INVEST IN AMERICA 2017 (SHANGHAI) SUMMIT & EXHIBITION Terms and Conditions

The following Terms and Conditions do hereby apply to all Exhibitors:

1. Terms of Reference

The Terms and Conditions as set out herein shall be read and deemed an integral part of the registration form. The term ‘Exhibitor’ shall include all employees, servants and agents of any company, partnership, firm or individual, etc., to whom space has been allocated for the purposes of exhibiting; the term ‘Organizer’ shall mean Invest in America 2017 (Shanghai) Summit and Exhibition.

2. Application for Participation

All applications for participation shall be made on the prescribed registration form, which must be submitted to the Organizer or their authorized representative(s) on or before April 9,2017. Applications will be dealt with in the order that they are received, and will constitute the Exhibitor’s confirmation of intent to participate and as Exhibitor’s specific assent to accept and comply with all of the Terms & Conditions as set forth herein. The Organizer will attempt to comply with all reasonable requests of the Exhibitor subject to the Terms & Conditions as set forth herein. The Organizer reserves the right to accept or reject any application or request(s) of Exhibitor at its sole discretion for any reason whatsoever. Exhibitor hereby agrees to accept its allocated space(s) as assigned by Organizer. Any refusal by Exhibitor to accept any allocated space(s) will result in the automatic expulsion of Exhibitor and the loss and forfeiture of all fee payments.

3. Allocation of Exhibition Space

Organizer shall have the sole and exclusive right to allocate space to Exhibitors. Organizer reserves the right, to adjust the location of booths at any time to allow for the placement of booths according to the categories of Event programs. Exhibitor hereby acknowledges and agrees that it shall have no right to cancel participation in the Summit or to seek a refund of fees paid as a result of such changes.

4. Use of Exhibition Space

Exhibitor may not use its own exhibition company for providing exhibition furniture rentals or booth setup. Exhibitor is prohibited from inviting any third party immigration agencies/brokers to manage their booth and/or to promote or exhibit any materials relating to their project(s) at the Summit. Should any such activity be identified, the Exhibitor the third party and their staffs will be immediately expelled from the premises, stripped of all further rights to participate in the Summit and result in the loss and forfeiture of all fee payments.

All fee payments to Organizer are non-refundable. Exhibitor may only showcase its own projects and services at its booth. The display of any materials from third parties at any Exhibition booth is strictly prohibited. The sharing of booth space with third parties or non-exhibitors is strictly prohibited. Exhibitor is entitled to exhibit materials only related to its announced products at its exhibition booth. Exhibitor must manage its booth or space with competent personnel during the operating hours of the Summit. Exhibitors are allowed to decorate only inside their designated booth area with any banner, poster, or marketing items. Any article exhibited without prior authorization may be confiscated at the expense and risk of the Exhibitor. Exhibitor may not change any items on display during the Summit’s hours of operation. Items may not be exhibited outside the limits of space rented by the Exhibitor. The Exhibitor is responsible for the cleaning, both insides and outside, of booth(s) or space(s). Cleaning is allowed only before or after the Summit’s hours of operation. Failure to observe regulations may result in the Organizer taking any and all steps it deems necessary to assure that Exhibitor is in full compliance with all terms and conditions. Organizer reserves the right to deny any visitor(s) admittance to the Summit as a whole or to deny access to any particular booth(s) or space(s) or area(s) within the venue.. Exhibitor is not allowed to sublet or assign the booth(s) or space(s) allotted to it to other parties either wholly or in part without written consent of the Organizer. Exhibitor shall be liable for any and all damages to the walls or to any other part of the Summit premises to which their exhibits are placed. Exhibitor may not paint or otherwise alter the floors, ceilings, pillars or walls without the prior consent of the Organizer.

5. Payment

All bookings must be made in writing by presenting a signed and completed registration form to the Organizer for confirmation. The registration fee shall be paid within 5 business days of receiving a Notice of Acceptance from Organizer. All fees must be paid on or before April 9,2017 by wiring or mailing a check for the relevant amount payable to the designated account specified on the registration form. All bookings shall only be confirmed to Exhibitor after receipt of the signed registration form and registration fee.

6. Cancellation Policy

Should Exhibitor cancel a booking or fail to make full payment by the due date (whether or not invoiced), Organizer reserves the right to reject or accept cancellation of the booking and to apply the following cancellation charges:

All cancellations received in writing by March 31,2017 shall entitle registrants to a full refund of the deposit paid (less $200 processing fee). No cancellation request shall be accepted after March 31,2017. Summit materials will be mailed to the registrant after the Summit.

In the event an Exhibitor becomes bankrupt, makes a judicially approved repayment arrangement with creditors, goes into liquidation, or enters into receivership, Organizer reserves the right to cancel any such reservations without being under any liability to refund or abate any charges paid or due hereunder.

7. Publications and Printed Materials

Exhibitor must submit all Summit materials requested by Organizer in writing prior to April 9,2017. Organizer can not and will not guarantee the publication of exhibition materials received after April 9,2017. Exhibitor shall be responsible for the printing of all promotional publications or materials such as posters and banners that are to be displayed inside its booth area at the Summit. Exhibitors must submit a copy of its project summary in both Chinese and English versions so they can be used in the promotional materials such as conference manual and event website.

8. Changes

Organizer reserves the right to modify the duration of the Summit (to include opening and closing times). Exhibitors shall not be entitled to request refunds, compensation or other claims to damages as a result of any such modifications.

9. Movement of Exhibits

Exhibitor shall bear the responsibility and expenses for the transport of their exhibits to and from the Summit venue. Exhibitor shall make its own arrangements for storage and warehousing of its exhibits. Without prior written authorization from the Organizer, no article may be removed from a booth or space while the Summit is in progress, even if the said article has been sold. Exhibitors shall remove all exhibit materials from the Summit venue within the period stipulated by the Organizer. Exhibitor hereby agrees to indemnify and hold Organizer harmless against any and all loss incurred by reason of delay or damage to the Summit venue.

10. Security

Exhibitor agrees that it shall have duly apppointed representatives present at its booths or spaces at all times during open hours of the Summit. Exhibitor agrees that iy shall not close its booth or space before the appointed time of closing.

11. Fire Regulations

Exhibitor agrees that the use of flammable materials in any booth or as a space decoration is prohibited unless such materials have been treated by a fire retarding substance. Exhibitor agrees that all heating appliances it uses shall be mounted on fireproof materials. Exhibitor agrees that it shall be solely responsible for immediately removing all flammable materials (such as empty boxes and packaging) from the Summit venue. Exhibitor agrees that it shall only be allowed to use electronic equipment as provided by the exhibition company. In no event, regardless of cause, shall Organizer or the exhibition company be liable for any direct, indirect, special, incidental, punitive or consequential damages of any kind relating to the usage of other equipment provided to Exhibitor by others. For safety concerns, Exhibitor agrees that it shall not use any high voltage lighting or other high voltage equipment to plug into the electric socket provided. Should Organizer learn of such behavior, power to Exhibitors booth will be cut immediately and all such equipment shall be immediately seized. Said property shall be properly stored and returned to Exhibitor upon the conclusion of the Event.

12. Supplementary Clauses

Organizer reserves the right to issue supplementary instructions, in addition to these present Terms & Conditions, to ensure the safety, security and proper oversight of the Summit. Such instructions shall be considered to be an integral part of these Terms & Conditions and shall be provided to Exhibitor in writing. The failure of Organizer to object to the breach of any clause herein shall not be deemed to constitute a modification to this Agreement nor shall it be deemed as a waiver to pursue action as a result of such or any subsequent breach.

13. General Conditions

Organizer reserves the right to cancel Exhibitor’s participation in the Summit if in Organizer’s opinion Exhibitor contravenes any aspect of these Terms and Conditions in any way. In such case(s) Exhibitor agrees that it shall have no right to any claim for restitution or reimbursement from Organizer. Exhibitor further agrees that it shall be bound by all and any regulations applicable to participants in fairs and summits in the People’s Republic of China.

14. Regulations

Exhibitor hereby warrants and agrees to abide by all clauses as set forth by the Organizer herein as well as by any supplementary document(s) issued by Organizer. Exhibitor her\by acknowledges that such clauses will be enforced and are in no way to be regarded as merely commentary. By the very act of participation in the Summit, Exhibitor acknowledges the right of Organizer, whether acting jointly or severally, to take unilateral measures for the defense and protection of the interests of the Summit, and for all or some of the Exhibitors, as well as any other measures Organizer deems useful or necessary to ensure the security of the premises, the exhibitors and the visitors.

15. Force Majeure

Organizer shall not be responsible for the loss of or damage to any property of the Exhibitor or any person caused by theft, fire, defect in the venue, storm, tempest, war, labor disputes, lockout, explosions, acts of god and general causes of FORCE MAJEURE, whether or not ejusdem generis within the Organizer’s control or for any loss or damage sustained in the event that the opening or holding of the Summit is prevented, postponed or abandoned or if the Summit venue becomes totally or partially unavailable for the holding of the Summit due to any of the foregoing causes. In all such events, the Exhibitor shall have no claim to damages or for any other type of compensation of any kind against the Organizer. Exhibitor agrees that if it is impossible to hold the Summit as scheduled due to any reason, the monies already paid by the Exhibitor shall not be refunded unless the Organizer decide otherwises by refunding payments after deducting tall necessary expenses.

16. China Visa, etc.

Exhibitor acknowledges that it has been advised to check with local Embassy or Consulate personnel regarding entry restrictions and Visas requirements for members of staff attending the Summit. Organizer shall not be deemed responsible for any Exhibitor unable to attend due to entry problems.

17. Accommodation, Travel and International Freight

Exhibitor hereby warrants and understands that Summit payments made to Organizer do not include accommodation, subsistence, freight and/or international or domestic travel costs and that such costs are to be borne solely by Exhibitor.. Exhibitor further understands that Organizer will not provide any services relating to custom clearance and cargo/mail reception.

18. Loss or Damage to Exhibitor’s Property

Exhibitor hereby acknowledges that Organizer will not be liable for any damage claims, theft or loss of any Exhibitor’s property in any circumstances. Exhibitor shall be solely responsible for any and all damage or loss claims to any on site properties (exhibition panels, carpets, Lights etc.) incurred by Exhibitor.

19. Loss or Damage Caused by Exhibitor

Exhibitor hereby indemnifies and agrees to hold Organizer harmless against any and all: Actions, claims, suits, costs, expenses, demands (whether in respect of damage to property, personal injury or otherwise and including all legal costs and other expenses suffered or incurred by the Organizer) which any person may bring or claim arising from and out of the use of the space by the Exhibitor, its employees, servants, contractors and invitee; or to any: Loss and damage to the said space and to any property therein arising out of the use of the said space by the Exhibitor, its employees, servants, contractors or invitees.

20. Personal Accidents

Exhibitor agrees that it shall occupy and use said space as allocated by Organizer and does so at its own risk. Neither the owner nor the Organizer accepts any liability for any accident, damage or injuries suffered by the Exhibitor, its servants, agents, contractors, invitees, members of the public, or any person whatsoever.

21. Promotional Literature and Displays

Exhibitor may not display any literature on behalf of institutions that are not participating in the Summit.

22. Use of Venue

Exhibitor agrees that the Venue shall not be used for any illegal or immoral purpose and that Organizer reserves the right to remove all material that in it is sole opinion may be considered offensive or obscene. Exhibitor agrees that the Venue shall not be used for the purpose of betting or gambling. All goods and property brought to the Venue by the Exhibitor are done so at the owner’s risk. Escalators and passenger elevators shall be dedicated for the use of passengers and shall not be blocked or used to transport freight, equipment or material of any nature.

23. Disputes

Should the Exhibitor and the Organizer enter into a dispute regarding the meaning or interpretation of any of the terms of this Agreement, the matter will be referred to an arbitrator to be nominated by the parties. Such hearing shall be held in accordance with the laws of the People’s Republic of China as it relates to the matters in question.. The decision of the arbitrator shall be deemed final and fully binding on both parties.

24. Termination of Agreement

Exhibitor hereby acknowledges that Organizer shall unilaterally have the right to terminate, without notice, this Agreement with Exhibitor should Organizer in its sole discretion determine that: a) Exhibitor or any of its designated representatives has commited any breach of, or failure to observe, any of the conditions or regulations as set forth in these Terms and Conditions; b) Exhibitor has entered into receivership or have a receiver appointed over all or part of its assets, or should Exhibitor enter into liquidation, or commits an act of bankruptcy, whether compulsorily or voluntarily; and c) Exhibitor shall fail to have paid any sums due Organizer in a timely manner.

25. Governing Law

This Agreement is entered between the Organizer and the Exhibitor on the basis of mutual understanding and benefit. It shall be governed by and construed in accordance with the laws of the People’s Republic of China. Should a certain paragraph or provision of this Agreement be deemed unenforceable, the remainder of this Agreement shall continue in full force and effect.