Annual Event Enrollment/Style Guide Purchase Terms and Conditions
BY ENROLLING IN THE WALMART ANNUAL EVENT AND PLACING AN ORDER WITH VANGUARD FOR PURCHASE OF THE AE STYLE GUIDE, YOU THEREBY ACKNOWLEDGE YOUR ASSENT TO THE FOLLOWING TERMS AND CONDITIONS AS GOVERNING YOUR PURCHASE OF THE STYLE GUIDE AND YOUR RELATIONSHIP WITH VANGUARD IN THE WALMART ANNUAL EVENT (AE).
You are seeking to become a potential product vendor in the Walmart Annual Event (AE). As a condition of Your participation as a product display vendor in AE, You are required to purchase from Vanguard a copy of the Walmart AE Style Guide for Your use in conforming Your AE product display to the standards and specifications Walmart has set for its AE product displays. Vanguard is the sole and exclusive seller of the Walmart AE Style Guide. If You obtain a AE Style Guide from any other source, You are unlawfully misappropriating Walmart/Vanguard property.
The cost of the Walmart AE Style Guide is $100.00, payable to Vanguard Packaging, Inc. Vanguard agrees to accept payment for the Style Guide in cash delivered, or check sent, to its Business Office, or by online payments via Your credit or debit card pursuant to the instructions set forth in the Online Payment Instructions. Shipment of the AE Style Guide outside of the United States will result in an additional $85.00 postal fee.
Shipment or delivery of the Style Guide by Vanguard to You may be delayed until, in the case of a check, Your funds have been finally credited to Vanguard’s business account or, in the case of a credit or debit card, your transaction has been finally approved by your card vendor. Payment by You for the Style Guide is not complete, and Vanguard’s obligation to ship the Style Guide to you does not arise, unless and until Vanguard is satisfied that such final crediting or final transaction approval has occurred. Delivery times may vary depending upon availability of Guides, and are subject to any delays resulting from postal/delivery service inefficiencies or force majeure, for which Vanguard shall not be responsible.
The Walmart AE Style Guide is the copyrighted property of Walmart and, upon purchase by You for Your use in preparing Your AE product display, may not be further sold, assigned, or transferred in any form to any other person or entity outside of Your company, including another actual or potential AE product vendor, without the advance written consent of Walmart and Vanguard. Any such further sale, assignment, or transfer of the Style Guide without such advance written consent constitutes an unlawful misappropriation by You of Walmart/Vanguard property.
In enrolling You in AE and selling You the AE Style Guide, Vanguard does not (a) guarantee, make any representation to You concerning, or assume any legal duty to You assuring, the accuracy, reliability, correctness or completeness of the Style Guide or any of its contents, (2) make any warranties to You, express or implied, concerning the Style Guide or any of its contents, including any warranty of merchantability or fitness for a particular purpose, (3) assume any legal duty to You in regard to Vanguard’s utilization of, or compliance with, the Style Guide when Vanguard, in discharge of its AE Program Administrator duties to Walmart, is inspecting, reviewing, or examining Your AE product display to determine whether it complies with the Style Guide or meets the display specifications therein; or (4) otherwise assume any legal duty to You in regard to any aspect of Vanguard’s performance of the AE Program Administrator duties for Walmart.
There will be no refund by Vanguard to You of the $100.00 AE Style Guide purchase price in the event that, after Your purchase of the Style Guide, (i) You decide not to pursue further any efforts to seek approval by Walmart or Vanguard for participation of Your product display in the AE, or (ii) for any reason, Walmart determines that Your product display will not be approved to participate in AE.
If You select Vanguard to produce (i.e., design and manufacture) Your AE product display (separate and apart from Vanguard’s continuing duties to Walmart as its AE Program Administrator), Vanguard will agree, in that circumstance, to give you a 100% credit for the purchase price of the AE Style Guide. Vanguard will provide You this credit on Your final invoice from Vanguard for services Vanguard has provided to You, and the credit will be an adjustment to the final invoice amount. If you select Vanguard to produce Your AE product display, Vanguard will also enter a credit on Your final invoice from Vanguard for any white samples, color mockups, renderings, and/or ISTA testing charges that otherwise may be owed by You to Vanguard.
Vanguard will not be liable to You for payment of any direct, indirect, general, special, incidental, or consequential damages (including, but not limited to, past or future lost revenues, past or future lost profits, punitive damages, statutory penalties, double/treble damages, reputational/goodwill damages, and/or attorney’s fees and costs) arising in any way or circumstance connected to the AE, the AE Style Guide, Vanguard’s actions in relation thereto, or Vanguard’s performance of its duties to Walmart as its AE Program Administrator.
These Terms and Conditions will be exclusively governed by, and construed in accordance with, the laws of the State of Missouri, without resort to its conflicts of law provisions. You further agree that the exclusive jurisdiction and venue of any civil action commenced by You or Vanguard against the other arising out of these Terms and Conditions, the Style Guide, or the AE, will lie in the Circuit Court of Clay County, Missouri, or in the federal district court in the federal judicial district embracing said county.