Welcome to ON Services

Terms and Conditions 1. Client Services: ON has been appointed as the exclusive provider of all of Clients’ audio visual production services for the Event(s) as described in the Proposal for Event. This may include, but is not limited to, the provision of equipment, labor and services for audio visual, lighting and other AV or production related services unless a specific service is required to be provided by the facility as a non-negotiable term of Client’s lease (collectively, “Services”). 2. Exhibitor Services: Where ON has been selected by Client to act as the sole recommended audio visual contractor for exhibitor audio visual equipment and audio visual support labor for the Event, Client agrees that it will use commercially reasonable efforts to prevent other parties from soliciting exhibitors to provide services similar to those that are provided by ON. 3. Event Requirements as Provided by Client 4. Changes in Schedule, Venue, or Service: Client will timely advise ON of any changes in schedule, Venue(s) or services (collectively, “Event Requirements”) as they occur. ON’s prices are based on the information Client has provided with regard to the Event Requirements. ON reserves the right to modify the pricing and terms of this Agreement should any of the Event Requirements change, or should there be any changes in labor contract terms or union jurisdiction. 5. Term: This Agreement shall become effective as of the date ON’s authorized representative signs this agreement and shall continue until the later of the conclusion of the move-out of the last Event described above, or upon satisfaction of all payments due hereunder ("Term"). Sections 5, 6, 7, 9, 11, 15, 16 and 17 shall survive expiration or termination of this Agreement. 6. Security; Risk of Loss: Client will make available a secure storeroom from Event move-in until Event move-out for ONâ€™s exclusive use.Â The storeroom will be not less than the size stated in the Proposal.Â ON reserves the right to require additional storeroom space if changes to Clientâ€™s requirements or the number of exhibitors necessitates the additional space. The storeroom and all areas in which ON equipment will be used or stored shall be secured by adequate 24-hour security. Client will provide the storeroom and security at no cost to ON.Â Client will be responsible for any loss of equipment and any damage to equipment as a result of Client or Attendee action. 7. Payment Policy: lient will pay ON the estimated amounts due for Services as follows: Client must be approved in advance for credit terms by the ON credit department or pay the full amount due in advance of the Event. Should credit terms be extended, a deposit will be due following the signing of this Agreement, before any Services are performed. Client will be provided a deposit invoice, due upon receipt and payable by check. Should pre-production hours consumed by Client exceed those covered by the initial deposit, ON may require progress payments for pre-production work as hours are consumed in advance of the Event. Invoices for such progress payments will be due upon receipt and payments will be applied towards the total estimated charges for the Event, reducing the remaining balance owed. The remaining balance will be due within 30 days of Event close, payable by check. These estimated amounts are based on Client provided information at the time of the Proposal. Client will be invoiced based on actual services provided, actual labor hours and any change orders. Any variance from the amount originally invoiced that is payable for Services will be sent to Client as a supplemental invoice payable within 15 days of receipt. The prices that ON quotes are exclusive of sales, use and other applicable taxes. Client shall be solely responsible for the payment of all such amounts. Any amount payable to ON pursuant to this Agreement and not paid by the above deadlines shall bear interest at the rate of 1-½% per month, or the maximum legal rate, whichever is less. In addition, for balances exceeding 90 days past due, ON reserves the right to revoke any discounts given to client for the Event. ON also reserves the right to modify or rescind the payment terms stated above should Client fail to comply with the terms listed in this Section 7, or if inÂ ONâ€™sÂ sole discretion there is a material change in Clientâ€™s financial condition. All Payments made by credit card are subject to a convenience fee. 8. Confidentiality: Subject to the terms of this Section 8, each party shall maintain in strict confidence and not disclose to anyone, without the prior written approval of the disclosing party, confidential information received from the other that is either disclosed in written form and marked â€œCONFIDENTIALâ€ by the disclosing party or, if disclosed verbally, identified at the time of disclosure as confidential and thereafter promptly confirmed in writing as confidential by the receiving party. The terms of this Agreement shall also be confidential information.Â Each party is permitted to disclose information to its employees, agents, officers, affiliates, subcontractors and exhibitors to the extent required for performance at the Event or to otherwise provide services to the exhibitors and/or show organizers. Neither party shall be subject to this confidentiality obligation if the information is or becomes generally available to the trade or public, is otherwise in the public domain before it is acquired by the receiving party, was in receiving partyâ€™s possession prior to its disclosure, was received from a third party or is developed independently. Provided ON has acquired the exhibitorâ€™s consent, nothing provided herein shall be construed to prohibit ON from using information collected from exhibitors for marketing services in connection with future ON produced events. The parties agree that a breach of this provision by a receiving party will result in irreparable harm to the disclosing party, and the disclosing party shall be entitled to pursue any and all available legal remedies, including injunctive relief. 9. Excusable Delay or Non-Performance: Neither party shall be liable for any damages sustained from delay or non-performance due to events beyond its reasonable control, including without limitation, strikes or other labor disputes, weather, earthquakes, fires, floods, war, riots, civil disorder, acts or threats of terrorism, failure of power or utilities and government acts. If an occurrence over which neither party has reasonable control arises which would prevent, postpone, interrupt or require cancellation of a Event, Client shall pay ON for all Services performed and all expenses incurred up to the effective date of the postponement or cancellation including, without limitation, any third-party obligations incurred by ON as a result of this Agreement. Notwithstanding the foregoing, this Section 9 shall neither apply to the financial inability of a party to perform hereunder nor to any changes in the economy or marketplace. 10. Postponement / Cancellation: The parties intend this Agreement is binding and non-cancelable; however, in the event that a situation should arise where Client does postpone or cancel a Event, the parties agree to the following as remedies. If there is an Event postponement or cancellation of an Event for any reason other than one specified in Section 9 of this Agreement, Client shall pay ON for all Services performed and all expenses incurred up to the effective date of the postponement or cancellation including, without limitation, any third-party obligations incurred by ON as a result of this Agreement. Client also agrees to work in good faith with ON to reschedule the Event. If an Event(s) is not rescheduled with ON, ON reserves the right to negotiate an equitable adjustment in the pricing or services for the remaining Events (if any). 11. Independent Contractor: The parties shall be and act as independent contractors and under no circumstances shall this Agreement be construed as one of agency, partnership, joint venture or employment between the parties. Nothing contained in this Agreement shall be deemed to create, in either party, the right or authority to incur any obligation on behalf of the other party, or to bind the other party in any way. 12. Notices: All notices shall be in writing and shall be deemed duly given upon receipt when hand delivered, sent by certified mail, return receipt requested or sent by expedited courier service to the parties at their respective addresses set forth below: For the purpose of notice, the addresses and numbers are as follows: If to ON: ON Services, LLC 6779 Crescent Drive Norcross, Georgia 30071 If to Client: Contact ON Services for information 13. Binding Nature of the Agreement: This Agreement shall be binding upon and benefit the respective successors and assigns of the parties, and ONâ€™s right to perform under this Agreement shall not be affected by the sale, merger or acquisition of the Event. ON reserves the right to freely assign this Agreement, and to subcontract or otherwise arrange for the provision of Services via other service providers, without notice to Client. 14. Modification; Entire Agreement; Severability: This Agreement may be modified only by an express written amendment on a separate document signed by the parties, or by written changes on this document which are initialed and dated by both parties in the margins. This Agreement contains the entire Agreement between the parties regarding the subject matters referred to herein, and shall supersede all prior oral and written agreements between them regarding such matters. If any part of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby unless such invalidity materially impairs the ability of the parties to consummate the transactions contemplated by this Agreement. 15. Insurance: ON shall maintain for the Term: (1) workers’ compensation insurance as required by state law; (2) commercial general liability insurance covering all of its operations; and (3) automobile liability insurance including coverage for all owned, hired and non-owned vehicles. All policies shall be in a minimum amount of two million dollars ($2,000,000) except for workers’ compensation insurance, which shall be in the amount required by law. Upon request, ON shall provide Client a certificate of insurance in accordance with the foregoing. 16. Promise to Protect: Each party shall indemnify, defend and hold the other party harmless from any and all bodily injury or property damage liability claims, judgments, costs and expenses, including reasonable attorney's fees, arising from its acts or omissions in connection with ON’s operations hereunder except accidents or occurrences caused by any third party not under the direct control of ON or Client. The indemnified party will promptly notify the indemnifying party in writing of the receipt of any claim covered by this Section 16 and give the indemnifying party authority to control the defense and settlement. 17. Limited Liability: ON will not be liable to Client for any lost profits or other incidental, special or consequential damages for any of its acts or omissions whatsoever, including any utility failure, internet outage, or business interruption, whether or not apprised of the possibility or likelihood of such damages or lost profits. Neither party may assert any claim in connection with this Agreement unless it has given the other party written notice of the claim within one (1) year after it first knew, or in the exercise of reasonable prudence should have known, of the facts giving rise to such claim. 18. Event Imagery: Client hereby provides consent for ON to video and/or photograph Client’s structures, graphics and other Event properties including images which may contain Client’s trademarks, name and logos (“Event Imagery”). ON may use Event Imagery and Client’s name in marketing materials, such as presentations, case studies, advertising, award competitions or on ON’s website, to highlight ON’s work. If ON includes Event Imagery in any such marketing materials, Client will be provided, at no cost, copies of all retouched, high-resolution images of Event Imagery used. The parties agree to the terms and conditions of this Agreement including, without limitation, the services, equipment and pricing provided in the Proposal. The parties further agree that an electronic or facsimile signature shall have the same force and effect as an original signature and shall bind the parties. *Any tax-exempt client must provide ON with its taxpayer exemption number and certificate of sales tax exemption upon execution of this Agreement.

<div class="descriptioncontent"> This Privacy Policy (the “Policy”) governs the manner in which Boomer Store Name collects, uses, maintains, and discloses information collected from you in connection with the Boomer Store Name online storefront. Boomer Store Name may collect and store information about you and/or your business including your or your business’s name, email address, phone number, mailing address, accounting transaction data, payment or other financial information, aggregate transaction data, customer sales and order information, third-party data, business data, browser data, devices used, technical information about your means of connection to applications, and any other information or data submitted by you or third parties in connection with our Software Services, Storefronts, or other services rendered pursuant to the Agreement (the “Information”). Information Use Information collected may be used in connection with or for purposes of providing services to you, your business, and to others, improving services provided to you, your business, or to others, providing notices to you, complying with applicable law, and any other lawful purpose, including protecting the health or safety of you or others, and monitoring and preventing fraudulent or unlawful third-party activity. Commercial Use of Information Boomer Store Name will not sell or share the Information with third parties for any commercial purposes without your consent and express agreement. Boomer Store Name may, however, use the Information in order to share generic, collective, group, or other non-identifying information about the use of Boomer Store Name’s products and services as part of commercial transactions with third parties to help Boomer Store Name improve its products and services or for any other lawful purpose. Third-Party Service Providers Boomer Store Name may use third-party service providers and vendors to assist Boomer Store Name in providing its products and services to you and others, including, without limitation, services to host Boomer Store Name’s Software Services, Storefronts, payment processes, and other services pursuant to the Agreement. Boomer Store Name may also use third-party service providers and vendors to store Information and other data. Any such third parties would have access to your Information for the limited purpose of assisting, as reasonably necessary, Boomer Store Name in providing Software Services and other services pursuant to the Agreement. Boomer Store Name may disclose your Information as Boomer Store Name reasonably believes is required by court order, governmental directive, or other law, to protect the rights of Boomer Store Name, or as otherwise allowed pursuant to the Agreement or applicable law. Information Protection Boomer Store Name will retain, protect, and process the Information and underlying or related data using commercially reasonable practices. Although Boomer Store Name will undertake such efforts to preserve and protect the integrity of the Information, you acknowledge and agree that all security measures have potential risks. Customer Control of Collected Data You may decline to provide or submit Information to us, however, some of our Software Services, Storefronts, or other services may not be available to you if you choose not to provide or submit Information. You also have a right to access the Information that we hold (about you) upon reasonable written request. Updates to our Policy By entering into the Agreement or the Acknowledgment or by using our products or services, you consent to the collection and use of your Information by us consistent with this Policy and the Agreement. We may change this Policy from time to time, for any reason. Any such changes become effective when posted. To the extent that this Policy is inconsistent with applicable law, it is the intent of Boomer Store Name to comply with applicable law. If there is any conflict between any provision of this Policy and applicable law, such applicable law shall prevail; provided, however, that any such conflicting provision in this Policy shall be curtailed and limited only to the extent necessary to bring it within the legal requirements and the remainder of this Policy shall not be affected thereby. </div>

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