Event Terms and Conditions
The terms contained herein (the “Terms”) and any Program Order Form (each, an “Order Form”) to which these Terms are incorporated (collectively, the “Agreement”) constitute an agreement between the entity to which the Order Form is addressed (“Organization”) and the EAB entity listed on the Order Form (“EAB”) regarding the program(s) (the “Program”) described in the Order Form. Capitalized terms not otherwise defined herein will have the meanings given to them in the Order Form.
1. Fees and Payment
Organization will pay EAB fees for the Services as stated in the Order Form.
Organization will be responsible for payment of any applicable sales, use, and other applicable taxes, including the value-added tax, and all applicable export and import fees, customs duties and similar charges (other than taxes based on EAB’s income), and any related penalties and interest for the grant of the Services hereunder
3. Changes to Programs
Programs are subject to change at any time. EAB does not guarantee the attendance of any third party (including any exhibitor or speaker), or that any scheduled session, breakout, keynote or other activity will take place. EAB reserves the right, including without prior notice, to make any change to a Program at any time for any reason (including modification of the schedule or content of, or cancellation of, any session, breakout, keynote or other activity). EAB is not responsible for, and no reimbursement will be issued in the event of, any change to a Program (including modification of the overall Program, or the schedule or content of, or cancellation of, any session, keynote or other activity.]
4. Assumption of Risk
Attendance or participation in or at a Program or any related activities is completely voluntary. EAB does not guarantee admittance to all or any part of any Program (including any session, breakout, keynote or other activity). Unless specified otherwise by EAB, all event sessions, breakouts, keynotes or other activities, if applicable, are seated on a first-come, first-served basis. To the maximum extent permitted under applicable law, you accept and assume all risks of any and all personal injury or damage to your personal property that you may face while attending a Program, and hereby waive any claims you may have against EAB, its affiliates, and Program sponsor or Program vendors relating to such risks
5. Confidentiality; Reference
EAB may deliver or otherwise make available information, data, content or other materials that are not already in the public domain (“Confidential Information”). Organization will indefinitely maintain the confidentiality of all Confidential Information received in connection with the Agreement and will not disclose or otherwise make available to any third party, directly or indirectly, Confidential Information without EAB’s prior written permission. Organization will be responsible for any breach of this obligation by any of its officers, employees, directors, agents and contractors. EAB may use Organization’s name on a list of organizations in EAB programs.
6. Limitations on Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL EAB OR ITS PERSONNEL BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR EXEMPLARY LOSS, DAMAGE, OR EXPENSE, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, COSTS OF DELAY, ANY FAILURE OF DELIVERY, BUSINESS INTERRUPTION, COSTS OF LOST OR DAMAGED DATA OR DOCUMENTATION, OR LIABILITIES TO THIRD PARTIES ARISING FROM ANY SOURCE, UNDER ANY THEORY OF LIABILITY EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF EAB AND ITS PERSONNEL RELATING A PARTICULAR PROGRAM SHALL NOT EXCEED THE PROGRAM FEES.
Any notices under the Agreement shall be in writing and sent by overnight courier, mail, or facsimile to the respective contact set forth on the Order Form.
8. Entire Agreement; Amendment
The Agreement consists only of the Order Form, these Terms and any supplemental terms required in connection with the registration and attendance at an EAB event and, once executed and delivered by the parties, supersedes in its entirety all other understandings and agreements regarding the Programs. This Agreement constitutes a legal, valid, binding, and enforceable obligation of each party.
9. Governing Law; Survival
The Agreement is governed by and construed in accordance with the laws of the State of Delaware, without regard to conflict of laws rules or the United Nations Convention on the International Sale of Goods.
10. Force Majeure
EAB shall be excused from performance of its obligations under the Agreement if such a failure to perform results from compliance with any requirement of applicable law, acts of God, fire, pandemic, strike, embargo, terrorist attack, war, insurrection, or riot or any other cause beyond the reasonable control of EAB. Any delay resulting from any of such causes shall extend performance accordingly or excuse performance, in whole or in part, as may be reasonable under the circumstances.
Except where otherwise specified, the rights and remedies granted to a party under the Agreement are cumulative and in addition to, and not in lieu of, any other rights or remedies which the party may possess at law or in equity.
12. No Waiver
The failure of either party to insist upon or enforce strict performance of any provision of the Agreement or to exercise any right under the Agreement shall not be construed as a waiver or relinquishment of such party’s right to assert or rely upon any such provision or right in that or any other instance; rather, the same shall be and remain in full force and effect.
13. No Third Party Beneficiaries
The covenants set forth in the Agreement are intended solely for the benefit of the parties, their successors, and permitted assigns. Nothing in the Agreement will confer upon any person or entity, other than the parties, their successors, and permitted assigns, any legal or equitable right to enforce any provision of the Agreement.
14. Counterparts; Facsimile
The Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same document. Delivery of an executed signature page to the Agreement by electronic communication shall be effective to the same extent as if such party had delivered a manually executed counterpart.