WealthCounsel is producing its annual education and networking event, Symposium 2025, scheduled to be held at the Grand Hyatt San Antonio River Walk in San Antonio, TX (the “Hotel”) on September 10 through September 12, 2025 (“Symposium”).  Sponsor/Exhibitor desires to be an exhibitor at or sponsor of Symposium in accordance with the terms of this Agreement and the Symposium Privacy Policy which is incorporated into this Agreement by reference. 

In exchange for good and valuable consideration, the sufficiency of which is hereby acknowledged, Sponsor/Exhibitor and WealthCounsel agree as follows: 

WealthCounsel agrees to accept Sponsor/Exhibitor to be a sponsor of or exhibitor at Symposium in accordance with the terms of this Agreement.

WealthCounsel makes no representations or warranties, express or implied, regarding the number, quality or character of persons who will attend Symposium, or any other matters. This Agreement states the entire agreement between WealthCounsel and Sponsor/Exhibitor with respect to Symposium, and supersedes any and all prior agreements and understandings, written and oral, between the parties with respect to Symposium. This Agreement may not be amended without WealthCounsel’s prior written consent.

All events held by Sponsor/Exhibitor at the Hotel during Symposium must be pre-approved by WealthCounsel no later than July 21, 2025.


EXHIBIT HALL/BOOTH ASSIGNMENTS

Booths will be assigned, in WealthCounsel’s sole discretion, and subject to payment in full of all applicable exhibitor/sponsor fees. WealthCounsel reserves the right to relocate Sponsor/Exhibitor’s exhibit hall or booth assignment at any time, in WealthCounsel’s sole discretion.

Sponsor/Exhibitor shall confine all of its activities to the space designated by WealthCounsel. Sponsor/Exhibitor is prohibited from using strolling entertainment or distributing literature, samples, or other materials or handouts except from its designated booth space. WealthCounsel reserves the right to prohibit the distribution of items which WealthCounsel deems or reasonably believes to be illegal, offensive, objectionable or unrelated to the interests and educational value of Attendees (as defined below).


PAYMENT FOR EXHIBIT SPACE

Sponsor/Exhibitor agrees to pay to WealthCounsel for an exhibitor booth or sponsorship the designated fee via credit card or ACH wire transfer. Credit card payments can be made by Visa, MasterCard, American Express or Discover. No other credit cards will be accepted. If you would like to pay by ACH or wire transfer, please contact WealthCounsel’s accounting department at 888-659-4069 x 800. WealthCounsel shall have no obligation to perform any of its obligations under this Agreement, including offering or assigning an exhibit booth, or allowing a sponsorship, until all amounts owing by Sponsor/Exhibitor under this Agreement are paid in full. If payment in full is not received in full within 15 days after signing this Agreement, the Agreement shall immediately be deemed null and void with no further obligation on the part of WealthCounsel.
 

RULES, REGULATIONS, SAFETY AND SUITABILITY

Sponsor/Exhibitor will abide by all Hotel rules and regulations. WealthCounsel reserves the right to determine the suitability and appropriateness of all exhibits and the attire and conduct of all exhibit personnel and to regulate the same at its sole discretion. Sponsor/Exhibitor must provide the necessary safety items to protect Symposium Attendees, other exhibitors and third parties from equipment that is operable or from any other material, processes, or operations that might cause bodily harm. Sponsor/Exhibitor will not use any copyrighted music or dramatic materials or any other property owned by a third party without first obtaining licenses for the use of the same. Sponsor/Exhibitor will not discriminate against any person in connection with admission to its booth, services rendered or privileges offered, on the basis of race, creed, ancestry, sexual orientation, disability, color, sex, marital status, age, religion or national origin.
 

CANCELLATIONS

All requests for cancellation of booth space or sponsorship for which payment in full has been made by Sponsor/Exhibitor must be delivered to WealthCounsel in writing. Written notice can be submitted via email to sponsors@wealthcounsel.com. Cancellations received prior to June 16, 2025, will be refunded, less an administrative fee of $500. Except as otherwise expressly provided in this Agreement, no refunds will be made after June 16, 2025.

In the event Sponsor/Exhibitor fails to comply with this Agreement, or if in WealthCounsel’s discretion the sponsorship or exhibit is not consistent with WealthCounsel’s brand, goals, or objectives for Symposium, WealthCounsel may terminate this Agreement, remove or cause Sponsor/Exhibitor to remove its exhibit, refuse access to the exhibit hall, and cancel a sponsorship or exhibitor registration, including during Symposium. WealthCounsel also reserves the right to restrict or prohibit all or any portion of any exhibit which WealthCounsel, in its sole discretion, determines to be objectionable or not in keeping with the character and tone of the exhibit hall. In the event of a cancellation, restriction, or prohibition, WealthCounsel will not be liable for reimbursement of any expenses incurred by Sponsor/Exhibitor, and will not refund any portion of the exhibit fees paid by Sponsor/Exhibitor under this Agreement.
 

NON COMPETITIVE ACTIVITIES

Sponsor/Exhibitor shall not exhibit at Symposium any products or services that directly compete with the products and services provided by WealthCounsel. In the event WealthCounsel becomes aware of any directly competitive products or services of Sponsor/Exhibitor after entering into this Agreement, the Agreement will be canceled immediately upon notice to Sponsor/Exhibitor, and a full refund will be issued, less an administrative fee of $500. If Sponsor/Exhibitor promotes a product or service at Symposium that competes with the products and/or services of WealthCounsel, Sponsor/Exhibitor agrees that its exhibit personnel and representatives shall, upon WealthCounsel’s written or verbal request, immediately vacate the premises of the Hotel, and shall remove all booth exhibit materials and displays provided by Sponsor/Exhibitor. In such an event, the exhibit fee paid by Sponsor/Exhibitor under this Agreement will be forfeited and no refund will be issued by WealthCounsel.
 

LIMITATION OF LIABILITY

The opportunity to exhibit at or sponsor Symposium is provided on an “as is” basis, without any warranty of any nature. WealthCounsel expressly disclaims any and all warranties, whether express or implied, including, without limitation, any implied warranties of merchantability or fitness for a particular purpose. WealthCounsel’s entire and cumulative liability to Sponsor/Exhibitor, or any other party, for any loss or damages resulting from any claims, demands, or actions arising out of or relating to this Agreement or Symposium, shall not exceed an amount equal to the fees paid by Sponsor/Exhibitor to WealthCounsel for Symposium. Without waiver of the foregoing limitation, in no event shall WealthCounsel be liable for any indirect, incidental, consequential, special, or exemplary damages or lost profits, even if WealthCounsel has been advised of the possibility of such damages.
 

INSURANCE AND INDEMNIFICATION

Sponsor/Exhibitor assumes entire responsibility and liability for losses, damages, and claims arising out of Sponsor/Exhibitor’s activities on the Hotel premises. Sponsor/Exhibitor agrees to indemnify, defend, and hold harmless WealthCounsel and its officers, directors, employees, agents, successors, and assigns from and against any and all losses resulting from any action arising out of or related to: (i) Sponsor/Exhibitor’s materials, solely as used, presented, displayed, and distributed without alteration and otherwise in strict compliance with this Agreement or (ii) Sponsor/Exhibitor's breach of any representation, warranty, covenant, or obligation of Sponsor/Exhibitor under this Agreement, including but not limited to, claims, losses and damages to persons or property, governmental charges or fines and attorney’s fees arising out of or caused by Sponsor/Exhibitor’s transportation, installation, removal, maintenance, occupancy, display or use of exhibits, or of the exhibition premises in the Hotel or any part thereof, excluding any such liability caused by the sole negligence of WealthCounsel. Such indemnification obligation will include, but not be limited to, the payment of all reasonable attorney’s fees and expenses.

In addition, Sponsor/Exhibitor acknowledges that WealthCounsel and Hotel have no obligation to maintain insurance covering Sponsor/Exhibitor’s property, and that such insurance is the sole responsibility of Sponsor/Exhibitor. Sponsor/Exhibitor agrees as a condition of this Agreement to maintain and provide WealthCounsel with a copy of the following insurance coverage, and to supply the same to the Hotel upon request: 

  • Statutory workers’ compensation insurance, in accordance with applicable law; 
  • Employers’ liability insurance with limits of at least one million dollars ($1,000,000.00) per accident; 
  • Commercial general liability insurance with contractual indemnity coverage and combined single limits in the minimum amount of one million dollars ($1,000,000.00) per occurrence for personal injury and property damage; and 
  • Commercial automobile liability insurance with coverage for owned, non-owned, rented and borrowed automobiles with a combined single limit of not less than one million dollars ($1,000,000.00). 

Sponsor/Exhibitor’s insurance shall name WealthCounsel, Hotel, and their respective parent companies, subsidiaries and affiliates as additional insureds, shall be issued by a company with a current A M Best Company rating of at least A: VII, and may be obtained through one or a combination of insurance policies.

All property of Sponsor/Exhibitor will remain under Sponsor/Exhibitor’s custody and control, including in transit to, within, or from the confines of the exhibit hall, subject to this Agreement. Sponsor/Exhibitor agrees to take precautionary measures to protect its property, such as securing small or easily portable articles of value including laptop computers, tablets, cell phones, ancillary devices, and cables of any type.
 

SECURITY

Sponsor/Exhibitor shall be solely responsible for the protection of its property and its confidential and proprietary information, and for obtaining insurance as provided in this Agreement. WealthCounsel shall, in any event, have no obligation to provide security services, and WealthCounsel makes no representation or warranty whatsoever and disclaims all liability with respect to security of the Hotel premises or Sponsor/Exhibitor's goods or equipment, whether before, during, or after the Symposium. Sponsor/Exhibitor hereby releases and shall hold WealthCounsel harmless from any and all liability with respect to the same.
 

TRADEMARKS

Except as expressly provided in this Agreement, WealthCounsel does not grant to Sponsor/Exhibitor a license or any other right to use or display any of WealthCounsel’s trademarks or trade names, whether federally registered or otherwise protected by common law (collectively “WealthCounsel Marks”). WealthCounsel Marks may be used for communications to Attendees only after receipt of prior written approval of WealthCounsel, which may be approved or denied in WealthCounsel’s sole and absolute discretion. Any proposed artwork or draft email communications containing any WealthCounsel Marks may be delivered to sponsors@wealthcounsel.com for review and approval by WealthCounsel. Sponsor/Exhibitor agrees not to refer to Symposium by any other name, except Symposium 2025.

Sponsor/Exhibitor grants WealthCounsel a fully-paid, perpetual, non-exclusive, royalty-free, irrevocable worldwide license to use, display, and reproduce Sponsor/Exhibitor’s name, trade names, trademarks, and product names (collectively, “Sponsor Marks”) in any directory, print, electronic, or other media or list of persons participating at Symposium, and to use such names and trademarks in any and all WealthCounsel promotional materials. WealthCounsel is not liable for any errors or omissions in any such use or publication. WealthCounsel shall also have the right to take photographs and videos of Sponsor/Exhibitor’s booth space, exhibit, and personnel during, before and after the Symposium, and use and display such photographs and videos, including online, and on other public platforms, and in all other media, in connection with the marketing and business development efforts of WealthCounsel, including, without limitation, for Symposium, and for future conferences and meetings. Sponsor/Exhibitor hereby authorizes WealthCounsel’s use of images and video footage of any Sponsor/Exhibitor employee, independent contractor, or invitee. Sponsor/Exhibitor represents and warrants that the Sponsor Marks and WealthCounsel's use thereof without alteration and otherwise strictly in accordance with this Agreement will not infringe, misappropriate, or otherwise violate any rights of any third party.
 

RECORDING

Sponsor/Exhibitor acknowledges that Symposium may be recorded, transmitted and reproduced in any form, including but not limited to digital formats, and hereby authorizes and grants a fully-paid, perpetual, non-exclusive, royalty free, irrevocable worldwide license to WealthCounsel, and its designees, to record, transcribe, modify, reproduce, create derivative works, publicly perform, display, distribute, redistribute, and transmit in any form and for any purpose any such recording of the Symposium. Sponsor/Exhibitor hereby releases WealthCounsel, and its designees, from, and waives all claims it may have, now or in the future, in connection with such activities, and specifically waives any statutory restriction on waivers of future claims or moral rights.
 

FORCE MAJEURE

In the case of cancellation of Symposium, or unavailability of the exhibit hall, due to acts of god, war, threats or acts of terrorism, governmental authority, fire, strike, labor disputes, or any other cause beyond the reasonable control of WealthCounsel, WealthCounsel’s obligations under this Agreement shall terminate, and WealthCounsel shall not be responsible for any damages or expenses incurred by Sponsor/Exhibitor in connection with Symposium or such cancellation. If Symposium is canceled as provided in this paragraph, WealthCounsel shall provide a partial refund of the fees paid by Sponsor/Exhibitor, less an administrative fee of $500.
 

GOVERNING LAW; SUBMISSION TO JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey, without reference to conflict of law principles thereof. Sponsor/Exhibitor acknowledges that by entering into this Agreement, Sponsor/Exhibitor has transacted business in the State of New Jersey. By transacting business in the State of New Jersey by agreement, Sponsor/Exhibitor voluntarily submits and consents to, and waives any defense to the jurisdiction of courts located in Hudson County, State of New Jersey, as to all matters relating to or arising from this Agreement.
 

NO PARTNERSHIP

The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.
 

DEFAULT

Any failure by Sponsor/Exhibitor to comply with the terms of this Agreement shall constitute a material default by Sponsor/Exhibitor, and WealthCounsel may exercise any and all of its rights and remedies, including the right to terminate this Agreement, and any exhibit or sponsorship.
 

ATTENDEE LIST (CERTAIN SPONSORSHIPS ONLY)

Depending on the Sponsor package purchased under this Agreement, WealthCounsel may provide to Sponsor a list of Symposium attendees (each an “Attendee” and collectively, “Attendees”). By accepting delivery of the list of Attendees, if applicable, Sponsor agrees to the following terms, conditions and restrictions:

  • Attendee names, postal and email addresses are made available to Sponsor for communications which are germane to the professional, consumer, or community interests of Attendees.
  • The list of Attendee contacts and addresses may not be used more than one time for a single email or communication to the Attendees on the list.
  • Distributed communications to Attendees, if any, must be sent within 60 days from the date of receipt of the list of Attendees. No communications to Attendees are permitted after November 30, 2025.
  • Contact information for Attendees may not be added or imported into Sponsor’s database.
  • Sponsor will not copy, replace, or duplicate the names and addresses of any Attendee, or any portion of the database, or extract or retain any such information.
  • Sponsor will not at any time permit distribution, or allow or cause to be distributed, any Attendee names and addresses to or by any other person, association, organization or company.
  • Sponsor agrees to forward promptly following receipt, any email messages, letters, or other documents or communications (or copies thereof) containing complaints by Attendees regarding Sponsor’s communications to Attendees, including any complaints regarding any services or products offered by Sponsor.
     

GENERAL

This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person any legal or equitable right, benefit, or remedy of any nature whatsoever, under or by reason of this Agreement.

No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

If any provision of this Agreement is held to be invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement.

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