Acceptance. The participation of each sponsor (“Sponsor”) and attendee (“Attendee) (each a “Participant” and “together “Participants”) in a Tufinnovate conference, or any other conferences or venue initiated, organized, produced or managed by Tufin (“Conference”) is subject to registration acceptance and confirmation by Tufin Technologies, Inc. or Tufin Software Technologies Ltd. (“Tufin”), as applicable, and Participant’s agreement to be bound by these terms and conditions (these “Terms and Conditions”). Tufin may withdraw its acceptance at any time prior to the Conference by providing a refund of the total fee paid to the Participant, if Tufin determines that Participant is ineligible to participate. The exhibit dates, benefits, hours and venue may be modified by information provided by Tufin to the Participant in writing.
By registering for a Conference, Participant agrees to be bound by these Terms & Conditions, as well as the Conference rules and regulations designated by Tufin, as updated from time to time. Participant agrees that Tufin in its sole discretion may terminate all rights and benefits associated with the Conference, without liability or refund, if Participant does not follow such rules and regulations, which are incorporated herein by this reference. Participant acknowledges that a failure to comply with any deadlines hereunder or Tufin’s instructions may result in forfeiture of rights and benefits, including, in the case of sponsorship, the removal of Sponsor materials from the Conference. Sponsor shall be liable for all storage and handling charges resulting from failure to remove Sponsor materials from the Conference after the move out deadline. Sponsor is responsible for keeping the aisles at the Conference free of congestion caused by its demonstrations or other promotional activities. Sponsor agrees not to damage or deface the walls or floors of the Conference venue. Sponsor representatives are restricted to personnel engaged in the display, demonstrations, application or sale of Sponsor’s products and services. Tufin reserves the right to terminate Sponsor participation for any action or behavior deemed inappropriate by Tufin in its sole discretion or for any breach of these Terms and Conditions or the Conference rules and regulations or any applicable laws, and all fees paid to Tufin by Sponsor will be nonrefundable.
Cancellation: (a) cancellation by Sponsor: Tufin must receive written notification of cancellation from the Sponsor no later than 45 days prior to the Conference date, in to receive a refund of up to 50% of the Sponsorship Fee. Cancellations submitted up to two (2) weeks prior to the event would be entitled to a 25% refund. Cancellations received after such two (2) week period, will result in total forfeiture of the Sponsorship Fee; (b) cancellation or changes by Tufin: Tufin reserves the right to make scheduling changes. Tufin may cancel all or any part of the Conference based on its assessment of market conditions or requirements, in its sole discretion, or due to any reason beyond its reasonable control, including but not limited to natural or public disaster, act of God, venue construction, insufficient participation, government regulation or similar reasons. In such case, with respect to Sponsors alone, Tufin will refund to Sponsor any space fees already paid as Sponsor’s sole and exclusive remedy. Sponsor will have no further recourse against Tufin; (c) cancellation or changes by Attendee: registration fees and any other payments made by Attendee hereunder are non-refundable.
Violation of Rules and Laws: Tufin may terminate Participant’s participation for cause immediately, at any time, if In Tufin determines that Participant engages in any inappropriate behavior, violates any of the terms of this Agreement or violates the Conference rules and regulations, local laws or Tufin’s instructions. In either such case, any payments made by Participant are considered fully earned by Tufin and are nonrefundable. Participant will have no further recourse against Tufin.
Limitation of Liability: Under no circumstances will Tufin, its parent companies, affiliates, employees, officers, directors, agents and subcontractors and their respective affiliates or the Conference venue (collectively the “Conference Providers”) be liable for direct, or indirect damages, including but not limited to, lost profits or other indirect, incidental, consequential or exemplary damages for any acts or omissions with respect to the Conference, nor will they be liable for any errors in any listing or descriptions or for omitting any Sponsor from the Conference guide or any other materials. None of Conference Providers shall have any liability whatsoever to Participant for any losses, injury (including death) expenses or damage to Participant, its agents, representatives, contractors, guests, invitees or any of their property, including but not limited to, liabilities relating to or arising out of the acts of any Participant their respective agents, representatives, contractors, and Participant hereby irrevocably and unconditionally release the Conference Providers from any such liabilities.
PARTICIPANTACKNOWLEDGES THAT ACCESS TO THE CONFERENCE SPACE (AS APPLICABLE) IS PROVIDED “AS IS” AND WITHOUT ANY REPRESENTATIONS OR WARRANTIES, ORAL OR WRITTEN, EXPRESSED OR IMPLIED, IN CONNECTION WITH THE SPACE THE CONFERENCE OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Participant further acknowledges and agrees that it is participating in this Conference at own risk. Participant shall have the sole responsibility for any loss of its equipment, materials or proprietary information, or any loss including any subrogation claims by its insurers. With respect to Sponsors, persons visiting, viewing or otherwise participating in Sponsor’s Space shall be deemed invitees of the Sponsor and not those of any of the Conference Providers. Both Sponsor and Attendee further irrevocably releases Tufin and any of its parent companies, affiliates, officers, directors, agents, employees, partner or representatives from any liability related to its participation in the Conference.
Indemnity: Tufin is not liable for damage or loss to any of Participant’s equipment, materials or other properties through theft, fire, accident or any other cause, whether the result of negligence or otherwise. Participant (as applicable) shall defend, indemnify, and hold harmless the Conference Providers and those lawfully in the venue from and against any claim, loss, liability, or damage suffered due to (i) construction or maintenance of an unsafe exhibit, and/or the negligence or misconduct of Participant or its agents, or Paticipant’s breach of any commitment made, or due to any other act or omission of Participant or any on its behalf.
Insurance: Sponsor shall maintain proper insurance coverage for its property and liability, and represents and warrants that it has obtained adequate insurance to cover its potential liability hereunder. Sponsor represents and certifies that it carries sufficient General Comprehensive Liability Insurance, including but not limited to worker’s compensation, public liability and property damage insurance, and shall insure its exhibit, display materials, products and personnel and protect against related liability which may arise hereunder. In no event does Tufin assume any liability whatsoever for any injury or damage to property that may occur to visitors to Sponsor’s booth Space. Upon Tufin’s request Sponsor will furnish Tufin with insurance certificates evidencing its compliance with the terms herein. Sponsor shall immediately notify Tufin of the cancelation of each such insurance policies and shall use its best endeavors to replace the canceled policies as soon as possible. Tufin reserves the rights in its absolute and sole discretion to suspend or terminate Sponsor’s participation in the Conference in the event that Sponsor is not sufficiently and adequately insured.
Release: Participant acknowledges that the Conference may be reproduced or recorded. Participant on behalf of itself, and any of its employees, director’s agents or subcontractors (as applicable), hereby authorizes Tufin and its designees to record, transcribe, modify or reproduce and distribute in any form and for any purpose any such recording of the Conference which may include Participant, its employees or agents (as applicable), and Participant agrees to execute any additional release presented by Tufin. Participant represents and warrants that it has procured in advance the relevant approvals and releases from any conference participants on its behalf, as is required to allow Partner to grant and assign to Tufin the rights in any such materials. Participant on behalf of itself, its employees, agents and subcontractors (as applicable), hereby irrevocably and unconditionally releases Tufin, its affiliates, parent companies and its designees from and waives all claims it or its employees or agents may possess, now or in the future, in connection with such activities, and specifically waives any statutory restriction on future claims or moral rights.
Exhibitions and Displays: Tufin will assign to the Sponsor a space to occupy its exhibition according to its reasonable discretion and as agreed upon with the Sponsor (the “Space”). The Space Fee include reasonable access and limited license to use of the Space pursuant to the terms herein, together with any additional benefits as specified on the Contract or as detailed in the Sponsorship Prospectus. Tufin reserve the right to change or modify the Space at any time and in its sole discretion. It may reassign the space or alter the event layout or venue at any time. The rights to use the premises are granted on a “as is” basis and Tufin will not be liable for pre-existing conditions of the premises. The Sponsor shall return the premises in the condition they were first received, normal wear and tear accepted. The Space is for the Sponsor’s use only, and Sponsor may not assign or sublease any portion or the Space (including to an affiliated company) without Tufin’s prior written consent. Sponsor must fully occupy the Space and provide displays and equipment meeting Tufin’s standards. At the Conference, Sponsor cannot exchange money or goods without the prior written consent of Tufin, nor may it assist other parties in soliciting business without that consent. Presentations by entertainers, spokespersons, or models will be permitted, pending advance written approval and subject to the Conference guidelines. Any such exhibitions and presentations must be confined to the Sponsor’s contracted booth space. No staff, presenters, or entertainers will be allowed to represent Sponsor in other areas of the Sponsor Expo or overall conference property. Sponsor may not represent, advertise or distribute literature or other materials for any product or services not specifically approved in advance and in writing by Tufin. No Sponsor will be permitted to display or distribute marketing materials, event signage, advertising, company flyers and product demonstrations outside the confines of the assigned booth space in the exposition area. At no time are sponsors or exhibitors allowed to display signs or leave literature or giveaways in any of the common areas of the facility. All signs, posters and booth graphics must be confined to contracted booth space
Sponsor must allot sufficient time to set up and dismantle all Sponsor equipment or materials. Sponsor equipment or materials not removed at the completion of the Conference will be removed at Sponsor’s sole cost and liability.
Sponsor may be entitled to Conference passes as part of its sponsorship. Such passes are for strictly for use by Sponsor and/or its guests. Sponsor shall be prohibited from selling its passes to any third party(ies).
Sponsor shall comply with all applicable laws, regulations, and ordinances in connection with its participation in the Conference, including but not limited to rules of the venue and any relevant labor union, construction of the Exhibit in compliance with the ADA or its local equivalent, and the terms, conditions, and rules issued by Tufin. Sponsor will not violate the proprietary rights of third parties in connection with its participation with the Conference.
Safety: Sponsor shall comply with all fire laws, electrical codes and all other rules, regulations, codes or statutes with respect to the installation, conduct and disassembly of its exhibit or Sponsor equipment or other materials. Sponsor shall also comply with all reasonable requests of Tufin and exposition shall management with respect to the installation, conduct and disassembly of its exhibit or Sponsor’s equipment or other materials.
Terms of Payment: Sponsor will receive invoice upon receipt of contract. Payments will be made no later than 7 days following the date of the applicable invoice, the Space Fees hereunder are payable in advance, and are nonrefundable, unless otherwise and explicitly set forth herein. Failure to make all scheduled payments in a timely fashion is deemed a material breech in of these Terms and Conditions. Sponsor will NOT be entitled to access the Space and set-up in the Sponsor Expo until full payment is received. Attendees are required to pay the full registration amount in advance, as a condition precedent to registration.
Conference Materials: The prospectus and any other planning and marketing materials or methodologies distributed to the Participant related to the planning or execution of this Conference are owned exclusively by Tufin.
Relationship of The Parties: Nothing in these Terms and Conditions shall be construed as creating an employer-employee relationship, a partnership or joint venture between Sponsor and Tufin. The parties shall at all times have an independent contractor relationship.
Third Party Contractors: Tufin may require the Sponsor to use third party contractors designated by Tufin. Tufin does not assume any liabilities in connection with such designated contractors and Sponsor’s utilization thereof shall be made at its sole sot and risk. Tufin shall not be responsible for any performance, acts or omissions of such designated contractors.
Licenses & Permits: Sponsor shall be solely responsible for obtaining any licenses and permits and/or approvals as is required of its operations hereunder, and payment of all taxes (including sales and use taxes), license fees or other charges applicable to its participation in the Conference.
Miscellaneous: Tufin’s rights in this Agreement may not be waived without Tufin’s prior written consent in writing. Participant may not assign the Agreement without prior written consent from Tufin. If any term of this Agreement is declared invalid or unenforceable, the remainder shall continue in full force and effect. This Agreement shall be binding upon the permitted successors, and assignees of the Participant.
Governing Law: These Terms and Conditions, and any disputes arising out of or related hereto, shall be governed exclusively by the internal laws of the State of New York and controlling United States federal law, without regard to their conflicts of laws rules or the United Nations Convention on the International Sale of Goods. The parties hereby submit to the exclusive jurisdictions of the courts of the Southern District of New York.
By submitting a request to participate in the Conference, Participant warrants and reparents that it has read and agreed to be bound by the Terms and Conditions herein and the application documents thereto, and will pay the fee for participation as indicated on this application.