TICKETING TERMS AND CONDITIONS – WINTER MUSIC CONFERENCE 2025

PLEASE READ THIS AGREEMENT CAREFULLY AND IN ITS ENTIRETY.  THIS AGREEMENT, WHICH IS A LEGALLY BINDING DOCUMENT, INCLUDES, AMONG ITS OTHER TERMS, RESTRICTIONS, LIMITATIONS AND CONDITIONS (INCLUDING LIMITATIONS ON LIABILITY), ASSUMPTIONS OF RISK, A NO REFUND POLICY (AND OTHER RELATED RESTRICTIONS), ARBITRATION MANDATES RELATIVE TO DISPUTE RESOLUTION AND WAIVERS OF IMPORTANT LEGAL RIGHTS.  

BY ENTERING INTO THIS AGREEMENT, YOU ACKNOWLEDGE THAT YOU ARE FREELY AND VOLUNTARILY GIVING UP IMPORTANT LEGAL RIGHTS.  IF YOU DO NOT AGREE WITH ANY OF THE TERMS, WAIVERS, LIMITATIONS, RESTRICTIONS, MANDATES AND/OR OTHER CONDITIONS  SET FORTH IN THIS AGREEMENT, OR IF YOU DO NOT AGREE WITH, OR IF YOU DO NOT AGREE TO ASSUME, THE RISK(S) TO YOU AS SET FORTH IN THIS AGREEMENT, DO NOT PURCHASE A TICKET, DO NO UTILIZE THE SERVICES BEING OFFERED BY US, DO ENTER OR ATTEND THE EVENT(S) OR VENUE AND/OR DO ENTER INTO OR ASSENT TO THE TERMS OF THIS AGREEMENT.

  1. Definitions. For the purpose of this Agreement, the following definitions shall apply:

  1. “Bearer” shall refer to the actual Conference attendee and person in possession, utilizing and/or presenting a valid Ticket (including e-tickets) at any point of entry, check-in and/or at entrance gates for entry into any aspect of the Conference or Venue.

  1. “Conference” shall mean that certain 3-day 2025 Winter Music Conference in Miami Beach and any rescheduled portions thereof (if, and to the extent applicable).

  1. “Issuer” shall refer to Global Conference Group, Inc., a Florida corporation with registered offices located at 201 South Biscayne Boulevard, Suite 800, Miami, Florida 33131, and shall include its successors and assigns.

  1. “Purchaser” shall refer to the person who purchased a valid Ticket for the Conference.

  1. “Site” shall refer to http://www.wintermusicconference.com.

  1. “Venue” shall refer to either Eden Roc Hotel South Beach or such other venue as determined by Issuer.

  1. License. Any purchase, possession, or presentation of this ticket (“Ticket(s)”) by you (“You,” “Your” “Bearer” or “Holder” of this Ticket) constitutes your irrevocable acceptance of, and agreement to be bound by, these terms and conditions respecting the conference (“Conference”).  IF YOU DO NOT AGREE WITH ANY OF THE TERMS AND CONDITIONS AS SET FORTH IN THIS AGREEMENT, OR IF YOU DO NOT AGREE WITH, OR AGREE TO ASSUME THE ALLOCATION OF RISK TO YOU AS SET FORTH HEREUNDER, DO NOT PURCHASE A TICKET AND/OR ENTER THE EVENT.  You agree that GLOBAL CONFERENCE GROUP, INC., (“Issuer,” “We,” “Our” or “Us”) may modify, add, remove, supplement, amend, update or revise any of these terms and conditions, without advanced notification to You (collectively, “Revise” or “Revision(s)”) by posting such Revisions on Issuer’s website located at www.wintermusicconference.com (the “Site”) and which Revisions shall, at Issuer’s option, relate back to the date of purchase.  Your Ticket shall be deemed a limited, non-exclusive, and revocable license issued for the sole purpose of accessing the venue where the Conference is scheduled to occur (the “Venue”) and for attending the Conference (the “License” or “Agreement”).   Issuer may revoke the License at any time WITHOUT ADDITIONAL NOTIFICATION OR COMPENSATION to You, including denying You access to the Venue.  IF PURCHASER OR BEARER DO NOT AGREE WITH THESE TERMS OR DO NOT INTEND TO BE BOUND BY THESE TERMS, PURCHASER OR BEARER, AS APPLICABLE, SHOULD NOT PURCHASE A TICKET, UTILIZE THE SERVICES OFFERED ON THE SITE OR ENTER OR ATTEND THE EVENT.

  1. Assumption of Risk; Mitigation.

  1. Lost, Stolen or Destroyed Tickets. Issuer assumes no legal, financial, or other liability whatsoever for any lost, stolen or destroyed Tickets.  Upon delivery of Your Tickets, You assume 100% risk of loss relating to the Tickets.  If You obtain Your Ticket(s) from any unauthorized source(s), You assume all risks associated with such Ticket(s), including that such Ticket(s) may have been reported lost or stolen or that such Ticket(s) may be counterfeit and in all cases, such Ticket(s) shall be voidable and dishonored by Issuer.  The unlawful or prohibited resale or attempted resale of tickets is grounds for seizure of all or some of Your tickets and cancellation of this License without compensation to You.  This Ticket may not be used for advertising, promotion (including contests and sweepstakes), or other trade purposes without the express written consent of Issuer.  Issuer also reserves the right to investigate orders suspected to be in violation of these Ticketing Terms and Conditions and shall be the sole and final arbiter regarding violations or potential violations hereunder.  

  1. Purchase of Tickets; Loss or Damage to Personal Property; Personal Injury.  Bearer hereby assumes any and all risks, whether or not expressly set forth in this Agreement, as well as any risks or dangers incidental to, or in any way relating to, the Conference, the purchase of Tickets hereunder or use of the Site, including those arising from, or relating to, the acts or omissions of third parties (including panelists, artists, Conference attendees, Venue owners, operators, staff, employees or agents; or Conference organizer, its affiliates, subsidiaries, officers, directors, employees, members, partners, agents or designees), including risk of loss or damage to Bearer’s personal property and risks of personal injury. Issuer and its respective indemnitees (as defined below), designees, successors or assigns shall not be held responsible, legally, financially or otherwise, (i) for any personal property that is left, lost, stolen, destroyed, confiscated, damaged or misplaced anywhere in the Venue or at Venue access/entry points, or (ii) for personal injuries sustained by Bearer arising from, or relating to, the following non-exhaustive list: extremely loud sounds and special effects, such as flashing lights, rapidly changing or alternating images, the use of fog, haze or smoke with theatrical stage lighting, laser projections, strobe lights and fireworks, whether such injuries or manifestation of such injuries occur during or subsequent to the Conference.  Bearer and Purchaser further acknowledge and agree that Issuer shall have no duty to mitigate any Bearer’s or Purchaser’s potential or actual losses sustained hereunder.

  1. Public Health. Purchaser and Bearer acknowledge that there may be a risk of exposure to certain communicable diseases in any public place where people are present. Upon entering the Venue, Bearer acknowledges the contagious nature of certain diseases and Bearer nonetheless voluntarily assumes the risk that Bearer may become exposed to or infected with certain diseases by attending the Conference.  BEARER AND PURCHASER AGREE THAT ISSUER AND ITS RESPECTIVE INDEMNITEES, DESIGNEES, SUCCESSORS OR ASSIGNS SHALL NOT BE HELD RESPONSIBLE, LEGALLY, FINANCIALLY OR OTHERWISE, FOR ANY EXPOSURE TO DISEASE THAT MAY CAUSE PERSONAL INJURY, ILLNESS, PERMANENT DISABILITY AND/OR DEATH.  Bearer further acknowledges and agrees that (i) Issuer reserves the right to implement public health requirements in order to enhance protections at the Conference and to conform with public health regulations, including requirements that are not yet set forth herein, and (ii) Bearer shall comply with such public health requirements at the Conference.

  1. No Refund Policy. TICKETS ARE NOT REFUNDABLE. Once “gates open,” all scheduled days of the Conference shall be deemed to have been fully delivered in its entirety and same shall NOT BE SUBJECT TO ANY REFUNDS (whether full or partial), credits, rebates, future benefits, or price adjustments of any kind. BY AGREEING TO THE TERMS OF THIS PROVISION YOU ARE POTENTIALLY GIVING UP IMPORTANT LEGAL RIGHTS SO IF YOU DO NOT AGREE WITH OR DO NOT INTEND TO BE BOUND BY THESE TERMS (WHICH HAVE THE EFFECT OF LIMITING YOUR LEGAL RIGHTS), DO NOT PURCHASE A TICKET, DO NOT REGISTER FOR OR UTILIZE OUR SERVICES AND OR DO NOT ENTER THE VENUE OR ATTEND THE CONFERENCE.

  1. Full Cancellation.  Upon the cancellation of the entire Conference, including, but not limited to events not within Issuer’s control, governmental acts, acts of God, epidemics, pandemics, public health issues, war, civil unrest, riots, production delays, strikes, inaccessibility or unavailability of the Venue, natural disasters or inclement weather (regardless of severity), Issuer may, at its sole and absolute discretion elect to either, (a) issue You a full or partial refund or (b) postpone the Conference for a future date and/or offer a comparable “make good,” subject to the terms and limitations set forth in Paragraph 4 above. Under no circumstances shall You be entitled to any type of refund or exchange due or contributed to by weather or governmental acts.  If Issuer elects to issue a refund, the Ticket purchaser of record shall be refunded an amount up to the face value of the Ticket(s) only.  If Issuer elects to reschedule the Conference for a future date, You shall not be entitled to a refund.  Under no circumstances shall You be entitled to a refund of any shipping, handling or other processing fees.  At all times prior to the Event, Issuer reserves all rights to cancel or postpone the Conference or to change the Venue, speaker lineup, times and dates of the Conference, or other Conference details without prior notice.  Issuer shall not be responsible for any exchange rate losses to You during the order or refund process.  ALL TICKET SALES ARE FINAL.  THERE SHALL BE NO TICKET REFUNDS AND/OR TICKET EXCHANGES.  

  1. Partial Cancellation. Upon cancellation of some, but not all, of the Conference, ISSUER SHALL, SUBJECT TO THE LIMITATIONS SET FORTH IN PARAGRAPH 4, AND IN ISSUER’S SOLE AND ABSOLUTE DISCRETION, HAVE THE RIGHT, BUT NOT THE OBLIGATION TO ELECT TO EITHER (A) ISSUE PURCHASER A PARTIAL REFUND COMMENSURATE WITH THE CANCELLED PORTION OF THE CONFERENCE, (B) RESCHEDULE THE CANCELLED PORTION OF THE  CONFERENCE FOR A FUTURE DATE, AND/OR (C) OFFER PURCHASER A COMPARABLE MAKE GOOD OR BENEFIT (AS DETERMNED BY ISSUER) INCLUDING AN ONLINE CONFERENCE OR SIMILAR EXPERIENCE.

  1. Delayed Venue Opening. Delayed Venue gate openings and Your inability to access any parts of the Venue or Conference due to Federal, state, municipal or other code regulations, Issuer’s policy(ies), weight load restrictions, emergency and/or partial or complete Conference or venue shutdown or evacuation, performance or Conference delays and inclement weather shall NOT ENTITLE PURCHASER (OR BEARER) TO ANY REFUNDS, credits, rebates, future benefits or any price adjustments.

  1. Inclement Weather; Performance Delays. Purchaser and Bearer acknowledge and agree that inclement weather and/or performance delays are outside the control of Event Organizer and shall not constitute the basis for a refund or partial refund, rebate, credit, future benefit, or any other pecuniary or other adjustment.  This Conference is “Rain or Shine.” UNDER NO CIRCUMSTANCES SHALL PURCHASER (OR BEARER) BE ENTITLED TO ANY TYPE OF REFUND OR OTHER ADJUSTMENT AS A MATTER OF RIGHT DUE TO WEATHER, EVENT OR PERFORMANCE DELAYS OR GOVERNMENTAL ACTS, EXCEPT AS OTHERWISE PROVIDED HEREIN.

  1. Lineup Adjustment; Change of Venue. At all times prior to the Conference, Issuer reserves the right to change the Venue and/or to adjust artist lineups, set times and without prior notice to Purchaser or Bearer. In such cases, Issuer shall not be responsible for any exchange rate losses suffered by Purchaser during the order or applicable refund process.

  1. No Special Damages; Attorneys’ Fees.  In the event of any Dispute(s), in whatever forum, between or among Purchaser, Bearer and Issuer, (1) Purchaser and Bearer acknowledge and agree that neither Purchaser or Bearer shall be entitled to apply for or recover special, punitive, consequential or special damages of any kind, including attorney’s fees and costs (at trial and appellate levels), filing fees, hotel expenses, air travel expenses, etc. and (2) the parties further agree that each shall bear 100% of their respective costs, expert fees, attorneys’ fees and other fees incurred in connection with this Agreement notwithstanding any law to the contrary entitling any Purchaser or Bearer to recover fees and costs from Issuer.  To the extent that an action is nonetheless brought by a third party on behalf of Purchaser or Bearer in contravention of the terms or spirit of this Agreement, Purchaser and Bearer hereby expressly waive any claim to any form of monetary damages or other damages, or any other form of recovery or relief in connection with any such third-party action.

  1. Liquidated Damages for Breach by Purchaser.  Purchaser agrees that, if Purchaser breaches or threatens to breach any of their obligations under this Section 4 and/or Section 15 (Chargebacks), damages will be extremely difficult or impossible to establish, ascertain or prove.  Therefore, Purchaser knowingly and voluntarily agrees that $2,500 per each Ticket product shall constitute an accurate measure of damages sustained by Issuer if Purchaser violates terms of this Agreement by initiating a Chargeback or undertaking to receive a refund in contravention of the terms of this Agreement.  Purchaser acknowledges and agrees that the liquidated damages stipulated in this paragraph are not grossly disproportionate to any damage that might reasonably be expected to follow from such a breach by Purchaser and that the sums stipulated in this paragraph as liquidated damages are not intended as, and shall not be deemed to constitute, a penalty but instead are only intended to induce full performance by Purchaser of the terms of this Agreement.  Issuer shall, in addition to its other rights and remedies, also have the right to elect to apply for or to seek, in arbitration, interim or non-monetary relief, specific performance and/or injunctive relief in order to enforce, or prevent any violations of, any provisions of this Agreement by Purchaser (without the posting of a bond or other security) and Purchaser acknowledges and agrees that such relief would be appropriate relief for any such breach and to prevent further breaches.

  1. LEGAL NOTICE.  ALL TICKET SALES ARE FINAL. THERE SHALL BE NO TICKET REFUNDS AND/OR TICKET EXCHANGES. EXCEPT TO THE EXTENT OTHERWISE PROVIDED IN THIS AGREEMENT.  IF PURCHASER OR BEARER DOES NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT PURCHASE A TICKET, ENTER THE SITE AND/OR ENTER OR ATTEND THE CONFERENCE.  IN THE EVENT OF A DISPUTE BETWEEN THE PARTIES, PURCHASER AGREES NOT TO RAISE ANY CLAIMS OR DEFENSES, INCLUDING ON GROUNDS THAT THE REFUND PROVISIONS SET FORTH IN THIS SECTION ARE EITHER UNCONSCIONABLE, ILLUSORY OR UNENFORCEABLE BECAUSE THE PARTIES LACKED EQUAL BARGAINING POWER OR OTHERWISE AND PURCHASER AGREES NOT TO FILE ANY LEGAL PAPERS OR UNDERTAKE ANY ACTIONS THAT ARE CONTRARY OR INCONSISTENT WITH THE TERMS OR SPIRIT OF THIS PARAGRAPH  AND/OR WHICH MAY PREVENT ISSUER FROM RECEIVING THE FULL BENEFITS AND PROTECTIONS CONTEMPLATED BY THE PARTIES UNDER THIS PARAGRAPH.

  1. Disclosure of Mandatory and Unavoidable Fees. The final price of a Ticket product is comprised of (i) the Face Value, (ii) Taxes, Assessments, and surcharges, (iii) Additional Fees. The foregoing fees as described in (i), (ii) and (iii) are mandatory and unavoidable and must be paid by the Purchaser as of the Ticket purchasing process.

  1. Face Value. The Face Value refers to the dollar value of the Ticket product as declared and determined by the Issuer.

  1. Taxes. Taxes, which are added to the Face Value on checkout, refer to assessments, sales and use taxes as assessed by governmental authorities.

  1. Additional Fees and Ancillary Services. Additional Fees refer to costs that are also added to the Face Value of a Ticketing product on checkout and they relate to and potentially include delivery charges, merchant processing costs, fulfillment fees, customer service support and program administration fees, layaway fees (if and to the extent appliable), as well as, surcharges and facility fees paid to third party venue owners and operators, fees paid to third party ticketing processors and other supply chain vendors for product cost and for Ticketing technologies and applications; and (iii) additional fees and costs (“Additional Fees”).  Purchaser acknowledges and agrees that all services that relate to the Additional Fees are critical to the Ticket offering and sale process (collectively the “Ancillary Services”) and that such Ancillary Services have independent, distinct, and essential value to the Purchaser. Purchaser further acknowledges and agree that the incorporation of such Ancillary Services shall result in a higher total Ticket price for the goods and services being offered to Purchaser. Purchaser acknowledges that the cost of incorporating and offering such Ancillary Services may increase the overall Ticket price and in some cases as much as 26% of the Ticket’s Face Value depending on the products being offered, excluding Taxes. Purchaser acknowledges and consents that such increase to ticket price is reasonable.

  1. Surcharges and Facility Fees. Issuer may be required to collect and remit to certain governmental authorities, surcharges and facility fees assessed pursuant to certain statutes and ordinances. In anticipation of potential surcharge and facility fee increases that are expected to take effect during an already in progress sale cycle, Issuer may forecast and collect surcharges that exceed the amount currently set forth in applicable ordinances in anticipation of paying such excess surcharge over to the proper governmental authorities. If the subject ordinance, however, is not amended to increase the rate of the surcharge during an already in progress sale cycle, Issuer reserves the right to elect to either retain the excess surcharge collected or to instead pay over the excess to the proper governmental authorities (even though Issuer may not be required by law to do so) but in no event shall the excess surcharge be refunded or returned to Purchaser.  Further, Issuer collects the surcharge on all Ticket products that Issuer sells.  However, if a Ticket is sold but not used to gain entry into the Conference, Issuer reserves the right to elect to either retain the amount of the surcharge Issuer collects in connection with the sale of such Ticket or to instead elect to pay the surcharge for such ticket to the proper governmental authorities but in no event shall collected surcharges or any portion thereof be refunded or returned to Purchaser.  

  1. Purchaser Assent. By proceeding to purchase a Ticket pursuant to the foregoing terms and conditions, Purchaser is expressly agreeing to waive any and all potential rights, claims or entitlements Purchaser may have respecting surcharge fees.  

  1. No Refund of Mandatory Fees. In the event that Issuer elects in its sole discretion, subject to the terms and limitations set forth in this Agreement, to refund Purchaser, Purchaser shall only be entitled to recover the Face Value of a Ticket, if and to the extent applicable. SERVICE FEES SHALL NOT BE REFUNDABLE. Purchaser agrees to waive, release, forever discharge and covenants not to sue Issuer to recover Additional Fees for any reason, including reasons relating to postponements, cancellations, delays, refunds and/or disputes between or among the parties.

  1. Economic Interests. Purchaser hereby acknowledges that Issuer has an economic interest in and to receipts generated from the Face Value of each Ticket product sold. Issuer may, either directly or indirectly, also have an economic interest in one or more components of the Additional Fees being charged to Purchaser through related party business transactions and affiliations.  Issuer retains no economic interest in and to Taxes collected from Purchasers.  

  1. LEGAL NOTICE. IF YOU DO NOT AGREE WITH OR DO NOT INTEND TO BE BOUND BY THESE TERMS, DO NOT PROCEED WITH THE BUYING OR CHECK OUT PROCCESS AND DO NOT BUY A TICKET.  

  1. Minimum Age. As a condition to attend the Event, You represent and warrant that You are the “Minimum Age” or older.  Minimum Age means 18 years of age or older on the date and time listed on the front of the Ticket.  Valid government issued photo identification of You (“ID”) WILL be required at entry in order to gain entry to the Venue.  Bearer or Holder of any Ticket represents and warrants that the information provided on the ID presented by them is valid, true, and correct.  Failure to comply with the age requirements hereunder constitutes a material breach of this Agreement by Purchaser and Bearer.  In the event of a breach of this provision, Issuer reserves the right, WITHOUT THE OBLIGATION TO REFUND ANY AMOUNTS PAID BY PURCHASER, to refuse or revoke entry to the Conference and Venue to any person who is not at least 18 years of age on date of attendance. 

  1. Data Collection. Upon accessing and using the Site, Purchaser and Bearer acknowledge and agree that Issuer may AUTOMATICALLY COLLECT, STORE AND USE Purchaser and/or Bearer’s information, including but not limited to, IP addresses, operating systems, referring web pages, locations, mobile carriers, devices used (i.e., cell phones, laptops, tablets, among others), search terms and cookie information (collectively, the “Derivative Data”) to help Issuer diagnose problems and improve the Site for user experience.  In order to purchase a Ticket(s), Purchaser acknowledges and agrees that Purchaser may be required to provide personal information such as, but not limited to, name, email address, mailing address, zip code, telephone number, date of birth, financial information, age verification and/or country of residence (collectively, the “Personal Information”).  Purchaser acknowledges and agrees that Issuer and Conference organizer may COLLECT, STORE AND USE the Personal Information for legitimate business purposes, such as, but not limited to, processing Purchaser’s payment, fulfilling Purchaser’s order, updating Purchaser with the order status, shipping and tracking information, responding to customer service requests, and providing updated information to Purchaser respecting the Conference, among others.  Additionally, as a condition to gain access to the Venue and attend the Conference, Bearer of this Ticket hereby AFFIRMATIVELY, KNOWINGLY AND VOLUNTARILY CONSENTS to Issuer and Conference organizer collecting, storing and otherwise utilizing Bearer’s ID at the Conference gates or other points of check-in for legitimate business purposes and in accordance with Issuer’s privacy policy located at https://wintermusicconference.com/privacy-policy, including Bearer’s photo, legal name, date of birth, sex, address of record, telephone number and any other personal information obtained from Bearer’s ID.  IF PURCHASER OR BEARER DOES NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT PURCHASE A TICKET, ENTER OR ATTEND THE EVENT OR VENUE AND EXIT THE SITE.  

  1. Indemnification. Bearer and Purchaser shall defend, covenant not to sue, indemnify, hold harmless and forever release and discharge, Issuer, GLOBAL CONFERENCE GROUP, INC., ticketing company (Posh Group, Inc.) Venue (Eden Roc, LLLP d/b/a Eden Roc Miami Beach), Conference organizer (Premier USA, LLC), sponsors, participants and artists, and each of their respective subsidiaries, affiliates, officers, directors, principals, members, employees, authorized agents, predecessors, assigns, successors, licensees and designees (collectively “Indemnitees”) from any and all third party claims, damages, judgments, losses, relating to, arising from or in connection with, Purchaser’s or Bearer’s negligent or wrongful acts.

  1. Issuer’s Ownership of Work. Issuer or its designee(s), successor(s), or assign(s) shall have the right to use, copy, sell, distribute, record, publish, republish print, display, publicly perform, transmit, create derivative works or incorporate, translate or otherwise publicly use, for purposes of trade or for any commercial or advertising purpose or any sale, resale or other distribution of visual, audio or audiovisual productions, including broadcast, re-broadcast, photographs, aerial footage, live stream or other reproduction, articles of merchandise or any other medium, whether now existing or hereinafter developed, Your name, image, portrait, photograph, voice and/or other likeness, without compensation or notification to or additional consent by You.  You further acknowledge and agree that Issuer or its designee(s), successor(s) or assign(s) shall be the SOLE AND EXCLUSIVE OWNER of any such work in connection with the Venue or Conference that contains Your image, voice and/or likeness. BY AGREEING TO THE TERMS OF THIS PROVISION YOU ARE POTENTIALLY GIVING UP IMPORTANT LEGAL RIGHTS SO IF YOU DO NOT AGREE WITH OR DO NOT INTEND TO BE BOUND BY THESE TERMS (WHICH HAVE THE EFFECT OF LIMITING YOUR LEGAL RIGHTS), DO NOT PURCHASE A TICKET, DO NOT REGISTER FOR OR UTILIZE OUR SERVICES AND OR DO NOT ENTER THE VENUE OR ATTEND THE EVENT.

  1. Bearer’s Conduct.  Issuer and the Venue maintain a zero tolerance policy regarding illegal or illicit drug use at the Conference.  YOU AFFIRMATIVELY, KNOWINGLY, INTELLIGENTLY AND VOLUNTARILY CONSENT TO BE SEARCHED by Issuer and/or Conference organizer for the presence of illegal or illicit drugs, weapons and/or other prohibited items prior to or during Your presence at the Conference or Venue.   Issuer and the Venue maintain a zero tolerance policy regarding lewd and lascivious behavior or conduct, including disorderly or violent behavior or vulgar or violent language.  You hereby acknowledge and agree that the discovery of any prohibited items or such lewd and lascivious behavior shall constitute a violation of Issuer’s policies and shall correspondingly give Issuer the RIGHT TO CONFISCATE ANY SUCH PROHIBITED ITEM(S) AND/OR CORRESPONDINGLY GIVE ISSUER THE RIGHT TO IMMEDIATELY REVOKE Your License to access the Venue and to DENY You any future entry to the Conference or Venue without any legal or financial liability to Issuer.  Issuer shall, at all times, have the right to assign or delegate any or all of its rights, title and interests or duties hereunder without notification to, or consent by, You.  BY AGREEING TO THE TERMS OF THIS PROVISION YOU ARE POTENTIALLY GIVING UP IMPORTANT LEGAL RIGHTS SO IF YOU DO NOT AGREE WITH OR DO NOT INTEND TO BE BOUND BY THESE TERMS (WHICH HAVE THE EFFECT OF LIMITING YOUR LEGAL RIGHTS), DO NOT PURCHASE A TICKET, DO NOT REGISTER FOR OR UTILIZE OUR SERVICES AND OR DO NOT ENTER THE VENUE OR ATTEND THE EVENT.

  1. Entire Agreement. You agree that these terms and conditions, as supplemented by the terms and conditions on the Site, including the Ticketing terms and conditions and prohibited items list, as amended from time to time by Issuer with or without notification to You, and those additional policies published at the Venue represent the entire agreement between You and the Issuer with respect to its subject matter hereof.  

  1. Disputes; Arbitration. You agree that any disputes arising from or relating to Your purchase of Tickets hereunder or any relationship or dispute between You and Issuer or You and any company or person employed by or which is affiliated with Issuer, (a “Dispute”) shall only be resolved subject to FINAL AND BINDING ARBITRATION, and may only be resolved through an individual arbitration governed by the Federal Arbitration Act or by the applicable sections of the Florida Arbitration code.  THE PARTIES TO THIS AGREEMENT GIVE UP THEIR RESPECTIVE RIGHTS TO GO TO COURT in connection with any Dispute and further acknowledge and agree that such Dispute(s) will only be determined by a NEUTRAL ARBITRATOR; NOT A JUDGE OR JURY.  PURCHASER AND BEARER EACH AGREE THAT NEITHER SHALL BRING OR PARTICIPATE IN ANY CLASS ACTION OR OTHER CLASS OR MASS PROCEEDING, INCLUDING CLASS ARBITRATION, IN CONNECTION WITH ANY DISPUTE.  As to Disputes, Bearer and Purchaser also agree to participate in non-binding mediation at least 30 days before commencing any arbitration (or taking any other action if applicable).  If the parties are unable to resolve a Dispute by informal means, the arbitration of Disputes will be administered by the American Arbitration Association (AAA) in accordance with Commercial Arbitration Rules, and if deemed appropriate by the arbitrator, the Supplementary Procedures for Consumer-Related Disputes.  Such arbitration will be conducted at the AAA office located in Miami, Florida.  Any proceeding to enforce this arbitration agreement must be brought in the state court or, if jurisdiction permits, in the U.S. District Court in the Southern District of Florida with venue lying in Miami-Dade County.  Bearer and Purchaser agree that arbitration is appropriate in the venue specified in this paragraph and further agree not to raise any defenses on grounds of forum non-conveniens or lack of personal jurisdiction.  PURCHASER AND BEARER EACH ACKNOWLEDGE AND AGREE THAT ANY COSTS ASSOCIATED WITH A DISPUTE SHALL BE SHARED EQUALLY BETWEEN EVENT ORGANIZER AND PURCHASER AND/OR BEARER, NOTWITHSTANDING ANY RULES CONTAINED IN THE AAA CONSUMER ARBITRATION RULES including, but not limited to, rules pertaining to filing fee limitations, mediation fees, case management fees, neutral arbitrator compensation, hearing fees, hearing room rental fees, abeyance fees, expenses, consumer clause review and registry fees, reallocation of arbitrator compensation and AAA administrative fees, and Purchaser and Bearer each waive any fee limitations in favor of Purchaser and/or Bearer contained in the AAA Consumer Arbitration Rules.  Purchaser and Bearer further each agree not to raise any defenses on grounds that this provision is void or that this provision is otherwise unenforceable. BY AGREEING TO THE TERMS OF THIS PROVISION YOU ARE POTENTIALLY GIVING UP IMPORTANT LEGAL RIGHTS INCLUDING YOUR RIGHT TO GO TO COURT SO IF YOU DO NOT AGREE WITH OR DO NOT INTEND TO BE BOUND BY THESE TERMS (WHICH HAVE THE EFFECT OF LIMITING YOUR LEGAL RIGHTS), DO NOT PURCHASE A TICKET, DO NOT REGISTER FOR OR UTILIZE OUR SERVICES AND OR DO NOT ENTER THE VENUE OR ATTEND THE CONFERENCE.

  1. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the state of Florida, notwithstanding any contrary choice-of-law principles, and all claims relating to or arising out of this Agreement or the breach thereof.  

  1. Limitations Period (1-YEAR). IN ORDER FOR A CLAIM, LEGAL ACTION OR DISPUTE TO BE DEEMED TIMELY BROUGHT UNDER SECTION 8 (ARBITRATION) SUCH CLAIM BUST BE PROPERLY FILED WITHIN ONE (1) YEAR OF ACCRUAL OF SUCH CLAIM AS ACCRUAL IS DEFINED BY GOVERNING LAW. If claims or Disputes are not filed within one (1) year of accrual, same shall be forever time-barred and may not be subsequently brought by way of arbitration, by a court or administrative proceeding or otherwise. The parties to this Agreement agree that this section governs all claims, declaratory actions, Disputes and it supersedes any statute(s) of limitations that might otherwise apply. BY ENTERING INTO THIS AGREEMENT YOU ARE POTENTIALLY GIVING UP IMPORTANT LEGAL RIGHTS SO IF YOU DO NOT AGREE WITH OR DO NOT INTEND TO BE BOUND BY THESE TERMS (WHICH HAVE THE EFFECT OF LIMITING YOUR LEGAL RIGHTS), DO NOT PURCHASE A TICKET, DO NOT REGISTER FOR OR UTILIZE OUR SERVICES AND OR DO NOT ENTER THE VENUE OR ATTEND THE CONFERENCE.

  1. Limitation of Liability. NOTWITHSTANDING THE TERMS CONTAINED IN SECTION 3, TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL ISSUER OR ANY OF ITS SUBSIDIARIES, SPONSORS OR AFFILIATES, TOGETHER WITH THEIR RESPECTIVE DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES AND AGENTS, BE LIABLE FOR ANY ATTORNEY’S FEES OR OTHER LEGAL COSTS OR DIRECT, INCIDENTAL, INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES OF ANY KIND. IN ADDITION TO THE FOREGOING, PURCHASER AND BEARER AGREE THAT, IN THE EVENT OF A DISPUTE UNDER THIS AGREEMENT AND BETWEEN OR AMONG THE PARTIES, INCLUDING DISPUTES RELATING TO INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, WHETHER ARISING IN CONTRACT OR IN TORT, EVENT ORGANIZER’S AGGREGATE LIABILITY SHALL BE LIMITED, IN ALL CIRCUMSTANCES, TO THE LESSER OF 10% OF THE FACE VALUE OF THE TICKET OR $50. IN THE EVENT OF A DISPUTE BETWEEN OR AMONG THE PARTIES, PURCHASER AND BEARER EACH AGREE TO THE FULLEST EXTENT PERMITTED BY LAW NOT TO RAISE ANY CLAIM OR DEFENSE THAT THE FOREGOING LIMITATIONS SET FORTH HEREIN ARE EITHER UNCONSCIONABLE, ILLUSORY OR UNENFORCEABLE BECAUSE THE PARTIES LACKED EQUAL BARGAINING POWER OR OTHERWISE AND PURCHASER AND BEARER EACH AGREE NOT TO FILE ANY LEGAL PAPERS OR UNDERTAKE ANY LEGAL ACTIONS THAT ARE CONTRARY OR INCONSISTENT WITH THE TERMS OR SPIRIT OF THIS PARAGRAPH 15 AND/OR WHICH MAY PREVENT ISSUER FROM RECEIVING THE FULL BENEFITS AND PROTECTIONS CONTEMPLATED BY THE PARTIES UNDER THIS PARAGRAPH 15.  BY AGREEING TO THE TERMS OF THIS PROVISION YOU ARE POTENTIALLY GIVING UP IMPORTANT LEGAL RIGHTS SO IF YOU DO NOT AGREE WITH OR DO NOT INTEND TO BE BOUND BY THESE TERMS (WHICH HAVE THE EFFECT OF LIMITING YOUR LEGAL RIGHTS), DO NOT PURCHASE A TICKET, DO NOT REGISTER FOR OR UTILIZE OUR SERVICES AND OR DO NOT ENTER THE VENUE OR ATTEND THE CONFERENCE.

  1. Chargebacks.

  1. Tickets Non-Refundable; No Chargebacks. Purchaser acknowledges and agrees that any and all Tickets purchased pursuant to the terms and conditions of this Agreement are entirely non-refundable, except to the extent otherwise determined in the sole and absolute discretion of Issuer.  BY ACKNOWLEDGING AND AGREEING THAT THE TICKETS BEING PURCHASED HEREUNDER ARE ENTIRELY NON-REFUNDABLE, PURCHASER, WITH THE INTENTION OF BEING FULLY BOUND BY THESE TERMS, AGREES NOT TO INITIATE A CHARGEBACK or undertake any similar action(s) that operates, in any way, to dispute, cancel or reverse any portion of a prior and validly purchased Ticket transaction(s) if such action is in contravention of either the terms, conditions or spirit of this Agreement or if the basis for such action relates to the Conference being delayed, cancelled, rescheduled (whether in whole or in part) and/or for any reason, including reasons relating to a Force Majeure, governmental action, unforeseen events, inclement weather, production issues, or otherwise (“Chargeback”).  Purchaser acknowledges and agrees that by entering into this Agreement, Purchaser is voluntarily and knowingly agreeing to give up certain of Purchaser’s legal rights relating to Purchaser’s entitlement to Chargebacks or to Chargeback protections.  The foregoing shall apply even if Purchaser’s Chargeback protection periods have not expired and/or even if Purchaser has other legal rights available to Purchaser respecting Chargebacks.

  1. Potential Risk. By entering into this Agreement, Purchaser knowingly and voluntarily assumes the risk of not being able to recover, reverse or recoup the Ticket charges based on a Conference being delayed, cancelled, rescheduled (whether in whole or in part) and/or for any reason, including reasons relating to Force Majeure, governmental action, unforeseen events, inclement weather, production issues, or otherwise.

  1. Performance; No Penalty.  Purchaser and Bearer each also acknowledge and agree that the restrictions specified herein shall not be deemed to constitute a penalty or any other action contrary to public policy but instead are only intended to cause or induce Purchaser and Bearer to fully and strictly comply with the terms and conditions of this Agreement.

  1. Material Breach.  Purchaser and Bearer each acknowledge and agree that any violation of this provision by Purchaser or Bearer shall constitute a material breach of this Agreement entitling Issuer to the damages set forth in this Agreement.  

  1. LEGAL NOTICE.  BY AGREEING TO THE TERMS OF THIS PROVISION YOU ARE POTENTIALLY GIVING UP IMPORTANT LEGAL RIGHTS SO IF YOU DO NOT AGREE WITH OR DO NOT INTEND TO BE BOUND BY THESE TERMS (WHICH HAVE THE EFFECT OF LIMITING YOUR LEGAL RIGHTS), DO NOT PURCHASE A TICKET, DO NOT REGISTER FOR OR UTILIZE OUR SERVICES AND OR DO NOT ENTER THE VENUE OR ATTEND THE CONFERENCE.

  1. EVENT FORMAT; AS IS”.  ISSUER GRANTS THIS LICENSE TO BEARER TO ENTER THE VENUE ON AN “AS IS” AND ON AN “AS AVAILABLE” BASIS.  ISSUER OFFERS NO WARRANTIES OR GUARANTEES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE AVAILABILITY OF TICKETS, THE PURCHASE OF TICKETS, THE CONFERENCE, THE VENUE, OR THE PANELISTS.  ISSUER MAKES NO REPRESENTATIONS OR WARRANTIES OR GUARANTEES RESPECTING THE AVAILABILITY OF POTENTIAL SEATING, SITE CONFIGURATIONS, FOOD, BEVERAGE AND/OR MERCHANDISE CHOICES OR AVAILABITY, VIEWING CAPACITY, FORMAT, SITE CONFIGURATION, PRODUCTION QUALITY AND/OR OVERALL PRODUCTION EXPERIENCE.  IF YOU DO NOT AGREE WITH OR DO NOT INTEND TO BE BOUND BY THESE TERMS, DO NOT PURCHASE A TICKET, DO NOT REGISTER FOR OR UTILIZE OUR SERVICES AND OR DO NOT ENTER THE VENUE OR ATTEND THE CONFERENCE.

  1. Assignment. Issuer shall, at all times, have the right to assign or delegate any or all of its rights, titles, interests, or duties under this Agreement without prior notification to, or consent by, either Purchaser and/or Bearer.  Neither Purchaser nor Bearer shall have the right to assign any of their respective rights or interests in and to this Agreement without the prior written consent of Issuer (which consent may be withheld, delayed or conditioned by Issuer in its sole discretion), including any potential claims that Purchaser or Bearer may assert in relation to any Disputes arising under this Agreement.  Any attempt to assign any rights under this Agreement in contravention of the terms of this Agreement shall constitute a material breach by Purchaser or Bearer and shall be void.

  1. Severability. If any term or provision is found, by a tribunal of competent jurisdiction, to be invalid, illegal, or otherwise unenforceable, the unenforceable provision(s) shall not affect the otherwise valid terms, provisions, spirit of, or the whole of this Agreement. The applicable terms or provisions shall be deemed modified to the extent necessary to render such provision enforceable, and the rights and obligations of the parties shall be construed and enforced accordingly, preserving to the fullest permissible extent, the intent and agreements of the parties set forth in this Agreement.

  1. Section Headings. Any Section headings used in this Agreement are for convenience only and shall not be given any legal import.