GEN3 TICKETS HOLDINGS INC.

Acceptance of the Terms of Use

The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, the “Terms”), govern your access to and use of any Gen3 Tickets software, applications, products, and services (individually or collectively, the “Services”) accessed through our website (the “Site”) and any information, content, text, graphics, photos, or other materials uploaded, downloaded, purchased, or appearing on or through the Services (collectively referred to as “Content”). 

These terms of use are entered into by any person accessing or using the Services (“you,” “yours,” or the “users”) and Gen3 Tickets Holdings Inc., a Delaware corporation (“Company,” “we,” or “us”). Any person accessing or using the Services on behalf of a company hereby represents that they have authority to bind such company and its affiliates to these Terms, and that these Terms are fully binding on them. 

Please read these Terms carefully before you start to use the Services. By accessing or using the Services you are acknowledging that: (a) you have read and understood these Terms and the Privacy Policy and (b) you agree to comply with, and be legally bound by, these Terms and our Privacy Policy as they exist on the date of each such use or access. Our Privacy Policy can be found at https://reventapp.com/privacy, and is incorporated herein by reference. 

If you do not agree to these Terms or the Privacy Policy, you must not access or use the Services. 

The Services are offered and available to users who 18 years of age or older, or the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years of age, or that are at least 13 years old and have obtained their parent’s or legal guardian’s express consent to use the Services. By using the Services, you represent and warrant that you are of legal age to form a binding contract with the Company, or that you have obtained your parent’s or legal guardian’s permission to do so. If you do not meet all of the age requirements, you must not access or use the Services. The Services are not intended for any children under the age of 13. 

Changes to the Terms of Use

We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when posted and apply to all access to and use of the Services thereafter. If the revision, in our sole discretion, is material we will notify you through our website or through the email associated with your profile (if applicable). By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms. 

Accessing the Services and Account Security

We reserve the right to withdraw or amend the Services, and any part of the Site, in our sole discretion, without notice. We will not be liable if for any reason all or any part of our Services are unavailable at any time or for any period. From time to time, we may restrict access to some parts of our website, or the entire website, to users, including registered users.

You are responsible for both: 

• Making all arrangements necessary for you to have access to the Services. 
• Ensuring that all persons who access the Services on your behalf are aware of these Terms of Use and comply with them. 

While you can utilize our Services and review a range of information about events, as well as other materials relating to the event industry, without registering, to post information through our Services, purchase tickets, promote events, purchase advertising slots, and to obtain access to certain other materials or information from our Services, you must become a registered user. Ourregistration forms will specify the information which you must provide to enjoy the particularfeature, and the information which you may, at your option, choose to provide or withhold. It is a condition of your use of the Services that all the information you provide to us is correct, current, and complete. We may request, without limitation, your legal name, address, email address, and telephone number(s). You agree that all information you provide to register with us is governed by our Privacy Policy https://reventapp.com/privacy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy. 

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to our Services using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You are solely responsible for maintaining the confidentiality of your user name and password, and for any and all activities that are conducted by you or anyone else through your account. 

We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms. 

Making Purchases/Receiving Payments

The purchase of any tickets, advertising slots, or other products through the Site, including any refunds or exchanges, and the invoicing or receipt of payments will be processed by Stripe, a third party payment processor (“Stripe”). Payments processed or received by Stripe are subject to the terms of use and privacy policies of Stripe and are not accessible or controlled by the Company. Contact the event organizer to handle any refunds. The Company does not store any of your payment information, including credit card number, CVV, or expiration date. Concerns regarding payment processing or invoicing should be directed to Stripe. Processing or receiving your payment through Stripe is at your own risk, and you agree that the Company is not liable for any loss caused by any unauthorized use of credit cards or other methods of payment by Stripe in connection with your use of the Services. For additional information, we recommend that you review Stripe’s privacy policy. In consideration of the services rendered, the company shall levy a service fee equivalent to 7% of the total transaction value at the point of checkout, payable by the purchaser. 

Ticket Transfer

If you wish to transfer tickets to an event you have purchased on the Site, please contact the event organizer of the event to arrange for ticket transfer. The Company is not responsible for fraudulent or incorrect ticket transfers, faulty printed or electronic tickets, or tickets that were illegally copied. 

Intellectual Property Rights

The Site and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. 

Except with respect to your use of certain Services that provide for or facilitate commercial activities, you understand that the Site is for your personal and non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Site, except as follows: 

• Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials. 
• You may store files that are automatically cached by your web browser for display enhancement purposes. 
• You may print or download one copy of a reasonable number of pages of the Site for your own personal, non-commercial use and not for further reproduction, publication, or distribution. 
• If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, except with respect to your use of certain Services that provide for or facilitate commercial activities, provided you agree to be bound by our end user license agreement for such applications. 
• You may take such actions as are enabled by the Social Media Features. You must not: 
• Modify copies of any materials from this site. 
• Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site. 

Trademarks

The Company name, the terms Revent, the company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Site are the trademarks of their respective owners. 

Member Conduct. At all times when using or accessing the Services, you agree that: 

• You are solely responsible for the content or information you publish or display on the Services or transmit to other members. 
• You are solely responsible for your interactions with attendees, event organizers, advertisers, sponsors, service providers, or with any other User. 

Prohibited Uses

You may use the Site only for lawful purposes and in accordance with these Terms. You agree not to use the Site: 

• In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). 
• For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise. 
• To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out below. 
• To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation. 
• To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing). 
• To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Site, or which, as determined by us, may harm the Company or users of the Site, or expose them to liability. 
• To search for, reserve, or purchase tickets using ticket bot technology through the Site; for the avoidance of doubt, this specifically prohibits you from using automated ticket purchasing software on the Site, and prohibits you from circumventing any security measure, access control system, or other technological control or measure on the Site that is used to enforce posted event ticket purchasing limits or to maintain the integrity of posted online ticket purchasing order rules. 

Additionally, you agree not to: 

• Use the Site in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Site, including their ability to engage in real time activities through the Site. 
• Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the material on the Site. 
• Use any manual process to monitor or copy any of the material on the Site, or for any other purpose not expressly authorized in these Terms, without our prior written consent. 
• Use any device, software, or routine that interferes with the proper working of the Site.
• Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful. 
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site is stored, or any server, computer, or database connected to the Site. 
• Attack the Site via a denial-of-service attack or a distributed denial-of-service attack. ● Otherwise attempt to interfere with the proper working of the Site. 

User Contributions

The Site may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, and other interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Contributions”) on or through the Site. All User Contributions must comply with the Content Standards set out below. 

Any User Contribution you post to the Site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Site, you grant us and our licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material. 

Further, in connection with User Contributions you submit, post, or display on or through the Site, you affirm, represent, and warrant the following: (a) you have the written consent of each and every natural person who is identifiable in the User Contribution, if any, to use such person’s name or likeness in the manner contemplated by the Site and these Terms, and each such person has released you from any liability that may arise in relation to such use; (b) you have obtained and are solely responsible for obtaining all consents as may be required by law to post any User Contribution relating to third parties; and (c) your User Contribution and the Company’s use thereof as contemplated by these Terms and the Site will not violate any law or infringe any rights of any third party, including but not limited to any intellectual property rights and privacy rights. 

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness. 

We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of Site. 

Monitoring and Enforcement; Termination

We have the right to (i) remove or refuse to post any User Contributions for any or no reason in our sole discretion and (ii) take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates these Terms, including the Content Standards, infringes any intellectual 

property right or other right of any person or entity, threatens the personal safety of users of the Site or the public, or could create liability for the Company 

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Site. YOU WAIVE AND HOLD HARMLESS THE COMPANY FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER THE COMPANY OR LAW ENFORCEMENT AUTHORITIES. 

However, we do not undertake to review all material before it is posted to the Site and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section. 

Content Standards

These content standards apply to any and all User Contributions and use of Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws and regulations. Without limiting the foregoing, User Contributions must not: 

• Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable. 
• Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age. 
• Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person. 
• Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy https://reventapp.com/privacy. 
• Be likely to deceive any person. 
• Promote any illegal activity, or advocate, promote, or assist any unlawful act. 
• Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person. 
• Impersonate any person, or misrepresent your identity or affiliation with any person or organization. 
• Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising. 
• Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case. 

Reliance on Information Posted

We do not warrant the accuracy, completeness, or usefulness of information presented on or through the Site. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other User of the Site, or by anyone who may be informed of any of its contents. 

This Site includes content provided by third parties, including materials provided by other users, event organizers, advertisers, sponsors, and service providers. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties. 

Limitations of our Services

The contents of our Services, and the Services in general, are intended strictly for the purposes of: (i) providing a platform for users to search for events and purchase tickets to said events, (ii) providing event organizers with a platform to post information about themselves and theirevents, and sell tickets to said events, and (iii) facilitating the connection between attendees,event organizers, advertisers, sponsors, and service providers (collectively, “Permitted Uses”).

You represent and warrant that you understand, and agree, that the Company is not, will not be, and will not in any way be construed to be a party to any contract or agreement between anyusers of our Services regarding the provision of services at any event or engagement.

We do not employ any event organizers, advertisers, sponsors, or service providers, and we are not responsible for the conduct, whether online or offline, of any attendees, event organizers,advertisers, sponsors, or service providers, or other users of the Site or Services. Eventorganizers, advertisers, sponsors, or service providers are responsible for (i) compliance with allapplicable laws, (ii) incidents or accidents, or (iii) misleading information or lies in connectionwith any relationship they establish or any event they produce.

Event organizer, advertiser, sponsor, and service provider content is primarily user generated. Wedo not control or vet user-generated content for accuracy, and we do not assume and expresslydisclaim any responsibility for the accuracy or reliability of any information provided by eventorganizers, advertisers, sponsors, or service providers on or off the Site. We do not assume andexpressly disclaim any liability that may result from the use of information provided on our Siteincluding, without limitation, the cancellation of an event. We do not refer or recommend eventorganizers, advertisers, sponsors, or service providers nor do we make any representations aboutthe suitability, reliability, timeliness, or accuracy of the services provided by event organizers,advertisers, sponsors, or service providers or the integrity, responsibility or actions of eventorganizers, advertisers, sponsors, or service providers whether in public, private or offlineinteractions. Any screening of an event organizers, advertisers, sponsors, or service providersand his, her or its information by the Company is limited and should not be taken as complete,accurate, up-to-date or conclusive of the individual’s or entity’s suitability as a event organizers,advertisers, sponsors, or service providers generally.

Changes to the Site

We may update the content on this Site from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Site may be out of date at any given time, and we are under no obligation to update such material. 

Information About You and Your Visits to the Site

All information we collect on this Site is subject to our Privacy Policy https://reventapp.com/privacy. By using the Site, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy. 

Linking to the Site and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent. 

This Website may provide certain social media features that enable you to: ● Link from your own or certain third-party websites to certain content on this Site. 

• Send emails or other communications with certain content, or links to certain content, on this Site. 
• Cause limited portions of content on this Site to be displayed or appear to be displayed on your own or certain third-party websites. 

You may use these features solely as they are provided by us and solely with respect to the content they are displayed with. Subject to the foregoing, you must not: 

• Establish a link from any website that is not owned by you. 
• Cause the Site or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking. 
• Link to any part of the Site other than the homepage. 
• Otherwise take any action with respect to the materials on this Site that is inconsistent with any other provision of these Terms. 

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms. 

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice. 

We may disable all or any social media features and any links at any time without notice in our discretion. 

Links from the Site

If the Site contains links to other sites and resources provided by third parties, including event attendees, event organizers, advertisers, sponsors, or service providers, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. Concerns regarding any such third-party services or links should be directed to the particular outside third-party service. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or 

damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Site, you do so entirely at your own risk and subject to the terms and conditions of use for such websites. Unless stated otherwise, the Company does not endorse,sanction, or verify third-party services or links contained on our Site, and we provide these linksmerely for the convenience of users of our Services.

Geographic Restrictions

The owner of the Site is based in the State of Florida in the United States. We provide this Site for use only by persons located in the United States. We make no claims that the Site or any of its content is accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws. 

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. 

TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SITE LINKED TO IT. 

YOUR USE OF THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. 

FURTHER, WE SPECIFICALLY MAKE NO REPRESENTATION OR WARRANTY REGARDING, AND WE DISCLAIM AND ASSUME NO LIABILITY OR RESPONSIBILITY REGARDING: (I) THE QUALITY OR AVAILABILITY OF ANY POSTINGS MADE BY 

YOU OR ANY OTHER USERS OF THE SERVICES; (II) WHETHER ANY SCHEDULED EVENTS OR ENGAGEMENTS WILL OCCUR; (III) WHETHER PERSONS OR ACTS CONTACTED THROUGH THE SERVICES WILL APPEAR AT ANY EVENTS OR ENGAGEMENTS; (IV) THE ABILITY OF YOU OR ANY OTHER USER OF THE SITE TO ENGAGE IN TRANSACTIONS WITH ANY OTHER USER OF THE SERVICES; (V) ANY DETAILS RELATING TO ANY TRANSACTIONS YOU MAY ENGAGE IN WITH ANY OTHER USE OF THE SERVICES; (VI) THE QUALITY OF THE LISTINGS OR OTHER INFORMATION OFFERED BY YOU OR ANY USER OF THE SERVICES; (VII) THE FINANCIAL CONDITION OF YOU OR ANY USER OF THE SERVICES; OR (VIII) COMPLIANCE WITH LOCAL, STATE AND FEDERAL LAWS BY YOU OR ANY OTHER USER OF THE SERVICES. GIGSALAD MAKES NO REPRESENTATION THAT THE INFORMATION IN THE SERVICES IS APPROPRIATE OR AVAILABLE FOR USE IN LOCATIONS OUTSIDE THE UNITED STATES, AND ACCESS TO THE SERVICES FROM LOCATIONS WHERE THE PROVISION OF SUCH INFORMATION MAY BE ILLEGAL IS PROHIBITED. USERS WHO DETERMINE TO ACCESS THE SERVICES FROM SUCH LOCATIONS DO SO ON THEIR OWN INITIATIVE AND ARE RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE LOCAL LAWS. 

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. 

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. 

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY SITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER SITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. 

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. 

Release of Liability for Third-Party Conduct. By using this Site or our Services, you hereby represent, understand, and expressly agree to release and hold the Company (and the Company’sofficers, directors, shareholders, employees, parents, subsidiaries, other affiliates, successors,assignees, agents, representatives, advertisers, marketing partners, licensors, independentcontractors, recruiters, and corporate partners) harmless from any claim or controversy that may

arise out of: the actions or inactions of, or the relationship between, you and attendee, eventorganizer, advertiser, sponsor, service provider, or other user(s) of the Site. The Companyexpressly disclaims any liability whatsoever for any damage, suits, claims, and/or controversiesthat have arisen or may arise, whether known or unknown, from the above.

Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Services, including, but not limited to, your User Contributions, any use of the Site’s content, services, and products other than as expressly authorized in these Terms, or your use of any information obtained from the Site. 

Indemnification for Third-Party Claims

You agree to indemnify, defend, save and hold harmless the Company, and its members, managers, employees, agents, representatives, licensors, affiliates, parents, subsidiaries,subcontractors, and partners (collectively, our “Related Parties”) against any losses, judgments,damages, demands, costs, or expenses (including reasonable attorneys’ fees and costs) arisingout of any third-party claims resulting from: (i) materials and content you submit, post ortransmit through the Site; (ii) your breach of the Prohibited Conduct provision; (iii) your use ofthe Site or Services in violation of any local, state, federal, or international law (iv) yourviolation of any rights of any third party, (v) any relationship or agreement between an attendee,event organizer, advertiser, sponsor, service provider, or other user(s) using the Site or Services.Without limitation, you agree to reimburse us and our Related Parties on demand for any payments made in resolution of any liability or claim that is subject to indemnification under thisSection. We will promptly notify you of any such claim, and you may assume control of thedefense of such claim with counsel subject to our reasonable approval, provided that you obtainand post an appropriate bond for our benefit, and we shall have the right in all events to participate in the defense thereof. If a claim is made we will have the right to withhold paymentof any monies due you in an amount reasonably related to the claim and potential expenses.

Governing Law and Jurisdiction

All matters relating to the Site and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction). 

Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Site shall be instituted exclusively in the federal courts of the United States or the courts of the State of Delaware. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts. 

Arbitration

At Company’s sole discretion, it may require you to submit any disputes arising from these Terms of Use or use of the Site, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Delaware law. 

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED. 

Waiver and Severability

No waiver by the Company of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. 

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect. 

Entire Agreement

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and the Company regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Site. 

Your Comments and Concerns

All feedback, comments, requests for technical support, and other communications relating to the Site should be directed to: [email protected].