Terms & Conditions of The Toy Coach Showcase

1. The Program. The Toy Coach Showcase ("Program") is a guided, shared-booth trade show experience offered by The Toy Coach Inc. ("Company," "we," "us") at various trade shows across the globe. Participation in each trade show is limited to six (6) brands. "Participant," "you," and "your" refer to the registering brand and its authorized representative. This Agreement applies to whichever show you submit to attend.

2. Eligibility Requirements. By registering, you represent and warrant that, as of the date of registration: (a) you have a product you intend to bring to retail; (b) you have a high-quality, presentation-ready sample of that product available to display at the show; and (c) you have begun communication with a manufacturer or factory to produce the product. Prior trade show or retail experience is not required. These representations are material to your acceptance into the Program.

3. Acceptance and Fit Determination. Registration is an application to participate and does not guarantee acceptance. We may determine, in our sole discretion, that you are not a fit for the Program. We will make any such determination within ten (10) business days of your registration and before we begin any production work specific to your participation (such as ordering or printing your booth graphics). If we remove you for fit under this Section, you will receive a refund of the amounts you have paid to date, less a five percent (5%) processing fee. This is the only circumstance under which any refund is available.

4. All Payments Are Non-Refundable. Except for a fit-based removal under Section 3, all payments for the Program are non-refundable in whole and in part, for any reason, including but not limited to your decision not to attend, your withdrawal, your failure to deliver required assets, changes to your product or business, scheduling conflicts, travel issues, or dissatisfaction. You acknowledge that the Program is capped at six (6) spots and that your registration causes us to incur non-recoverable costs specific to you (including printed booth graphics, materials, logistics, and the loss of the opportunity to offer your spot to another brand). The non-refundable nature of payments and the obligation in Section 5 reflect a reasonable estimate of the costs and losses we incur, and are not a penalty.

5. Obligation to Pay the Full Fee. If you are accepted and not removed for fit under Section 3, you are responsible for the full Program fee regardless of whether you attend, participate, or complete the Program. If you are paying by installment plan and you withdraw, default, or stop participating, all remaining installments become immediately due and payable, and you authorize us to charge the payment method on file for the outstanding balance. You agree to reimburse us for reasonable costs of collection, including attorney's fees, on any unpaid balance.

6. Misrepresentation. If we determine that any eligibility representation in Section 2 was untrue or materially misleading, we may remove you from the Program without any refund, and Section 5 will continue to apply to you.

7. Participant Obligations. You agree to: (a) deliver all required brand assets, samples, and information by the deadlines we provide; (b) attend and participate in the show for its duration; (c) conduct yourself professionally on the show floor and comply with all trade show and venue rules; and (d) cooperate with booth setup, merchandising, and shared-space guidelines. Failure to meet these obligations does not entitle you to any refund or fee reduction.

8. What Is and Is Not Included. The Program includes booth placement within a shared 10x20 booth, booth design and graphics, merchandising, logistics coordination, on-site support, and pre-show group coaching. The Program does not include your travel, lodging, product/sample production, individual product insurance, or any costs not expressly listed. You are responsible for shipping or bringing your product to and from the show unless we state otherwise in writing.

9. No Guarantee of Results. The Toy Coach Showcase is an educational and experiential opportunity. While past participants have achieved meaningful results, including wholesale sales, retailer relationships, and long-term brand growth, individual outcomes vary. The Toy Coach does not guarantee any specific sales, orders, or retailer partnerships as a result of participation. Your results depend on your product, your preparation, and your effort.

10. Show Changes, Cancellation, and Force Majeure. If the trade show event or the venue cancels, reschedules, or materially changes the show, or if we cannot hold the Program due to events beyond our reasonable control (including illness, weather, acts of God, venue closure, labor actions, or government action), we will, at our discretion, transfer your participation to a comparable future Showcase or issue a credit of equal value. Cash refunds are not provided in these circumstances.

11. No Chargebacks. Because you have agreed to these non-refundable terms, you agree not to initiate a chargeback, payment dispute, or reversal for any payment made under this agreement. If you initiate a chargeback in breach of this Section, you remain liable for the disputed amount plus any associated fees and our reasonable costs of response.

12. Media and Promotion. You grant us a non-exclusive, royalty-free license to use your brand name, logo, product images, and any photos or video captured at the show for marketing and promotional purposes across our channels.

13. Limitation of Liability. To the maximum extent permitted by law, our total liability to you under this agreement will not exceed the total amount you paid for the Program. We are not liable for indirect, incidental, or consequential damages.

14. Governing Law and Disputes. This Agreement is governed by the laws of the State of New Jersey, without regard to its conflict of laws principles. Coach and Creator agree to first attempt to resolve any dispute through good-faith communication for at least thirty (30) days; if unresolved, the dispute shall be settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, conducted by a single arbitrator in English, seated in Bergen County, New Jersey, with each party bearing its own fees (unless the arbitrator awards otherwise for bad faith or material breach). Either party may still seek injunctive relief in court to protect intellectual property or Confidential Information.

Both parties waive any right to a jury trial or to participate in a class, collective, or representative action; all disputes shall be resolved on an individual basis only.

15. Entire Agreement; Severability. These terms, together with the registration acknowledgments and the general Terms & Conditions and Privacy Policy, are the entire agreement regarding the Program. If any provision is found unenforceable, the rest remains in effect.