any failure by you to comply with applicable laws, including all sales and use tax laws; (g) any injury, death, or property damage arising in or from your booth; (h) your use of music or any other copyrighted or proprietary work, including any royalty, licensing, or reporting obligation to ASCAP, BMI, SESAC, SAG, the Copyright Clearance Center, or any similar agency; (i) any content, mark, likeness, or other material you capture, submit, or license under Section 13, and Complex’s use of it as permitted under Section 13; (j) your marketing materials, social media posts, and other communications concerning the Event, including any failure to make a required disclosure; (k) any assertion by you of intellectual property rights against another vendor or exhibitor, and any service of process or judicial or administrative order you effect at the Event; or (l) any action taken by ThriftCon, Complex, or AEG in good faith to remove, eject, or discontinue any Vendor, merchandise, display, signage, or activity in response to an asserted intellectual property right or to suspected counterfeit activity. This obligation survives the conclusion or termination of the Event.

16. Enforcement; Removal; Compliance Timeframes

ThriftCon and Complex reserve the right to direct the immediate removal of any Vendor, staff member, product, display, signage, or activity that is determined to be inconsistent with the Event’s standards or brand, in violation of this Agreement, the LACC Rules, or applicable law, or likely to create reputational harm. You shall comply with any removal or cure direction within the timeframe stated in the notice, which may be as short as two (2) hours for counterfeit, conduct, or Complex-directed removals, and twenty-four (24) hours for vendor-eligibility removals. Notwithstanding the foregoing, no cure period applies to, and ThriftCon, Complex, or AEG may direct or effect immediate removal without notice in the case of, any weapon, any act or threat of violence, any harassment, or any condition presenting a risk to health or safety. Any dispute regarding the existence of cause for such a removal shall be determined after the Event, and you shall leave the Convention Center immediately upon direction. If you fail to comply, ThriftCon, Complex, or AEG may remove or discontinue the applicable item or Vendor at your sole cost and expense and without liability, and such action shall not waive any other remedy. Enforcement measures may include expulsion from the Event without refund, referral to authorities, and bans from future ThriftCon and ComplexCon events, and from any other event produced by ThriftCon or Complex.

17. Term; Cancellation; No Refund; Force Majeure

This Agreement is effective upon your acceptance and continues through the conclusion of Event move-out. Booth fees are non-refundable except as expressly stated in your booth confirmation. Any cancellation, withdrawal, or downsizing by you, for any reason and at any time, entitles ThriftCon to the full booth fee set forth in your booth confirmation as liquidated damages (the “Cancellation Fee”), and any unpaid portion of that fee becomes immediately due and payable. If you downsize your booth space, you shall pay both the revised fee for the reduced space and the Cancellation Fee. You must give ThriftCon timely written notice of any cancellation, withdrawal, or downsizing, and the date ThriftCon actually receives that notice is the effective date. The parties agree that losses arising from a cancellation, withdrawal, or downsizing are inherently difficult to quantify, that ThriftCon and Complex will have incurred expenses, allocated resources, and passed on other opportunities in reliance on your participation, and that the Cancellation Fee is not a penalty but a reasonable measure of expectation damages. Any amount not paid when due accrues interest from the due date until paid at the highest rate permitted by applicable law, and you shall pay all costs of collection, including court costs, collection agency fees, and reasonable attorneys’ fees. If the Event is cancelled, postponed, relocated, or materially impaired by any event beyond ThriftCon’s or Complex’s reasonable control (including acts of God, pandemic, governmental action, fire, flood, terrorism, strikes, or closure of the Convention Center), neither ThriftCon nor Complex shall be liable to you for any resulting loss, and any refund shall be limited to a pro-rata portion of booth fees actually paid, if any, at ThriftCon’s discretion. ThriftCon may retain such portion of the booth fees as is required to recompense it for expenses incurred through the date of the triggering event. Any refund obligation of ThriftCon under this Section is solely ThriftCon’s obligation and creates no obligation or liability of Complex, and Complex shall have no liability to you for any lost sales, lost profits, or sunk build-out, staffing, travel, or inventory cost arising from any cancellation, postponement, relocation, or impairment of the Event.

18. Payment

Booth fees, payment schedule, and any deposit terms are as set forth in your "ThriftCon x ComplexCon 2026 Application" or invoice: Booth Fee(s) of: $1800, $1260 or other; due on completion of application. ThriftCon shall use only a form of booth confirmation and invoice approved in writing by Complex. Failure to pay any amount when due is a breach of this Agreement and may result in loss of your booth assignment without refund. No booth confirmation, invoice, or other document may vary, waive, or contradict any provision of this Agreement, and any provision purporting to do so is void. All amounts due must be paid in full before you may occupy your booth.

19. General

  1. Independent contractor. You are an independent contractor. Nothing herein creates a partnership, joint venture, employment, or agency relationship, and you have no authority to bind ThriftCon or Complex.
  2. Additional terms. This Agreement may be supplemented by additional terms, addenda, or policies required by Complex or AEG, which are incorporated by reference upon notice to you.
  3. Governing law; venue. This Agreement is governed by the laws of the State of California, without regard to conflict-of-laws principles, and the exclusive venue for any dispute shall be the state and federal courts located in Los Angeles County, California. The prevailing party in any dispute is entitled to recover reasonable attorneys’ fees and costs.
  4. Entire agreement; amendment; severability; waiver. This Agreement, together with your booth confirmation and any incorporated policies, is the entire agreement regarding your participation and supersedes prior discussions. It may be amended only in writing. If any provision is held unenforceable, the remainder continues in effect. No failure to enforce any right is a waiver.
  5. Reservation of rights. ThriftCon reserves the right to change elements of this Agreement, including the Code of Conduct, and to make interpretations of the conditions listed above, in each case subject to the following limitations: (i) no change to Section 1, 6, 7, 11, 12, 13, 14, 15, 16, 20, 21, 22, 23, or 24, and no change to any provision that names, benefits, or imposes an obligation running to Complex, AEG, the City of Los Angeles, or ASM Global Parent, Inc., is effective without Complex’s prior written consent; (ii) no change is effective until written notice of it has been given to you; and (iii) any interpretation by ThriftCon that conflicts with a determination of Complex is superseded by Complex’s determination, which shall be final. ThriftCon reserves the right to enforce any breach of this Agreement, including by expulsion from the Event, referral to the authorities, and future bans.
  6. Third-party beneficiaries. Complex Events, LLC dba ComplexCon, AEG Management LACC, LLC, the City of Los Angeles, and ASM Global Parent, Inc., together with their respective affiliates, members, officers, directors, employees, and agents, are intended third-party beneficiaries of this Agreement. Each of them may enforce this Agreement, including Sections 1 through 24, directly and in its own name, without joining ThriftCon, and each is entitled to the benefit of every release, waiver, limitation of liability, indemnity, license, and covenant granted in this Agreement. No amendment, waiver, or termination of any provision benefiting an intended third-party beneficiary is effective without that beneficiary’s prior written consent.
  7. Order of precedence. In the event of any conflict or inconsistency, the following order of precedence controls, from highest to lowest: (i) the license agreement between Complex and AEG for the Convention Center, and the LACC Rules; (ii) any requirement, rule, standard, or policy of Complex applicable to the Event; (iii) this Agreement; and (iv) your booth confirmation, invoice, or any other document. Where two or more of the foregoing impose differing requirements on the same subject, the stricter requirement controls.
  8. No assignment. You may not assign, transfer, or delegate this Agreement, or any right or obligation under it, by operation of law or otherwise, without the prior written consent of ThriftCon and Complex, which either may withhold in its sole discretion. Any purported assignment in violation of this provision is void and is a material breach of this Agreement.

20. Promotions, Giveaways, and Sweepstakes

Any giveaway, contest, sweepstakes, raffle, drawing, wheel spin, promotion, or similar activity conducted at or from your booth, or otherwise in connection with the Event (each, a “Promotion”), is conducted solely by you and not by ThriftCon, Complex, AEG, or the Convention Center. None of them is a sponsor, co-sponsor, administrator, or affiliate of any Promotion, and none makes any representation or warranty with respect to it.

You are solely responsible for ensuring that each Promotion complies with all applicable federal, state, and local laws, rules, and regulations, including those governing sweepstakes, contests, raffles, gaming, advertising, consumer protection, data privacy, and tax reporting, and including California Penal Code Section 320.5. You are solely responsible for all official rules, disclosures, permits, registrations, bonding, prizes, winner selection, prize fulfillment, and all taxes associated with any Promotion. You may not use the name, logo, trademarks, service marks, or other intellectual property of ThriftCon, Complex, AEG, or the Convention Center in connection with any Promotion without Complex’s prior written consent.

ThriftCon and Complex reserve the right, but not the obligation, in their reasonable and good- faith discretion, to prohibit, suspend, modify, or require the immediate cessation of any Promotion, and the exercise or non-exercise of that right creates no duty or liability on their part. You shall defend, indemnify, and hold harmless ThriftCon, Complex, AEG, the Convention Center, and their respective owners, officers, directors, employees, contractors, and agents from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to any Promotion.

21. Security; Care of Property

General perimeter and venue security for the Event is provided by or on behalf of Complex. No security is provided for individual booths, and none of ThriftCon, Complex, AEG, or theConvention Center has any obligation to guard, supervise, or protect your merchandise or other property. You acknowledge and agree that the provision of a general protective agency during installation, Event days, and dismantling constitutes adequate discharge of any obligation of ThriftCon, Complex, AEG, or the Convention Center to supervise or protect your property.

You may not engage any additional guard or security service without ThriftCon’s prior written consent, and any such service must satisfy the insurance requirements of Section 12 and be authorized by AEG. You must safeguard your merchandise at all times and remove all valuables from your booth at the close of each Event day. All merchandise and other property is brought to and displayed at the Convention Center at your sole risk.

You are liable for any damage that you or your personnel, contractors, or invitees cause to the Convention Center, to booth equipment, or to the property of ThriftCon, Complex, or any other vendor or exhibitor, and you shall reimburse the reasonable cost of repair or replacement within thirty (30) days of written notice of the claimed damage and the amount due.

22. Changes to Dates, Venue, and Booth Location

ThriftCon and Complex may change the dates or venue of the Event, and may relocate you to any other booth location or space within the Convention Center, at any time and upon written notice to you. Neither ThriftCon nor Complex shall be liable for any cost, damage, fee, or expense you incur as a result of any such change, and no such change entitles you to any refund, credit, or reduction of your booth fee. If you cancel or withdraw because of any such change, the Cancellation Fee under Section 17 applies in full.

Booth locations are assigned by ThriftCon in its discretion, subject to Complex’s approval. No representation regarding booth location, adjacency, size, configuration, foot traffic, or visibility has been made to you, and none may be relied upon.

23. Data Privacy

If you collect, capture, or process any personal information of Event attendees, including email addresses, telephone numbers, or information obtained by scanning a badge or code, you do so as an independent business and as the sole business or controller with respect to that information. Neither ThriftCon nor Complex is a joint controller, service provider, or processor with respect to it.

You shall comply with all applicable privacy, marketing, and communications laws, including the California Consumer Privacy Act as amended by the California Privacy Rights Act and the Telephone Consumer Protection Act; shall provide all required notices and obtain all required consents at the point of collection; and shall not state or imply that ThriftCon, Complex, or the Event sponsors, endorses, or is affiliated with your collection or use of that information. You shall indemnify, defend, and hold harmless ThriftCon and Complex from and against any claim arising from your collection, use, disclosure, retention, or security of any such information.

24. Notices

All notices under this Agreement shall be in writing. Notice to you may be given by email to the address you supplied in your application and is deemed received upon transmission. During move-in, Event days, and move-out, notice to you may additionally be given by hand delivery to your booth or to any of your personnel present at your booth, and is deemed received upon delivery.

Notice to ThriftCon shall be given to ThriftCon LLC, 1240 31st St, Denver, CO 80205, Attn: Kenneth Meade, with a copy by email to ken@thriftcon.co. Notice to Complex shall be given to Complex Events, LLC dba ComplexCon, 7060 Hollywood Blvd, Floor 2, Los Angeles, CA 90036, Attn: Legal Department, with a copy by email to legal@complex.com.

You are responsible for maintaining a monitored email address and for staffing your booth so that you can receive notice and comply within the compliance timeframes set forth in Section 16. Failure to monitor is not a defense to non-compliance.

Acknowledgment

By submitting “I Accept” on the ThriftCon x ComplexCon application, you acknowledge that you have read, understood, and agree to be bound by this Agreement in its entirety, and you represent that you are authorized to bind the Vendor.