- General Event Information:
These Sponsorship Terms & Conditions together with the foregoing order agreement, and any exhibits or annexes attached hereto, form one and the same agreement (the “Agreement”). The IPO Conference by IPO Institute, Inc. detailed above, hereafter the “Event,” is being organized by IPO Institute Financial Products, Inc. (d/b/a IPO Institute Events), hereafter “IPO Institute” and includes participation from the event sponsor (“Sponsor”). IPO Institute’s obligation to hold this event is contingent upon the facility in which the event is scheduled to be held providing the space that IPO Institute has contracted on the dates set forth above (the “Venue”). Event hours will be established by IPO Institute and are subject to change. IPO Institute makes no representations or guarantees regarding the number of persons who will attend the Event, as these numbers are impossible to predict.
- Sponsorship Fee; Giveaways; Costs:
The sponsorship fee is due in full upon execution of this Agreement and as outlined in the invoice related to this Agreement. Sponsors of any promotional “giveaway” are responsible for the cost of the giveaway. To the extent the sponsorship includes an exhibit table, Sponsor will be responsible for all costs incurred in connection with the table, including electric, internet connections, dedicated audio/video, shipping and handling, and all other dedicated support.
- Sponsor Conduct:
The Sponsor agrees to assume all costs related to their sponsorship as outlined in the Event Sponsorship Guide which the sponsor acknowledges receipt of, and, as such, agrees to comply with and adhere to all applicable laws, ordinances, rules and regulations of the local police and fire department, Venue policies, and insurance obligations related to the Venue where applicable. The Sponsor and its representatives will not cause or permit their guests to commit any act in violation of such laws, ordinances, rules, or regulations and promises to immediately cease, remedy, and correct the causes of any such violations.
- Editorial License:
IPO Institute continues to develop programming in conjunction with sponsors. IPO Institute has the right to approve or deny presentations, speakers, or advertising content as it relates to the Event.
The Sponsor agrees to keep the price, terms, and conditions of this Agreement confidential.
This Agreement cannot be assigned, in whole or in part, without first seeking the written approval of IPO Institute.
- Cancellation of the Event:
(a) Cancellation for Reasons Related to COVID-19: IPO Institute reserves the right to cancel the Event because of any rules, regulations, laws, or guidelines issued or promulgated by any governmental body or agency having jurisdiction over the venue of the Event. In the event of a COVID-19 related cancellation, IPO Institute will either:
- reschedule the Event, in which case the Sponsor’s fees will be applied to the future date, or
- cancel the Event, in which case IPO Institute will refund 100% of fees paid by Sponsor.
In the event that IPO Institute reschedules the Event, the Sponsor may notify IPO Institute within 15 days of the date of the notice of cancellation that it chooses to withdraw and not to have its fees applied to the future date (“Withdrawal Notice”), in which case IPO Institute will refund 75% of fees should the Withdrawal Notice be made more than six (6) months prior to the originally scheduled Event date; or 50% if made less than six (6) months prior to the originally scheduled Event date. In the event that any amount of such fees remain unpaid and the unpaid amount exceeds such refund, the Sponsor shall promptly pay any balance due to IPO Institute.
(b) Cancellation for Reasons Not Related to COVID-19: IPO Institute reserves the right to cancel the Event, in whole or in part, for any reasons not related to the COVID-19 virus and will notify the Sponsor in writing should this occur. If IPO Institute cancels the Event or portion(s) of the Event that affect the Sponsor prior to 30 days before the originally scheduled Event date IPO Institute will refund all fees received. If IPO Institute cancels the Event or portion(s) of the Event that affect the Sponsor on or after 30 days prior to the event, IPO Institute will refund 75% of fees received.
- Sponsor Cancellation:
Unless the Event is cancelled by IPO Institute as set forth above, under no circumstances shall any fee or any portion of any fee paid hereunder be refundable for any reason whatsoever. If the Sponsor desires to cancel the sponsorship under this contract, it shall give IPO Institute at least thirty (30) days written notice, but all fees paid hereunder shall be forfeited.
- Free Passes:
Conference passes given as a result of the sponsorship are only to be used by employees of the Sponsoring company. Passes cannot be distributed or used by someone employed by another firm without the written consent of IPO Institute prior to the event.
- lndemnity and Liability:
IPO Institute shall not be held liable for uncontrollable incidents such as fire, strike, natural disasters, or terrorists’ activities which may cause the Event to be adversely impacted, delayed, or cancelled. The Sponsor shall defend, indemnify, and hold IPO Institute, its directors, shareholders, and employees free, clear, and harmless from and against any and all losses, liabilities, costs, expenses, claims, penalties, judgments, and damages caused by any act, omission, or negligence of the Sponsor or its Sponsor’s representatives, or employees, in connection with the sponsorship contracted for hereunder and/or with this Agreement.
- Conflicts and Disputes:
This Agreement constitutes the entire agreement between parties specified and there are no other agreements, oral, or written other than as set forth in this Agreement relating to the subject matter of this Agreement. This Agreement shall be interpreted in accordance with the laws of the State of New York and each party hereby submits to the jurisdiction of and agrees that the courts within the State of New York shall have sole and exclusive jurisdiction with regard to any litigation or dispute arising out of, or in connection with. this Agreement.