Room Escape Artist

PARTICIPATION AGREEMENT AND WAIVER

THIS PARTICIPATION AGREEMENT AND WAIVER (the “Agreement”), is made between LIVID ROBOT, INC., which does business as Room Escape Artist, a New Jersey corporation with an address at PO Box 683, Nutley, New Jersey 07110 (hereinafter referred to as “Organizer”) and the participant listed below (hereinafter referred to as “Participant”).  Participant and Organizer are sometimes referred to in this Agreement collectively as the “parties” or individually as a “party.”

WITNESSETH:

WHEREAS, Organizer is a company that organizes and executes group tours of escape room attractions in various cities; and

WHEREAS, Participant is an individual who has registered to participate in an escape room event organized by Organizer as further described in this Agreement; and

WHEREAS, the parties wish to detail the terms and conditions of Participant’s participation in the Event;

NOW, THEREFORE, in consideration of the mutual promises and conditions herein contained, and for other good and valuable consideration, the receipt of which is hereby acknowledged, it is mutually agreed between the parties as follows:

ARTICLE I

DEFINITIONS

A. “Credentials” shall be defined as a valid individual identifier provided by Organizer  which entitles a Participant’s Participation in the Event in some way, whether such Credentials are a physical object (including, but not limited to, a badge, ticket, wristband, or other authorized means of entry), or an intangible object (including, but not limited to, a unique code, account, login, link, purchase confirmation email, or other digital identifier).

B. “Digital Technologies” are defined as the Platform; any distribution or technology platforms for any digital aspects to the Event; any on-site or web-enabled technologies, including, but not limited to, on-site Wi-Fi, on-site interactive kiosks, wearable beacon technology and/or RFID technology; and any mobile applications associated with the Event.

C. “Event” shall mean Organizer’s “Escape Immerse Explore” event from June 1 2025 to June 3 2025 (Optimal Ticket or Essential Ticket), or June 6 2025 (Return Ticket).

D. “Event Features” shall be defined as any escape rooms, immersive experiences, meals, special events, education sessions, networking events, or other activities held by Organizer’s part of the Event.

E. “Event Policies” are any Event rules, regulations, policies, or procedures which may be posted at the Venue, on the Platform, or otherwise distributed to Participants by Organizer and as may be updated from time to time by Organizer.

F. “Materials” or “Event Materials” shall include any materials provided to Participant in connection with the Event including, but not limited to, any images, videos, logos, advertisements, promotional copy, information, data, content, educational materials, trademarks, service marks, and other materials displayed or distributed in connection with the Event (but excluding any Participant Content, as defined herein)

G. “Organizer Parties” shall include Organizer, its parents, affiliates, sublicensees, designees, agents and assignees (including, without limitation, any sponsors, exhibitors or contractors to the Event), and each of their respective assignees, sublicensees and successors 

H. “Participation” or “Participating” shall mean purchasing a ticket for the Event or attending or otherwise participating in any aspect of the Event.

I. “Platform” shall mean, individually and collectively, each distribution platform and/or digital service provider utilized by the Organizer in connection with the Event, including, but not limited to, the Event website

J. “Vendors” shall include any Event host sites or other individuals or companies providing services as part of the Event.

K. “Venue” shall include any location where any live component of the Event is held.

ARTICLE II

RULES OF PARTICIPATION

Organizer expressly reserves its rights to deny admission or entry, to remove, ban, or eject a Participant, or to revoke or terminate any Participant’s Credentials or access to any part of the Event, without refund, liability or compensation, as a result of: (1) failure to comply with the terms of this Agreement; (2) any illegal, unsafe, offensive or threatened behavior which Organizer could reasonably consider to be disruptive of the Event; or (3) circumstances which Organizer determines impact the safety, security, or order of the Event, each in Organizer’s sole and absolute discretion. Any such determination by Organizer shall be final.

Discount Codes

Vendors participating in the Event will be providing the Organizer with discount codes (the “Codes”) for Participants to use to book additional rooms at the Event Venues either before or after the Event (generally valid for one week prior to the start of the Event and one week after the end of the Event).

Participant is to use the Codes only for booking additional escape rooms for Participant or other Participants in the Event.  Participant may not share the Codes with any non-Participant in the Event.  Organizer and the Vendors involved in the Event reserve the right to cancel the reservations of any non-Participating individual or group using Participant Codes and to cancel any reservations made by Participants who share the Codes with non-Participants.

Attire

At all times in connection with the Event, Participant will wear proper attire, including shoes and shirts. Organizer reserves the right to deny access or remove from the Event any participant wearing inappropriate attire or attire that could detract from the Event overall, in Organizer’s sole and absolute discretion.

Age for Participation

A Participant must be at least 18 years of age. At any time, in its sole reasonable discretion, and except as otherwise prohibited by applicable law, Organizer may request that any Participant provide documentation relating to verification of their identification or age.  Organizer reserves the right to deny entry, ban, or remove any Participant from further Participation in the Event if such Participant fails to provide the requested documentation or if such documentation is deemed insufficient by Organizer in its sole and absolute discretion.

Behavior

At all times in connection with the Event, Participant is required to comply with and behave in accordance with (i) this Agreement; (ii) all applicable laws, ordinances, codes, regulations, standards and judicial or administrative orders; and (iii) any Event Policies. By Participating in the Event, Participant acknowledges and agrees that Participant has read, agrees to comply with, and will behave in accordance with the Event Policies.

The Event Policies apply to all Participants, including but not limited to speakers, guests, professionals, media, staff members, workers, contractors, volunteers, security staff, or any other attendees or participants to the Event. Each Participant to the Event is solely responsible for their own conduct while Participating in the Event or any part of the Event. 

As part of the Event Policies, each Participant agrees that they will not, and will not directly or indirectly cause others to, do any of the following “Prohibited Activities” in connection with the Event: 

• interfere with, damage, or engage in any act which disrupts the operation of the Event in any way, including but not limited to, obstructing aisles or entrances or exits, running, cutting in line, saving places in lines for others, jumping over barriers or guardrails, using foul language, screaming, yelling, encouraging disruptive behavior from others, disobeying any time limits, directions or prohibitions provided to Participant by Organizer’s staff and/or moderators, or preventing any other participant from Participating in the Event by any means;
• distribute, wear, transmit, upload, display or otherwise circulate any content which is inaccurate, unlawful, infringing, defamatory, obscene, pornographic, invasive of privacy or publicity rights, harassing, threatening, abusive, inflammatory, or otherwise objectionable to Organizer in Organizer’s sole discretion;
• distribute printed or recorded materials of any kind unless prior written approval has been obtained from Organizer;
• impersonate any other person or entity or perform any similar fraudulent activities;
• sell goods or services, display goods or services, make solicitations of any kind, or conduct any commercial activities without the prior written approval of Organizer;
• harvest, collect, or attempt to collect the personal information, email addresses or other contact information of other participants in the Event without the consent of such participants;
• defame, harass, abuse, threaten or defraud other participants in the Event. Please note that Organizer has a ZERO TOLERANCE POLICY for harassment of any kind.

Organizer’s events are an open, professional forum to explore the world of escape rooms and immersive gaming. We encourage deep discussion, skepticism, and disagreement while working through ideas. However, insulting or harassing anyone at any of Organizer’s events is strictly forbidden.

Harassment

Harassment based on gender, race, religion, sexual orientation, appearance, disability, or professional competition will not be tolerated.

Definition of Harassment

• Harassment: Verbal, physical, psychological, or sexual abuse.
• Sexual Harassment: The following actions are considered inappropriate and may be considered sexual harassment.
  • Teasing, jokes, innuendo, photos/images, gestures of a sexual/unwanted nature.
  • Touching or grabbing of a sexual nature.
  • Repeatedly standing too close to or brushing up against a person.
  • Giving gifts of a sexual/unwanted nature
• Physical Harassment: Physical contact in an unwanted way toward another individual.
• Psychological Harassment: Unwarranted hostile behavior, threats, or intimidation made toward another individual.
• The code of conduct applies to everyone in attendance at the Event including but not limited to participants, speakers, sponsors, exhibitors, and staff.

Harassment can be reported to any member of Organizer’s staff.  If harassment is reported to Organizer, we will immediately and privately have individual conversations with both parties. Participants asked to cease harassing behavior are expected to comply immediately. If the behavior persists, Organizer reserves the right to expel Participant immediately from the Event and social channels, and refer the incident to the proper authorities.  No refund will be given to any Participant removed for violating any of the Event Policies.

Other Prohibited Activities

Each Participant agrees that they will not, and will not directly or indirectly cause others to, do any of the following “Prohibited Activities” in connection with the Event:

• circumvent, disable, damage, remove or otherwise interfere with the security, integrity, or proper conduct of the Event;
• access any unauthorized part of the Event designated as only for Organizer use;
• access the Platform by means of any robot, spider, scraper, crawler or other automated means for any purpose;
• Participate in the Event for any illegal purpose, or in violation of any applicable local, state, provincial, national, or international law or regulation, including, without limitation, laws governing intellectual property and other proprietary rights, data protection and privacy;
• smoke within the Venue, which includes, but is not limited to, cigarettes, vape pens, and marijuana;
• drink or possess alcohol within the Venue outside of the specifically designated areas. No one under the age of 21 may consume alcohol within or around the Venue;
• use, sell, possess, or distribute any illegal drugs or other illegal substances, including, but not limited to, any medication that has not been legally obtained, is not being used in its intended dosage or for its intended purpose;
• assault, steal, fight, engage in or incite violence of any kind, including, but not limited to, verbal threats of violence; and
• possess and/or use any of the following prohibited items in connection with the Event:
  • a firearm, ammunition, knife, or weapon of any kind;
    • NOTE: Organizer has a ZERO TOLERANCE POLICY for weapons of any kind. 
  • objects or toys that appear to be firearms, ammunition, knives, or weapons;
    • NOTE: Event security and local law enforcement officials will treat anything that looks like a real gun as a real gun.
  • self-defense or restraining devices;
  • fireworks or other explosive or flammable objects;
  • recreational devices such as drones, remote control toys, skateboards, scooters, inline skates or shoes with built-in wheels. 

ARTICLE III

INCIDENTALS TO PARTICIPATION

Participant acknowledges that he or she is solely responsible for any costs incurred in connection with any incidentals or expenses related to Participation in the Event or use the Credentials, including, but not limited to, travel, accommodations, internet connection, mobile access, and/or the use of any personal devices. Except as may be required by applicable law, Organizer will not be responsible or liable for any costs associated with Participation in the Event and all such costs shall be borne solely by the Participant.

Except as may be required by applicable law, Participant is solely responsible for ensuring that Participant is able to Participate in the Event, including, but not limited to, any requirements that Organizer specifies or makes available on the Event website, at the Venue or within the Platform. Organizer is not responsible for any technical difficulties arising as a result of Participant’s use of their own technology in connection with the Event.

ARTICLE IV

EVENT ACCESS, CREDENTIALS

The Event is owned and/or operated by Organizer. Unless otherwise indicated, any Event Materials are the property of Organizer, its affiliated companies or third-party licensors.

Each Participant is granted a limited, non-sublicensable license (i.e. a personal and limited right) to Participate in the Event and utilize the Materials solely for Participant’s personal use. Organizer may terminate this license at any time, without notice. Each Participant agrees that nothing herein shall be deemed a grant of any intellectual property rights or other rights to use the Materials except as expressly provided by Organizer in writing. Any use of the Event or the Materials except as specifically authorized in these Terms of Service, without the prior written permission of Organizer, is strictly prohibited.

Participant agrees that they have no expectation of privacy or confidentiality with respect to the Event (including, without limitation, any interactions with other Event participants and/or guests) and that Participation in the Event shall at all times be subject to this Agreement and may be monitored by Organizer without notice.

Access to certain Event Features may require an additional separately priced fee and/or will only be available to designated participants or types of Credentials. Organizer reserves all rights to deny entry, ban, or remove any unauthorized participants from any such Event Feature.

Participant may select one other participant to be grouped with for every Event Feature. Organizer will honor reciprocal grouping requests. Organizer will assign the other participants in any group.

Participant will have the opportunity to provide adequate information to inform their experience at Event Features. Organizer will tailor their experience based on the information provided by Participant.

Participant is solely responsible for arrival to the Event in a timely manner and for observing any specific times or time limits provided to Participant by Organizer. In the event Participant fails to Participate in any part of the Event at a specific time and Participant is subsequently unable to Participate in such part of the Event, Organizer shall have no obligation to provide a full or partial refund. Organizer is not responsible for delays and/or wait times in connection with any Event Features or with the Event itself. Organizer may reasonably change the time of an Event Feature in order to accommodate unexpected events, other Event Features being delayed, or ending earlier than expected or later than expected.

All Credentials are a revocable license to Participate in the Event and Organizer reserves the right to revoke such license at any time in Organizer’s sole reasonable discretion. Credentials may only be used by the registered Participant for all days of the Event. 

Any Credentials which are purchased by, or otherwise made available to, Participant must be protected and safeguarded at all times. Participant hereby acknowledges and agrees that Organizer is not responsible for, and shall have no liability resulting from, any loss or damage to any Credentials.

If physical Credentials are shipped to Participant, the title to such Credentials passes to Participant upon delivery of the Credentials from Organizer to the shipping company. To the extent such shipment of Credentials results in any duty or custom charges, Participant shall be solely responsible for such payment.

Once purchased, Event Credentials cannot be reproduced, resold , transferred, or upgraded except pursuant to the Organizer’s Credential Resale and Transfer Policies. Any Participant who intends to travel to the Event from out of state or from out of country purchases Event Credentials at their own risk. In the event travel restrictions prevent such Participant from attending the Event, there will be no refunds. Credentials are immediately rendered void if altered in any way. The unauthorized resale of Credentials (including, but not limited to, “scalping”), the attempted unauthorized resale of Credentials, the unauthorized assignment of Credentials, the creation of counterfeit Credentials, or the unauthorized transfer of any Credentials to a third party are strictly prohibited and constitute an immediate forfeiture of Participant’s Credentials without compensation from Organizer.

Credential Resale Policy

Resale of Credentials must be facilitated by Organizer.  Participant may return their Credential to Organizer for resale by Organizer, at the sole discretion of the Organizer.  If Credential is returned to Organizer and resold by Organizer, Organizer shall issue a refund to Participant upon resale according to the below terms. Where Credential is resold by Organizer for less than the Credential’s original cost, refund will be based on the actual resale price, less Organizer fees incurred in reselling, including but not limited to PayPal fees or credit card processing fees.

• Resale after payment of invoice: refund of Credential purchase price less $200 resale fee
• Resale after pre-event survey due date: refund of Credential purchase price less $400 resale fee
• Resale less than 3 weeks before the event: refund of Credential purchase price less $600 resale fee

Refunds will not be issued until Credential is resold.  In the event Participant returns the Credential to Organizer and Organizer does not resell it, no refund will be issued and Participant will not receive the Credential back.

Credentials are considered cancelled upon acceptance by Organizer of Participant’s notice of cancellation.

Credential Transfer Policy

Transfer of Credentials must be facilitated by Organizer.  Participant may assign their Credential to another individual, at the sole discretion of the Organizer.  If Organizer approves the Credential transfer, the transferee must complete and sign a transfer form and agree to Organizer’s Terms of Service prior to Organizer’s acceptance of the transfer.  In the case of a Credential transfer, the Organizer will not be responsible for handling any transfer of funds from transferee to Participant.  Participant is prohibited from charging the transferee more than face value of the original Credential.  Where a Participant purchases multiple Credentials for an event, Participant must notify Organizer of a transfer of any purchased Credentials to a new participant via this transfer process.

ARTICLE V

PERSONAL PROPERTY

Upon entry to any portions of the Event held in the Venue, all participants, their bags and other personal property may be subject to screening or security checks. Organizer expressly reserves the right to prohibit any personal property from entry into the Venue.

All personal property brought to the Event is done so at Participant’s own risk and Participant is responsible for safeguarding such property at all times. Participant hereby acknowledges and agrees that Organizer is not responsible for, and shall have no liability resulting from, any loss or damage to any personal property belonging to Participant, including, but not limited to, loss or damage resulting from fire, storms, acts of God, air conditioning or heating failure, theft, pilferage, bomb threats, roof leaks, other attendees participating in the Event or other causes, to the extent consistent with applicable law.

ARTICLE VI

INTELLECTUAL PROPERTY

From time to time, certain parts of the Event may allow Participants to submit, share, post, create, or otherwise distribute (collectively, “Distribute” or “Distributing”) content, which may include, but is not limited to, messages, text, sound, images, videos, data or other materials originating with Participant (collectively, the “Participant Content”). For good and valuable consideration, and in exchange for the opportunity to Participate in the Event, Participant acknowledges that by Distributing any Participant Content as part of the Event, whether to Organizer directly, to the Organizer, on the Platform or at the Venue generally, Participant thereby authorizes, permits, and grants to the Organizer Parties a royalty-free, irrevocable, non-exclusive, sublicensable, assignable, unrestricted right and license to publish, reproduce, portray, modify, adapt, transmit, distribute, create derivative works from, and/or otherwise use the Participant Content in all media formats (whether now known or hereafter existing), worldwide, solely in connection with the distribution, promotion and publicity of both the Event (including future editions thereof) and Organizer’s general business, services or products. 

Please note that any Participant content is Distributed solely at Participant’s own risk. To the furthest extent permitted by applicable law, Participant hereby agrees that Organizer shall not be liable for any unauthorized copying, use, disclosure or distribution of any Participant Content by third parties and Participant releases and forever waives any claims against Organizer for any such unauthorized copying or usage of the Participant Content under any theory. To the fullest extent permitted by applicable law, Organizer reserves the right to remove, discard, screen or edit any Participant Content at any time without notice to Participant in Organizer’s sole discretion and without any liability to Participant whatsoever. While Organizer has no obligation to monitor any Participant Content, Organizer reserves the right to do so and reserves the right to enforce the intellectual property rights of Organizer or of any third party.

Representations and Warranties Regarding Intellectual Property

With respect to any intellectual property shared by Participant, including photos, videos, social media posts, reels, audio, or other created content produced or shared by Participant as part of Participation in the Event (collectively, the “Intellectual Property”), Participant represents and warrants that:

• Participant is the creator and owner of any Intellectual Property hereunder, or otherwise has obtained the necessary rights and authority to grant the rights described herein;
• to the extent the Intellectual Property contains the likeness, name, marks, and/or other biographical or identifying information of Participant or of any third parties, Participant consents (or has obtained the required consents and/or licenses from any third parties) to the use of such Intellectual Property by the Organizer Parties, solely as described in these Terms of Service;
• the Organizer Parties may exercise the rights granted herein to the Intellectual Property without any additional financial liability, including, but not limited to, any compensation, royalties, residuals, or fees to Participant or any relevant third party. Any claims for additional payment for the Organizer Parties’ use of the Intellectual Property (as described in these Terms of Service) in any media is expressly waived;
• Participant shall have no ownership in any media created by Organizer which incorporates the Intellectual Property (provided that Participant shall retain any ownership of any underlying Intellectual Property itself);
• there shall be no expectation of any attribution to Participant;
• the Organizer Parties may use the Intellectual Property in any manner or media without first notifying Participant or any third party and Participant hereby waives any right to inspect or approve any such use;
• in connection with Organizer’s use of the Intellectual Property, Participant releases each of the Organizer Parties from any claims, causes of action, damages or liabilities which Participant may have in connection with the Intellectual Property, including, but not limited to, any moral rights or “droits moral” that Participant may have;
• any digital Intellectual Property does not contain any viruses, adware, spyware, worms, bombs, or other harmful or malicious code;
• the Intellectual Property does not, and the use of the Intellectual Property by the Organizer Parties will not, (A) infringe, violate, or misappropriate any third-party rights or proprietary rights; or (B) defame or slander any other person or legal entity; and
• the Intellectual Property will not violate any laws or regulations.

Organizer reserves all rights and remedies against any participants who breach or violate these representations and warranties. Organizer is not liable for any Intellectual Property or for any loss or damage resulting therefrom and Organizer is under no obligation to store or return any Intellectual Property. While Organizer takes reasonable security measures in connection with the Event, Organizer does not guarantee the safety of any Intellectual Property and has no responsibility to do so.

ARTICLE VII

CANCELLATION, RESCHEDULING

The Event’s operating hours, schedules, vendors, guests, and speakers are subject to change or cancellation without notice to Participants.  Organizer reserves the right to cancel or postpone the Event, or any part of the Event, on limited or no notice in Organizer’s sole discretion. In the event of a cancellation or postponement of the Event, Organizer shall not be responsible or liable for any costs, damages, fees, expenses or other compensation associated with the Event.

ARTICLE VIII

USE OF LIKENESS

For good and valuable consideration, and in exchange for the opportunity to Participate in the Event, Participant hereby authorizes, permits, and grants to Organizer Parties the royalty-free, absolute and irrevocable right and license to (i) record, photograph, and/or film the likeness, voice, appearance and/or image of such Participant while Participating in the Event (collectively, the “Likeness”); and (ii) publish, reproduce, portray, distribute and/or otherwise use the Likeness in all media formats (whether now known or hereafter existing), worldwide, solely in connection with the distribution, promotion and publicity of both the Event (including future editions thereof) and Organizer’s general business, services or products.

Participant hereby irrevocably permits, authorizes, grants, and licenses Organizer and its affiliates, successors, agents, and assigns, and the employees, officers, directors, and agents of each and all of them (“Authorized Persons”), the rights to display, publicly perform, exhibit, transmit, broadcast, reproduce, record, photograph, digitize, modify, alter, edit, adapt, create derivative works, otherwise use, and permit others to use, Participant’s name, image, likeness, appearance, voice, and other characteristics, and all materials created by or on behalf of Organizer that incorporate any of the foregoing (“Materials”) for the purposes of marketing the Organizer and its business, in any medium or format, including but not limited to, in and on magazines, brochures and other print publications, electronic, magnetic, and optical media, motion pictures, television broadcast, cablecast and satellite, home video and video on demand, radio broadcasts, display, point-of-sale, and other advertising and promotional materials, press releases, the internet and other digital transmission or delivery methods, mobile applications, on any platform and for any purpose, including but not limited to advertising, public relations, publicity, packaging, and promotion of Organizer and its affiliates and their businesses, products, and services, without further consent from or royalty, payment, or other compensation to Participant.

Organizer or its Authorized Persons shall be the exclusive owner(s) of all right, title, and interest in and to the Materials, including all copyrights in perpetuity throughout the universe. Participant hereby irrevocably transfers, assigns, and otherwise conveys to Organizer the Participant’s entire right, title, and interest, if any, in and to the Materials and all copyrights and other intellectual property rights in the Materials arising in any jurisdiction, including all registration, renewal, and reversion rights, and the right to sue to enforce such copyrights against infringers. Participant hereby irrevocably waives all so-called “moral rights” in the Materials. Participant acknowledges and agrees that Participant has no right to review or approve Materials before they are used by Organizer, and that Organizer has no liability to Participant for any editing or alteration of the Materials or for any distortion or other effects resulting from Organizer’s editing, alteration, or use of the Materials, or Organizer’s presentation of Participant. Any credit or other acknowledgment of Participant shall be determined by Organizer in Organizer’s sole discretion. Organizer has no obligation to create or use the Materials or to exercise any rights given by this Agreement.

To the fullest extent permitted by applicable law, Participant hereby irrevocably waives all legal and equitable rights relating to all liabilities, claims, demands, actions, suits, damages, and expenses, including but not limited to claims for copyright or trademark infringement, infringement of moral rights, libel, defamation, invasion of any rights of privacy (including intrusion upon seclusion, false light, public disclosure of private facts, and misappropriation of name or likeness), violation of rights of personality or publicity, physical or emotional injury or distress, or any similar claim or cause of action in tort, contract or any other legal theory, now known or hereafter known in any jurisdiction throughout the world (collectively, “Claims”) arising directly or indirectly from the Organizer’s or the Authorized Persons’ exercise of their rights under this Agreement or the production, exhibition, advertising, promotion, or other use of the Materials, and whether resulting in whole or in part by the negligence of Organizer or any other person, covenant not to make or bring any such Claim against any Authorized Persons, and forever release and discharge the Authorized Persons from liability under such Claims. Participant understands that Organizer is relying on this Agreement and will incur significant expense in reliance on this Agreement, and Participant agrees that this Agreement cannot be terminated, rescinded, or modified, in whole or in part.

THIS AGREEMENT PROVIDES COMPANY WITH PARTICIPANT’S ABSOLUTE AND UNCONDITIONAL CONSENT, WAIVER, AND RELEASE OF LIABILITY, ALLOWING ORGANIZER TO PUBLICIZE AND UTILIZE PARTICIPANT’S NAME, LIKENESS, AND OTHER CHARACTERISTICS AS SET OUT ABOVE FOR THE PURPOSE OF MARKETING THE ORGANIZER AND ITS BUSINESS. BY SIGNING, PARTICIPANT ACKNOWLEDGES THAT PARTICIPANT HAS READ AND UNDERSTANDS ALL OF THE TERMS OF THIS AGREEMENT AND THAT PARTICIPANT IS GIVING UP SUBSTANTIAL LEGAL RIGHTS, INCLUDING THE RIGHT TO SUE ORGANIZER, AND THAT PARTICIPANT HAS BEEN GIVEN THE OPPORTUNITY TO OBTAIN INDEPENDENT LEGAL ADVICE.

ARTICLE IX

PRIVACY POLICY

By Participating in the Event or by submitting information to Organizer in connection with the Event, Participant agrees to the terms of Organizer’s Privacy Policy, which is posted on the Organizer’s website and which may be updated by Organizer at any time. The continued Participation in the Event shall constitute a Participant’s acceptance of any such updated Privacy Policy. All Participants are expected to review the Privacy Policy carefully before participating in the Event and Participant acknowledges that, in the event of a conflict or inconsistency between this Agreement and the Privacy Policy, the terms of the Privacy Policy shall prevail, govern and control.

In addition, Participant authorizes and permits Organizer to share Participant’s personal information, including, but not limited to, their contact information, with such affiliated entities, vendors, contractors, or third parties (i) with which Participant authorizes in connection with the Event, including, but not limited to, scanning Credentials in connection with a live Event, accessing such third party’s content in connection with a digital Event, or utilizing any Digital Technologies (as defined herein); and/or (ii) which may offer products, services, and/or goods that may be of interest to Participant. By use of a valid registration code, promotional code, discount code, coupon, or other code in connection with Participant’s registration for the Event, Participant thereby authorizes and permits Organizer to share Participant’s personal information, including, but not limited to, their contact information, with such entities, vendors, contractors, or third parties associated with such code.

The Event’s Digital Technologies are neither directed at nor intended for use by Minors under the age of thirteen (13). Organizer does not knowingly collect personal information from individuals under the age of thirteen (13), and if Organizer becomes aware that it has inadvertently done so, Organizer will promptly delete such personal information.

ARTICLE X

INDEMNIFICATION AND WAIVER OF LIABILITY

Participant acknowledges that there are hazards and risks incidental to Participating in the Event. By accepting Credentials and/or by Participating in the Event, Participant freely and voluntarily assumes any and all risks which are incidental to the Event, regardless of severity and regardless of whether or not caused by the negligence of Organizer, including, but not limited to, loss, property damage, injury or damage to persons and/or death. Further, Participant acknowledges that there is an inherent risk of exposure to communicable disease, including, but not limited to, COVID-19, in any public place where people are present, and, by Participating in the Event, Participant freely and voluntarily assumes any and all risks related to such exposure. Participant agrees to follow all health and safety instructions, guidelines, or standards issued by local, state, provincial, and federal or national governmental authorities, as well as any health and safety instructions, guidelines, or standards for the Event which may be posted on-site at the Venue, within the Platform (including on the Event website), or as otherwise provided to Participant by Organizer.

In consideration for Participating in the Event, and in consideration of the Organizer permitting the Participant to Participate in the Event, and for other good and other valuable consideration, the particulars of which are set forth herein, Participant hereby waives and releases and forever discharges Organizer, the Venue, the city in which the Venue is located (if the city owns the Venue), the Platform, each of their parent, affiliated, and subsidiary companies, and each of their respective agents, employees, officers, directors, trustees, shareholders, contractors, sponsors, successors and assigns, and any third parties acting on their behalf (collectively, the “Released Parties”) from any and all claims, actions, damages, liabilities, costs or expenses (including legal fees), whether currently in existence or in the future, known or unknown, which are related to, arise from or out of, or are in any way connected to, Participant’s Participation in the Event, whether or not such claims, actions, damages, liabilities, costs or expenses are caused by the negligence of the Released Parties or by the infringement or violation of any right, breach of contract, or breach of any statutory or other duty of care owing under occupiers liability legislation or otherwise. Participant covenants not to make or bring any such claim against the Released Parties, and forever release and discharge the Company and all other Released Parties from liability under such claims. This release shall be effective and binding upon any heirs, agents, personal representatives or assigns of Participant.

PARTICIPANT SHALL DEFEND, INDEMNIFY AND HOLD HARMLESS THE ORGANIZER AND ALL OTHER RELEASED PARTIES AGAINST ANY AND ALL LOSSES, DAMAGES, LIABILITIES, DEFICIENCIES, CLAIMS, ACTIONS, JUDGMENTS, SETTLEMENTS, INTEREST, AWARDS, PENALTIES, FINES, COSTS, OR EXPENSES OF WHATEVER KIND, INCLUDING REASONABLE LEGAL FEES, IN CONNECTION WITH ANY THIRD-PARTY CLAIM, SUIT, ACTION, OR PROCEEDING ARISING OUT OF OR RESULTING FROM THE ACTIVITIES.

IN NO EVENT SHALL ORGANIZER OR THE VENUE OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, REPRESENTATIVES, AFFILIATES AND ASSIGNEES BE LIABLE FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR AGGRAVATED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF, OR RELATING TO, AND/OR IN CONNECTION WITH THEIR ACTS OR OMISSIONS OR ANY BREACH OF THIS AGREEMENT, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT ORGANIZER OR THE VENUE WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN NO EVENT SHALL ORGANIZER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS PAID TO ORGANIZER PURSUANT TO THIS AGREEMENT. CLAIMS ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT MUST BE MADE IN WRITING WITHIN THIRTY DAYS AFTER THE LAST DAY OF THE EVENT, AND FAILURE TO GIVE SUCH NOTICE SHALL CONSTITUTE A WAIVER OF ANY CLAIMS.

Organizer reserves the right to modify, suspend, extend or terminate the Event, or any part thereof, or any Participant’s Participation thereto if Organizer determines, in its sole and absolute discretion, that the Event or any part thereof has been, or is suspected to be, tampered with or disrupted due to causes beyond Organizer’s control in a manner which may undermine or corrupt the security, integrity or feasibility of the Event or any portion thereof as contemplated herein. Although Organizer shall endeavor to ensure the security and integrity of the Event, in the event the Event or any part thereof is terminated or has any change in date, time, or location, for any reason beyond Organizer’s control, Organizer shall not be liable to Participant in any way and Organizer shall have no further financial obligations to Participant.

Additionally, Organizer is not responsible for the actions of any other Event participants in connection with the Event, including, but not limited to, any participant’s attempt to circumvent or otherwise interfere with the security, integrity, or proper conduct of the Event. Participant’s interactions with third parties, including, but not limited to, guests and other participants in connection with the Event, are solely between Participant and such third party. Participant acknowledges and agrees that Organizer will not be responsible for any damages, losses, costs, expenses, or liabilities incurred as the result of such interactions with third parties. Organizer is also not responsible for any problems or technical malfunction of any network or lines, servers or providers, equipment or software which are beyond Organizer’s control, including, but not limited to, any injury or damage to Participant or Participant’s property resulting from Participation in the Event.

PARTICIPANT IS AWARE AND UNDERSTAND THAT THE ACTIVITIES MAY INVOLVE MANY RISKS, DANGERS, AND HAZARDS, INCLUDING BUT NOT LIMITED TO THE RISK OF SERIOUS INJURY, DEATH, OR PROPERTY DAMAGE. PARTICIPANTS ACKNOWLEDGES THAT HE OR SHE IS VOLUNTARILY PARTICIPATING IN THE ACTIVITIES AND FREELY ACCEPTS AND FULLY ASSUMES ANY AND ALL OF THE RISKS, DANGERS, AND HAZARDS INVOLVED AND THE POSSIBILITY OF INJURY, DEATH, OR PROPERTY DAMAGE, WHETHER CAUSED BY THE NEGLIGENCE OF THE ORGANIZER OR OTHERWISE.

PARTICIPANT AGREES THAT PARTICIPATION IN AND TO THE EVENT, INCLUDING ANY SECURITY MEASURES USED BY MANAGEMENT TO PROTECT THE EVENT, ARE PROVIDED STRICTLY ON AN “AS-IS” BASIS. IN CONNECTION WITH THE EVENT, MANAGEMENT SPECIFICALLY AND EXPRESSLY DISCLAIMS ANY AND ALL REPRESENTATIONS, WARRANTIES, GUARANTEES, CONDITIONS, ASSURANCES OR OTHER TERMS, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE WITH RESPECT TO THE EVENT, AND ANY REPRESENTATIONS THAT THE EVENT OR THE SECURITY MEASURES FOR THE EVENT WILL BE FREE FROM DEFECTS, OPERATE OR BE FULFILLED WITHOUT ISSUE OR DELAYS, OR THAT THERE WILL BE NO CIRCUMVENTION OF THE EVENT OR ITS SECURITY MEASURES.

IF ANY APPLICABLE AUTHORITY HOLDS ANY PORTION OF THIS SECTION TO BE UNENFORCEABLE, THEN THE RELEASED PARTIES’ LIABILITY WILL BE LIMITED TO THE FULLEST POSSIBLE EXTENT PERMITTED BY APPLICABLE LAW. WITHOUT LIMITING THE FOREGOING, UNDER NO CIRCUMSTANCES SHALL MANAGEMENT BE LIABLE FOR ANY CLAIM, LOSS, COST, EXPENSE, OR DAMAGE WHATSOEVER TO PARTICIPANT IN AN AMOUNT EXCEEDING THE SUM OF THE FEES ACTUALLY PAID TO PARTICIPATE IN THE EVENT.

ARTICLE XI

MISCELLANEOUS PROVISIONS

Entire Agreement

This Agreement represents the entire agreement between the parties and shall supersede any and all other agreements between the parties.  The parties acknowledge and agree that neither of them has made any representation with respect to the subject matter of this Agreement or any representation including the execution and delivery hereto except such representation as are specifically set forth herein and each of the parties hereto acknowledge that he or she has relied on his or her own judgment in entering the same.

Participant may have been provided with general Event information ahead of or outside of this Agreement.  This Agreement and its terms supersede any other information provided to Participant.

Amendment

This Agreement may not be amended or modified except by a written instrument executed by the Parties. No waiver of any breach of any provision of this Agreement shall be deemed to be a waiver of any breach of any other provision hereof. 

Law Governing

The parties hereto agree that it is their intention and covenant that this Agreement and performance hereunder and all suits and special proceedings hereunder be construed in accordance with and under and pursuant to the laws of the State of New Jersey or the Province of Ontario, at the sole and unfettered discretion of the Organizer. Any claim or cause of action arising under this Agreement may, at the sole discretion of the Organizer, be brought only in the courts of the State of New Jersey or the Province of Ontario, and Participant hereby consent to the exclusive jurisdiction of such courts.

Severability

If any provision of this Agreement is held illegal or unenforceable in a judicial proceeding, such provision shall be severed and shall be inoperative, and, provided that the fundamental terms and conditions of this Agreement remain legal and enforceable, the remainder of this Agreement shall remain operative and binding on the parties.

No Waiver

Organizer reserves all rights not expressly disclaimed in this Agreement. Organizer reserves the right to take any action that is reasonably necessary in the sole judgment of Organizer for the protection of the Event and/or the participants. Neither the failure of Organizer to require strict compliance with any provision of this Agreement nor the failure, delay or omission by Organizer in exercising any right with respect to any provision of this Agreement will be construed as a waiver or relinquishment to any extent of Organizer’s right to assert or rely upon any such provision or right in that or any other instance.

Survival

Any provision of this Agreement which imposes an obligation on a Participant after the Event concludes shall be deemed to survive the conclusion of the Event.

Health and Safety: COVID-19

Please ensure that you have reviewed any advisories or restrictions that may be in place for travel to the Event country and for travel to the state or province where the Event is located.

Please be advised that a risk of exposure to COVID-19 exists in any event or public space, including the Event. Prior to purchasing a ticket/badge for and attending the Event, please ensure you have read the latest CDC Guidelines for Prevention and this Agreement for Participation in the Event.

Force Majeure

No party shall be liable or responsible to the other party, nor be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations of Applicant to make payments to Organizer hereunder), when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the impacted party’s (“Impacted Party”) control including, without limitation, the following force majeure events (“Force Majeure Event(s)”): (a) acts of God; (b) flood, tsunami, fire, earthquake, explosion; (c) epidemics, pandemics; (d) war, invasion, hostilities (whether ware is declared or not), terrorist threats or acts, riot, or other civil unrest; (e) government order, law or actions; (f) embargoes or blockades in effect on or after the date of this Agreement; [(g) national or regional emergency; (h) strikes, lockouts, labor stoppages or slowdowns, labor disputes, or other industrial disturbances [(i) shortage of adequate power or telecommunications or transportation facilities; (j) failure of any governmental or public authority to grant a necessary license or consent; and (k) other events beyond the control of the Impacted Party.

The Impacted Party shall give notice within ten (10) days of the Force Majeure Event to the other party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. 

Cancellation by Organizer for any other reason may at Organizer’s discretion entitle Participant to a full refund of all fees paid to Organizer in the event the Organizer is able to obtain refunds for payments made to third parties in furtherance of, conjunction with, arising from, or related to, the Event. No refund for cancellation shall be owed to any Participant that withdraws from the Event prior to its cancellation.

Acknowledgement

By Participating in the Event, Participant acknowledges and agrees that Participant has read, and agrees to comply with, the terms of this Agreement. PARTICIPANT ACKNOWLEDGES THAT HE OR SHE HAS READ AND UNDERSTOOD ALL OF THE TERMS OF THIS AGREEMENT AND IS VOLUNTARILY WAIVING SUBSTANTIAL LEGAL RIGHTS (ON PARTICIPANT’S OWN BEHALF AND ON BEHALF OF PARTICIPANT’S HEIRS, EXECUTORS, ADMINISTRATORS, AND NEXT-OF-KIN), INCLUDING THE RIGHT TO SUE THE COMPANY AND THE RELEASED PARTIES.