SPONSOR TERMS & CONDITIONS
All conference sponsors/exhibitors must accept the Terms & Conditions as part of the registration process
The following Terms and Conditions apply to all sponsors/exhibitors attending CMiC Connect 2019 (“Connect 2019”), which is put on by Computer Methods International Corp. (“CMiC”):
Computer Methods International Corporation. (“CMiC”) and the company listed on the applicable
Insertion Order(s) as the sponsor of the Event(s) (“Sponsor”) each agree that CMiC will provide to
Sponsor the services detailed in the Sponsorship Agreement (as defined below) in connection with the
purchase of the sponsorship package selected on such Insertion Order(s) (“Sponsorship”) at a CMiC
conference, seminar or custom event (“Event”) pursuant to the terms of the Sponsorship Agreement.
For purposes hereof, “Sponsorship Agreement” shall be defined as (i) the Insertion Order executed and
delivered by Sponsor which references these Event Sponsorship Terms and Conditions and (ii) these
Terms and Conditions. In the event of a conflict or inconsistency between the Insertion Order and these
Terms and Conditions, the latter shall take precedence and govern.
1. Payment Terms.
Sponsor shall pay the Sponsorship Fee set forth on the Insertion Order to CMiC thirty (30) days prior to
the commencement of the Event. Notwithstanding the foregoing, Connect 2016 Sponsorships will be
billed in full upon execution of the Insertion Order. Payment is due no later than 30 days from the date
of invoice. All payments are non-refundable. Sponsor will not be permitted to move into and/or set up
its booth at the Event unless the Sponsorship Fee has been paid in full. CMiC reserves the right to hold
Sponsor responsible for all monies due and payable under the Sponsorship Agreement, as well as all
costs of collection, including reasonable attorneys’ fees. In the event that Sponsor fails to meet the
payment schedule, CMiC may terminate the Sponsorship Agreement, in which case Sponsor will
forfeiture all payments made without waiving CMiC’s right to be paid the liquidated damages set forth
2. Cancellation Clause.
(a) Written notice is required to be received by CMiC for all cancellations related to Sponsorships.
Sponsor agrees that, should it cancel its Sponsorship for any reason, CMiC will suffer damages and
Sponsor will pay the following to CMiC as liquidated damages and not a penalty.
• Cancellation up to 60 days prior to the Event
— 50% of the Sponsorship/Exhibition Fee
CMiC subsequent reassignment of a cancelled Sponsorship does not relieve Sponsor of the obligation to
pay the liquidated damages stated above. All liquidated damages are due within 60 days of CMiC
receiving the written cancellation notice. If Sponsor does not notify CMiC of cancellation and fails to set
up its booth by the commencement of the Event, CMiC will deem that Sponsor has cancelled its
Sponsorship and Sponsor will be responsible for the full Sponsorship Fee. Sponsor acknowledges that
liquidated damages may not be applied towards other products and services offered by CMiC.
b) If Sponsor received pricing discounts as a result of contracting to sponsor multiple CMiC Events,
Sponsor will be obligated to refund to CMiC any additional discounts received if Sponsor should cancel
or modify any or all of the related events. The refund amount due to CMiC will be calculated by, and
included in any cancellation fees or liquidated damages due to, CMiC. CMiC will not consider notice of
cancellation valid until payment of the cancellation fees and liquidated damages is received; therefore,
delay in receipt of payment may result in additional amounts owed by Sponsor to CMiC.
(c) If CMiC changes the Event date or location, or cancels the Event in its entirety, any of which CMiC
may do in its sole discretion, CMiC ‘s sole responsibility and entire liability to Sponsor shall be to (a) in
the case of CMiC’s cancellation of the Event, issue a credit to Sponsor in the amount of the applicable
prepaid Sponsorship Fee, which shall be used towards Sponsor’s purchase of additional programs,
whether such programs may be comprised of online or Event offerings, during the then-current CMiC
fiscal year, or (b) in the case of changes to the Event dates or location, notify the Sponsor of such
changes and, in the event that Sponsor cannot attend the rescheduled or relocated event, issue a credit
to Sponsor in the amount of the applicable Sponsorship Fee, which may be used towards the purchase
of additional CMiC programs, whether such programs may be comprised of online or Event offerings,
during the then-current CMiC fiscal year.
3. Sponsor Limitations
Sponsor acknowledges and agrees that partners or resellers are not permitted to have a branded
presence in Sponsor’s booth or table-top display. Sponsor expressly agrees not to sponsor, organize or
manage any entertainment, meetings, tours, special events, hospitality suite functions, private functions
other activity during the Event hours that may be reasonably anticipated to have an adverse effect on
attendance at the Event unless previously approved in writing by CMiC. CMiC reserves the right to
control all suites and meeting rooms in the Event hotel. In the event that Sponsor does not comply with
any stated Event rules, CMiC reserves the right to revoke, cancel or deny Sponsor’s right to exhibit at the
Event and any future CMiC events and this Sponsorship Agreement shall be deemed to be canceled by
4. Database Release Clause. Sponsor acknowledges that:
(i) CMiC may provide to Sponsor an electronic database comprised of the demographic information
provided by each of the Event delegates’ (“Delegate Demographic Database”), which will include the
attendee information corresponding to the Sponsor’s sponsorship level for the Event.
(ii) CMiC has compiled the Delegate Demographic Database based on its internal screening and approval
process, however, both parties acknowledge that each delegate provides their own information, as a
result of which CMiC is not responsible for any inaccuracies in the Delegate Demographic Database;
(iii) In consideration for CMiC providing the Delegate Demographic Database to Sponsor as part of the
Sponsorship Fee, Sponsor accepts the Delegate Demographic Database subject to the following
(a) the content of the Delegate Demographic Database may be used by Sponsor solely for its own
internal marketing purposes; and
(b) It will not disclose any of the content of the Delegate Demographic Database to any third party
including, without limitation, its channel partners, resellers, distributors, integrators,
independent sales representatives or independent software vendors.
5. Confidentiality Clause.
Sponsor agrees to keep the pricing, terms, conditions and contents of this Sponsorship Agreement
(“Confidential Information”) confidential and will not (i) publicize or disclose the Confidential
Information to any third party without the prior written consent of CMiC or (ii) use such Confidential
Information other than in connection with its sponsorship of the Event (which permitted activities may
include reasonable and industry standard practices associated with the Sponsor’s marketing or
promotion of the Event). Further, Sponsor agrees that any press releases it may issue or authorize
regarding Sponsor’s involvement with the Event must receive written approval from CMiC prior to
6. Liability of Sponsor
(a) Sponsor’s Property. Sponsor acknowledges that (i) it is solely responsible for any demonstration
materials and products used in connection with the Event and for insuring its property from all loss or
damage and (ii) all of its property is deemed to be in its care, custody and control in transit to and from,
or within the confines of, the Event site. Sponsor agrees not to make any claims against CMiC for loss,
theft, damage, or destruction of property, or injury, including death, to itself, its employees, agents or
representatives, unless caused solely by the gross negligence or willful misconduct of CMiC.
(b) Property of Others. Sponsor acknowledges that it is solely liable for any damage caused by its
employees, agents or equipment to building floors, walls, or columns, or to standard booth equipment,
or to other property belonging to the Event site or other Event participants or attendees, including,
without limitation any injury or damage resulting from Sponsor’s failure to comply with any of the Event
Rules and Regulations.
(c) Indemnification. Sponsor agrees to indemnify, defend and hold harmless CMiC and the Event site,
and each of its respective directors, officers, employees and agents, from and against all claims, losses,
expenses, liabilities and damages arising out of, or relating to, any breach of this Sponsorship Agreement
by Sponsor or the negligence or willful misconduct of Sponsor, its employees, agents or representatives
in performing this Sponsorship Agreement or otherwise in connection with the Event, including in
connection with Sponsor’s installation, removal, maintenance, occupancy or use of the Event site or a
part thereof, excluding any liability caused solely by the gross negligence or willful misconduct of
CMiC, the Event Site or their respective employees and agents.
7. Limitation of Liability
CMiC’s entire liability to Sponsor arising out of, or relating to, this Sponsorship Agreement shall be
limited to the fees paid hereunder. In no event shall CMiC be liable to Sponsor for any consequential,
incidental, special, reliance or indirect damages arising out of or relating to the Event, its cancellation or
any changes thereto in location, date or otherwise, whether such claim is based in contract or tort, and
whether or not CMiC has been advised of the possibility of such damages.
(a) For purposes of this Sponsorship Agreement, the following defined terms shall have the following
(i) “Content” shall mean all information, text, data, graphics, presentations, scripts, contact data,
processes, designs, methods and other assets used or useful by CMiC in the performance of the services
provided in connection with the Event.
(ii) “Custom Content” shall mean any Content developed or created by CMiC under the terms of this
Sponsorship Agreement that expressly provides that such Content is being developed or created
exclusively for Sponsor.
(iii) “Sponsor Content” shall mean all Content developed or created by Sponsor prior to execution of this
Sponsorship Agreement and provided to CMiC by Sponsor for use in connection with the Event.
(iv) “Editorial Content” shall mean all Content that is provided by CMiC in connection with the Event that
contains product and offering reviews, and/or views, opinions, research, analysis or evaluations, and is
created by or for CMiC prior to or during the term of, this Sponsorship Agreement.
(v) “CMiC Content” shall mean all Content that is provided by CMiC to Sponsor in connection with the
Event and was developed or created by or for CMiC prior to or during the term of this Sponsorship
Agreement, whether in connection with the Campaign or otherwise and shall expressly (i) include
Vendor Content and Editorial Content and (ii) exclude Sponsor Content and Custom Content.
(vi) “Vendor Content” shall mean all Content that CMiC provides to Sponsor in connection with the
Campaign and has been created or developed by third party IT vendors pursuant to agreements
between CMiC and such third parties either prior to, or during, the term of this Sponsorship Agreement.
(b) The parties acknowledge and agree that, as between the parties: (i) all Sponsor Content and Custom
Content shall be exclusively owned by Sponsor and Sponsor hereby grants to CMiC a royalty-free,
worldwide, nonexclusive license to use such Sponsor Content and Custom Content for the term of this
Sponsorship Agreement solely to allow CMiC to execute the Event; and; (ii) all CMiC Content shall be
exclusively owned by CMiC and CMiC hereby grants to Sponsor a royalty-free, worldwide, nonexclusive
license to use such Content for its internal purposes for the term of, and consistent with the provisions
of, this Sponsorship Agreement.
(c) With respect to all CMiC Content that CMiC delivers, discloses or uses for purposes of the Event
under this Sponsorship Agreement, CMiC warrants that it has the right to make such delivery, disclosure
and use of such Content without liability to any third party (other than liabilities as to which CMiC
remains solely liable).
(d) With respect to all Sponsor Content that Sponsor delivers, discloses or provides in order for CMiC to
execute the Event under this Sponsorship Agreement, Sponsor warrants that it has the right to make
such disclosure, delivery or provision and that CMiC can use such Content without liability to any third
party (other than liabilities as to which Sponsor remains solely liable).
(e) Sponsor agrees to indemnify and hold CMiC harmless from, and against, any expense, liability, claim
or loss that results from any claims arising out of Sponsor’s Sponsorship, including without limitation, a
breach of Sponsor’s representations regarding its ownership of any Content or other intellectual
property provided to CMiC in connection with the Event.
(a) Termination for Breach. CMiC may terminate the Sponsorship Agreement in the event of a material
breach of the Sponsorship Agreement by Sponsor, and with respect to breaches that are subject to cure,
which is not cured within thirty (30) days from receipt of written notice.
(b) Effect of Termination. Upon termination of this Sponsorship Agreement for any reason, each party
shall be released from all obligations and liabilities to the other occurring or arising after the date of
such termination under this Sponsorship Agreement, as applicable, except that any such termination
shall not relieve the other party of its obligations under Sections 4 through 9 or any liability arising from
a breach of this Sponsorship Agreement.
10. General Terms.
(a) All sponsorship and booth selection are on a first-come, first-served basis.
(b) CMiC will not be liable for delays in satisfying its obligations under this Sponsorship Agreement,
delivery, non-delivery, or other errors as a result of events beyond our control including Acts-of-God,
actions by any government entity, fire, flood, riot, explosion, embargo, strikes, labor or material
shortage, transportation interruption, national emergency, acts of terrorism or war, or Internet or
(c) CMiC will determine in CMiC’s sole discretion the manner and means by which the Event is executed,
subject to the express condition that CMiC will comply at all times with applicable law. CMiC is an
independent contractor and neither CMiC, nor CMiC’s employees nor agents are or shall be deemed
hereunder agents or employees of Sponsor.
(d) The Sponsor represents and warrants to CMiC that it has the authority to enter into this Sponsorship
Agreement and that the person signing the Insertion Order is authorized by the Sponsor to execute this
Sponsorship Agreement and bind the Sponsor to the terms set forth herein.
(e) For purposes of this Sponsorship Agreement, the term “Sponsor” shall be deemed to include all of its
agents, contractors and assigns.
(f) This Sponsorship Agreement constitutes the entire agreement and understanding between the
parties concerning Sponsor’s purchase of the sponsorship package purchased hereunder and may be
amended only by a written document executed by a duly authorized representative of each party.
(g) The rights and liabilities of the parties hereto shall bind and inure to the benefit of their respective
successors, executors and administrators, as the case may be. Neither party may assign or delegate its
obligations under this Agreement, in whole or in part, without the prior written consent of the other
(h) If any term or condition in this Sponsorship Agreement conflicts with any term or condition in any
purchase order, work order or similar supplementary document submitted by the Sponsor, the term or
condition set out in this Sponsorship Agreement shall prevail. No purchase order or similar
supplementary document that purports to modify of supplement this Sponsorship Agreement shall add
to or vary the terms of this Sponsorship Agreement and all proposed variations or additions submitted
by the Sponsor are objected to and deemed material unless otherwise agreed to in a writing signed by