The following terms apply to all Sponsors and exhibitors attending the Unanet Champions Conference. Unanet and each Sponsor, respectively, as identified on an executed sponsorship form, agree that Unanet will provide the sponsorship benefits detailed on the sponsorship form between Unanet and such Sponsor, subject to these Sponsorship Terms, and Sponsor agrees to comply with all terms set forth herein. The “Sponsorship Agreement” shall mean the applicable sponsorship form and these Sponsorship Terms, and “Sponsor” shall be the company as identified on the applicable sponsorship form. Sponsor represents and warrants to Unanet that its signatory is authorized to sign this Sponsorship Agreement, and that this Sponsorship Agreement is binding on Sponsor upon execution of the sponsorship form.  

1. Eligibility

Contract for Space/Tabletop Exhibit - This Sponsorship Agreement (when accepted by Unanet by providing Sponsor with a notice of space assignment) constitutes a contract for the sponsorship benefits set forth on the sponsorship form and the right to use the space at the Unanet Champions conference, subject to receipt of payment for the Sponsorship Fees (defined below). In consideration of payment of the Sponsorship Fees, Unanet shall provide the sponsorship benefits provided in the sponsorship form. For purposes of this Sponsorship Agreement, Unanet means Unanet, Inc. for the benefit of itself and its affiliates; and Sponsor means the participating company, its attendees, personnel, representatives, contractors and agents. All payments must be received by the start of the Champions Conference. Unanet determines the eligibility of any company or product for Sponsorship in its sole discretion. Acceptance of a Sponsorship Agreement does not imply endorsement by Unanet for the Sponsor’s products or services, nor does rejection imply lack of merit of products or services. By agreeing to this Sponsorship Agreement, completing your registration as a Sponsor and consenting to these Sponsorship Terms, Sponsor releases Unanet, and any Unanet agents from any and all liabilities to applicant, its agents, licensees, or employees that may arise or be asserted as a result of Sponsorship at Champions Conference.  

2. Payments

To be officially accepted as a Sponsor, you must complete the sponsorship form and provide full payment of your exhibit and registration fees (“Sponsorship Fees”) must be received either by credit card at the time of submitting the sponsorship form or within 30 days of the date of invoice submitted by Unanet if Sponsor elects to pay by check. All exhibit assignments are considered tentative and not guaranteed unless and until applicable payments are made to Unanet on a timely basis. All payments are  subject to the cancellation policy below.  Sponsor will not be permitted to set up its booth at the Champions Conference unless the Sponsorship Fees have been paid in full. If Unanet has not received the Sponsorship Fees when due, Unanet reserves the right to terminate this Sponsorship Agreement, reassign the sponsorship benefits and/or exhibit space, as applicable, and hold Sponsor responsible for all Sponsorship Fees due, including the costs of collection.  

3. Reassignment; Relocation of Booth/Tabletop Space

Unanet reserves the right to make such changes in floor plan and exhibit spaces assigned as in its sole discretion are required in the best interests of Champions Conference and in order to best serve the sponsors, exhibitors, and attendees as a whole.  

4. Shipment and Installation of Tabletop Exhibits

After receipt and acceptance of the Sponsorship Agreement and the required deposit and/or fee, a Sponsor Confirmation Letter will be sent to each sponsor/exhibitor in advance of the Events. Unanet assumes no responsibility or liability for any of the services performed or materials delivered by any outside contractor used for shipment or set-up of materials.  

5. Exhibit/Tabletop Set-up and Tear-down

 Installation or removal of any part or all of an exhibit other than during the specified hours must be approved in writing by Unanet. Times for the move into the exhibit area and the setting up of exhibits will be specified in the Sponsor Confirmation Letter. Any Sponsor using the services of an independent decorating company assumes all liability for the acts of that decorator during exhibit installation or dismantling under this contract. No outside decorating contractor employed by a Sponsor is allowed to solicit work from any other exhibitor at the Events.  

6. Cleaning of Exhibits/ Tabletops

Sponsors are responsible, at their own expense, for keeping their assigned space clean and in good order.  

7. Restrictions

Unanet reserves the right to restrict exhibits which, because of noise, method of operation, materials, or for any other reason become objectionable, and also to prohibit or to remove any exhibit, which, in the opinion of Unanet may detract from the general character of Champions Conference as a whole, or consists of products or services inconsistent with the purpose of Champions Conference. This reservation includes persons, things, conduct, printed matter, and anything of a character which Unanet determines is objectionable. In the event of such restriction or removal, Unanet shall not be liable for any refunds of Sponsorship Fees or other Sponsor expenses. All demonstrations or other promotional activities must be confined to the limits of the exhibit booth. Sufficient space must be provided within the exhibit booth for the comfort and safety of people watching demonstrations and other promotional activities. Each Sponsor is responsible for keeping the aisles near its booth free of congestion caused by demonstrations or other promotions. No firm or organization not assigned exhibit space will be permitted to solicit business within the exhibit area and exhibitors will be restricted from soliciting other Sponsors at the Events. The use of sound systems is permissible provided that  the sound does not interfere with the overall sound and other events in the Champions Conference expo hall. Unanet reserves the right to request that Sponsor turn off or lower any sound systems specific to Sponsor’s exhibit. The Sponsor agrees not to sponsor group functions, such as tours, film showings, speeches, hospitality suites or other activities during exhibit hours or in conflict with the Champions Conference event hours or that may reasonably be anticipated to have an adverse effect on attendance at Champions Conference events. Sponsor shall ensure that its exhibit is appropriately staffed during all Champions Conference expo hall hours and shall not dismantle its exhibit prior to the official closing time. If Sponsor fails to comply with any of the terms set forth in these Sponsorship Terms, Unanet may revoke or cancel this Sponsorship Agreement and Sponsor’s right to exhibit at the Champions Conference and Sponsor shall remain liable for the entire Sponsorship Fee, and Unanet may pursue any other available legal or equitable remedies.  

8. Fire Regulations

Combustible or explosive materials and substances may not be used. Cloth and other flammable materials must be flameproof. Packing containers, empty cardboard boxes, excelsior, wrappings and similar materials must be removed from the exhibit area and not stored under tables or behind displays.  

9. Care of Premises

No part of an exhibit and no signs or other materials may be pasted, nailed, or otherwise affixed to walls, doors, or other surfaces in a way that might mar or deface the premises or booth equipment and furnishes. Damage from failure to observe this notice is payable by the Sponsor. 

10. Liability and Indemnification

Unanet assumes no liability whatsoever for loss or damage through any cause, of goods, products, items, exhibits, or other materials owned, rented, or leased by the Sponsor (“Sponsor Materials”).  Sponsor assumes full responsibility for the acts, errors, omissions, and/or conduct of its employees, representatives, contractors, and agents. Sponsor agrees not to make any claims against Unanet for any loss or damage to the Sponsor Materials. Sponsor is responsible for and assumes all liability for damages caused by its employees, contractors, and agents to the exhibit space or event site, or other Champions sponsors, exhibitors, attendees, or participants.  

Sponsor shall indemnify Unanet, the Champions event facility, their officers, directors, and employees, and agents, from and against, and hold them harmless from, any and all damages, claims, complaints, suits or liabilities resulting from (i) the Sponsor’s use of display space and the exhibit space, including claims, cause of action, suit, damages or liability arising from or relating to any theft, loss of property, loss of life, personal or bodily injury or damage to property, (ii) Sponsor’s violation of any law, statute, regulation or ordinance, or (iii) Sponsor’s failure to strictly comply with these rules and Sponsorship Terms or any other applicable terms in the agreement between Unanet and the facility. Personal effects, souvenir handouts available in limited quantities, and small, easily removed items of value should not be left in booths when unattended.  

Unanet’s entire liability to Sponsor arising out of or related to this Sponsorship Agreement shall be limited to the Sponsorship Fees paid. IN NO EVENT SHALL UNANET BE LIABLE TO SPONSOR OR SPONSOR’S EMPLOYEES, DIRECTORS, OFFICERS, OR AGENTS FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE CHAMPIONS CONFERENCE, WHETHER BASED IN CONTRACT OR TORT (INCLUDING NEGLIGENCE), AND WHETHER OR NOT UNANET WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  

11. Employees-Only; Multiple Exhibitors in Same Space; Subletting

Only employees of Sponsor may participate and staff the Sponsor’s booth. Exceptions to this policy must be approved in writing by Unanet. No Sponsor shall assign, sublet, share or apportion the whole or any part of the space allotted without the knowledge and written consent of Unanet. This includes dealers, distributors, third-party developers, VAR’s or other agents or partners, or sub-contractors, co-exhibiting or staffing in the assigned space. Each Sponsor must display only the goods or services provided in its own regular course of business. Sponsors who share space, co-exhibit, cosign or in any other way co-participate in the same booth, subject to Unanet's prior approval, are obligated to make full payment on the booth space before it can be occupied or set-up. Each co-sponsor will be assessed a separate administration and handling fee of $5,000.  

12. Exhibitor-Appointed Contractors

Any Sponsor using an independent exhibitor-appointed contractor (EAC) agrees to indemnify and hold Unanet harmless and all official contractors from any and all liability for any act, complaint, damage or loss to any other Sponsor, the Events venue, the property of any contractor or any consequential, incidental, special, or indirect damages arising out of any such act or loss from the times the independent EAC arrives at Champions Conference until the final move out of Unanet is complete.  

13. Term; Cancellation Policy

The term of this Sponsorship Agreement commences when accepted by Unanet by providing Sponsor with a notice of space assignment and continues until completion of both parties’ fulfillment of their respective obligations hereunder or thirty (30) days after the event, whichever is earlier, unless earlier cancelled pursuant to this section (the “Term”). Upon written notice to Unanet, any Sponsor may cancel their Sponsorship Agreement. Sponsor agrees that if it cancels this Sponsorship Agreement for any reason, then Unanet shall assess a cancellation fee against Sponsor, as liquidated damages and not as a penalty. The cancellation fee shall be 100% of the total Sponsorship fee, if cancellation notice is received between ninety (90) calendar days prior to the  commencement date of the Champions Conference (“Event Date”) and the Event Date. If cancellation notice is received by Unanet prior to ninety (90) calendar days before the Event Date, the cancellation fee shall be 50% of the total Sponsorship fee. Unanet may cancel this Sponsorship Agreement for any reason if Sponsor breaches this Agreement, including non-payment of the fees when due. Unanet’s reassignment of the cancelled Sponsorship and exhibit space does not relieve Sponsor of its obligations to pay the cancellation fees set forth above. If Sponsor fails to notify Unanet of its cancellation and does not set up its exhibit prior to the commencement of Champions, then this Sponsorship Agreement shall be deemed cancelled, and Sponsor remains responsible for payment of the Sponsorship Fees. Upon termination or cancellation of this Sponsorship Agreement, each party shall be released of their obligations except for those set forth in sections 2, 10, 13, 15, 17 through 21, or any liability arising out of Sponsor’s breach of this Sponsorship Agreement, including non-payment of Sponsorship Fees.  

14. Sponsor Management

Only authorized Unanet personnel have the authority to make decisions affecting the Champions Conference and Sponsor activities in the Champions Conference expo hall and otherwise during the Champions Conference. Unanet reserves the right to approve or disapprove in its sole discretion, the use and distribution of any marketing or promotional materials. 

15. Right to Use Name

Sponsor grants Unanet a worldwide, non-exclusive, sub-licensable, royalty-free right and license to use and display Sponsor’s name, logo, trademarks, domain name, or other indicators, as well any other Sponsor content or materials provided or distributed by Sponsor in connection with the Champions Conference (Sponsor’s “Sponsor IP”), in any and all media, an unlimited number of times, and as reasonably necessary to provide the sponsorship benefits in connection with the Champions Conference. Sponsor retains all right, title, and interest in and to its Sponsor IP. Sponsor represents and warrants to Unanet that it owns or has licensed all rights, title, and interest in the content and other materials that it provides in connection with the Champions Conference, including for its landing page, if applicable. Sponsor grants Unanet a nonexclusive right and license to use, display, perform, publish, and transmit all such Sponsor IP and all other content and materials made available by Sponsor solely in connection with the Champions Conference. Unanet may photograph, record, or otherwise capture images, audio, and video at the Champions Conference, including Sponsor’s exhibit and any Sponsor IP in Sponsor’s exhibit. Sponsor acknowledges that Unanet shall own all rights to such recordings, images, photographs, or other materials and may use them to promote future events and for other lawful business purposes. Sponsor agrees to indemnify and hold harmless Unanet from any damages, losses, or liabilities or claims arising out of Sponsor’s ownership of or rights to use its Sponsor IP or any other content provided to Unanet in connection with the Champions Conference. Sponsor has no right to use Unanet’s name, logo, trademarks, domain name or other indicates except as expressly authorized by Unanet and solely for the purposes consistent with this Sponsorship Agreement and only during the Term of this Sponsorship Agreement.  

16. Artificial Intelligence

Sponsor may not use any content presented at the Champions Conference for any purpose, including without limitation, as input into any generative artificial intelligence or machine learning software, to create any derivative works, or for any other purpose that infringes Unanet’s or other sponsors’ or attendees' intellectual property rights or privacy rights.  

17. Champions Conference Attendee Networking List

Unanet will provide eligible sponsors with the Champions attendee list one week prior to the Champions Conference Event Date and within two weeks post-event. The attendee list will include the data categories as set forth in the applicable tiers described in the sponsorship prospectus, for the tier purchased by each applicable Sponsor on its respective sponsorship registration form.  Sponsor acknowledges that each attendee provides their own information, thus, Unanet is not responsible for any inaccurate, or incomplete information in the networking list. This list may only be used for a one-time initial contact to provide attendee with Sponsor’s promotional materials for its own internal marketing purposes. Unanet reserves the right to further restrict when and how this list is used. Sponsor shall not disclose attendee personal information to any third party or use attendee personal information for more than the initial contact for its own internal business purposes without attendee’s consent. Sponsor shall honor any requests by an attendee to opt out of receiving communications from Sponsor. Sponsor shall implement appropriate administrative, technical, and physical safeguards and take reasonable precautions to protect attendee’s personal information from loss, misuse, unauthorized access, and disclosure, and shall process such personal information for the limited and specific purposes for which it was provided and in compliance with all applicable data protection and privacy laws, including without limitation the California Consumer Privacy Act (CCPA) and similar state laws. Sponsor shall not “sell” (as such term is defined under applicable data protection laws) attendee personal data. 

18. Confidentiality

Sponsor agrees to keep the pricing, any discounts, and terms of the Sponsorship Agreement (“Confidential Information”) confidential and will not disclose the Confidential Information to any third party without the prior written consent of Unanet. Customer will not use the Confidential Information for any purpose other than performance under the terms of this Sponsorship Agreement.  

19. Compliance with Laws

Modifications to Rules In addition to the provisions set forth herein, Sponsor agrees to comply with all applicable rules, regulations, ordinances, and federal, state, and local laws that may be applicable and shall not interfere or infringe the rights of third parties, including without limitation privacy rights and intellectual property rights.  Sponsor agrees to require its personnel to abide by all travel-related precautions and policies implemented by the Champions Conference location.  

20. No Guarantee; Force Majeure.

Unanet does not guarantee any level of in-person attendance at the Champions Conference or at any particular session at the Champions Conference. Unanet does not guarantee a specific time or date for any session and reserves the right to refuse any session/speaking requests in its sole discretion. For the avoidance of doubt, even if Sponsor has purchased the right to present a session at a Champions Conference, Unanet may refuse to accept the session if Sponsor fails to submit its session materials in a timely manner as required by the presentations review and approval process made available to Sponsors by Unanet  Unanet shall not be liable or responsible to the Sponsor, nor deemed as having defaulted under or breached this Agreement, for any reductions in attendance, changes in agenda, or cancellations caused by events outside of Unanet’s control, including without limitation actions by any government entity, fire, flood, riot, labor or material shortage, transportation interruption, national emergency, World Health Organization travel advisory, technical or other personnel failure, acts of terrorism or war, or electronic communications failure. If Unanet changes the event date, location, or cancels the event, which Unanet may do in its sole discretion, Unanet’s sole liability and Sponsor’s sole remedy, is a credit issued to Sponsor in the amount of the applicable prepaid Sponsorship Fee. 21. Miscellaneous; Governing Law – Sponsor may not assign this Agreement without the prior written consent of Unanet. The rights and obligations of Sponsor shall inure to and be binding upon any approved and authorized successors, or assigns. This Agreement supersedes any prior agreements. No waiver, amendment, or modification of this Agreement shall be valid unless in writing. This Sponsorship Agreement is governed by and construed in accordance with the laws of the State of Delaware without regard to conflicts of laws principles. This Sponsorship Agreement constitutes the entire agreement and understanding between the parties related to the sponsorship and the Champions Conference. No supplemental terms or document may modify this Sponsorship Agreement unless in writing signed by both Sponsor and Unanet.  

22. Insurance Requirements.

Sponsor shall, at its own expense, secure and maintain throughout the duration of the Champions Conference, inclusive of move-in and move-out days, commercial general liability insurance with a combined single limit of at least $2,00,000 per occurrence for personal injury, bodily injury, death, and property damage. Such insurance must name Unanet and any additional entity that Unanet may reasonably request (for example, the manager of the venue for the Champions Conference), and their respective representatives as additional insured. Sponsor shall provide Unanet with certificates of insurance evidencing such coverage at least thirty (30) days’ prior to the Event Date