|By checking the “Waiver” box & registering for Small Business Expo, I acknowledge that I have read and I agree to abide by the Small Business Expo Terms & Conditions listed. Without limiting the foregoing, I also understand that all transactions executed by me through registering for Small Business Expo (by checking the “Waiver” acceptance box) or thereafter which I execute as an attendee or exhibitor are final and that there are no refunds.You will be sent a text message to your cell phone number that you provided above along with a pre-recorded voicemail reminding you about your registration to Small Business Expo. By accepting these terms & conditions (by checking the acceptance box), you agree to receive these reminders.
ATTENDEE TERMS & CONDITIONS
Last Updated: July 28, 2016
1. THIS AGREEMENT
1.1 Acceptance. Please read this Agreement carefully before otherwise accessing the Website. In order to use the Website, you must first agree to this Agreement. By accessing a web page of the Website (other than this Agreement), Visitors indicate that they have read and agree to be bound by the terms and conditions set forth in this Agreement. Registrants indicate their agreement to this Agreement either as do Visitors or by means of a click-through consent, as available. Furthermore, you are not authorized to use the Website if (i) you are not of legal age or otherwise do not have the legal capacity to form a binding contract with Manager, or (ii) you are a person barred from using the Website either (a) under the laws of the jurisdiction in which you reside or otherwise from which you are attempting to access the Website, or (b) due to prior violations of this Agreement. If you do not agree to be bound by this Agreement, you are not authorized to use the Website.
1.2 Modification. We reserve the right to modify this Agreement at any time. You agree to review this Agreement periodically to be aware of all such modifications. You further agree that your continued use of the Website after a modified version of this Agreement has been posted to the Website shall be deemed to be your conclusive acceptance of any modified version of this Agreement. We will indicate that changes to this Agreement have been made by updating the date indicated after “Last Updated” at the beginning of this Agreement. If you do not agree to abide by the initial version and each modified version of this Agreement, you are not authorized to use the Website. A current version of this Agreement is accessible via the footer of the Website’s homepage.
2.1 Registrant Profile; Password. Registrants will receive a user ID and password (“Registrant Profile”) to access their registration account (“Account”). Registrants agree not to allow any third party to use their Registrant Profile to access the Website and to safeguard the information that would allow another person or entity to access the Website by using their Registrant Profile. Registrants shall be responsible for their failure to safeguard such information and/or to allow any other individual or entity to access or use the Website by using their Registrant Profile. No Registrant Profile or Account, or any portion thereof, may be sold or otherwise transferred by a Registrant. Registrants shall notify Manager in writing immediately of any unauthorized use of their Registrant Profile, Account or otherwise of the Website. Registrants and Visitors agree that Manager shall not be liable for any loss that results from the unauthorized use of any Registrant Profile or Account, either with or without Manager’s knowledge.
2.2 Accurate Information. You shall provide us with accurate, complete and current information during registration, and update all such information provided to us if and as soon as such information should change.
2.3 Disabling or Revocation of Registration. We have the right to cancel your registration to the Event and/or access to your Account at any time, for any reason as determined by us in our sole discretion, including without limitation if we believe you have violated this Agreement. If we disable access to your Account, you may be prevented from accessing the Website, your Account details and/or any files or other various materials, all of which may be deleted by us.
2.4 No Transfer. Your registration to an Event and/or right to use the Website through your Account is not transferrable to any other person. It is forbidden to transfer badges, passes and any other credentials used for gaining admittance the Event.
2.5 Event Traffic. Lines to register for an Event or otherwise to enter an Event may be quite long. You can facilitate your admittance to an Event by registering through the Website prior to the Event, though doing so does not ensure that you will be admitted to the Event quickly. We work hard to make admittance to each Event a smooth process for everyone, but as the number of Registrants tends to be large and only a certain number of people can be processed and/or admitted at one time, you may to have to wait even a significant amount of time before being admitted to an Event.
3. SMALL BUSINESS EXPO; SMALL BUSINESS EDUCATION CENTER
3.1 About the Events. The Events are business networking events & trade shows which brings together business professionals such as Business Owners, CEOs, Presidents, CMOs, CFOs, Entrepreneurs and other senior level management and business professionals. The Events feature numerous exciting and insightful business industry related panel discussions, workshops, networking events and classes. Subject to any applicable fee or fees, Registrants will be eligible to participate in most activities offered at the Events on a first-come, first served basis, with limited availability.
3.2 Participants; Exhibitors. You may register for an Event by completing the registration process, as more fully described in Section 2 hereof. Exhibitors must fill out Manager’s Exhibitor Application located atwww.thesmallbusinessexpo.com (click on BE AN EXHIBITOR, download the Exhibitor Prospectus and complete the appropriate Exhibitor Application for the applicable city) and agree to the terms and conditions attached to Manager’s Exhibitor Application (the “Exhibitor T&C”). Exhibitors acknowledge and agree that by returning the Event Exhibitor Application to us, or by filling out the Event Exhibitor Application with one of Manager’s staff member on the phone, via email, and or by fax, they agree to be bound by the terms and conditions of the Exhibitor T&C.
3.3 Directories. Upon registering for an Event (either as a Participant or an Exhibitor), Registrants may elect to be listed in Manager’s online business industry directory for such Event, hosted at BizNation.biz (the “Online Directory”). Such a listing will include each Registrant’s name, phone number, email address, address, website, industry job and other information. The Online Directory will be publicly viewable. Registrants may also elect to be listed in the Event’s hard copy business industry print directory (the “Print Directory”). Such a listing will include a Registrant’s name, title, company, address, phone, email address and other information. Listings will be sorted alphabetically and possibly by Job Type and Industry. Only Registrants who wish to be listed in the print directory will be provided with a listing. Being listed in this Print Directory is FREE of charge. Copies of the Print Directory will be sold at the Events and otherwise as determined by Manager in its sole discretion, for an additional fee. Without limiting the foregoing, we may sell copies of the Print Directory or other forms of such information to Exhibitor and other third parties, and such persons may use such information about you contained in the Print Directory for advertising, promotion and other commercial purposes (including without limitation contacting you by post, telephone and email).
3.3.1 Directory Refund Policy. Registrants who choose to be listed in the Online Directory will pay a monthly recurring fee until they cancel their subscription (the current monthly fee is listed on the check-out page which you must agree to in order to complete the purchase of your online listing). There are NO REFUNDS for Online Directory listings once you have submitted a listing entry. You may, however, cancel your listing at any time and choose (beginning with the immediately following month) not to renew your listing in the Online Directory. You may effectuate a cancellation by logging into your Account and then clicking “CANCEL” where indicated. If you wish to be removed from the Print Directory, you must notify us of such a decision in writing by no later than thirty (30) days prior to the printing date of the Print Directory for a certain Event; after such a time, we will not be able to cancel your listing in the Print Directory for such Event.
3.4 Scanning PII. Certain of the personally identifiable information (“PII”) and other information provided by Participants at registration will be available to Exhibitors during the Events and thereafter; however, a Participant’s credit card information shall not be provided to Exhibitors by us unless expressly requested by you. Specifically, Exhibitors who rent bar code scanners during an Event will be able to scan a bar code contained on each Participant’s name tag and obtain certain PII and other information about such Participant. Participants agree that by providing us with their information at registration, we and Exhibitors are free to use your information (other than your credit card number) in such a manner and otherwise as determined by us in our sole discretion.
3.5 Contacting You. You agree that by submitting your PII to us, you authorize us or third parties to whom we have transferred your PII or who collected your PII at an Event to contact you for advertising, marketing and other commercial purposes, including without limitation by means of robo calls, texts or call to your mobile phone, email blasts and otherwise by post.
3.6 Job Interviews. If offered at an Event, Participants may register to participate in various job interviews at such Event. Participants acknowledge and agree that Manager merely provides a forum for such activities and Manager does not endorse and has no control over the parties conducting such interviews. If interviews are offered at an Event, such job interviews have a limited number of available slots and you are not guaranteed success or even participation in any such interview.
3.7 Recording of the Event; Grant of Rights to Use Name, Image and Likeness. We will be photographing, videotaping and otherwise recording the Event and using the resulting footage for promotional purposes. Each Registrants acknowledges and agrees that such Registrant hereby grants Manager the exclusive, perpetual, worldwide, irrevocable, royalty free right and permission to use, distribute, publish, exhibit, digitize, broadcast, display, reproduce, and otherwise use such Registrant’s name, image, likeness, voice and biography (or any copyrighted material or trademarks owned and displayed by such Registrant) in any manner or media whatsoever (whether now known or hereafter known) including without limitation for the purposes of advertising or trade in promoting and publicizing the Event, Manager and/or our products and services.
3.8 Exhibitor Speech or Expression. The Event offers the opportunity for various types of Exhibitors to present their products and services, and otherwise to communicate their thoughts and opinions, to Participants. We do not endorse or otherwise condone the statements made by, or the activities of, any Exhibitor, and Participants acknowledge and agree that Manager shall not be liable for any act or omission of an Exhibitor at, or otherwise in connection with, the Event.
3.9.1 Qualified Referrals. We may offer you terms for qualified referrals (each, a “Qualified Referral”) which will be triggered when someone you have referred to us both registers with us for an Event and attends such Event in person. If a person referred by you does not fulfill both of these requirements, such person will not be deemed to be a Qualified Referral. Notwithstanding the foregoing, only people who have not yet registered with us for an Event (at the time that they were referred by you) may be counted as Qualified Referral. Unless we expressly state otherwise in writing, each program is limited to fifty (50) Qualified Referrals per referrer.
3.9.2 Value; No Transfer. Unless stated otherwise, for each Qualified Referral you will earn One Dollar ($1) of value towards a gift card or other item being offered by us in our sole discretion. You will be responsible for any and all tax liability arising out of your accrual of value, redemption and receipt of a gift card or other item. Each gift card will expire on the date stated on the card or on the written materials accompanying the card. Gift cards will be sent to the address listed in your Account, and we shall have no liability for misdirected or lost cars due to an incorrect address. Gift cards may not be sold, bartered, assigned or otherwise transferred to any third party.
3.9.3 No Spam. Bulk email distribution, distribution to strangers, or any other promotion of us or an Event in a manner that would constitute or appear to constitute spam or unsolicited commercial email under any applicable law or regulation is expressly prohibited and will be grounds for immediate termination of a referrer’s participation in a program.
3.10 Small Business Education Center. Manager is providing as part of the Website a forum for learning about issues which affect small business owners, including articles and commentary posted by us or third parties, called the Small Business Education Center (“SBEC”). All such Content (as hereinafter defined) is provided for educational and informational purposes only, and should not be construed as constituting legal, financial, accounting, tax or business advice. You should not act or refrain from acting on the basis of any Content included in SBEC without receiving appropriate legal, financial, accounting, tax and business advice from an attorney and other licensed advisors in your State of activity regarding the particular facts and circumstances involved.
SBEC offers general information for educational purposes only, and the Content posted on the Website (including without limitation in the SBEC section) may contain errors, be incomplete, or be outdated. Manager makes no warranty, express or implied, about the accuracy, completeness, reliability or suitability of the Content or the content at any other website to which we provide a link or which links to the Website, and Manager shall not be responsible for any such information. All links or other references to third parties are provided for the sake of education or convenience only, and do not represent any endorsement, advertisement or sponsorship of such third parties or any of their products or services.
4. COMMERCIAL TRANSACTIONS
4.1 Purchases. Certain products or services, including those services geared to Participants and Exhibitors, may be offered for sale through the Website by phone, at the Event or otherwise by us. In the event you wish to purchase any of these products or services, you will be asked by Manager or an authorized third party on Manager’s behalf to supply certain PII, including without limitation, your full name, address, telephone number and credit card information. You shall provide Manager and/or such third party with accurate, complete and current PII and other information at all times, and comply with the terms and conditions of any additional agreement that you may enter into which governs your purchase of such product or service. You shall be responsible for all charges incurred through your Account, or otherwise by you or on your behalf.
4.2 Payment. Your right to use any service or product that is available for purchase through the Website, by phone, at the Event or otherwise, is contingent upon your payment in full of the applicable fees indicated at the time of purchase (the “Fees”). Each applicable portion of the Fees must be paid in full at the time of purchase. You may pay any portion of the Fees by Visa, MasterCard, Discover or American Express credit cards. If you opt only for our FREE admission option, then you will be registered as a Participant for the Event free of charge and no fee will be applied. If any payment made under your Account or otherwise by you or on your behalf cannot be charged to your credit card or if a charge is refunded for any reason, including without limitation chargeback, you agree that we reserve the right to withhold delivery of the products and/or services requested and/or to suspend or terminate your Account, and/or any of our obligations to you hereunder.
4.3 No Refunds; Waiver of Claims. Except for as expressly set forth in this Agreement, in no event will any portion of the Fees paid by you be returned to you and/or applied as a credit for any future Event. Manager has the right to cancel your registration to an Event or Events (and, if during an Event, Manager has the right to have you and/or your representatives removed from such Event) at any time due to the your breach (or any a breach by any of your representatives) of the terms of this Agreement, as determined by Manager in Manager’s sole discretion. If your registration to an Event is so cancelled by Manager or if you or your representatives are so removed from such Event, you shall not receive any refund of any Fees paid by you. Notwithstanding the foregoing, if, however, products and/or services you have purchase cannot be provided to you due to the fault of Manager (including due to the cancellation of an Event), Manager shall provide you with a full refund of the Fees applicable to such cancellation, minus a registration processing charge of 20% of such Fees. Manager shall not be responsible for any delays, damages, losses, increased costs, or other unfavorable conditions arising in connection with any delay, rescheduling or cancellation of an Event, and you hereby irrevocably waive all claims arising therefrom.
4.4 Taxes. You shall be responsible for obtaining all licenses, permits and approvals under local, state or federal law applicable to your purchase of any products and/or services from Manager or a person acting on behalf of Manager, and obtaining all tax identification numbers and paying all taxes, license fees and other charges that become due to any governmental authority or other person in connection with such products and/or services.
5. NO ENDORSEMENT; RELEASE
Manager is not affiliated with and does not endorse any Exhibitor or the products or services offered by any Exhibitor or advertised or otherwise referenced on the Website or at an Event by any Exhibitor or other third party, and Manager does not guarantee the accurateness or validity of any such products or services. You hereby release Manager and each of our members, manager, directors, officers, personnel, representatives, employees, agents and independent contractors (collectively, the “Manager Parties”) from any and all claims, demands, damages (actual and consequential) and other liabilities, of every kind and nature, known and unknown, arising out of or in any way related to, directly or indirectly, with your use of the Website or your attendance at any Event, including without limitation (i) any act or omission of Manager, an Exhibitor or any other person in connection with the Website or an Event, (ii) any products or services provided or offered by an Exhibitor or any other person in connection with the Website or any Event, and (iii) any dispute between you and an Exhibitor, or you and any other third party, in connection with your use of the Website or any Event.
6. SUBMITTED CONTENT; REVIEW OF SUBMITTED CONTENT; USAGE RESTRICTIONS
6.1 Content and Submitted Content. The Website contains various text, comments, icons, images, messages, tags, links, photographs, audio, video and other content (collectively, “Content”). We also may offer Registrants the opportunity to post certain Content to the Website in connection with certain interactive Website features, including without limitation commenting on text and participating in discussion forums (“Submitted Content”). We encourage you to enjoy and contribute to these forums but at the same time ask that you be responsible Website community members who adhere to the applicable terms of this Agreement relating to Submitted Content, so that all participating Registrants can have an equally enjoyable experience. To this end, you acknowledge and agree that (i) Manager has no obligation to use or respond to any Submitted Content; (ii) the provision of Submitted Content by you in no way imposes any other obligation on Manager, whether of confidentiality, attribution, or otherwise, and Manager shall not be liable for any use or disclosure of any Submitted Content; (iii) all Submitted Content submitted by you shall be accurate and shall not violate the copyright, trademark, patent, trade secret, right of publicity or any other intellectual property or other right of any third party; (iv) you will not post any Submitted Content to the Website which contains Trademarks (as hereinafter defined) or other third party materials prohibited by this Agreement or otherwise by law, (v) you hereby waive any and all claims (including, without limitation, claims based upon invasion of privacy, defamation, false light, or right of publicity) arising out of any alteration, distortion or other use of your name, image or likeness or that of any third party which is included in any Submitted Content by you (including without limitation your photograph or the photograph of a third party), (vi) you will not post any Submitted Content to the Website that was previously published or which is otherwise unoriginal, (vii) you shall pay for all royalties, fees and any other monies owed to any person by reason of any Submitted Content that you post to the Website, (viii) Submitted Content may be subject to size and usage limitations, and you are responsible for adhering to such limitations, and (ix) all Submitted Content shall adhere to the provisions of Section 6.3 hereof specifically and generally to all other applicable sections of this Agreement.
6.2 Quality and Review of Submitted Content. Manager does not and shall not have any obligation to review Submitted Content. If Manager does review Submitted Content, we do so quickly only in order to review that such Submitted Content is not obviously inappropriate or offensive. Thus we cannot and do not guarantee the accuracy, integrity or quality of any Submitted Content and we cannot and do not assure that harmful, inaccurate, misleading, deceptive, offensive, inappropriate, threatening, defamatory, unlawful or otherwise objectionable Submitted Content will not appear on the Website. Notwithstanding the foregoing or anything to the contrary herein, Manager has the absolute right (but not the obligation) to pre-screen, review, flag, filter and monitor all Submitted Content in our sole discretion, and Manager reserves the right to alter, edit, refuse to post or remove any Submitted Content, in whole or in part, for any reason or for no reason, and to disclose such materials and the circumstances surrounding their transmission to any third party in order to satisfy any applicable law, regulation, legal process or governmental request and/or to protect ourselves, Registrants, Visitors, our service providers or any third party, all as determined in our sole discretion.
6.3 Usage Restrictions. You shall not (and you shall not permit anyone else) to copy, modify, create a derivative work of, reverse engineer, translate, adapt or decompile (or attempt to translate, adapt or decompile) or otherwise attempt to extract any software underlying the Website. You further agree not use the Website in any manner that:
(a) is designed to interrupt, or destroys or limits the functionality of, any computer software or hardware or telecommunications equipment;
(b) interferes with or disrupts the Website, websites linked to the Website, or otherwise interferes with operations or services of the Website in any way, or acts illegally or maliciously against the business interests or reputation of Manager and/or any Event;
(c) infringes any copyright, trademark, trade secret, patent or other right of any party (including the promoting of an illegal or unauthorized copy of another person’s copyrighted work), or defames or invades the publicity rights or the privacy of any person, living or deceased (or impersonates any such person);
(d) is false, misleading, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable, as determined by Manager in our sole discretion;
(e) causes us to lose (in whole or part) the services of our internet service provider(s) or other supplier(s);
(f) consists of any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
(g) links to or uses materials or other content, directly or indirectly, to which you do not have a right to link or use, or deep-links to any portion of the Website without our express written consent;
(h) aggregates any Content (whether using links or other technical means or physical records associated with purchases made through the Website) with material from other sites or on a secondary website without our express written permission;
(i) incorrectly assert any relationship with us or any endorsement by us; or
(j) violates, or encourages others to violate, this Agreement or any other additional applicable agreements between you and us, or violates or encourages others to violate any applicable local, state, national, or international law.
6.4 Grant of License to Submitted Content. By posting Submitted Content to the Website or by otherwise submitting Submitted Content to us (if applicable), you automatically grant, and you represent and warrant that you have the right to grant, to Manager regarding such Submitted Content, a non-exclusive, perpetual, irrevocable, sub-licensable (through multiple tiers), assignable, fully-paid, royalty free, and worldwide license to (i) use, copy, modify, adapt, publish, make, sell, and publicly display such Submitted Content, (ii) derive revenue or other remuneration from such Submitted Content, communicate to the public such Submitted Content, (iii) distribute such Submitted Content (through multiple tiers), perform or display such Submitted Content (in whole or in part), and/or to create derivative works of or incorporate such Submitted Content in other works in any form, media, or technology now known or later developed, and (iv) to grant and authorize sublicenses of the foregoing through multiple tiers of sub-licensees, including without limitation the right to exercise the copyright, right of publicity, and any other rights contained in or accompanying such Submitted Content for any purpose, including without limitation for purposes of advertising and publicity on the Website and elsewhere. Manager shall not be limited in any way in our use, commercial or otherwise, of any Submitted Content, and you hereby waive all moral rights in, or approval rights to, any Submitted Content you post to the Website or otherwise provide us. Further, we reserve the express right to incorporate any Submitted Content posted to the Website or otherwise conveyed by any Registrant to Manager into any further work, in any medium now or hereafter known, without prior consent or review, and without attribution or payment of any royalty or fee whatsoever.
7. INTELLECTUAL PROPERTY
7.1 Proprietary Rights. The Website contains various Content which is protected by the copyright, trademark and other laws of the United States and/or other jurisdictions. Other than for Submitted Content provided by you, as between you and Manager (i) all right, title and interest (including without limitation all copyright, trademark, patent, trade secret and other intellectual property rights) in and to the Website (including without limitation all Content appearing therein) is owned exclusively by Manager, and (ii) you have no rights in and to the Website other than for the limited rights expressly set forth in this Agreement. Except for that information which is in the public domain or for which you have been given express written permission by Manager, no Content may be sold, copied, reproduced, republished, uploaded, displayed, posted, transmitted, distributed, modified, publicly performed, used in any derivative works based thereon or otherwise used for any public or commercial purpose without the prior written consent of Manager and, where applicable, our licensors. However, you may print copies of materials on the Website for your personal, noncommercial use only, provided that you must keep intact all copyright, Trademark, and other proprietary notices appearing therein and that you use such materials only in the manner permitted by this Agreement, and you are strictly prohibited from using any Content in any manner for any commercial purposes or otherwise in any manner which competes with or disparages Manager and/or any Event.
7.2 Copyright Agent. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe that your work has been copied and posted on the Website in a way that constitutes copyright infringement, please provide our copyright agent with the following information: (i) an electronic or physical signature of the copyright owner or of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the Website; (iv) your address, telephone number, and e-mail address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Any notification by a copyright owner or a person authorized to act on its behalf that fails to comply with requirements of the DMCA shall not be considered sufficient notice and shall not be deemed to confer upon Manager actual knowledge of facts or circumstances from which infringing material or acts are evident. Manager’s copyright agent for notice of claims of copyright infringement can be reached as follows:
Name: Small Business Expo LLC Copyright Agent
Address: 555 8th Avenue, Suite 909, New York, NY 10018
We suggest that you consult your legal advisor before filing a notice with Manager’s copyright agent. You should note that there can be penalties for false claims under the DMCA. Manager will, in appropriate circumstances and to the extent plausible, terminate the right of Registrants who infringe the rights of copyright holders to interact with certain portions of the Website.
7.3 Trademarks. All Trademarks appearing on the Website are the property of their respective owners. Manager is not affiliated with, or sponsored or endorsed by, any other third party trademark owner whose Trademark appears on the Website, and Manager does not sponsor or endorse the owner of any such Trademark. As used herein, the term “Trademarks” means, collectively, all service names, graphics, designs, logos, page headers, button icons, scripts, commercial markings and trade dress appearing on the Website which indicate a source of products or services. Trademarks are protected by the trademark laws of the United States and other jurisdictions. You may not use, copy, reproduce, republish, distribute or modify any Trademarks in any way, including without limitation the distribution of Content for advertising or publicity or otherwise, without our prior written consent or the consent of such third party Trademark holder, as applicable. In no event may any Trademarks be used in any manner that is likely to cause confusion, or in any manner that disparages or discredits Manager and/or any Event.
8. REPRESENTATIONS, WARRANTIES AND COVENANTS
Other than for Submitted Content that you submit to us, you agree not to use, copy, reproduce, distribute, publish, display, perform, modify, create derivative works of, transmit, retransmit, sell, publish, broadcast, circulate, display or in any way exploit any Content (including without limitation any copyrighted material, trademarks, or other proprietary information), in whole or in part, whether by e-mail or by any other means, for any purpose other than for your personal, non-commercial use, and in a manner which does not disparage Manager or any Event. Notwithstanding the foregoing, you may download Content as machine readable copies and/or print copies of any web page, provided that such copies will be used for your own personal (and strictly non-commercial) use and not for the purposes of disparaging or competing in any manner with Manager and further provided that all copyright or trademark notices related to such Content are included in full.
The Website may provide links to other websites (collectively, “Linked Sites”). None of the Linked Sites are under the control of Manager and Manager is not responsible for (i) any of the content, advertising, services, products, or other materials on a Linked Site, (ii) any changes or updates to a Linked Site or the availability of a Linked Site, or (iii) any form of transmission received from any Linked Site or the owners of a Linked Site whatsoever. Manager is providing links to a Linked Site to you only as a convenience, and the inclusion of any link does not imply an endorsement by Manager of a Linked Site or any association with its operators or owners or an endorsement of Manager by the operator or owner of any Linked Site. Manager is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, advertising, services, products, or other materials on or available from any such websites. All such websites shall be subject to the policies and procedures of the operator or owner of such websites, and not the terms and conditions of this Agreement.
11. DISCLAIMER OF WARRANTIES
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE AND AGREE TO EACH OF THE PROVISIONS SET FORTH IN SECTIONS 11.1 AND 11.2 BELOW:
11.1 YOUR SOLE RISK YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE WEBSITE AND YOUR ATTENDANCE AT EACH EVENT IS AT YOUR SOLE RISK. THE WEBSITE IS PROVIDED “AS IS”, “WHERE IS”, AND “AS AVAILABLE”. NONE OF THE MANAGER PARTIES ASSUMES ANY RESPONSIBILITY FOR YOUR ATTENDANCE AT ANY EVENT OR YOUR USE OF THE WEBSITE INCLUDING WITHOUT LIMITATION ALL CONTENT, AND NONE OF THE MANAGER PARTIES MAKES ANY PROMISES, GUARANTEES, PREDICTIONS OF SUCCESS OR ANY CLAIMS TO SPECIAL EXPERIENCE, INSIGHT, OR EXPERTISE. NO INFORMATION OBTAINED FROM MANAGER OR ANY THIRD PARTY THROUGH THE WEBSITE OR AT ANY EVENT, WHETHER PROVIDED ORALLY OR IN WRITING, SHALL CREATE ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY THAT (I) YOUR ATTENDANCE AT SUCH EVENT, YOUR USE OF THE WEBSITE OR YOUR RELIANCE ON SUCH INFORMATION WILL MEET YOUR REQUIREMENTS, (II) YOUR ATTENDANCE AT SUCH EVENT OR YOUR USE OF THE WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERRORS OR OMISSIONS, (III) THE CONTENT WILL BE ACCURATE, RELIABLE, COMPLETE OR CURRENT, (IV) DEFECTS IN THE OPERATION OF EACH EVENT OR THE FUNCTIONALITY OF ANY PORTION OF THE WEBSITE WILL BE CORRECTED OR UPDATED, AND ALL SUBMITTED CONTENT WILL NOT BE LOST OR DELETED, (V) DESCRIPTIONS OF PRODUCTS AND/OR SERVICES OFFERED BY US OR BY EXHIBITORS WILL BE ACCURATE, AND (VI) ANY MANAGER PARTY IS IN ANY WAY LIABLE FOR ANY LOSS OR DAMAGE WHATSOEVER THAT MAY DIRECTLY OR INDIRECTLY RESULT FROM YOUR ATTENDANCE AT AN EVENT OR YOUR USE OF THE WEBSITE. SPECIFICALLY, EXHIBITORS OR OTHER THIRD PARTIES WITH WHOM YOU INTERACT THROUGH THE WEBSITE OR AT AN EVENT OR WHO, FOR EXAMPLE, TEACH CLASSES OR CONDUCT WORKSHOPS, INTERVIEWS, AUDITIONS OR OTHER ACTIVITIES, DO SO EXCLUSIVELY ON THEIR OWN BEHALF AND NONE OF THE MANAGER PARITES ARE RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF YOUR INTERACTION WITH SUCH THIRD PARTIES OR WITH ANY OTHER PERSON WITH WHOM YOU INTERACT EITHER THROUGH THE WEBSITE OR AT ANY EVENT OR IN CONNECTION WITH ANY EVENT, INCLUDING WITHOUT LIMITATION ANY ORAL, WRITTEN OR OTHER EXPRSESION MADE BY A THIRD PARTY. NONE OF THE MANAGER PARTIES SHALL HAVE ANY LIABILITY, OBLIGATION OR RESPONSIBILITY TO YOU OR ANY OTHER PERSON FOR ANY LOSS, DAMAGE, OR ADVERSE CONSEQUENCE ALLEGED TO HAVE HAPPENED OR HAPPENING DIRECTLY OR INDIRECTLY THROUGH YOUR USE OF THE WEBSITE OR YOUR ATTENDANCE AT ANY EVENT. SPECIFICALLY, EACH OF THE MANAGER PARTIES DISCLAIMS ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR ANY PARTICULAR PURPOSE IN CONNECTION WITH YOUR USE OF THE WEBSITE AND YOUR ATTENDANCE AT ANY EVENT. YOU FURTHER HEREBY EXPRESSLY RELEASE EACH OF THE MANAGER PARTIES FROM ANY AND ALL CLAIMS ARISING OUT OF YOUR USE OF THE WEBSITE AND/OR ANY EVENT.
11.2 NO GUARANTEE. NONE OF THE MANAGER PARTIES (I) MAKES ANY GUARANTY OF THE ACCURACY, CORRECTNESS, USEFULNESS OR COMPLETENESS OF ANY CONTENT, (II) IS LIABLE FOR LOSSES OR DAMAGES ARISING FROM ANY CONTENT APPEARING ON THE WEBSITE OR ANY MATERIALS APPEARING AT AN EVENT OR ANY PRODUCTS OR SERVICES PROVIDED THROUGH OR IN CONJUNCTION WITH THE WEBSITE OR ANY EVENT, AND (III) IS RESPONSIBLE FOR ANY ERRORS OR OMISSIONS ARISING FROM THE USE OF ANY SUCH CONTENT, MATERIALS, PRODUCTS OR SERVICES INCLUDING YOUR RELIANCE ON ANY OF THE FOREGOING. SPECIFICALLY, NONE OF THE MANAGER PARTIES ENDORSES OR IS RESPONSIBLE FOR ANY ACTS OR OMISSIONS OF ANY EXHIBITORS OR OTHER THIRD PARTIES DURING OR REALTED TO AN EVENT, INCLUDING WITHOUT LIMITATION ANY PANEL DISCUSSIONS, CLASSES, WORKSHOPS, INTERVIEWS OR AUDITIONS, OR ANY PRODUCTS OR SERVICES OFFERED THROUGH THE WEBSITE OR IN CONNECTION WITH ANY EVENT OR OTHERWISE. AS BETWEEN YOU AND THE MANAGER PARTIES, YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES, LOSSES, LIABLITIES OR NEGATIVE CONSEQUENCES RESULTING FROM YOUR USE OF THE WEBSITE OR YOUR ATTENDANCE AT ANY EVENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THROUGH THE WEBSITE OR AT ANY EVENT SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
12. LIMITATION OF LIABILITY
12.1 LIMITED LIABILITY AND DAMAGES. IN NO EVENT SHALL ANY OF THE MANAGER PARTIES BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THE WEBSITE OR ANY EVENT, OR ANY PRODUCTS AND/OR SERVICES ACQUIRED THROUGH THE WEBSITE OR IN CONNECTION WITH ANY EVENT, WHETHER OR NOT MANAGER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
12.2 CAP ON LIABILITY. IN NO EVENT SHALL THE MANAGER PARTIES’ AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCE ARISING OUT OF OR RELATED TO, DIRECTLY OR INDIRECTLY, YOUR USE OF THE WEBSITE OR YOUR ATTENDANCE AT ANY EVENT, INCLUDING WITHOUT LIMITATION YOUR INTERACTION WITH ANY EXHIBITOR, EXCEED THE LESSER OF (A) THE VALUE PAID BY YOU FOR THE GOODS AND/OR SERVICES WHICH DIRECTLY GIVE RISE TO SUCH A CLAIM, IF APPLICABLE, OR (B) ONE THOUSAND DOLLARS ($1,000).
12.3 EXCEPTIONS. THE LIMITATIONS ON THE LIABILITY OF ALL OF THE MANAGER PARTIES TO YOU IN THIS SECTION 12 SHALL APPLY WHETHER OR NOT ANY OF THE MANAGER PARTIES HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY LIABILITY, LOSSES OR DAMAGES ARISING IN CONNECTION WITH OR RELATED TO THE WEBSITE AND/OR ANY EVENT. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS IN SECTION 11 ABOVE OR THIS SECTION 12 MAY NOT APPLY TO YOU.
Notwithstanding anything to the contrary in this Agreement, you hereby agree to indemnify, defend and hold each of the Manager Parties harmless from and against any and all claims, demands, actions, losses, expenses, damages (actual and consequential, direct and indirect) and liabilities of every kind and nature, including without limitation reasonable attorneys’ fees and disbursements, made by any third party arising out or related to (i) any breach by you (or any of your representatives) of any representation, warranty or covenant made in this Agreement or any further agreement executed by you with Manager (if applicable), (ii) any act or omission by you (or any one of your representatives) or the failure by you (or any of your representatives) to fulfill any of your obligations described in this Agreement, (iii) your use of the Website and/or your attendance at any Event, or (iv) your negligence or misconduct, or your violation of any law or regulation. If your indemnification obligations under this Section 13 are invoked by any Manager Party, such Manager Party shall reasonably cooperate with you and shall at all times have the right fully to participate in its defense with its own counsel at its own expense. You shall not enter into any settlement that imposes any liability or obligation on any of the Manager Parties or which contains any admission or acknowledgment of wrongdoing (whether in tort or otherwise) without each such Manager Party’s prior written consent.
14. THIRD PARTIES
Your participation, correspondence or business dealings with any third party found on or through the Website or resulting from any contacts made during any Event, in general or specifically regarding payment and delivery of specific goods and/or services, and any other terms, conditions, representations or warranties associated with such dealings, are solely between you and such third party. You agree that none of the Manager Parties shall be responsible or liable for any loss, damage, or other matters of any sort incurred as the result of such dealings.
15. SPECIAL REQUESTS.
Any and all special requests by you, including without limitation a request that we provide you with hearing-impaired interpreters at an Event or any similar such requests, must be delivered in writing to Manager no less than sixty (60) days prior to such Event.
16. NO AGENCY
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created between you and Manager by this Agreement or otherwise.
All notices hereunder shall be given by certified mail, postage prepaid and return receipt requested, to: Film, Stage & ShowBiz Expo LLC, 555 8th Avenue, Suite 909, New York, NY 10018, and to a Registrant at the address listed in such Registrant’s registrant profile (if an address is provided) and by electronic mail (if we have such an email address for such Registrant). Notice shall be deemed given three (3) days after the date of the mailing.
19. ARBITRATION; LEGAL FEES; NO CLASS CLAIMS.
Any dispute by you or any of your representatives (if applicable) arising out of or relating to your use of the Website, your attendance at any Event, this Agreement, and/or any other understanding between you and any of the Manager Parties, including without limitation regarding any breach under this Agreement or any other such document or other understanding, shall be finally resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction. The arbitration will be conducted in the City of New York, State of New York, by a panel of three arbitrators with applicable industry expertise in the field of event management services, who shall be named in accordance with such rules. The award of the arbitrators shall be final and binding on you and each of the Manager Parties (as applicable), and shall be accompanied by a statement of the reasons upon which the award is based, and such statement as well as all information concerning such arbitration proceedings including without limitation all evidence and materials submitted by you and the applicable Manager Parties (as applicable) and any decision rendered shall, as between you and Manager, be deemed to be the confidential information of Manager and shall not be made public by you or any person acting on your behalf or for your interest. The non-prevailing party in such proceedings shall pay the prevailing party’s costs and expenses, including but not limited to reasonable attorneys’ fees and costs. NO ARBITRATION OR CLAIM UNDER THIS AGREEMENT SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. Notwithstanding the foregoing, Manager may apply to any federal or state court sitting in the County and State of New York for injunctive relief or enforcement of this arbitration provision, without breach of this arbitration provision, and you submit to the jurisdiction of such courts for such purpose.
20. TIMELY FILING OF CLAIMS; WAIVER OF CLASS ACTION
YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE WEBSITE OR ATTENDACE AT ANY EVENT, OR OTHERWISE THIS AGREEMENT, MUST BE FILED BY YOU PURSUANT TO SECTION 19 ABOVE WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR IS CLAIMED TO HAVE ARISEN. FURTHERMORE, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO JOIN CLAIMS WITH THOSE OF OTHERS IN THE FORM OF A CLASS ARBITRATION OR ACTION OR SIMILAR PROCEDURE. ANY CLAIM ARISING OUT OF OR RELATED TO (I) THIS AGREEMENT, (II) YOUR USE OF THE WEBSITE OR YOUR ATTENDANCE AT ANY EVENT, AND/OR (III) YOUR USE OF ANY PRODUCTS OR SERVICES OF OURS OR OF AN EXHIBITOR, MUST BE ASSERTED INDIVIDUALLY.
You shall not sell, assign or otherwise transfer any of your rights or obligations under this Agreement, without Manager’s prior written consent (to be provided or denied in our sole discretion). This Agreement may be automatically assigned by Manager, in our sole discretion, to a third party, and such an assignment shall inure to the benefit of our successors, assigns and/or licensees. Without limitation of the foregoing, we may sell, transfer or otherwise share some or all of our assets, including without limitation your PII, with any parent company, subsidiary, joint venture, and a company under our common control, as well as with a potential acquirer and/or an acquirer, including without limitation in connection with a merger, reorganization, or sale of assets, or in the event of bankruptcy. In each such an event, the PII we have collected from you may be one of the assets so transferred.
22. VALIDITY; WAIVER
If any one or more of the provisions contained in this Agreement shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any of the other provisions of this Agreement, which shall remain in full force and effect, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. If, moreover, any one or more of the provisions contained in this Agreement shall for any reason be held to be excessively broad as to duration, geographical scope, activity or subject, it shall be construed by limiting and reducing it, so as to be enforceable to the extent compatible with the applicable law as it shall then appear. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to a subsequent or similar breach or subsequent or similar breaches. If Manager does not exercise or enforce any legal right or remedy which is contained in this Agreement (or which Manager has the benefit of under any applicable law), such inaction shall not be taken to be a formal waiver of Manager’s rights, and all such rights or remedies shall still be available to Manager.
Section headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. This Agreement and any additional applicable agreement between you and us set forth the entire understanding and agreement between us with respect to the subject matter hereof. The provisions of this Agreement will survive termination or expiration to the extent necessary to carry out the intentions of you and us.
24. CONTACT US
If you have any questions or concerns regarding the Website or any of our Events, please contact us by e-mail:email@example.com or write to us at Film, Stage & ShowBiz Expo LLC, 555 8th Avenue, Suite 909, New York, NY 10018.