LUMIX Event Participant Agreement
PARTICIPANT AGREEMENT TERMS
1. Event.
a. The Event site location, date, and hours are as specified on the website. Panasonic reserves the right to change the site, hours, or dates of the Event at its sole discretion. Panasonic will attempt to notify Participant of any such changes as far in advance as possible.
b. Payment Terms. Participant agrees to pay Panasonic the event fees identified on the website (“Fees”). Fees do not include any local, state, federal, or foreign taxes, levies, duties, or similar governmental assessments of any nature, including value-added, use, or withholding taxes. All other expenses are the responsibility of Participant. All Fees paid hereunder are non-refundable. Fees may be subject to change including availability of discounts within the sole discretion of Panasonic. Panasonic will attempt to notify Participant of any such changes as far in advance as possible.
2. Cancellation. Panasonic reserves the right to cancel the Event, or any portion thereof, for any reason at any time upon written notice to Participant (email acceptable). Upon cancellation of the Event or termination by Panasonic for cause, including, without limitation, Participant’s breach of this Agreement or Participant’s failure to pay the Fees due, Participant will not be entitled to, and Panasonic will not pay Participant, any refund of any Fee. In the event of any termination by Panasonic without cause, Panasonic’s sole liability to Participant, and Participant’s exclusive remedy, will be a refund of the Fees pre-paid prior to notice of such termination.
3. Participant Obligations. Participant is responsible for its own lodging and parking accommodations and any personal property that Participant and its employees and agents bring to the Event. In addition to the terms specifically set forth in this Agreement, Participant agrees to abide by all rules and regulations governing the Event, which may be provided by Panasonic from time to time (and may be subject to amendment by Panasonic upon notice to Participant). Participant must, at all times, conduct itself in an orderly manner and must not act in any manner that causes offense, annoyance, or inconvenience to other partners, Panasonic, venue personnel, and/or attendees at the Event. If Participant and/or its agents or employees violate any obligations set forth hereunder, Participant and/or such persons may be expelled without a refund from the Event, and future Events, at the discretion of Panasonic.
4. No Endorsement. Participant will not state or imply that its products or services are endorsed by Panasonic and no approval by Panasonic of any of Participant’s content or participation in the Event will be deemed an endorsement.
5. Privacy. Participant acknowledges and understands that Panasonic may use all personal information provided by Participant in supporting marketing of the Event, Panasonic or its products and services. Panasonic will be recording photos and videos during the event. By attending the Event, Participant consents to the use of their likeness in marketing materials, including but not limited to our website, social media, and promotional content.
6. Health and Safety. Participant is responsible for their own safety and the safety of their employees and belongings. Panasonic has no responsibility or obligation to Participant, its employees or its belongings. Panasonic reserves the right within its sole discretion to remove Participant or its employees for disruptive, unsafe, or inappropriate behavior.
7. Indemnification. Participant agrees to defend, indemnify, and hold harmless Panasonic and its officers, directors, employees, consultants, affiliates, subsidiaries, and agents (collectively, the “Panasonic Entities”) from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees and costs, arising out of or in any way related to: (i) any damages to real or personal property, or personal injury to any person, directly or indirectly caused by Participant or Participant’s employee or contractor in connection with the Event; (ii) any failure to comply with any applicable federal, state, and local laws and regulations related to the collection, use, sharing, disclosure, and storage of personal information; and (iii) any claim that Panasonic’s use of any content provided by Participant for the Event infringes or misappropriates any third party’s intellectual property, publicity, privacy, confidentiality, or other right.
8. LIMITATION OF LIABILITY. NEITHER PANASONIC AND ITS AFFILIATES NOR THE OWNERS OF THE EVENT VENUE WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA, OR USE, NOR ANY PUNITIVE DAMAGES, INCURRED BY THE OTHER PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. PANASONIC’S LIABILITY FOR DAMAGES UNDER THIS AGREEMENT WILL IN NO EVENT EXCEED THE AMOUNT OF FEES PAID BY PARTICIPANT UNDER THIS AGREEMENT.
9. NO WARRANTIES. PANASONIC EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FIT NESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, PANASONIC MAKES NO REPRESENTATIONS OR WARRANTIES TO PARTICIPANT CONCERNING THE EVENT, INCLUDING, WITHOUT LIMITATION, THE NUMBER OF PARTICIPANTS WHO WILL ATTEND THE EVENT OR WHETHER THE EVENT IS AN EFFECTIVE METHOD OF MARKETING FOR PARTICIPANT.
10. Insurance. Participant agrees to obtain, maintain, and pay for general insurance coverage in amounts sufficient to insure against liability assumed in connection with the Event.
11. Compliance with Laws. Participant shall comply with all laws in the United States, including the Foreign Corrupt Practices Act. Participant shall not attempt to influence any third party or government official through bribes, payoffs, political contributions, or kickbacks or give anything of value in any manner that would imply that such illegal payments are made. Participant represents that it is not engaged in any transactions or dealings subject to any Economic Sanctions Laws administered by the United States Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) or any other governmental entity imposing economic sanctions or trade embargoes.
12. Force Majeure. Panasonic shall have no liability to Participant for any damages, costs, or losses incurred related to changes, postponement, or cancellation of the Event due to acts of God, fire, flood, strike, civil, government or military authority, acts or restrictions of government, acts of terrorism, acts of war, disease, epidemics, pandemics, quarantine restrictions, disaster, strikes, civil disorders, the availability of the workforce or the venue, or other emergencies or due to similar causes or any action beyond the control of Panasonic.
13. Assignment. Neither party may transfer or assign its rights or obligations under this Agreement without the prior written consent of the other party, which consent will not be unreasonably withheld, provided that no such consent of the other party will be required in the event of a transfer or assignment by a party to its parent or subsidiary or to a successor in interest or to the acquirer of all or substantially all of its assets, provided such successor in interest or acquirer is not a direct competitor of the other party. Subject to the foregoing sentence, this Agreement will be binding upon and inure to the benefit of the parties hereto, their successors and assigns.
14. General. The parties to this Agreement are independent contractors, and no agency, partnership, joint venture, or other legal entity is created or intended to be created by this Agreement. This Agreement states the entire agreement between the parties and supersedes any and all prior discussions, representations, demonstrations, negotiations, correspondence, writings and other agreements, and states the entire understanding and agreement upon which Participant and Panasonic rely respecting the subject matter of this Agreement. This Agreement may be amended or modified only in a writing agreed to and signed by the authorized representatives of the parties. If any provision of this Agreement or the application thereof to any party or circumstances will, to any extent, now or hereafter be or become unenforceable, the remainder of this Agreement will not be affected and every other provision of this Agreement will be valid and enforceable to the fullest extent permitted by law. This Agreement will be governed by and construed in accordance with the laws of the State of New York, without regard to the conflicts of laws provisions thereof.