INFORMA MARKETS SPONSORSHIP AND EXHIBITION TERMS AND CONDITIONS
1.

DEFINITIONSIn these Conditions, the following terms have the following meanings:
1.1. Booking Form: the booking form to which these Conditions are attached and/or
incorporated into by reference setting out the details of the Package or such otherdocument setting out the details of the Package as Organizer may choose in its sole
discretion to accept;
1.2. Calendar Year: a full twelve (12) month period beginning on January 1 and ending on
December 31;
1.3. Client: the person, company, organisation, association or other entity set out in theBooking Form that is purchasing the Package;
1.4. Conditions: these terms and conditions;1.5. Contract: together, these Conditions and the Booking Form;
1.6. Data Protection Law: all laws related to data protection and privacy that are applicable to any
territory where Organizer or Client processes personal data, where the Event takes place,where any element of the Package is provided and/or where Organizer or Client isestablished;
1.7. Devices: any visitor lead capture application or barcode scanner device;
1.8. Directory: any online product and/or services directory (whether exclusively featuring
exhibitors, sponsors and attendees of the Event or otherwise);
1.9. Directory Content: all content, materials and other information that is provided by Client
and/or its Personnel (whether by uploading directly to a Directory or via any other means) for
inclusion in a Directory;
1.10. Event: the exhibition, conference, show or other event organised by Organizer set out in theBooking Form;
1.11. Fees: the fees payable by Client for the Package set out in the Booking Form;
1.12.Force Majeure Event: any event or circumstance arising that is not within Organizer’s
reasonable control (including, without limitation, governmental regulations or action,
imposition of sanctions, embargo, military action, acts of terrorism or war, civilcommotion or riot, epidemic, pandemic, ﬁre, acts of God, ﬂood, drought, earthquake, natural
disaster, royal demise, third party contractor/supplier failure, Venue damage orcancellation, industrial dispute, interruption/failure of utility service or nuclear, chemical or
biological contamination);
1.13.Informa Group: includes any entity whose ultimate parent company is Informa PLC;
1.14.Intellectual Property Rights: trade marks, trading names, domain names, logos, rights
in design, copyrights, database rights, moral rights, goodwill, rights of conﬁdence, know- howand trade secrets and all other intellectual property rights or analogous rights, whether
registered or unregistered, that subsist now or in the future anywhere in the world;
1.15. Manual: any manual, service kit or guide provided to Client by Organizer in respect of the
Event, as updated by Organizer from time to time;
1.16. Marketing Services: any marketing services element of the Sponsorship set out in theBooking Form (which may include, without limitation, the distribution of e-mails to third
parties by way of a promotional campaign);
1.17. Materials: all content, materials and other information that is provided by Client and/or its
Personnel (including, without limitation, Client’s name, proﬁle, descriptions of products and/or
services, logos, copy, text, photographs, audios, videos, artwork and/or content sessiondata);
1.18. Opening Date: the ﬁrst date on which the Event is scheduled to be open to members ofthepublic;1.19. Organizer: the Informa Group legal entity set out in the Booking Form that is providing the
Package;
1.20. Owners: the owners, management and/or operators of the Venue;
1.21. Package: the Space and/or Sponsorship and/or Directory and/or Devices package
purchased by Client in relation to the Event set out in the Booking Form, as may be
updated by the parties from time to time;
1.22. Personnel: any employee, consultant, agent, other representative or contractor (or any
employee, consultant, agent, or other representative thereof) engaged or employed by aparty in connection with the Event;1.23. Reportable Breach: any breach of security leading to the accidental, unauthorised or
unlawful processing of, destruction of, loss of, corruption of, alteration to or access topersonal data;
1.24. Space: any exhibition space allocated to Client set out in the Booking Form;
1.25.Sponsorship: any sponsorship and/or promotional element of the Package set out in theBooking Form (which may include, without limitation, advertisements, Marketing Services
and/or opportunities to sponsor, contribute to and/or deliver content sessions); and1.26.Venue: the venue at which the Event is to be staged.
2. PACKAGE
2.1. Once submitted to Organizer, a Booking Form constitutes an offer to purchase a Package inaccordance with these Conditions and is irrevocable by Client. The submission of a
Booking Form does not guarantee that Client will be: (i) permitted to exhibit at orotherwise participate in the Event, (ii) assigned to a particular exhibit hall, section or
location within the Venue, and/or (iii) provided with the actual Package (including, without
limitation, the amount of Space and/or Sponsorship) requested. Organizer reserves the rightto reject any Booking Form. A binding contract shall only come into effect when written
conﬁrmation (whether by e-mail or otherwise) of acceptance is sent by Organizer to Client(whether or not it is received). Except as set out in these Conditions, no variation of thisContract, including, without limitation, any updates to the Package, shall be effective unlesssuch variation is agreed in writing by both parties. These Conditions apply to this Contract tothe exclusion of any other terms that Client seeks to impose or incorporate, or which are
implied by trade, custom, practice or course of dealing.
3. FEES
3.1. Client shall pay the Fees in cleared funds in accordance with the payment terms stated in
the Booking Form. Organizer shall have no liability whatsoever if Client pays the Fees (orany portion thereof) into any bank account other than the bank account speciﬁcallydesignated by Organizer to Client for payment. In particular, Organizer shall not beliable for any loss, damage, cost, claim or expense suffered or incurred by Client and/ or
any of its Personnel arising out of or in connection with third party fraud, including, without
limitation, false change of bank account communications, identity theft and other scams.
Payment of the Fees into Organizer’s designated bank account only shall satisfy Client’s
payment obligations under this Contract. To the extent that Client receives any
communication notifying Client of a change in Organizer’s designated bank account,
Client is required to verify the authenticity of the same directly with Organizer. Without
prejudice to any other right or remedy it may have, if Organizer does not receive the Fees into
Organizer’s designated bank account in cleared funds by the due date for payment,
Organizer shall be entitled to: (i) refuse Client and its Personnel entry to the Event, (ii)refuse and/or withdraw the provision of any element of the Package, and/or (iii) chargeinterest on such overdue sum from the due date of payment at the annual rate of 4%
above the base lending rate from time to time of HSBC Limited Hong Kong, accruing on adaily basis and being compounded quarterly until payment of the overdue sum is made,whether before or after judgement. Where Organizer takes any such action, Client shall not be
entitled to a refund of any portion of the Fees it has already paid in respect of the Package
and the Fees shall remain due and payable in full.
3.2. It is the intent of the parties that Organizer shall receive the Fees in full and that any: (i)banking and other transfer of payment charges, and (ii) applicable VAT, GST, sales and/or
service taxes shall be paid solely by Client (in addition to the Fees). If and to the extent thatany withholding taxes are payable in connection with the whole or any portion of the Fees,
Client shall pay such withholding taxes directly to the relevant tax authority and furnish
Organizer with a valid certiﬁcate evidencing payment. To the extent that validacertiﬁcate is
not provided, or to the extent that Organizer is unable to recover thewithholding taxes, theamount of the Fees shall be increased by an amount necessary to compensate for thewithholding taxes (including, without limitation, any amount necessary to “gross up” forwithholding taxes levied on the increase itself).
3.3. Client acknowledges and agrees that certain services may be required by the Owners
and/or Organizer for the safe and efﬁcient operation of the Event, including, without
limitation, connection to and consumption of utilities (for example, electricity) andinspection/health and safety auditing of exhibition stand/shell scheme plans. Suchservices shall be provided by contractors appointed by the Owners and/or Organizer and
it is a condition of this Contract that Client uses such contractors for these services. Rates
and charges for such services (Contractor Fees) shall be set out in the Manual orotherwise provided in writing by Organizer prior to the Opening Date. Client is solely
responsible for payment of the Contractor Fees directly to each relevant contractor, in
accordance with each relevant contractor’s payment terms. If Client fails to pay theContractor Fees in accordance with such payment terms, Organizer may at its sole
discretion: (i) pay such Contractor Fees itself and recharge Client directly for these, or

any display or demonstration which Organizer considers in its reasonable opinion: (i)contravenes any law and/or any applicable industry regulations/ standards (including,
without limitation, CITES trade regulations or any other standards issued by IUCN),(ii) constitutes counterfeit goods and/or infringes the Intellectual Property Rights
of any third party, (iii) is likely to cause offence, and/or (iv) does not otherwise
comply with these Conditions.

(ii) deem that Client has committed an irremediable material breach of this Contract andexercise Organizer’s rights pursuant to Condition 15.1.
4. CLIENT’S GENERAL OBLIGATIONS
4.1. Client shall comply with: (i) all laws (including, without limitation, all laws relating to antibribery, anti-corruption, trade sanctions, modern slavery and export controls), (ii) all rules,
regulations and instructions issued by Organizer and/or the Owners from time to time inconnection with any element of the Package (including, without limitation, in relation to
health, safety and security requirements), and (iii) the provisions of the Manual, including,
without limitation, all operational requirements stated therein.
4.2. Client warrants, represents and undertakes that: (i) it has the right, title and authority toenter into this Contract and perform its obligations hereunder, and (ii) the person signing orotherwise legally accepting this Contract on behalf of Client has the requisite authority to doso.
4.3. Client and its Personnel must not: (i) act in any manner which causes offence,annoyance, nuisance or inconvenience to Organizer, the Owners and/or any otherattendee of the Event, (ii) do anything which might adversely affect the reputation ofOrganizer, the Owners and/or the Event, and/or (iii) cause or permit any damage to theVenue or any part thereof or to any ﬁxtures or ﬁttings which are not the property of Client.
4.4. Client shall cooperate, in good faith, with Organizer in all matters relating to the Package
and/or the Event. Without limitation, Client shall provide Organizer with all information as
Organizer may reasonably request in respect of the Package and shall ensure that suchinformation is accurate.
4.5. Client is solely responsible for obtaining passports, visas and other necessary
documentationfor entryinto thecountry or territory wheretheEvent is held. If Client and/ or its
Personnel cannot attend the Event due to a failure to obtain such documentation, the Fees
shall remain due and payable in full.
4.6. Client is solely responsible for obtaining any licences, regulatory approvals, customs
clearances or other necessary consents required for Client to participate in the Event anddisplay its exhibits, including, without limitation, any licences or other necessary consents
required for the playing of music or any other audio or visual material by Client and/or its
Personnel.
4.7. Client consents to its details (including, without limitation, its name, logo and proﬁle) being:(i) published in any show guide, directory and/or other promotional materials prepared inconnection with the Event, and/or (ii) displayed on the Event website. Although Organizer
shall take reasonable care in any such publication/display, it shall not be liable for any errors,omissions or misquotations that may occur.
4.8. All unauthorised ﬁlming, sound recording and photography of the Event, and all
unauthorised transmission of audio or visual material at the Event, by Client and/or its
Personnel is expressly prohibited. Client and/or its Personnel agree: (i) to surrender toOrganizer or destroy on demand any material in whatever media recorded in violation of thisCondition 4.8, and (ii) that the copyright and other Intellectual Property Rights in any suchmaterial shall vest in Organizer unconditionally and immediately on the creation of suchmaterial.
4.9. Client acknowledges and agrees that Organizer and its Personnel shall be permitted toﬁlm, sound record and photograph the Event, which may include, without limitation, ﬁlming,sound recording and photography featuring Client’s Personnel (the Content). Client
agrees to make its Personnel aware of such filming, sound recording andphotography of the Event. Client acknowledges and agrees that Organizer is the sole andexclusive owner of all rights in the Content and hereby waives any and all: (i) rights in andto such Content, and (ii) claims that Client may have relating to or arising from the Content
or its use. Without limitation, Organizer shall be permitted to use the Content anywhere in
the world for promotional and other purposes, without any payment or compensation. If
any of Client’s Personnel has any objection to the use of their image in any filming, soundrecording and/or photography of the Event, Client shall notify Organizer in writing.
4.10. Client acknowledges and agrees that the terms of this Contract (including, without
limitation, the amount of the Fees) and the provisions of the Manual shall constituteconﬁdential information of Organizer and Client undertakes that it shall not at any time
disclose the same to any third party.
5.

DATA PROTECTION

5.1. Each party acknowledges and agrees that it is responsible for its own processing of
personal data in connection with this Contract, including, without limitation, any
processing of personal data pursuant to a Data List (as deﬁned in Condition 5.2) (and,whereapplicable, the parties agree that each party acts as a data controller for the purposes of
the General Data Protection Regulation (Regulation (EU) 2016/679)). Each party shall: (i)only process personal data in compliance with, and shall not cause itself and/or the otherparty to be in breach of, Data Protection Law, and (ii) act reasonably in providing suchinformation and assistance as the other party may reasonably request to enable the otherparty to comply with its obligations under Data Protection Law. If either party becomes awareof a Reportable Breach relating to the processing of personal data in connection with thisContract, it shall: (i) provide the other party with reasonable details of such Reportable
Breach without undue delay, and (ii) act reasonably in co-operating with the other party inrespect of any communications and/or notiﬁcations to be issued to any data subjects and/or
supervisory authorities in respect of the Reportable Breach. If either party receives any
communication from any supervisory authority relating to the processing of personal datain connection with this Contract, it shall: (i) provide the other party with reasonable detailsof such communication, and (ii) act reasonably in co-operating with the other party inrespect of any response to the same. Organizer collects, uses and protects personal datain accordance with its privacy policy, which canbe found here:
https://www.informa.com/privacy-policy/.
5.2. Without prejudice to the generality of Condition 5.1, Client acknowledges and agrees that
if it receives any list containing personal data from Organizer as part of the Package (a Data
List), it shall: (i) keep the Data List conﬁdential and not disclose it to any thirdparty, (ii) only
use the Data List for the purpose of making an initial approach to contacts on the Data List in
response to their engagement with Client’s products and/or services as facilitated by the
Package, (iii) securely delete or put beyond use all or any part of the Data List upon
Organizer’s reasonable request or by such time as is required by Data Protection Law,
whichever is earlier, and (iv) provide Organizer with reasonable details of any enquiry,
complaint, notice and/or other communication it receives from any supervisory authority
relating to Client’s use of the Data List, and act reasonably in co-operating with Organizer
in respect of Client’s response to the same. Client acknowledges and agrees that
Organizer shall only be obliged to provide Client with all or any part of a Data List to theextent that it is legally permitted to do so and Organizer shall not be liable if the volume of
personal data provided to Client is less than anticipated as a result of Organizer’s
compliance with Data Protection Law.
6.

SPECIFIC TERMS RELATING TO SPACE

6.1. Organizer reserves the right at any time to make such alterations in the ﬂoor plan of theEventor in the speciﬁcation of the Space as Organizer in its absolute opinion considers to be in thebest interests of the Event, including, without limitation, altering the size, shape or
position of the Space and/or the exhibition stand therein and/or changing or closing
entrances, exits and access to the Venue. If the size of the Space is reduced, Client shallreceive a pro-rata refund of the Fees payable in respect of the Space.
6.2. Organizer permits Client to use the Space for the purpose of displaying exhibits at the
Event. Such use shall not constitute a tenancy and Client shall have no other rights to, orinterest in, the Space. Client is only permitted to conduct business from the Space and shallnot (nor shall it permit any other person to) conduct any display or exhibit, distributepublications or other materials or otherwise canvass or solicit for business in any other areaof the Venue.
6.3. Client undertakes: (i) to occupy the Space in time for the opening of the Event, (ii) at all
times during the Event to ensure that its Space (and exhibition stand therein) is (a) staffedby competent personnel, and (b) clean, tidy, well presented and free from unsafe
materials/items and other hazards (failing which, Organizer reserves the right without
liability to arrange for this to be done at Client’s risk and expense), and (iii) not to close its
exhibition stand prior to the closing of the Event.
6.4. Client shall not permit the display of any exhibits that do not exclusively relate to Client’s own
commercial activities. No exhibit will be allowed into the Venue without an ofﬁcial delivery
order or customs clearance document relating to such exhibit. The display of any working
or moving exhibit must have the prior written approval of Organizer and must only be operated
in the presence of persons authorised by Client and/or its Personnel. Organizer reserves
the right, without liability and at Client’s risk and expense, to remove any exhibit and/or stop

6.5. Unless the provisions of Condition 6.6 apply, Client is solely responsible for all aspectsof the set-up of the Space, including, without limitation, modular stand or similar
construction, pipes and drapes, shell scheme, branding and dressing. Exhibits anddisplays should not exceed the height of the exhibition stand walls unless written
permission has been received from Organizer. Plans for any non-shell scheme Space
must be in compliance with the speciﬁcations and submitted for approval as set out inthe Manual. Organizer reserves the right to order the alteration or removal ofanyexhibition stand which differs from the approved plan or which does not conform toany of the required speciﬁcations. The costs of any alteration and/or removal shall beentirely borne by Client. If such alteration or removal is not made within the timerequired by Organizer, Organizer may undertake the same at the risk and cost of
Client, which shall reimburse Organizer on demand.
6.6. Organizer shall be responsible for setting-up a pre-built booth for Client in theSpace (to include modular stand or similar construction, pipes and drapes and shell
scheme) only where it has expressly agreed to do so in the Booking Form. Client issolely responsible for all aspects of dressing and branding of the Space.
6.7. Client may not share the Space with any third party without the prior writtenconsent of Organizer (and any such consent shall be conditional on the Space
sharer agreeing to comply with any terms, conditions and restrictions as may beprescribed by Organizer). If and to the extent that Client is permitted to share theSpace, Client shall procure that any Space sharer and any Space sharer’s
Personnel comply with this Contract, provided that Client shall be solely responsible for
the Space in its entirety and shall be liable for any act or omission of any Space sharer
and any Space sharer’s Personnel (including, without limitation, any breach of theterms of this Contract by the same). Unless otherwise agreed in writing by Organizer,
Client shall ensure that at all times during the Event its exhibition stand is staffed by atleast one of its own Personnel. Notwithstanding any approved Space sharing
arrangement, Client shall itself remain wholly liable for the full amount of the Fees.
6.8. Food and/or beverages may only be supplied by Client and/or its Personnel with theprior written consent of Organizer. Without limitation to the foregoing, Client isforbidden to bring alcoholic beverages into the Venue without the prior writtenconsent of Organizer (and, if consent is granted, corkage fees may be required).
6.9. Except in connection with any Event that is open to consumers and/or with the priorwritten consent of Organizer, retail sales (and the delivery of any associatedproducts and/or services) are not permitted on the Event ﬂoor.
6.10. At such time after the close of the Event as Organizer may specify, or on any
earlier termination of this Contract, all exhibits shall be removed from the Venue andthe Space shall be delivered to Organizer in good and clean order and in suchcondition as initially provided to Client. Any Client property remaining after such timeshall be considered abandoned and may be sold or otherwise disposed of by Organizer
at Client’s risk and expense.
6.11. Without prejudice to any other right or remedy it may have, if Client and/or any of its
Personnel is in breach of this Condition 6 and/or is otherwise engaged in any activity
that might jeopardise the health, safety and/or security of the Event and/ or any otherattendee of the Event, Organizer reserves the right without liability to close Client’s
exhibition stand.
7.

SPECIFIC TERMS RELATING TO SPONSORSHIP (INCLUDING, WITHOUT
LIMITATION, MARKETING SERVICES)

7.1. Client shall: (i) provide Organizer with all Materials within any deadlines speciﬁed by
Organizer, and (ii) comply with Organizer’s speciﬁcations and technical requirements inrelation to all Materials. If Client does not, Organizer reserves the right to refuse toprint, publish or otherwise use any or all of the Materials (but all Fees in respect of theSponsorship shall remain due and payable in full).
7.2. Client warrants, represents and undertakes that the Materials are: (i) accurate andcomplete, (ii) Client’s own original work (of which Client is the copyright owner) orthat Client has gained copyright and any other applicable clearance, consent,
approval, licence or permission from any relevant third party (including, without
limitation, the copyright owner and any regulatory authorities), in each case such that
Client has the right to make the Materials available to Organizer in connection with the
Package without restriction and that they do not breach or infringe anyone else’s rights(including, without limitation, the Intellectual Property Rights of any third party), (iii) not in
any way defamatory, libellous, obscene, menacing, threatening, offensive, abusive
or fraudulent, (iv) not in any way illegal and that they do not contravene any law orincite or encourage the contravention of any law, (v) not and will not be the subject ofany claims, demands, liens, encumbrances or rights of any kind that could or will
impair or interfere with Organizer’s use of the Materials in connection with theprovision of the Package, and (vi) if provided in digital form, free from any viruses andany other malware or corrupting elements of any kind and that they shall not cause
any adverse effect on the operation of any Organizer system, publication, website,
platform, media or other property and/or on any users of any of the foregoing.
7.3. Although Organizer shall take reasonable care in the production of any deliverable
incorporating the Materials, it shall not be liable for any errors, omissions or
misquotations that may occur. Without limitation to the foregoing, Organizer
cannot guarantee any exact colour matches in its incorporation of Materials andany colours used in Materials are for graphic and textual guidance only. All
Materials are subject to the approval of Organizer (however, notwithstanding any
such approval, Client shall have sole responsibility and liability in respect of such
Materials). Organizer reserves the right to reject any Materials at any time after
receipt. Organizer shall use its reasonable endeavours to provide the Sponsorship in
the size, position and manner as speciﬁed in the Booking Form, but shall not beliable
where reasonable modiﬁcations are made.
7.4. Client hereby grants to Organizer a royalty-free, non-exclusive, worldwide licence to
use the Materials and Client’s details in connection with the creation of any
materials relating to the Event. Client acknowledges and agrees that, in view of thetime and cost required in preparing such materials, in circumstances where thisContract is terminated Organizer may at its discretion continue to use the Materials
and Client’s details after termination of this Contract where the time and cost required
to remove the same from any materials relating to the Event cannot reasonably bejustiﬁed by Organizer.
7.5. If all or part of the Sponsorship comprises Marketing Services, Organizer shall use
commercially reasonable efforts to adhere to any delivery schedule set out in theBooking Form. Where such Marketing Services include the distribution of e-mails to
third parties by way of a promotional campaign, at Organizer’s request Client shall:(i) maintain and deliver to Organizer, by no later than ﬁve (5) days prior tothe start ofa campaign, a true, correct and complete suppression list containing e-mailaddresses of those individuals who have opted out or unsubscribed from receiving
communications from and/or relating to Client and/or any of its afﬁliates (a SuppressionList), and (ii) for the duration of the campaign, provide Organizer with an updated
Suppression List, in a format speciﬁed by Organizer, immediately following each
instance that an individual has requested to be opted out or unsubscribed. To theextent that, pursuant to such Marketing Services, any e-mails will be sent to any e-mailaddresses provided by Client and/or its Personnel, Client warrants, represents andundertakes that Client has obtained all consents and permissions required for suche-mails to be sent to such e-mail addresses and that no such e-mail address appears
on any Suppression List. Client shall indemnify Organizer against any loss, damage,cost, claim or expense (including, without limitation, in connection with any
regulatory action or ﬁne) suffered or incurred byOrganizer and/or any member of theInforma Group arising out of or in connection with any breach by Client and/or its
Personnel of this Condition 7.5.
7.6. Without prejudice to any other right or remedy it may have, if Client and/or any of its
Personnel is in breach of this Condition 7, Organizer reserves the right without
liability to: (i) suspend and/or discontinue the use of any Materials, and/or (ii) refuse
and/or withdraw the provision of any element of the Sponsorship.
8.

SPECIFIC TERMS RELATING TO DIRECTORIES

8.1. If Client purchases a Directory entry as part of the Package, the terms of thisCondition 8 shall apply. The Booking Form may specify that it is mandatory for
Client to purchase a Directory entry in connection with the Event.

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2022

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INFORMA MARKETS SPONSORSHIP AND EXHIBITION TERMS AND CONDITIONS
8.2. The length of time that Client is entitled to have a Directory entry live for, and the extent
of its coverage within and beneﬁts related to such Directory, shall bespeciﬁed in theBookingForm.
8.3. Client acknowledges and agrees that all usernames and passwords used to accessany Directory are conﬁdential and personal to Client and its Personnel (asapplicable).
Client shall not, and shall procure that its Personnel shall not, permit others to use such
usernames and/or passwords and Client shall be liable for the acts and omissions ofany person using such usernames and/or passwords (whether or not such use wasauthorised by Client and/or its Personnel). Client shall notify Organizer immediately of
any unauthorised use of any usernames and/ or passwords or any other breach of security
regarding any Directory that comes to its attention.
8.4. All Directory Content must comply with these Conditions. Organizer reserves the rightto remove any Directory Content that it deems offensive, inappropriate, libellous or noncompliant with these Conditions. Client shall ensure that the Directory Content shall not
infringe the Intellectual Property Rights of any third party and Client shall be solely
responsible for checking the accuracy and compliance with law of any Directory Content.
8.5. All Directory Content shall be considered non-confidential and non-proprietary. Client
waives any moral rights in the Directory Content to the fullest extent permitted by law.
8.6. Client warrants, represents and undertakes that the Directory Content is: (i) accurate andcomplete, (ii) Client’s own original work (of which Client is the copyright owner) or that
Client has gained copyright and any other applicable clearance, consent, approval, licenceor permission from any relevant third party (including, without limitation, the copyrightowner and any regulatory authorities), in each case such that Client has the right to makethe Directory Content available to Organizer in connection with the Package without
restriction and that it does not breach or infringe anyone else’s rights (including, without
limitation, the Intellectual Property Rights of any third party), (iii) not in any way
defamatory, libellous, obscene, menacing, threatening, offensive, abusive or fraudulent, (iv) notin any way illegal and that it does not contravene any law or incite or encourage thecontravention of any law, (v) not and will not be the subject of any claims, demands, liens,
encumbrances or rights of any kind that could or will impair or interfere with Organizer’s
use of the Directory Content in connection with the provision of the Package, and (vi) if
provided in digital form, free from any viruses and any other malware or corrupting
elements of any kind and that it shall not cause any adverse effect on the operation of any
Organizer system, publication, website, platform, media or other property and/or on any
users of any of the foregoing.Z
8.7. If and to the extent that the Directory Content contains information relating to Client’s
products and/or services (images and details of which may be uploaded to a Directory),
Client further represents, warrants and undertakes that such information is limited togeneric information only and is not advisory. Client shall ensure that the Directory
Content relates exclusively to Client’s own commercial activities.
8.8. Without limitation to Condition 16.4, Client shall indemnify Organizer against any loss,
damage, cost, claim or expense suffered or incurred by Organizer and/or any member of theInforma Group arising out of or in connection with the Directory Content, including, without
limitation, any third party claim regarding: (i) the inaccuracy or incompleteness of the
Directory Content, and/or (ii) any infringement of third party Intellectual Property Rights
relating to the Directory Content.
8.9. Organizer cannot guarantee that a Directory shall operate continuously, securely or
without interruption and Organizer does not accept any liability for its temporary
unavailability or for any viruses or other harmful components. Organizer reserves the right at
any time and for any reason to: (i) make alterations and/or corrections to, suspend and/or
discontinue any aspect of any Directory, (ii) vary the technical speciﬁcation of any
Directory, and/or (iii) temporarily suspend and/or disable Client’s and its Personnel’s accessto any Directory for the purposes of maintenance, upgrade or addressing any security
concerns.
8.10.Organizer does not endorse or accept any responsibility for the use of, or content on, any otherwebsite linked or referenced within any Directory and Organizer shall not be liable for any
loss, damage, cost, claim or expense suffered or incurred by Client and/or any of its
Personnel arising out of or in connection with the use of, or reliance on, any content,
products and/or services available on or through any other website.
8.11.Client acknowledges and agrees that use of a Directory shall be further subject to any
website terms of use and/or fair or acceptable use policies indicated on the website on
which such Directory is hosted.
8.12.Without prejudice to any other right or remedy it may have, if Client and/or any of its
Personnel is in breach of this Condition 8 (and/or any website terms of use and/or fair or
acceptable use policies indicated on the website on which any Directory is hosted),
Organizer reserves the right without liability to suspend and/or disable Client’s and its
Personnel’s use of, access to, coverage within and beneﬁts related to any Directory.
8.13.Organizer’s total liability in connection with a Directory, howsoever arising, shall be limited tothe total amount of the Fees paid by Client in respect of such Directory only.
9. SPECIFIC TERMS RELATING TO DEVICES
9.1. If Client orders any Devices as part of the Package, the terms of this Condition 9 shallapply. The Booking Form may specify that it is mandatory for Client to order Devices for use
at the Event.
9.2. Client acknowledges and agrees that all Devices are provided by Organizer’s nominatedthird party supplier (Device Supplier). Devices enable Client to engage with the lead
capture services provided by Device Supplier and activation and use of the lead captureservices shall require Client to agree and adhere to Device Supplier’s terms of use. By
agreeing to Device Supplier’s terms of use, this creates a separate contract between
Client and Device Supplier for the activation and use of such lead capture services. In theevent that Device Supplier exercises any right to terminate Client’s use of the lead
capture services pursuant to its terms of use, all Fees paid by Client in respect of theDevices shall be non-refundable.
9.3. Client acknowledges and agrees that it shall obtain any required consents from anattendee of the Event before using any Devices to scan such attendee’s badge.
9.4. Client acknowledges and agrees that Device Supplier shall host all data collected by
Client and/or its Personnel in connection with the lead capture services in accordance with
Device Supplier’s terms of use. In particular, Client acknowledges and agrees that Device
Supplier may be disclosing certain data that Client collects using the lead capture services toOrganizer for the purposes set out in Device Supplier’s terms of use.
9.5. Without prejudice to any other right or remedy it may have, if Client and/or any of its
Personnel is in breach of this Condition 9, Organizer reserves the right without liability toinsist that any Devices are no longer used by Client and/or its Personnel and are
immediately returned to Device Supplier.
9.6. Client acknowledges and agrees that all Devices are provided to Client on Organizer’s
behalf by Device Supplier. Client shall collect and return any Devices in accordance with
Device Supplier’s instructions. Client shall indemnify Organizer against any loss,
damage, cost, claim or expense suffered or incurred by Organizer and/or any member of
the Informa Group arising out of or in connection with any Devices that are not returnedor that are damaged by Client and/or its Personnel. In the event of any fault, malfunction,
failure or inaccuracy of any Devices or any other loss or damage arising in connection withany Devices and/or any captured data, Client should contact Device Supplier to resolve
any issues. Client hereby waives any and all claims against Organizer that Client may haverelating to or arising from any such issues. Organizer’s total liability in connection with any
Devices, howsoever arising, shall be limited to the total amount of the Fees paid by Client
in respect of the Devices only.
10. VISITOR, DELEGATE AND CLIENT’S PERSONNEL PASSES
10.1.Where visitor passes and/or delegate passes are issued as part of the Package, they areissued subject to Organizer’s terms and conditions applicable to visitors and/or delegates (asapplicable) in force from time to time. Client shall be supplied (either by Organizer or the
Owners) with passes for its Personnel (as applicable) who are working at the Event andsuch passes must be produced by such Personnel on request at the Event. Organizer may
refuse entry to any person without a valid pass. Passes are only valid in the name of theperson to whom they are issued.
11. LIMITATION OF RIGHTS GRANTED
11.1.Client’s rights in relation to the Event and the Package are strictly limited to those set out
in this Contract. Client shall be permitted to advertise on its own website and/or social
media the fact of its attendance and participation in the Event, including, without limitation,by providing a web link to the Event website, provided that Organizer may request at any
time and for any reason that Client removes any such advertising and Client shall be
required to comply with any such request promptly. Client is not permitted to: (i) establish a
website speciﬁcally relating to the Event, and/or (ii) otherwise promote or advertise its
association with the Event and/or Organizer, except as expressly stated herein or with theprior written consent of Organizer. Nothing in this Contract shall be construed as
granting to Client any right, permission or licence to use or exploit the Intellectual
Property Rights of Organizer and/or any member of the Informa Group.
12. CHANGES TO THE EVENT
12.1.Notwithstanding any other provision of this Contract, Organizer reserves the right without
liability at any time and for any reason to make reasonable changes to the format,
content, location, Venue, opening hours, duration, dates and/or other timings of the
Event. If any such changes are made, this Contract shall continue to be binding on bothparties, provided that the Package shall be amended as Organizer considers necessary totake account of such changes.

13. CANCELLATION AND CHANGING THE DATE(S) OF THE EVENT BY ORGANIZER
13.1.Organizer reserves the right to cancel or change the date(s) of the Event at any timeand for any reason (including, without limitation, if a Force Majeure Event occurs that
Organizer considers makes it illegal, impossible, inadvisable or impracticable for the
Event to be held).
13.2.In the event that the date(s) of the Event are changed to new date(s) that are within twelve(12) months of the originally scheduled Opening Date of the Event and/or the Event iscancelled but is reasonably expected by Organizer to be held at any time in the next
Calendar Year (or, in the case of an Event that is held on a biennial basis, in the next two(2) Calendar Years), this Contract shall continue in full force and effect and the obligations of
the parties shall be deemed to apply to the Event on the new date(s) or when it is nextstaged (as applicable) in the same way that they would have applied to the originallyscheduled Event. For the avoidance of doubt, nothing in this Condition 13.2 shall excuse
Client from the payment of the Fees in accordance with the payment terms stated in theBooking Form.
13.3.In the event that the Event is cancelled and is not reasonably expected by Organizer to beheld at any time in the next Calendar Year (or, in the case of an Event that is held on abiennial basis, in the next two (2) Calendar Years), this Contract shall terminate without
liability provided that, at Client’s election, any portion of the Fees already paid shall be
refunded or a credit note for the amount of the Fees already paid shall be issued andClient shall be released from paying any further portion of the Fees.
13.4.Client acknowledges and agrees that the provisions of this Condition 13 set out Client’ssole remedy in the event of cancellation or the changing of the date(s) of the Event and allother liability of Organizer is hereby expressly excluded.
14. CANCELLATION BY CLIENT
14.1.The application for the Package is irrevocable by Client and, save as expressly stated in theBooking Form, Client has no rights to cancel this Contract. Save as expressly set out in these
Conditions and/or in the Booking Form, no refunds shall be given and the Fees shallremain due and payable in full.
14.2.To the extent that the Booking Form expressly permits cancellation by Client, Client may
cancel the Package on written notice to Organizer, except where Organizer has the right toterminate this Contract under Condition 15.1. Upon any such cancellation by Client, Client
shall pay Organizer such cancellation fees as are stated in the Booking Form. For the
purpose of determining any such cancellation fees, the relevant dates shall be ﬁxed byreference to the originally scheduled Opening Date of the Event and not any newly
scheduled Opening Date of the Event that has been changed pursuant to Condition
13.2.
15. TERMINATION
15.1.Organizer may terminate this Contract without liability immediately at any time by written
notice to Client if Client: (i) is in material breach of any of its obligations under thisContract and/or any other agreement between Client and any member of the Informa
Group and either the breach is irremediable or Client has not remedied the breach (if thesame is capable of remedy) within fourteen (14) days of receiving written notice of thebreach (or such lesser period as would be required for the breach to be remedied in
sufﬁcient time prior to the Opening Date of the Event or any element of the Package being
provided on a scheduled date), (ii) goes into liquidation, is declared insolvent, has anadministrator appointed (or an application is made for the same), ceases to carry on
business or suffers any analogous event in any jurisdiction, or (iii) is convicted of any
criminal offence or otherwise so conducts itself as to bring itself, the Event and/ orOrganizer into disrepute. Without prejudice to any other right or remedy it may have, in theevent that Organizer terminates this Contract pursuant to this Condition 15.1, Organizer
shall not be required to refund any Fees received from Client and Organizer shall beentitled to submit an invoice in respect of the balance (or the whole as the case may be) of
the Fees which shall become immediately due and payable.
15.2.Organizer may terminate this Contract without liability immediately at any time by written
notice to Client if Organizer: (i) determines in its absolute discretion that the provision of the
Package to Client is not in the best interests of the Event and/or not in Organizer’s
legitimate commercial interests, (ii) is required by any law or instructed by any ﬁnancial
institution to cease trading with certain individuals/entities and/or in certain geographicallocations, and/or (iii) decides to cancel the Event and does not wish for this Contract tocontinue in full force and effect pursuant to Condition 13.2. In the event that Organizer
terminates this Contract pursuant to this Condition 15.2, any portion of the Fees alreadypaid shall be refunded (where legally permissible) and Client shall be released from paying any
further portion of the Fees. Client acknowledges and agrees that the refund of Fees paid isClient’s sole remedy in the event of termination by Organizer under this Condition 15.2 andall other liability of Organizer is hereby expressly excluded.
15.3.Upon any termination of this Contract, without prejudice to any other right or remedy it
may have, Organizer reserves the right without liability to close Client’s exhibition stand,remove Client’s Personnel from the Event, cover over any Materials and remove and sell/otherwise dispose of any exhibits or other property of Client (at Client’s risk and expense).
Organizer shall be free to re-sell any aspects of the Package as it shall deem ﬁt.
15.4.Termination of this Contract shall not affect any rights, remedies, obligations or liabilities of
either party that have accrued up to the date of termination.
15.5.Conditions 1, 3, 5.2, 7.4, 7.5, 8.8, 8.13, 9.6, 11, 13, 14, 15, 16, 19 and 20 shall survive
termination of this Contract.
16. LIABILITY AND INDEMNITY
16.1.Organizer does not make any warranty as to the Event and/or Package in general,
including, without limitation, in relation to: (i) the presence, absence or location of any
exhibitor, sponsor or attendee of the Event, (ii) the number of exhibitors, sponsors or
attendees participating in the Event, and/or (iii) the beneﬁt or outcome (commercial orotherwise) that Client may achieve as a result of participating in the Event and/or
purchasing any element of the Package. Organizer further does not make any warranty as
to (a) the condition of the Venue or any utilities that may be provided for use at the Venue,
and/or (b) any products and/or services marketed, displayed or sold by any other exhibitor,sponsor or attendee at the Event and/or the beneﬁt or outcome (commercial or otherwise)that Client may achieve as a result of any match-making initiatives, transactions orother deals/arrangements with such other exhibitors, sponsors or attendees. Except
as set out in these Conditions, to the fullest extent permitted by law, Organizer excludes all
terms, conditions, warranties, representations and undertakings relating to the Event and
the Package that are not expressly stated herein.
16.2.Organizer shall not be liable for any loss, damage, cost, claim or expense suffered or
incurred by Client and/or any of its Personnel arising out of or in connection with theprovision of any services supplied by third parties in relation to the Event and/or the
Package, including, without limitation, the provision of utilities, AV, security rooms/
cloakrooms, inspection/health and safety auditing of exhibition stand/shell schemeplans, stand-building, shell scheme, graphics, freight shipment, logistics, transportation anddelivery services supplied by third party contractors and/or the Owners. Without
limitation to the foregoing, Client acknowledges and agrees that services provided to
Client by the Owners’ and/or Organizer’s mandated, ofﬁcial or recommended contractors are
the subject of a separate agreement between Client and the relevant contractor(s).
16.3.Subject to Condition 16.6: (i) Client expressly assumes all risks associated with, resulting
from or arising in connection with Client’s and its Personnel’s participation in and/or
presence at the Event, (ii) neither Organizer nor any member of the Informa Group shall be
liable for any (a) indirect, consequential, special, incidental or punitive loss or damage, lossof actual or anticipated proﬁts or income, loss of business, loss of opportunity, loss of
goodwill, loss or corruption of data or any other type of economic loss or damage, or (b)loss (or theft) of, injury to, illness of or damage to the person, property and effects of Client
and/or any of its Personnel and/or any third party, whether (a) or (b) is caused by
negligence, intentional act, accident, act of God or otherwise, and (iii) Organizer’s (andany member of the Informa Group’s) maximum aggregate liability to Client and its
Personnel under this Contract or otherwise in connection with the Event and/or the
Package, howsoever arising, shall be limited to the total amount of the Fees paid byClient.
16.4.Client shall indemnify Organizer against any loss, damage, cost, claim or expense
suffered or incurred by Organizer and/or any member of the Informa Group arising out ofor in connection with: (i) any loss of or damage to any property or injury to, illness of or
death of any person caused by any act or omission of Client and/or its Personnel, (ii) any
third party claim that either the display of any exhibits (including, without limitation,
counterfeit goods) by Client and/or its Personnel at the Event and/or on any Directory
and/or the receipt and/or use of the Materials and/or the Directory Content in connection with
the Package constitutes an infringement of the Intellectual Property Rights of any third
party, (iii) any breach by Client and/or its Personnel of any law, (iv) where Client receives
any Data List as part of the Package, any failure of Client and/or its Personnel to comply
with Condition 5.2, and (v) where Client shares the Space with any third party pursuant to
Condition 6.7, any act or omission of any such Space sharer and/or such Space sharer’s
Personnel.
16.5.Organizer shall not be in breach of this Contract nor liable for delay in performing, or
failure to perform, any of its obligations under this Contract if such delay or failure resultsfrom a Force Majeure Event and/or from any delay, failure or error on the part of Client inproviding cooperation, performance and/or approvals, consents, information and/or
Materials as contemplated by this Contract. For the avoidance of doubt, nothing in thisCondition 16.5 shall excuse Client from the payment of the Fees under this Contract.
16.6.Nothing in these Conditions shall exclude or limit any liability which cannot be excluded orlimited by law.

16.7.Client acknowledges and agrees that, in light of the Fees, the provisions of thisCondition 16 are no more than is reasonable to protect Organizer as the organizer ofthe Event and the provider of the Package.
17. INSURANCE
17.1.Client is required to be adequately insured in relation to its activities under thisContract, including, without limitation, Client’s participation in the Exhibition (movein through move-out) and any changes to the Exhibition that may be made in accordancewith these Conditions. Without limitation to the foregoing, Client shall take out andmaintain at all
times General Liability insurance with a recognised insurer against personal injury,
death and damage to and/or loss of property for not less than HK$25,000,000 per
occurrence or claim. If Client cannot provide satisfactory evidence of suchinsurance cover, Organizer shall be entitled to cancel Client’s right of participation
immediately and Client shall not be entitled to any refund.
17.2. To provide Client with this level of cover and further additional covers, Organizer
has arranged for Client to be covered under its insurance policy for a participation fee.
An “Evidence of Insurance as an Exhibitor” document, summarising the coverprovided, will be issued by email when payment of the Insurance Participation Fee ismade with Client’s invoice. Please note payment of the Insurance Participation Fee
must be made before the Exhibition commences. The standard limits under thisinsurance policy are:Cover Headings Standard Limits

Brief Summary of the CoverClient Expenses

HKD 200,000

Client Property

HKD 200,000

Loss of irrecoverable expenses sustained as aresultof cancellation, abandonment,
curtailment, postpone- ment or removal toalternative premises.
Physical loss of or damage to property forwhich Client is responsible.

General Liability

HKD 25,000,000 Legal liability to pay compensation, legal costs
each
and ex- pensesasaresultofaccidentaldeathor
occurrence injury to a third party and/or damage to theirproperty at the Venue.

Full terms and conditions of the insurance policy are available on request.
17.3. If Client believes it already has adequate General Liability cover in place, Client will
receive email instructions as to how this can be uploaded onto InEvexco Ltd’s portal.
This will then be reviewed by InEvexco Ltd, which is a specialist insurance broker thatadministers Organizer’s insurance.
17.4. Please do not send any insurance documentation to Organizer. A full specimen
insurance policy wording, showing the terms, conditions and exceptions of the coveris available from InEvexco Ltd via its website: www.inevexco.co.uk/eventexhibition-organisers. Organizer strongly recommends that Client reads theinsurance policy wording as some exclusions apply. This service is provided on a
non-advised basis and Client should make sure that the minimum limits are
sufﬁcient for its needs. If Client has any questions about the insurance policy, Client
can speak with Organizer’s Hong Kong insurance broker, M G Geraghty, on+852 2877 8006.
17.5. Organizer accepts no liability in contract, tort, negligence, statutory duty orotherwise (to the maximum extent permitted by applicable law) arising out of theuse of, quality, ﬁtness for purpose and/or access to and/or provision of the insurance
policy by InEvexco Ltd. Organizer has no responsibility to Client for, and hereby
disclaims all liability arising from, the acts and omissions of InEvexco Ltd and any
third parties required to provide the insurance policy and related services hereunder.
17.6. Tothe extent that Client is permitted to share the Space pursuant to Condition 6.7, theprovisions of Conditions 17.1 – 17.5 (inclusive) shall apply to any such Space
sharer(s) in the same way as they apply to Client.
18. SUSTAINABILITY
18.1. Organizer strives to achieve efﬁciency and excellence at the Event by conducting its
business operations in a sustainable manner. To help achieve this, Client shallcomply with all sustainability requirements set out in the Manual or as otherwise
notiﬁed to Client by Organizer in writing (acting reasonably).
19. GENERAL
19.1. Organizer reserves the right to refuse any person entry to the Event or to remove
any person from the Event at any time.
19.2. From time to time, Organizer, the Owners and their respective Personnel may enter the
Venue to carry out works, repairs or alterations or for any other purposes which they
deem necessary (Works). Organizer shall not be liable for any loss, damage, cost,claim, expense or inconvenience suffered or incurred by Client and/or any of its
Personnel arising out of or in connection with any matter relating to the Works.
19.3. Client acknowledges and agrees that Organizer and each member of the Informa
Group shall have a perpetual, irrevocable, royalty-free, non-exclusive, worldwide
licence and right to collect and maintain, and to reproduce, publish, display,transmit, distribute, adapt, create derivative works from, syndicate and otherwise
exploit or use, commercially or otherwise, in any medium, any and all: (i) analytics
data captured at or in connection with the Event and/or any part of the Package(including, without limitation, Event footfall, attendee, user or online behaviours andusage data relating to any Directory, Devices and/or any lead generation/matchmaking initiatives), and/or (ii) Materials, Directory Content and other information
and/or materials displayed or made available by Client and/or its Personnel at orin connection with the Package, the Event and/or any other events owned,
organized, managed or operated by Organizer and/or any member of the Informa
Group (in each case whether prior to, concurrently with, or following the entering intoof this Contract) (together, both (i) and (ii) being the Data). The foregoing shall
include, without limitation, Organizer and each member of the Informa Group
being entitled to use, repurpose and reproduce the Data to create, develop, sell orotherwise make available products, services or works in any media or form (whether
physical, digital or intangible) now known or later developed (which may include,
without limitation, incorporating all or any part of any Materials, Directory Content
and other information and/or materials displayed or made available by Client and/ or
its Personnel into such products, services or works).
19.4. Nothing in this Contract shall create a partnership, joint venture or agency
relationship between the parties.
19.5. If and to the extent that there is any conﬂict between these Conditions and theBooking Form, the terms of the Booking Form shall prevail.
19.6. Each party acknowledges and agrees that this Contract constitutes the entire
agreement between the parties in relation to the Event and the Package and that itsupersedes any and all prior oral or written understandings, communications oragreements with respect to the subject matter hereof.
19.7. Client may not assign or sub-contract any of its rights or obligations under thisContract without the prior written consent of Organizer. Organizer shall be entitled toassign any and all of its rights under this Contract to any member of the Informa Groupand the consent of Client shall not be required. Organizer shall be entitled, without theconsent of Client, to sub-contract any and all of its obligations under this Contract toany member of the Informa Group or any third party contractor assisting Organizer
with the staging of the Event and/or the facilitation of the Package.
19.8. No failure by either party in exercising any right or remedy shall operate as awaiver of the same. No waiver by either party of any breach by the other party shallbe considered as a waiver of any subsequent breach of the same or any otherprovision of this Contract. The rights and remedies under this Contract are
cumulative and are not exclusive of any rights or remedies provided by law.
19.9. If any provision of this Contract is or becomes invalid, illegal or unenforceable, thatprovision shall be deemed modiﬁed to the minimum extent necessary to make itvalid, legal and enforceable. If such modiﬁcation is not possible, the relevant
provision shall be deemed deleted. Any modiﬁcation to or deletion of a provision under
this Condition 19.9 shall not affect the validity and enforceability of the rest of thisContract.
19.10. Unless it is expressly stated otherwise, this Contract does not give rise to any rights
for a third party to enforce any term of this Contract. The rights of the parties toterminate, rescind or agree any variation, waiver or settlement under this Contract are
not subject to the consent of any other person.
19.11. Organizer reserves the right to set off any indebtedness of Client to Organizer
against any indebtedness of Organizer to Client, regardless of whether any suchindebtedness arises pursuant to this Contract or otherwise.
19.12. Any notice or other communication given to a party under or in connection with thisContract shall be in writing (which includes, without limitation, e-mail).
20. GOVERNING LAW AND JURISDICTION
20.1. This Contract shall be governed by and construed in all respects in accordance withthe laws of Hong Kong SAR and the Client submits to the non-exclusive
jurisdiction of the Hong Kong SAR courts for all purposes relating to this Contract.

RBGA
2022

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