Pax8 Event Sponsorship Terms

Last updated: 5 September 2024

These Pax8 Event Terms set out the terms and conditions that govern your sponsorship of the Pax8 event (‘Terms’). By agreeing to an event sponsorship purchase order, statement of work or other ordering document (‘Ordering Document’) that incorporates these Terms, you (‘you’ or ‘the Sponsor’) agree that these Terms will govern the relationship between Pax8 and the Sponsor at any Pax8 event. The Terms incorporate by reference any Ordering Document, attachments or other exhibits, as may be updated from time to time (collectively ‘Terms’). These Terms take effect when you complete the Ordering Document (‘Effective Date’).

If you are an individual agreeing to these Terms on behalf of an entity, you represent and warrant that you have the legal authority to bind that entity to these Terms and that you are lawfully able to enter into a contract (for example, you are not a minor). You agree and acknowledge that these Terms may be modified by Pax8 at its sole discretion by posting the updated Terms to this site or a successor site. Your continued sponsorship of the Event constitutes your acceptance of the updated terms.

In the event of any conflict between the Ordering Document and these Terms, these Terms shall prevail unless the Ordering Document expressly provides that it is modifying these Terms.

1. Definitions.

1.1. Event means the Pax8-organised event identified in the Ordering Document.
1.2. Event Date means the dates of the Event.
1.3. Event Marks means trademarks, service marks, words, symbols, terms, logos, emblems, designs, designations or trade dress.
1.4. Pax8 means Pax8 Inc., or one of its affiliates, as set forth in the Ordering Document.
1.5. Space means the booth(s), exhibit space, meeting rooms and/or hospitality rooms assigned to the Sponsor by Pax8.
1.6. Sponsor means the party to whom Pax8 is to provide products or services pursuant to the Ordering Document. If the Sponsor includes more than one legal person, the obligations imposed upon each shall be joint and several. The act of, notice from or to, or signature of any one or more of the persons forming part of the Sponsor shall be binding on all such persons with respect to all rights and obligations under these Terms, including but not limited to any renewal, extension, termination or modification of these Terms.
1.7. Venue means the event venue specified in an Ordering Document.

2. Payment.

2.1. Payment obligations. The Sponsor agrees to pay the total Sponsorship Fees as outlined in the invoice provided by Pax8. To secure Event Sponsor status, the Sponsor must submit payment of the Sponsorship Fees in full within thirty (30) days of the invoice date or as specified in the Ordering Document.
2.2. Payment methods for events in the USA.

2.2.1. By cheque. Payments by cheque should be made payable to Pax8 Inc. and mailed to the following address:
Pax8 Inc.
5500 S Quebec St, Suite 350,
Greenwood Village, Colorado, 80122
USA
2.2.2. By Wire Transfer or ACH. Payments can be made via wire transfer or ACH to the following account:
Sort code: 021001088
Account number: 981023860
Swift code: MRMDUS33
The Sponsor must include the invoice number or other transaction details in the remittance advice and send it to Billing@Pax8.com.

2.3. Payment methods for events in Germany:

2.3.1. By cheque. Payments by cheque should be made payable to Pax8 Deutschland GmbH and mailed to the following address:
Pax8 Deutschland GmbH,
Schumannstraße 27,
60325 Frankfurt am Main,
Germany
2.3.2. By bank transfer. Payments can be made via bank transfer to the following account:
Bank: National-Bank AG, 45117 Essen, Germany
IBAN: DE83 3602 0030 0003 2444 58
BIC: NBAGDE3E
The Sponsor must include the invoice number or other transaction details in the remittance advice. billing@pax8.com.

2.4. Invoice and payment schedule. The Sponsor will receive an invoice detailing the Sponsorship Fees, which will include a payment schedule. The Sponsor agrees to adhere to the payment schedule and ensure that payments are made on time to maintain its sponsorship status.
2.5. Purchase order terms. The terms and conditions of purchase orders or other documents belonging to and submitted by the Sponsor shall be void and invalid. These Terms shall govern and take precedence over any other Sponsor documents.
2.6. Finance contact. For any enquiries related to payments, the Sponsor may contact kmccarty@pax8.com

3. Sponsorship and advertising licence.

3.1. Licence grant. Pax8 hereby grants the Sponsor a non-exclusive, non-transferable, revocable licence to use the Event Marks provided by Pax8 for the purpose of promoting the Sponsor’s participation in the Event (‘Licence Grant’). The Sponsor agrees to use the Event Marks in accordance with Pax8’s brand guidelines and any instructions provided by Pax8. The Sponsor may not use any of the Event Marks for non-Pax8 sponsored events, promotions, contests or any similar purposes without the written consent of Pax8. This includes, but is not limited to, any activities that may be associated with or related to the Event. The Sponsor acknowledges that failure to obtain such consent may result in the revocation of the rights granted herein and forfeiture of all Sponsorship Fees.
3.2. Promotion. The Sponsor is permitted to promote its participation in the Event through various marketing channels, including but not limited to social media, email campaigns and digital advertisements. The Sponsor agrees to portray the Event in a positive light and not engage in any promotion that could be deemed harmful to the reputation of the Event and Pax8. The Sponsor may not offer discounts on its products to Event attendees without the prior written consent of Pax8, and any approved discounts must be for purchases made via the Pax8 Marketplace.
3.3. Intellectual property. All intellectual property rights for the Event Marks and any other materials provided by Pax8 shall remain with Pax8. The Sponsor acknowledges that nothing in these Terms shall be construed as transferring any rights, title, or interest in Pax8’s intellectual property to the Sponsor, except for the limited licence rights granted herein.
3.4. Approval of materials. The Sponsor agrees to submit all promotional materials that use the Event Marks or make reference to the Event to Pax8 for its consent before distribution or publication. Pax8 reserves the right to request changes or refuse the use of any materials that do not meet its standards.
3.5. Compliance with laws. The Sponsor agrees to comply with all applicable laws and regulations when exercising the rights and licences granted under these Terms. This includes, but is not limited to, laws related to advertising, intellectual property and data protection.
3.6. Termination of rights. The rights and licences granted to the Sponsor under these Terms shall immediately terminate upon the expiration or earlier termination of these Terms. Upon termination, the Sponsor shall cease all use of the Event Marks and destroy any materials containing the Event Marks.
3.7. Advertising.

3.7.1.General. The Sponsor must obtain Pax8’s prior written consent for (i) all publicity releases and other advertising referencing Pax8, (ii) any promotional materials, signs and banners used in connection with or at the Event, and (iii) its use of any Event Marks, which must also adhere to Pax8’s standards, restrictions and guidelines. The Sponsor is granted no right, title, or licence to, or interest in, any of the Pax8 Event Marks. The Sponsor is prohibited from interfering with any Pax8 advertising and shall limit the distribution of its materials to its Space.
3.7.2. Advertising right. The Sponsor shall have the right to advertise its products and services in connection with the Event. Pax8 will provide the Sponsor with a Space and opportunities for advertising, both at the physical event Venue and on any associated digital platforms. Pax8 reserves the right to remove any content that does not align with the Pax8 brand. The Sponsor agrees to maintain its Space in a professional and tasteful manner that aligns with the overall theme and decorum of the Event.
3.7.3. Advertising materials. The Sponsor is responsible for the creation, production and timely delivery of all advertising materials. All materials must follow Pax8’s specifications and must be approved by Pax8 before use.
3.7.4. Prohibited content. The Sponsor agrees not to display or disseminate any advertising materials containing content that is offensive or discriminatory or violates applicable laws or regulations. Pax8 reserves the right to remove such materials at its discretion.
3.7.5. Exclusivity. The Sponsor acknowledges that it may not be the exclusive advertiser for the Event and agrees to coexist with other sponsors and advertisers in a manner that is respectful and non-disruptive to the Event.
3.7.6. Advertising compliance. The Sponsor agrees to comply with all applicable laws, regulations and industry standards related to advertising. This includes, but is not limited to, truth-in-advertising laws, intellectual property rights and privacy laws.

4. Term and termination.

4.1. Term. These Terms begin on the Effective Date.
4.2. Termination by Pax8.

4.2.1. Pax8 may terminate the Sponsor’s Licence Grant if the Sponsor materially breaches these Terms and fails to remedy the breach within 15 business days of receiving written notice.
4.2.2. Pax8 may terminate these Terms for its convenience by providing the Sponsor with written notice.

4.3. Termination by the Sponsor. The Sponsor may cancel its sponsorship of the Event at its convenience by providing Pax8 with sixty (60) days’ prior written notice.
4.4. Effects of termination.

4.4.1. If Pax8 terminates the Sponsor’s Licence Grant because of a material breach by the Sponsor, the Sponsor will forfeit the full amount of the Sponsorship Fees.
4.4.2. If Pax8 terminates the agreement for convenience, Pax8 will refund the amount of any Sponsorship Fee paid.
4.4.3. If the Sponsor terminates its sponsorship for its convenience, it shall forfeit the Sponsorship Fees.

5. Cancellation.

Unless otherwise specifically set forth in an Ordering Document, the following terms shall apply to cancellations:

5.1. Notice of cancellation. The Sponsor may cancel its sponsorship of the Event by providing Pax8 with sixty (60) days’ prior written notice. To minimise disruptions and allow for adequate adjustment time, the Sponsor is encouraged to provide notice of cancellation as early as possible.
5.2. Cancellation by the Sponsor. If the Sponsor cancels its sponsorship of the Event, the Sponsorship Fees paid to Pax8 will be subject to the following refund schedule:

5.3. Cancellation by Pax8. If Pax8 cancels the Event for its convenience, the Sponsor will be entitled to a full refund of the Sponsorship Fees paid. If Pax8 cancels the Event due to a force majeure event, Pax8 will refund that portion of the Sponsorship Fee that has not been spent or committed as non-refundable by Pax8 to third parties, or as otherwise agreed between Pax8 and the Sponsor.
5.4. Pax8 will not be responsible for any indirect or consequential losses incurred by the Sponsor due to the cancellation of the Event.
5.5. Adjustments for partial cancellation. If the Event is partially cancelled or reduced in scope (for example, due to public health concerns), Pax8 will work in good faith with the Sponsor to adjust the Sponsorship Fees and benefits to reflect the reduced scale of the Event.
5.6. Notice of cancellation. Pax8 agrees to notify the Sponsor as soon as practicable of any known cancellation or significant alteration to the Event. The Sponsor agrees to provide a valid email address and contact information for the purpose of receiving such notifications.

6. Confidentiality.

6.1. Confidential information. The term Confidential Information refers to any data or information (oral or written) disclosed by Pax8 that is not generally known to the public and that the receiving party understands is proprietary or confidential. This includes, but is not limited to, business plans, strategies, customer information and any other information that is marked as ‘confidential’ or reasonably should be treated as confidential.
6.2. Confidentiality obligation. The Sponsor agrees to maintain the confidentiality of all Confidential Information received from Pax8 and not to use or disclose such information except as necessary to perform its obligations under these Terms or as required by law.
6.3. Return or destruction of Confidential Information. Upon termination of these Terms or at Pax8’s request, the Sponsor shall return or destroy all copies of Confidential Information in its possession.
6.4. Personal data. The Sponsor agrees to comply with all applicable data protection laws and regulations, including GDPR, in relation to any personal data processed in connection with the Event.
6.5. Data use. The Sponsor may use personal data obtained in connection with the Event only for the purposes of fulfilling its obligations under these Terms and must not share such data with third parties without consent.

7. Insurance.

7.1. Liability. The Sponsor assumes responsibility and agrees to indemnify, defend and hold harmless Pax8 from and against any claims or expenses (including reasonable legal fees) arising from the Event or the use of the Venue premises.
7.2. Insurance requirements. The Sponsor agrees to obtain and maintain comprehensive general liability insurance, including for contractual liability covering the Sponsor’s indemnity in this SOW, for its use of the Venue premises. Such insurance shall provide coverage of no less than $1,000,000 as a combined single limit for personal injury and property damage. Pax8 shall be named as an additional insured party on the Sponsor’s policy and, on request, the Sponsor shall supply Pax8 with the insurance certificate at least thirty (30) days before the Event.
7.3. Sponsor’s property. The Sponsor understands that Pax8 does not maintain insurance for the Sponsor’s property. It is the sole responsibility of the Sponsor to obtain insurance coverage for its property.
7.4. Waiver of subrogation. The Sponsor shall secure a waiver of subrogation from its insurance provider, relinquishing the provider’s right to pursue recovery from Pax8.

8. Indemnification.

8.1. General indemnity. The Sponsor agrees to indemnify, defend and hold harmless Pax8, its officers, directors, employees, agents, affiliates, successors and assigns from and against any and all claims, demands, losses, liabilities, actions, lawsuits, proceedings, judgments, damages, awards, costs and expenses (including reasonable legal fees) arising, in whole or in part, from any breach of these Terms by the Sponsor or any act or omission by the Sponsor or any employee, agent, contractor, subcontractor or representative of the Sponsor in connection with, arising from or relating to these Terms including, without limitation, any injury or bodily harm to anyone at the Event and/or damage caused to the Venue.
8.2. Third-party claims. If a third-party claim is made against Pax8 in connection with the Sponsor’s actions, the Sponsor will assume the defence of such claim, including the retention of counsel and the payment of all expenses. Pax8 shall have the right to participate in the defence of the claim and to retain counsel at its own expense to assist in the handling of the claim.
8.3. Settlement approval. The Sponsor shall not settle any claim without the prior written consent of Pax8, which shall not be unreasonably withheld, provided that Pax8 is released from all liability and such settlement does not affect Pax8’s rights or interests.
8.4. Notification. The Sponsor agrees to promptly notify Pax8 of any claim or legal proceedings arising from the Sponsor’s participation in the Event or relating to these Terms.

9. Liability.

9.1. Limitation of liability. To the maximum extent permitted by law, Pax8’s total liability arising from or relating to these Terms (whether in contract, tort or otherwise) shall not exceed the amount actually paid to it by the Sponsor. Pax8 assumes no responsibility or liability for any injury that may occur to visitors of the Event.
9.2. To the maximum extent permitted by law, Pax8 or any of its affiliates, agents, officers, directors or employees shall in no way be liable for indirect, incidental, consequential or exemplary damages or lost profits for any of their acts or omissions in connection with these Terms or the Event, whether or not they have been advised of the possibility of such damages or lost profits.
9.3. The Sponsor assumes responsibility for safeguarding and insuring and assumes all liability relating to its own property at any Event. Pax8 has no duty of care, nor does it assume any responsibility for the protection or safety of the Sponsor, its officers or employees or for protecting the Sponsor’s property or any other property used in connection with any exhibit against theft or against damage caused by fire, accident or anything else. Any protection exercised by Pax8 shall be deemed purely gratuitous on its part and shall in no way be construed to make Pax8 liable for any loss or inconvenience suffered by the Sponsor.
9.4. Disclaimer. Pax8 disclaims all warranties (express or implied) including but not limited to warranties of merchantability and fitness for a particular purpose.

10. Sponsor’s contests.

10.1. Contest authorisation. The Sponsor may conduct contests, sweepstakes or other promotional activities (collectively ‘Contests’) at the Event with the prior written consent of Pax8. The Sponsor is solely responsible and liable for the management and execution of any Contests during the Event.
10.2. Contest rules. The Sponsor agrees to provide Pax8 with the official terms and conditions and rules of any Contest, which must comply with all applicable laws and regulations. The Sponsor must also publish and provide the attendees with Contest rules that are compliant with all laws, rules and regulations pertaining to such events. The rules must contain a clear disclaimer: ‘This contest/prize draw is in no way sponsored, endorsed or managed by, or associated with, Pax8 or its owners, managers, subsidiaries, affiliates, employees or agents.’
10.3. Prizes. The Sponsor is solely responsible for the procurement, delivery and quality of any prizes offered in connection with a Contest.
10.4. Liability. The Sponsor agrees to release Pax8 from any claims, damages or liabilities arising from or relating to the Contest.

11. Sponsor’s staff.

11.1. Staff credentials. All of the Sponsor’s staff attending the Event must be registered with Pax8 and always wear official Event credentials.
11.2. Conduct. The Sponsor’s staff are expected to conduct themselves in a professional manner, adhere to the Event’s Code of Conduct found in thePax8 Beyond 2025 FAQs at [insert link] and respect the rights and dignity of all participants.
11.3. Training. The Sponsor shall ensure that its staff are adequately trained and informed about the Sponsor’s products, services and any activities or promotions being conducted at the Event.

12. Video/recordings.

12.1. Authorisation requirement. The Sponsor is prohibited from making any video recordings at the Event without the prior written consent of Pax8. This includes all forms of video capture within the Venue.
12.2. Pax8 rights. The Sponsor acknowledges and agrees that Pax8 reserves the exclusive right to film, photograph and record the Event. Pax8 may utilise the names, quotes, likenesses, voices and biographical information of participants in connection with the Event.
12.3. Use of materials. Pax8 has the right to publish, copyright, distribute, perform, transmit, print, display, exhibit and otherwise use any materials and recordings obtained during the Event. This extends to all media platforms, including but not limited to television, film, CDs, audio recordings, photographs, print publications, marketing collateral, the Internet and the World Wide Web.
12.4. Commercial purposes. Pax8 may use the materials and recordings, in whole or in part, for commercial purposes related to the Event or Pax8’s promotional activities without any limitation.
12.5. Worldwide use. The rights granted to Pax8 for the use of these materials and recordings are worldwide and encompass all commercial purposes.

13. Use of exhibit Space.

13.1. Space allocation. Pax8 will provide the Sponsor with a Space as per the Ordering Document terms. The Sponsor must confine its exhibit and activities to its Space.
13.2. Display requirements. The Sponsor’s exhibit must comply with all Event Guidelines found in the Sponsor service kit, including height, electrical and safety regulations.
13.3. Set-up and tear-down. The Sponsor is responsible for the set-up and tear-down of its exhibit in accordance with the schedule and guidelines provided by Pax8.

14. Security.

14.1. Event security. Pax8 will provide security at the Event to ensure the safety of all participants and the protection of property. The Sponsor is responsible for the security of its own property and personnel.
14.2. Security compliance. The Sponsor agrees to comply with all security measures and procedures established by Pax8 and the Venue, including but not limited to access controls, identification requirements and inspections.
14.3. Incident reporting. The Sponsor must report any security incidents or concerns to Pax8 immediately.

15. Sponsor’s expenses.

15.1. The Sponsor is responsible for all costs incurred in connection with the Event. This includes, but is not limited to, services such as shipping and receiving, electrical, internet, phone, catering and décor over and above that provided in the Space.

16. Shipping.

16.1. Shipping arrangements. The Sponsor is responsible for making all shipping arrangements for its materials and products to and from the Venue.
16.2. Shipping costs. All costs associated with shipping, including transportation, insurance and customs clearance, are the responsibility of the Sponsor.
16.3. Delivery and removal. The Sponsor must adhere to the delivery and removal schedules provided by Pax8 to avoid disruptions to the Event.

17. Pax8 Solution Consultant Terms.

17.1. Pax8 Solution Consultants are dedicated professionals engaged to provide expert advice and support for the Sponsor’s products and services (PSCs). PSCs are trained in the Sponsor’s offerings to ensure accurate representation and effective demonstrations. The Sponsor will be informed of its assigned PSC at least two weeks before the Event, allowing for any necessary pre-event meetings and collaboration. During the Event, the PSC will be available during official Venue hours to assist attendees, address technical enquiries and facilitate product demonstrations. Leveraging their deep industry knowledge, PSCs will work closely with the Sponsor to align on messaging, product positioning and engagement strategies to enhance the attendee experience and maximise the Sponsor’s event impact. Post-event, the Sponsor will receive valuable insights and feedback from the PSC based on their interactions with attendees to help devise future product and marketing strategies.

18. General provisions.

18.1. Compliance with laws. Both parties agree to comply with all applicable laws, statutes, regulations and ordinances concerning their performance under these Terms.
18.2. Relationship of the parties. Nothing in these Terms shall be construed to create a partnership, joint venture or employer-employee relationship between the Sponsor and Pax8.
18.3. Force majeure. Neither party shall be liable for any failure to perform its obligations under these Terms if such failure is caused by events beyond their reasonable control, including but not limited to acts of God, war, terrorism, government regulations, disaster, strikes (except those involving the party’s employees), civil disorder or curtailment of transportation facilities. In such event, the affected party shall be entitled to cancel these Terms without liability.
18.4. Non-disparagement. The parties agree not to disparage one another or any aspect of the Event in any medium to any person.
18.5. Dispute resolution. Any disputes arising from or relating to these Terms shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.
18.6. Survival. Provisions of these Terms which by their nature should apply beyond their terms will remain in force after any termination or expiration of these Terms including, but not limited to, confidentiality, indemnification and liability limitation provisions.
18.7. Governing law. These Terms shall be governed by and construed in accordance with the laws of the state of Colorado, without regard to its conflict of laws principles.
18.8. Entire agreement. These Terms constitute the entire agreement between the parties and supersede all prior understandings, agreements or representations by or between the parties, whether written or oral, insofar as they relate to the subject matter thereof.
18.9. Severability. If any provision of these Terms is found to be invalid, illegal or unenforceable, the remaining provisions of these Terms will remain in full force and effect.

End.