In these Terms & Conditions (hereafter referred as "T&C") the words/expressions referred to below shall have the following meanings except where the context otherwise requires:
- "Advertisement" - means an advertisement or series of advertisements for the Sponsor and/or its products and services including (but not limited to) advertisements in any Publication, advertisements on Website, Banner Advertisements, Posters and Exhibition Advertisements.
- "Agreement" means a contract between CNK and the Sponsor for advertising during IPS2016 which is formed in accordance with paragraph 2.
- "CNK" means Copernicus Science Centre in Warsaw, Poland (in polish: Centrum Nauki Kopernik).
- “Dome village” means floor area in CNK where selected Sponsors’ mini-domes are located.
- "Exhibition Booth Space" or "Exhibition Space" means floor area in CNK where Sponsors’ Booths are located.
- “Host” means the IPS2016 conference host which is the Copernicus Science Centre.
- “IPS” means International Planetarium Society
- "IPS2016" means a conference organized and conducted by CNK and IPS in June 2016.
- "Order Confirmation" means the signed confirmation of Sponsor’s Registration sent by CNK specifying the price and details of Sponsorship Package.
- “Mini-dome” means a portable spherical shape presentation dome with diameter up to 6m.
- "Sponsor" means the person, firm, body corporate or other entity stated in Sponsor Registration Form and accepted by CNK.
- “Sponsorship Package” means a package of sponsor benefits selected by the Sponsor upon registration.
- “Sponsor Registration Form” means an online form filled by the sponsor upon registration.
- "Sponsorship" means sponsorship by the Sponsor of an IPS2016 event organized by CNK, such sponsorship being for the purpose of promoting the Sponsor and/or its products and services.
- "Website" means an IPS2016 website.
§2 Registration & Agreement
- To become an IPS2016 Sponsor the person, firm, body corporate or other entity shall fill in the Sponsor’s Registration form available at IPS2016 website and submit it online. Upon registration Sponsor shall choose the Sponsorship Package and Sponsorship level as well as any other additional benefits.
- The Host will review the application form and confirm availability by sending an Order Confirmation to the Sponsor. The Host reserves the right to reject the application for any reason or suggest other Sponsorship Package to the Sponsor.
- The Agreement between the Host and Sponsor shall be formed within 30 days from the Order Confirmation.
- By submitting online the Sponsor’s Registration form available at IPS2016 website Sponsor accepts all provisions of Sponsorship & Exhibition Prospectus and Sponsorship Framework Agreement, both available online on IPS2016 website, as well as hereof T&C.
§3 Sponsors’ Obligations
- The Sponsors warrants that:
- Any description relating to its products or services in the Advertisement is true and accurate;
- the Advertisement does not contravene any act of Polish law nor is it in any other way illegal or defamatory, especially the Advertisment will not cause compromising of the Host reputation;
- it will supply copy for Advertisements and any other requested materials/information prior to copy deadlines, as advised/published by the Host;
- Sponsor agrees to grant access to its projection system, mini-dome or any other equipment installed in CNK during IPS2016 for the purpose of usage in scientific sessions. Sponsor agrees that conference Host will determine the schedule and time of usage of Sponsors Equipment.
- No Sponsor shall hold any meetings or events that could be in conflict of interest with trade show or conference events.
- Sponsor shall be responsible for insuring that all films, artwork, photographic and other advertising materials delivered to the Host shall not be liable for any loss, injury, claim, liability or damage of any kind resulting in any way, including copyrights to them, while the same is in aforementioned possession or control.
- Sponsor grants that the Host is not obliged to indemnify and hold harmless the Sponsor from and against third party claims when the claims are against the advertisement material provided by Sponsor and it will turn out that the Sponsor has no copyright to those elements.
- Sponsor shall be responsible for collecting any equipment, films, artwork, photographic and other materials submitted to the Host for the purposes of the Advertisement. The Host shall accept no responsibility for any such items which remain unclaimed by the Sponsor more than 1 month after the conference.
- All property of Sponsor is understood to remain under its custody and control at all times during transportation of the property to and from the CNK.
- Sponsor shall incur any risk of damage, destruction or loss of all its property which remains on CNK premises during the conference.
- Sponsor shall maintain insurance covering Sponsor’s property at all times.
§4 Host Obligations
- Host shall use its best endeavours to ensure the appearance of Sponsor’s Advertisement but does not accept liability for the non-appearance of any Advertisement.
- Host shall use its best endeavours to procure high attendance Sponsor’s commercial presentations but shall not be liable for actual attendance levels being lower than those anticipated.
- Unless the parties have agreed to the position of the Advertisement in the Publication or on the Website (in which case this shall be agreed in writing by the parties) the Host does not guarantee the position of any Advertisement in the Publication or on the Website.
- CNK shall assure the highest degree of professional care and conduct in respect of providing the security of its premises.
- The Sponsorship fee payable by the Sponsor to CNK shall be in accordance with rates published in Sponsorship & Exhibition Prospectus or as otherwise agreed in writing by the parties.
- All fees are exclusive of Value Added Tax, which shall be payable by the Sponsor if applicable.
- CNK shall be entitled to invoice the Sponsor to 25% of the total fee net immediately following Order Confirmation. Sponsor is obligated to pay that installment to CNK within 14 days from Order Confirmation.
- The Sponsor shall pay CNK the remaining part of the fee according to payment schedule as stated in the contract.
- If the Sponsor fails to make any payment on the due date then without prejudice to any other right or remedy available to CNK, CNK shall (at its option) be entitled to:
- Treat the Agreement as repudiated by the Sponsor and cancel publication of any Advertisement to the Sponsor as well as cancel Sponsor’s presentations;
- Claim contractual penalties from the Sponsor in amount of 30 % of total chosen Package value.
§6 Cancellation of Services
In exceptional circumstances, the Host will consider the cancellation of their Agreement with Sponsor, but only if the following conditions are met:
- The Sponsor must submit a written and signed request for cancellation.
- The Sponsor must give reasons for its cancellation request; the Host has the right to accept or decline the reasons for the cancellation request.
- Upon accepting the cancellation request, the Host will apply the following refund policy:
- For cancellation requests received before 29 February 2016, the Conference Host will retain 25% of the total contract amount.
- For cancellation requests received after 29 February 2016, the Conference Host will retain 100% of the total contract amount.
- Cancellation requests will not be considered if the Conference Host deems that Sponsorship or Exhibition entitlements have al¬ready been provided prior to the submission of the cancellation request.
- Notwithstanding and without prejudice to Par. 6 above CNK shall be entitled to terminate the Agreement immediately by giving written notice to the Sponsor in any of the following events:
- if the Sponsor fails to make payment in accordance with Agreement;
- if the Sponsor convenes a meeting of its creditors, becomes insolvent, is unable to pay its debts, has an administrative receiver or receiver or administrator appointed over its assets or business or is the subject of a petition presented to put it in into liquidation; or if the Sponsor is in breach of any material term T&C and the Agreement.
- In any such case CNK shall be entitled to charge the Sponsor any costs, charges or expenses (direct or consequential) howsoever arising incurred by CNK.
- Termination of the Agreement howsoever, shall not affect the accrued rights or the liabilities of either party.
Sponsor shall not be entitled to assign, rent, lease, sub-licence, copy or otherwise transfer the benefit of its obligations under the Agreement without the prior written consent of CNK.
§9 Force Majeure
If either party is unable to perform its obligations by reason of matters beyond its control including but not limited to any act of terrorism, war, riot, civil commotion, compliance with any law or governmental order, fire, flood or storm, strikes, lock-outs or other industrial disputes (whether involving the workforce of the party so prevented or of any other party) delay in transit, power failure, postal delay, the party so affected will notify the other party and the parties agree to delay the performance of this Agreement for as long as may be reasonably necessary until the cause(s) giving rise to force majeure has/have ceased.
§10 Confidentiality clause
- The parties agrees to hold Confidential Information in confidence in accordance with the terms of hereof T&C and the Agreement.
- The parties agrees to use Confidential Information solely in accordance with the terms of this Agreement. Failure to do so shall leave the other Party's obligations set forth in this Agreement unaffected. However, the party in breach of this clause could be claimed for damages on general basis.
- The restrictions and obligations in this T&C and the Agreement shall not apply to the Disclosing Party's Confidential Information, which:
- is or becomes generally available to the public other than as a result of a disclosure by the Receiving Party (or its representatives);
- was received by the Receiving Party from a third party and not indirectly from the Disclosing Party in violation of any obligation of secrecy or non-use; or
- was in the possession of the Receiving Party prior to disclosure or was developed independently from such Confidential Information, as is shown by competent evidence.
§11 Conference Dates
- The main conference will last four days from Monday (20 June 2016) to Thursday (23 June 2016).
- The evening welcome reception is planned to take place on 19 June 2016.
- Fulldome shows screenings in domes 1 and 2 will boast a selection of best shows and is planned to take place on Friday (24 June).
- These T&C shall have precedence at all times and in all circumstances over any Conditions that the Sponsor may be in the practice of using.
- If any provision or part of a provision of these T&C shall be or be found by any court of competent jurisdiction to be invalid or unenforceable such invalidity or unenforceability shall not affect the other provisions or parts of such provisions of these T&C all of which shall remain in full force and effect.
§13 Address for Notices:
- For CNK notices should be sent to:
- For the Sponsor the address to which notices should be sent shall be that given in Registration Form unless otherwise advised in writing by the Sponsor.
All Agreements and all obligations under the same shall be governed by the laws of Poland and the parties submit to the exclusive jurisdiction of the Polish Courts.