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Exhibitor & Sponsor Agreement Terms & Conditions

The following terms and conditions apply to exhibitors/sponsors (“Exhibitor/Sponsor”) at the Association of Energy Engineers, Inc. (“AEE”) 2019 East Energy Conference & Expo (“Show”):

PAYMENT TERMS To secure an exhibit booth and/or sponsorship, a payment equal to 50% of the Exhibitor/Sponsorship fee (“Fee”) must accompany this form and be received by AEE by no later than the final fee balance payment date (shown below). The balance of such fee is due on or before fifteen (15) days prior to move-in day.

CANCELLATION POLICY All cancellations are required to be submitted in writing to AEE. Half of the fee paid by the Exhibitor/Sponsor will be forfeited for cancellations made on or before thirty (30) days prior to move-in day. The entire amount of the fee paid will be forfeited for cancellations made after thirty (30) days prior to move-in day. Reduction of booth size will be considered cancellation of the space reduced from the original reservation size.

EXHIBITOR/SPONSOR SET-UP/CLOSING RESPONSIBILITIES Exhibits must be set up by 5:00pm on the day prior to opening day. AEE reserves the right to reassign space after this time or to force freight at the cost of the Exhibitor/Sponsor. All booths must be carpeted at the expense of the Exhibitor/Sponsor. AEE reserves the right to force installation of carpet after 5:00pm on the day prior to the opening day of the Show at the expense of the Exhibitor/Sponsor. Exhibits or part of an exhibit may not be removed until after the closing hour of the last date of the Show unless other arrangements have been made in advance and approved by AEE. Exhibits must be removed from the building by the dates/times specified below. In the event that the Exhibitor/Sponsor fails to remove its exhibit in the allotted time, AEE reserves the right at the Exhibitor/Sponsor’s expense, to ship the exhibit through a carrier of AEE’s choosing or to place the same in a storage warehouse subject to the Exhibitor/Sponsor’s disposition or make such other disposition of this property as it may deem appropriate without any liability to AEE.

BOOTH LOCATION AEE reserves the right to change the Show floorplan or relocate Exhibitor/Sponsor’s assigned booth location in its exclusive discretion.

EXHIBITOR/SPONSOR CONDUCT The distribution of samples, souvenirs, publications, etc., or other sales or sales promotion activities must be conducted by Exhibitor/Sponsor only from within its booth. The distribution of any article that interferes with the activities or obstructs access to neighboring booths, or that impedes aisles, is prohibited. The Exhibitor/Sponsor shall conduct and operate its exhibit so as not to annoy, endanger or interfere with the rights of other Exhibitor/Sponsors and visitors. AEE reserves the right to prohibit any exhibit of any Exhibitor/Sponsor that, in its sole discretion and judgment, is inappropriate, offensive, or may detract from the general character of the Show. Exhibitor/Sponsor’s booth(s) must be staffed by the Exhibitor/ Sponsor during all open Show hours.

FORCE MAJEURE In the event the Show or a portion of the Show is not held as a result of any cause not reasonably within AEE’s control (including, but not limited to, acts of terrorism, unavailability of transportation that prevents the occurrence of the Show, acts of God, war, civil disturbances, declaration of national emergency, accidents or labor disputes, fire, flood, storms etc.) then both parties will be relieved of performance of their obligations under this agreement (and any accompanying payment obligations) without liability of any kind. AEE shall not be responsible for reimbursing the Exhibitor/Sponsor any part of the Fee paid by the Exhibitor/Sponsor or for any direct or indirect loss due to a required change of dates, location, or cancellation of the Show or a portion of the Show.

LISTINGS AND PROMOTIONAL MATERIALS By exhibiting at the Show, you grant AEE a fully paid, perpetual non-exclusive license to use, display and reproduce your name, trade names and product names in any directory (print, electronic or other media) listing your company at the Show and to use such name in Show promotional materials.

INSURANCE Exhibitor/Sponsor shall, at its own expense, secure and maintain through the term of this contract, including move-in and move-out days, the insurance listed below: Workers’ Compensation Insurance complying with all federal laws and laws of the state in which the Show is being held. Comprehensive General Liability Insurance with limits not less than $1,000,000 per each occurrence, $2,000,000 aggregate, combined single limit for bodily injury and property damages, including coverage for personal injury, contractual and operation of mobile equipment, products and liquor liability (if applicable). Automobile Liability Insurance with limits of not less than $500,000 per each occurrence, combined single-limit for bodily injury and property damage, including coverage for owned, non-owned and hired vehicles, including loading and unloading operators. Comprehensive General Liability and Automobile Liability insurance policies shall name AEE as an additional insured. If requested, copies of additional insured endorsements, primary coverage endorsements and complete copies of policies, shall be furnished to AEE no later than fifteen (15) days before move-in day.

LIABILITY The Exhibitor/Sponsor assumes all responsibility for any and all loss, theft, damage, or injury to the person, or to Exhibitor/Sponsor’s displays, equipment and other property during the Show, and while on the Hynes Convention Center premises, and hereby waives any claim or demand it may have against AEE or its affiliates, sponsors, cosponsors, employees, contractors, or against the Hynes Convention Center or its parents, subsidiaries or affiliates arising from such loss, theft, damage or injury. In addition, the Exhibitor/Sponsor agrees to defend (if requested by and with counsel satisfactory to AEE), indemnify and hold harmless AEE and the Hynes Convention Center and their respective parent, subsidiary and other affiliated or related companies from and against any liabilities, obligations, damages, fines, suits, costs and expenses and claims of including, without limitation, attorneys’ fees and costs up through and including any appeal, arising from or in connection with the Exhibitor/ Sponsor’s occupancy and use of the Hynes Convention Center premises or any part thereof or any negligent act, error or omission or willful misconduct of the Exhibitor/Sponsor or its employees, contractors, subcontractors or agents.

COMPLIANCE WITH LAWS Exhibitor/Sponsor shall abide by all laws, rules, regulations, and ordinances of any applicable government authority and all rules of the Hynes Convention Center, including but not limited to compliance with the Americans with Disabilities Act.

GOVERNING LAW This Agreement shall be governed in accordance with the laws of the State of Georgia without giving effect to any choice or conflicts of law principles. The parties agree to submit to the exclusive personal jurisdiction and venue of the state courts in DeKalb County, Georgia or the federal court in the Northern District of Georgia for disputes relating to this agreement.

AGREEMENT TO TERMS AND CONDITIONS Exhibitor/Sponsor agrees to observe and abide by the foregoing terms and conditions and by such rules made by AEE from time to time for the efficient or safe operation of the exhibit. AEE, in its sole judgment, may refuse to consider for participation in future events any Exhibitor/Sponsor who violates or fails to abide by such terms and conditions. By signing this Agreement, the undersigned certifies that he or she has read, understands and agrees to abide by the foregoing terms and conditions.