Product Exhibits

Additional Terms and Conditions for Cvent Registration 

Last Updated: July 17, 2023

These Additional Terms and Conditions are legally binding and form an integral part of the Order Form and Event Cloud Terms of Use entered into by and between Cvent and Customer (the “Agreement”) to reflect the Parties’ agreement with regard to the Customer’s subscription and use of Cvent Registration.

Registrations and Registrants

• A Registrant is defined as a person registering via a registration process created within the Cvent system, even if submitted manually through the back end of the system.  Guests registered under a Registrant will count as a Registrant for billing purposes.  Each registration will count as a Registrant for billing purposes from the point of submission, not from the point of approval or confirmation.  If a person cancels, the initial registration still counts as a Registrant for billing purposes.
• The Order Form may specify a number of Registrants allowed for a given service level and or price. Customer will be billed for any registrations beyond this number at the rate specified in the Order Form, or the then current rates for overage if none is specified. Except for price, which may differ, Customer agrees that registrations incurred beyond the contracted level will be subject to the same terms.
• Customer agrees that the number of Registrants listed under minimum usage fee in the Order Form is the minimum number of Registrants Customer agrees to use and pay for per annum. Should Customer use less than this minimum number, fees due under the Order Form will not be reduced. Except as expressly set forth in the applicable Order Form, unused registrants will not roll over to another term year.

Per-Event Pricing

For Order Forms specifying per-event pricing, each event activated in the Services will be counted for billing purposes except events flagged in advance for administrative purposes by Cvent. 

Event Registration Fees Processing

Event Registration Fees Processed by Cvent (“Cvent Payment Service”)

If Customer chooses Cvent to process Customer’s event registration fees (the “Event Registration Fees”) the following shall apply:

• Cvent Payment Service’s setup fee and payment processing fees (the “Processing Fees”) will be stated in the applicable Order Form;
• No later than the last business day of the month following receipt of Event Registration Fees on Customer’s behalf, Cvent will remit to Customer the Event Registration Fees less (1) the Processing Fees, (2) a charge back fee equal to USD 25 or equivalent of local currency for each chargeback, reversal or payment dispute; (3) the amount of such chargeback or reversal, (4) pending disputed fees between Cvent and the cardholder’s financial institution, (5) any applicable taxes on services rendered, and (6) amounts equal to all total payments due to Cvent which are more than thirty (30) days past their respective due dates (the net amount is the “Customer Repayment”);
• Customer Repayment will be in one of the following settlement currencies: USD, CAD, GBP, EUR, AUD, and SGD.  When the currency used to pay the Event Registration Fee is different than the currency used to pay the Customer Repayment, Cvent will convert to the settlement currency at 1% above the daily mid-market foreign exchange rate. Cvent is not liable for any losses incurred nor may benefit from any gains due to market foreign exchange rate fluctuations;
• Customer will be responsible for any fees charged by Customer’s bank for accepting Customer Repayment from Cvent;
• Prior to issuing each Customer Repayment, Cvent will provide a statement setting forth the amount of the Event Registration Fees collected, and the fees deducted;
• At Cvent’s sole discretion, it may place a reserve on the funds collected as a reserve against potential additional charges that may occur after the end of the event or which Cvent believes there may be a high level of risk associated with Customer’s account. (Additional charges might include credit card charge backs, attendee or exhibitor disputes, or similar items.) Any reserve funds not used to cover additional charges will be remitted to Client approximately 21  days after the event end date;
• Once all Customer Repayment funds have been remitted, Customer is still responsible for paying any additional charges related to the event that may occur after remittance;
• Customer is responsible for providing adequate funds to process any refunds in excess of funds available within the Customer’s account;   
• Instead of accepting remittance of all funds, Customer may select to apply available Customer Repayment funds to any outstanding invoices with Cvent;  
• Cvent reserves the right to withhold distribution of Customer Repayment funds if Customer has invoices that are outstanding beyond their due date and apply such funds as payment against outstanding invoices, whether arising under this Agreement or another agreement between Cvent and Customer;
• Customer must ensure at all times while event registration is open that a refund policy be clearly stated both on the event website and the registration form stating no refunds shall be considered after 60 days following payment, or 15 days following the completion of the event in which registration fees were collected; and
• In conjunction with our provision of the services under this Order Form, you authorize us to execute, endorse and deliver in your name all instruments or other documents that we may consider necessary, including without limitation the endorsement of checks we receive made payable to you.
• Cvent may require Customer to provide additional information about yourself, the entity you represent (if any), and the principals/beneficial owners of the entity you represent (if any) (collectively, "Additional Registration Data"). As an example, Additional Registration Data may include current address, doing business as (DBA) names, description of products, website address, bank account or other payment account information, tax identification numbers, date of birth, passport or drivers license number, country of origin, copies of government identification documents, and other personal information. We may use this information to verify your identity, the validity and/or legality of your transactions, and/or whether you qualify to use the Organizer Services. You must: (a) promptly provide accurate and complete information and (b) regularly and quickly update this information to make sure it remains accurate and complete.
• Customer shall indemnify, defend, and hold harmless Cvent, its directors, officers, employees, agents and affiliates from and against any and all Claims to the extent that any such Claim is caused by or arises out of: (a) any failure of Customer to comply with any law, regulation or card association rules applicable to the Cvent Payment Services; (b) any dispute between: (i) Customer and any event registrant, bank or card issuer; or(ii) between any card issuer and any event registrant, including, without limitation, any dispute regarding the goods and services purchased with the Event Registration Fees or the payment of any amounts owed or alleged to be owed by one or more such persons to any other such persons; and (iii) any instructions or procedures that Customer may provide to Cvent in connection with the Cvent Payment Services rendered by Cvent hereunder.

Customer Collects and Processes All Event Registration Fees

If Customer chooses to collect and process all event registration fees, then Customer shall:

• establish its own merchant bank account with a provider of credit services supported by Cvent;
• test the connectivity of its merchant account (including authorization, settlement and refund) prior to processing credit card payments at its event; and
• be responsible for all costs, expenses, obligations and liabilities in connection with its processing of such fees.

Cvent Registration Product: Event Builds

Cvent provides event building services by its professional staff.  The Event Build complexity levels are categorized, from lowest to highest, as Simple Builds, Medium Builds, Advanced Builds and Complex Builds, characterized by the attributes below.  The highest complexity level in which any two of an Event Build’s attributes belong determines the complexity level of the Event Build.  Your Order Form may specify a number of Event Builds of a given complexity level and price. Cvent reserves the right to determine that an Event Build is of a higher complexity level than previously assigned, and you will be charged as specified in your Order Form or, if not specified, for the difference in then-current Event Build complexity level rates. An additional fee, as specified on your Order Form or otherwise at then-current rates, may be charged for optimizing an event site and registration process for display on mobile devices.

    *            =     Registration and Event website only.

Registration Product: Appointments

• A Standard Appointment is defined as an appointment at an event the Customer is hosting where registered attendees may create and manage their own appointments.  The Appointment event must be in Active, Complete or Closed status to be considered as billable. All unique registrants in the appointment event will be treated as billable.
• A Universal Appointment is defined as an appointment at an event hosted by another party that the Customer is attending as a third party (sponsor, exhibitor, attendee, or the like)  and enables the Customer’s own staff to schedule their own appointments at such event. The Appointment event must be in Active, Complete or Closed status to be considered as billable. All unique registrants added in the staff group of the Universal Appointment that have at-least one appointment (regardless of appointment status) will be treated as billable.
• A Planner Coordinated Appointment is defined as an appointment at an event the Customer is hosting and at which the registered attendees do not manage their own appointments. Planners solicit attendee preferences and availabilities as part of registration and creates the schedule on the attendee’s behalf. The Appointment event must be in Active, Complete or Closed status to be considered as billable. All unique registrants in the appointment event will be treated as billable.
• The Order Form may specify a number of Appointment Registrations allowed for a given service level or price. Customer will be billed for any Appointment Registrations beyond this number at the rate specified in the Order Form, or the then current rates for overage if none is specified. Except for price, which may differ, Customer agrees that Appointment Registrations incurred beyond the contracted level will be subject to the same terms.
• Customer agrees that the number of Appointment Registrations listed under minimum usage fee in the Order Form is the minimum number of Appointment Registrations Customer agrees to use and pay for per annum. Should Customer use less than this minimum number, fees due under the Order Form will not be reduced. Except as expressly set forth in the applicable Order Form, unused Appointment Registrations will not roll over to another term year.

Last Updated: July 17, 2023

Additional Terms and Conditions for Cvent Attendee Hub

These Additional Terms and Conditions for Cvent Attendee Hub are legally binding and form an integral part of the Order Form and Event Cloud Terms of Use entered into by Cvent and Customer for Customer's subscription to Cvent's Attendee Hub. 

Scope

Cvent’s web and mobile application attendee engagement solution known as Cvent Attendee Hub (“Cvent Attendee Hub”) is comprised primarily of (i) the content management portal at Event Management (“Event Management Portal”) for input of data and content by Customer; and (ii) a web and/or mobile application (the “App”)., a specific instance of which may be modified by Customer for a specific event or events and made available for download and use by registrants of the event(s).

Platform Requirements

Customer acknowledges that the use and publication of Apps will be subject to rules and procedures of third party application marketplaces (“Mobile Marketplaces”), such as Apple and Google app stores.

Customer further acknowledges and agrees that:

• Customer will abide by such rules and procedures, including updates;
• Cvent has no control over such rules and procedures, and cannot be responsible for ensuring performance or availability of a Mobile Marketplace; and
• Cvent is not liable for any delays in the delivery or deployment of Customer Apps caused by changes to, or Customer’s failure to adhere strictly to, any such rules or procedures.

Content and App Builds

Content

• All of Customer’s event data, materials and content (“Content”) must be supplied by Customer through the Event Management Portal. Failure by Customer to provide Content does not invalidate the Agreement or Customer’s obligations under the Agreement, including its obligation to pay Cvent Attendee Hub subscription and use fees.
• Cvent will provide Customer with guides and templates for uploading Content into the Event Management Portal.
• Customer is solely responsible for using password practices to secure access to its event on the Event Management Portal to avoid unauthorized access to its Content by other users.  Cvent disclaims responsibility for unauthorized access due to your failure to secure such access.

Review and Submission to Mobile Marketplaces

Unless Customer has contract for Cvent for such services, Customer is solely responsible for building its App through the Event Management Portal. Customer will have access to Cvent support staff, and an opportunity to review and make changes prior to submission of the App to the applicable Mobile Marketplace(s).

The App needs to be submitted to the applicable Mobile Marketplaces, and Customer acknowledges and agrees that Cvent bears no expense and assumes no risk or liability for administrative actions required to make such submission. 
 

•  Customer may publish the App in one of three ways:

1. Engage Cvent to publish event(s) in the Mobile Marketplace under Cvent’s container app – Cvent Events.

2. Publish Customer’s own branded multi-event app, and in order to do so either of the following methods may be agreed upon below:

• Self-publish the App on Customer’s own. Customer is solely responsible for complying with all Mobile Marketplace requirements for such purposes; or
• Authorize Cvent to publish the App in the Mobile Marketplace on Customer’s behalf; provided that Customer adds Cvent as an administrator, to access and manage the Developer Account. Additionally, Customer shall provide Cvent access to the publisher account in the applicable marketplace and maintain a valid account. Cvent shall bear no expenses and assumes no risk or liability for any administrative actions taken by Cvent in its limited capacity of submitting the application through your Developer Account.

3. Self-publish the App in Customer’s internal app store, circumventing the public Mobile Marketplace.

• Customer acknowledges and agree that in the event Customer choose to publish the App as set forth in clauses 2 and 3 above, the primary control of the developer account shall remain with Customer and as such: 

• 1) Customer will be solely responsible to ensure compliance with all the rules and procedures established by Mobile Marketplace.
• 2) Customer shall secure your publisher account within the applicable marketplace at your sole expense; and maintain it securely with all data privacy procedures in place to safeguard the Customer Data.
• 3) Cvent will bear no responsibility for any delays in publishing or rejection of your App by a Mobile Marketplace, and any such delay will not modify Customer’s obligations to Cvent including, but not limited to, your payment obligations. If your App is rejected by a Mobile Marketplace, Customer may engage Cvent to publish in Cvent’s container app.
• If Customer terminates or does not renew this Agreement, Customer will not publish or cease publication of Customer’s App(s).

Supported Devices, Systems and Releases

Supported App Devices:

Cvent currently provides native, compiled Apps for the following devices: iPhone, iPod Touch, iPad, Android phones and Android tablets. Submissions are made to Apple App Store and Google Play Store only.

Mobile Operating Systems:

Cvent provides technical support for Apps for the current major release version and immediately preceding major release version of Apple iOS and Android OS.

Internet:

Cvent will provide Customer with online access to Cvent Attendee Hub via the Internet by use of a Customer provided browser. Customer is solely responsible for obtaining and maintaining at its own expense, all equipment needed to access Cvent Attendee Hub, including internet access and adequate bandwidth. The Cvent Attendee Hub is not compatible by use of Internet Explorer browser.

Third Party Solutions:

Customer acknowledges and agrees that certain functionalities of Cvent Attendee Hub may require a license or subscription to a compatible third party solution (i.e., streaming platform)or Customer to procure such license or subscription from Cvent subject to terms and conditions as required by the third-party provider.  If Customer buys or licenses any such third party solution from a third party provider, Customer acknowledges and agrees that such solutions are being provided by a third party and Cvent is not responsible or liable for any claims or damages related to or arising from Customer’s use thereof, including but not limited to any unavailability of such solution during Customer’s event.

Cvent Software Releases:

Cvent provides technical support for Customer Apps that use Cvent’s most current release of the App or prior versions released up to six (6) months prior to the current release. Customers will be provided opportunities to upgrade their existing Apps to the most current App release.

Support

During the term of the Agreement, Cvent agrees to provide Customer with email and telephone access to the Cvent Attendee Hub Support Center seven days a week, 24 hours a day. If Customer has more than one Event Management Portal login, Customer will appoint an Authorized Support Contact who will contact the Cvent Attendee Hub Support Team directly on behalf of Customer’s other Event Management Portal users.  One hundred and twenty (120) days after Customer last event or, if later, upon expiration of the current Term of the Agreement, Cvent may remove all of Customer’s App(s) from Mobile Marketplaces, and Cvent will retain no obligation to support, update or maintain such App(s). Customer acknowledges and agrees that certain features of Cvent Attendee Hub require support from third parties and Cvent is not responsible for any delays attributable to such third parties’ support.

Privacy and Disclaimers

Customer agrees that Cvent is not responsible for the unauthorized dissemination of any Content distributed through Cvent Attendee Hub.

CUSTOMER ACKNOWLEDGES AND AGREES THAT IT IS SOLELY AND EXCLUSIVELY RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE DATA PRIVACY LAWS INCLUDING BUT NOT LIMITED TO COLLECTING PROPER CONSENT AND AUTHORIZATION TO SHARE REGSTRANTS’ INFORMATION, INCLUDING ANY PERSONAL INFORMATION, WITH ANY THIRD PARTY.

NOTWITHSTANDING ANYTHING SET FORTH IN THE AGREEMENT OR THESE ADDITIONAL TERMS AND CONDITIONS, ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE CONCERNING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ACCURACY OR USE ARE HEREBY DISCLAIMED. CVENT DOES NOT WARRANT OR GUARANTEE THAT CVENT ATTENDEE HUB (OR THE SUPPORT PROVIDED HEREUNDER) WILL SATISFY YOUR REQUIREMENTS, OR THAT THE OPERATION OF SUCH WILL BE UNINTERRUPTED OR ERROR FREE. YOU ACCEPT CVENT ATTENDEE HUB AS-IS, IN THE FORM PROVIDED, AND EXPRESSLY WAIVE ANY RIGHT TO ANY AND ALL REFUNDS, DAMAGES (WHETHER DIRECT, INDIRECT OR OTHERWISE), OR OTHER COMPENSATION.

Overage

Customer acknowledges and agrees that its use of Cvent Attendee Hub is subject to additional Fees for usage in excess of the quantities stated in the Order Form or hereunder.  Customer agrees to pay the overage fee as designated on the Order Form or as set forth below. 

Cvent Attendee Hub:

Per Registrant Pricing (as designated on the Order Form):

Customer agrees that the number of registrants in the Order Form is the minimum number of registrants Customer has committed to for Cvent’s Attendee Hub. If Customer exceeds the number of registrants in the Order Form, then Customer will pay the applicable overage fees as set forth in the Order Form or if none is stated, Cvent's then current rate.

For Cvent Attendee Hub, each registration to an event that has a published Cvent Attendee Hub, whether virtual or in person, is considered a registration.  If Customer uses less than the stated number of registrants, Fees due under the Order Form will not be reduced or credited to Customer. Except as expressly set forth in the applicable Order Form, unused Registrations will not roll over to another term year.

Per Event Pricing (as designated on the Order Form):

Customer agrees that the number of events stated on the Order Form is the minimum number of events Customer agrees to pay for per event utilizing Cvent Attendee Hub.  If Customer exceeds the number of events as stated, then Customer is responsible for the overage based on the below:

In lieu of paying the above rate, the Customer may purchase additional quantities prior to exceeding its usage at a mutually agreed upon rate.  

Cvent Video Player:

Attendee Hub includes 15 hours of live video streaming per registrant per event on an aggregate basis. If this limit is exceeded, Cvent will bill overages at $1.80 per viewer hour on a quarterly basis in arrears. Upon Customer's written request, Cvent shall provide reasonably sufficient documentation to verify such charge.

Cvent Video Conferencing:

Attendee Hub includes 15 hours of video conferencing (where the attendee is able to participate) per registrant per event on an aggregate basis. If this limit is exceeded, Cvent will bill overages at $1.80 per viewer hour on a quarterly basis in arrears. Upon Customer's written request, Cvent shall provide reasonably sufficient documentation to verify such charge.  

Payment:

Overages are calculated and invoiced on a quarterly basis in arrears and payable in accordance with the terms and conditions of the Agreement.

Account Video Storage

Customer acknowledges that the video storage limits for its account are determined by Customer’s applicable subscription tier. Cvent will make available Documentation that outlines the account storage available in each subscription package. Cvent has no obligation to maintain or provide any video recording(s) to Customer beyond the contracted storage volume and shall prohibit additional video recording(s) from being uploaded.  Customer may purchase additional storage.

ADDITIONAL TERMS AND CONDITIONS FOR ONSITE SOLUTIONS

Last Updated: 27-Jan-23

These Additional Terms and Conditions are legally binding and form an integral part of the Order Form and Event Cloud Terms of Use entered into by and between Cvent and Customer (the “Agreement”) to reflect the Parties’ agreement with regard to the Customer’s subscription and use of the Cvent Onsite Solutions. 

Additional Terms and Conditions for Cvent Surveys (Previously known as Inquisium)

Last Updated: July 14, 2023

These Additional Terms and Conditions are legally binding and form an integral part of the Order Form and Event Cloud Terms of Use entered into by and between Cvent and Customer (the “Agreement”) to reflect the Parties’ agreement with regard to the Customer’s subscription and use of the Cvent Surveys (previously known as Inquisium).

Cvent Surveys (previously known as Inquisium): Features

Unless the Order Form states otherwise, Customer shall receive the following depending on their license level.

For a full feature list, please reference https://www.cvent.com/en/survey-redesign-progress, which may be updated by Cvent from time to time at its sole discretion as we undergo and complete a product redesign.

+ Surveys Basic is only available with the purchase of a Cvent Event Management License and is not available for individual sale.

*Usage Limits apply when Customer does not have a Cvent Event Management License within the same account. If Customer has a Surveys Premium License and Cvent Event Management License within the same account, all existing Cvent System Users will receive access to Cvent Surveys (previously known as Inquisium) and there will be no new Contacts, Emails, System User Logins, or Access Portals included in the purchase of a Surveys Premium License.

Additional System User Logins or Access Portals can be purchased a la carte. Price per System User Login or Access Portal can be found on the Order Form or requested from a member of the Cvent Sales Team.  

Remote support for Cvent Surveys (previously known as Inquisium) is available Sunday, 8:00 P.M. EDT – Friday, 9:00 PM EDT (excluding Government Holidays).

*Usage - Survey Responses or Survey Registrants

Variable Survey Responses

• Surveys Premium (Per Response) License pricing is based on the variable component of Survey Responses collected in each Term. 
• Survey Responses are stated on the Order Form.
• A Survey Response is defined as a partial or completed answer submitted by an individual to a survey. An individual can respond to multiple chapters within one survey and this is counted as one Survey Response.
• If Customer exceeds Survey Responses, Customer can purchase additional responses, as outlined in the Order Form or as requested from a member of the Cvent Sales Team. 

Variable Survey Registrants

• Surveys Premium (Per Reg) License pricing is based on the variable component of Survey Registrants collected in each Term. 
• Survey Registrants are stated on the Order Form.
• A Survey Registrant is defined as a person registering via a registration process created within Cvent Registration, even if submitted manually through the back end of the Registration system. A Survey Registrant may respond to multiple chapters within one Survey, and this will be counted as one Survey Registrant. A Survey Registrant may not respond to any Survey and that will still be counted as one Survey Registrant if they are a part of the Customer’s event.
• The Order Form may specify a number of Survey Registrants allowed for a given price. If Customer exceeds Survey Registrants, Customer can purchase additional Survey Registrants as outlined in the Order Form or as requested from a member of the Cvent Sales Team. Customer will be billed for any Survey Registrants beyond this number at the rate specified in the Order Form, or the then current rates for overage if none is specified. Except for price, which may differ, Customer agrees that Survey Registrants incurred beyond the contracted level will be subject to the same terms.

Unlimited Survey Responses

• For Order Forms signed prior to September 2019 or specifying unlimited survey responses, Customer pricing is determined by number of Survey User Logins in use and not Survey Responses.

Survey Storage - Contacts; Emails; eMarketing

• With a Surveys Premium License, Customer may hold up to 250,000 contacts in Cvent System at any point in time and send up to 1,000,000 emails per year. If Customer is a user of other Cvent Services, then these amounts are cumulative with the number of Contacts and Emails through such other Cvent Services and not in addition thereto.  Overages are priced as follows: (a) contacts over the 250,000 limit may be stored for $.25 or equivalent of local currency per contact per year, and (b) emails over the 1,000,000 annual limit may be sent for $0.05 per email.

• Emails that do not include a link to a Survey process (e.g., email newsletters) are not included in the price of Cvent Surveys (previously known as Inquisium) and will be assessed a per email overage charge. However, customers purchasing the eMarketing License may send email newsletters.

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Additional Terms and Conditions for Social Tables Platform

Last Updated: October 17, 2023

These Additional Terms and Conditions are legally binding and form an integral part of the Order Form and Event Cloud Terms of Use entered into by and between Cvent and Customer (the “Agreement”) to reflect the Parties’ agreement with regard to the Customer’s subscription and use of the Social Tables Platform.

Definitions

• Floor Plans
  Shall mean all renderings of a physical space uploaded to the Customer’s instance of the Social Tables Platform in a system supported format (e.g., a PDF, image file, acceptable CAD file or Social Tables’ proprietary FPC2 (or later) data file) but excluding Social Tables’ proprietary data structure for storing and representing such Floor Plans.
• Event Sales
  Shall means the cloud-based presentation layer web pages using Floor Plans provided by Social Tables.
• Social Tables Platform
  Shall mean the cloud-based event diagramming platform provided by Social Tables, as well as any add-on, optional or enhanced cloud-based products that Social Tables offers as add-ons to the basic platform that are expressly listed on the Order (if any).
• Subscription Plans
  Shall mean either a Pro or Premium subscription plan (each a “Subscription”). A Pro plan is a monthly Subscription that a Customer may sign up for on our website directly whereas a Premium plan is an annual Subscription that is subject to a duly executed Order Form.

Social Tables Platform

• Social Tables Platform
  A Premium Customer’s right to access and use the Social Tables Platform commences on the “Start Date,” which is the later of the date specified in the Order Form or the date an access code for the Social Tables Platform is first provided to Customer, and a Pro Customer’s right to access and use the Social Tables Platform commences on the date a Pro Subscription is purchased and paid for on our website or the date an access code for the Social Tables Platform is first provided to Customer. Cvent will provide to Customer access to the Social Tables Platform promptly after receipt from Customer of the necessary details of the initial user associated with the account. For Premium Subscriptions, this access shall include licenses for the number of users as described on the Order Form (either a fixed number of users or an unlimited number of users). Social Tables reserves the right to change, improve and/or update the Social Tables Platform from time to time in its sole discretion, and to provide such changes, improvements and/or updates to Customer at no additional cost so long as it is not a feature or functionality that Social Tables offers to its other customers as a separate product at an additional charge.
• Social Tables Sales & Catering System
  Premium Customers subscribing to the Social Tables Sales & Catering System (“System”) in a duly executed Order Form shall have access to Social Tables’ group booking management and customer-relationship-management application for use in the property(ies) listed in each applicable Order and located in the United States only. As between Customer and Social Tables, Customer is solely responsible for inputting any data necessary to utilize the System, including but not limited to any data from Customer’s property management system.   Customer may utilize the System to create and generate contracts and invoices for its group bookings, including event, room and catering bookings directly from the System, provided Customer is solely responsible for the legality and accuracy of such contracts and invoices. Customer shall indemnify, defend and hold Social Tables, its affiliates, and their respective officers, directors, employees, agents and advisors, harmless from and against any and all liability, damages, costs or expenses (including reasonable attorneys’ fees) that are or may be sustained or incurred by an indemnified party as a result of any asserted claim or claims related any contracts or invoices generated through the System.
• User Limits Customer has the ability to set up and change user accounts. Customer agrees that each user account shall be assigned to, and Customer shall cause it to be used exclusively by, a single individual (e.g., no creation of generic or shared user accounts). Except when provided otherwise on an Order Form, users are limited to employees of Customer and independent contractors acting as temporary employees (e.g., no granting user accounts to independent contractors that would use such accounts outside of the work they are performing on behalf of Customer). Where an Order Form specifies a limited number of users, Customer may re-assign a user account where the person initially assigned such account has left the employ of Customer or changed job assignments to a new job where use of the Social Tables Platform is not part of such job responsibilities. However, Customer shall not reassign such user account as a means of sharing use of the Social Tables Platform within Customer’s operations, rather, Customer shall purchase additional users as required. Cvent reserves the right to impose a reconnection fee, not to exceed $500 or equivalent of local currency, in the event Customer is suspended for a reason caused by Customer and thereafter Customer requests renewed access to the Social Tables Platform.
• License to Customer Data
  Customer hereby grants Cvent a non-transferable (except as provided herein), royalty-free (except as provided herein), non-exclusive, worldwide license to display, transmit, distribute, copy, store and/or reproduce the Customer Data on or through the Social Tables Platform or any other platforms maintained by Cvent, Inc. or its affiliates and to disclose Customer Data to third party service providers for Cvent to operate the Services. Additionally, Cvent may use, display, transmit, distribute, copy, store, provision into and/or reproduce the Floor Plans as part of the Social Tables Platform as well as in other Social Tables’ or Cvent, Inc’s (or its affiliates)   products during and after the Term until promptly after such time as Customer requests in writing that Social Tables cease such activities with respect to any Floor Plan identified in such writing.

Additional Terms Applicable only to Pro Customers

• Subscriptions 
  If following the current monthly Subscription, Customer no longer has an active credit card on file, then Cvent reserves the right to immediately suspend Customer’s access to the Social Tables Platform.
• Payments 
  All payments for Pro Subscriptions will be made by credit or debit card. Until all amounts due have been paid in full, Customer authorizes Cvent to charge any credit or debit card provided by Customer for all amounts due under the applicable Pro Subscription. Customer shall keep payment information current at all times. If the card cannot be verified, is invalid, is over-limit or is not otherwise acceptable, then Cvent may suspend Customer’s access to the Social Tables Platform without notice until payment in full is made. All prices are given and must be paid in the currency indicated.
• Cancellations
  Customers may cancel their Pro Subscription within the service. Cvent does not offer any refunds of prepaid Subscriptions and upon a cancellation by the Customer and completion of the then current Subscription month, Customer will no longer have access to the Social Tables Platform.

Warranties; Disclaimers

EXCEPT AS OTHERWISE EXPRESSLY SET FORTH HEREIN, THE SOCIAL TABLES PLATFORM IS PROVIDED “AS IS,” AND NEITHER SOCIAL TABLES NOR ANY OF ITS PROVIDERS, LICENSORS, OFFICERS, EMPLOYEES, OR AGENTS MAKES ANY WARRANTY, CONDITION OR GUARANTEE WITH RESPECT TO THE SOCIAL TABLES PLATFORM OR AS TO THE RESULTS TO BE OBTAINED FROM THE USE OF THE SOCIAL TABLES PLATFORM, UNDER THIS AGREEMENT OR OTHERWISE. THE PURCHASE OF ACCESS TO AND USE OF THE SOCIAL TABLES PLATFORM IS MADE WITH KNOWLEDGE OF THIS WARRANTY LIMITATION. CVENT EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, CONDITIONS OR GUARANTEES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, NONINFRINGEMENT, SATISFACTORY QUALITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE. CVENT DISCLAIMS ALL LIABILITY AND RESPONSIBILITY FOR UNAUTHORIZED USE OR MISUSE OF THE SOCIAL TABLES PLATFORM.

CUSTOMER ACKNOWLEDGES THAT THE SOCIAL TABLES PLATFORM RELIES ON BLUEPRINTS THAT ARE PROVIDED BY CUSTOMER OR THAT MAY BE CREATED BY CVENT, AND THAT THE SOCIAL TABLES PLATFORM MATHEMATICALLY EXTRAPOLATES DATA DETERMINED FROM SUCH BLUEPRINTS, AND UNDERSTANDS THAT SUCH BLUEPRINTS AND DATA MAY CONTAIN ERRORS OR INACCURACIES, AND THAT SUCH DATA WHEN USED BY THE SOCIAL TABLES PLATFORM MAY PERMIT CONFIGURATIONS THAT VIOLATE THE LAWS, RULES OR REGULATIONS OF THE JURISDICTION IN WHICH THE FACILITY REPRESENTED IN SUCH BLUEPRINT IS LOCATED (WHETHER BY OVERRIDE BY CUSTOMER OR BY FUNCTION OF THE SOCIAL TABLES PLATFORM). CONSEQUENTLY, CUSTOMER AGREES THAT IT IS SOLELY RESPONSIBLE FOR ENSURING THAT THE PLANS GENERATED BY THE SOCIAL TABLES PLATFORM ARE SUITABLE FOR THE CONTEMPLATED EVENT AND WILL IN PRACTICE ACTUALLY PERMIT THE USE OF THE SPACE CONTEMPLATED IN SUCH PLAN AND THAT SUCH PLAN COMPLIES WITH ALL LAWS, RULES AND REGULATIONS APPLICABLE IN THE LOCAL JURISDICTION FOR WHICH THE PLAN HAS BEEN CREATED.

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Additional Terms and Conditions for Cvent Hospitality Cloud (For Planners Only)

Last Updated: August 15, 2022

These Additional Terms and Conditions are legally binding and form an integral part of the Order Form and Event Cloud Terms of Use entered into by and between Cvent and Customer (the “Agreement”) to reflect the Parties’ agreement with regard to the Customer’s subscription and use of the Cvent Hospitality Cloud (For Planners Only) services.

Description of Services

This Exhibit describes additional terms under which Cvent offers access to the Cvent Group Travel, Cvent Business Travel services, Cvent Vendor Marketplace, and Passkey, as applicable (the "Services" or the "Site"). The Services enable Customer to search, select and source meeting and event industry vendors, service providers, and  suppliers and to submit requests for proposal ("RFPs"), bid responses, and related communications with hotels, venues, vendors, and other companies (“Suppliers”) that provide services to Customer.

Additional Responsibilities

• Customer assumes all risk in dealing with other members of the Services and shall be responsible for all communication with each other and if applicable, separately executing contracts with one another. Any dispute regarding any product or service, or failure to provide agreed products and services must be resolved directly between Customer and the applicable Supplier(s). Cvent is not responsible for any breach by either party of the terms of any transaction or associated transaction-related activities.
• Customer represents and warrants that each RFP submitted by Customer (or on behalf of Customer by its employees or agents) is authorized and intended for an actual meeting or event.

• Customer acknowledges and understands that Cvent’s acceptance of a vendor to the Cvent Vendor Marketplace should not be construed as or otherwise deemed an endorsement or promotion of such vendor, and such acceptance is in reliance on the vendor's representation and warranty to Cvent of the accuracy of information submitted by such vendor. As the Cvent Vendor Marketplace solely provides a platform and tools for Customers to communicate with potential transaction partners, any such transactions are made by all Customers at each Customer’s own risk.

Content and Access

• The Service may contain links to third party websites. These linked sites are not under the control of Cvent, and Cvent is not responsible for the content of any linked site. Customer acknowledges and agrees that Cvent has no control over the quality, or accuracy of the products and/or services advertised.
• Customer agrees not to use any manual or automated means (of any type) to capture or extract data in bulk from Cvent's websites.
• Cvent may modify the Service website content and display at any time without liability except regarding intellectual property rights of Suppliers.

Supplemental Business Travel Terms

Rate Audit

• Rate Audit.    Rate Audit (as defined below) shall be performed on up to any of the following Global Distribution Systems (GDS) (available are: Abacus, Amadeus, Apollo or Galileo, Sabre, and Worldspan) to ensure integrity of the rate loading of Customer’s rates for up to the number of hotels in Customer’s preferred hotel program as listed in the Order Form for 3 Audit Jobs (as defined below) for each annual period.
• Definition of an "Audit":  An "Audit" is described as: (i) a single PSEUDO CITY CODE, (ii) a single HOTEL, (iii) a single DATE, and (iv) a single RATE ACCESS CODE. [Note: A PSEUDO CITY CODE can also be referred to as an Office ID or SID].   Customer must provide, and agrees to provide, to Cvent the authority to perform Audits on its behalf by allowing access into Customer's Master PSEUDO CITY CODES in each of the applicable GDS.   In the event that Customer is unable to provide Cvent access to utilize Customer's Master PSEUDO CITY CODES when performing Audits, Customer has the option to utilize Cvent's Master PSEUDO CITY CODES in each GDS. Should Customer select this option, Customer understands and agrees that Cvent's access is only valid and accurate if EACH AND EVERY hotel chain being audited attaches Cvent's PSEUDO CITY CODES to all of the negotiated rate access codes. IF, Cvent's PSEUDO CITY CODES are not attached by the hotel companies then the Audit results will be inaccurate for which Cvent will not be responsible for any such inaccuracies.
• Definition of an "Audit Job": An "Audit Job" shall be defined as the initiation and completion of the processing of a single file containing one or more Audits.

Activities Included in the Annual License Fee

For each annual period, Audits shall be performed in the GDS as elected by Customer. For each annual period, Rate Audit report will:

• Audit Jobs in GDSs as elected by Customer. Any Audit in excess of the Annual License Metric Volume, as more fully described on the Order Form will be subject to additional annual license fees as Cvent's current rate.
• Allow Customer access to Cvent's Rate Audit GUI interface to review audit results.
• For each annual period, Cvent will initiate the first full-program audit per Customer request. Cvent shall then utilize the GUI interface to perform up to 2 single follow-up audits per program for failed properties identified in previous audits.

Additional Fees

• Customer shall be responsible for any and all applicable GDS transaction fees and will be billed in arrears by Cvent.
• Beginning with the 4th Audit, per program, additional fees shall apply as set forth below.
  • "AUDITS" PERFORMED IN EXCESS OF THE PARAMETERS SET FORTH HEREIN SHALL BE INVOICED BY CVENT, MONTHLY, IN ARREARS AT THE OVERAGE FEE LISTED IN THE ORDER FORM, PER PROPERTY.

  • ADDITIONAL AUDIT AND SET-UP FEES SHALL APPLY IF CUSTOMER ADDS ANY ADDITIONAL PCCS OR GDS TO BE AUDITED DURING THE TERMS SET FORTH IN THIS AGREEMENT.

Disclaimers

ALTHOUGH CVENT ADMINISTERS THE SITE AND ALLOWS CUSTOMERS TO SEARCH FOR SUPPLIERS AND SERVICES ON OUR SITE, CVENT IS NOT OTHERWISE A PARTY TO THE SUPPLIER SERVICES OR ANY OTHER TRANSACTIONS THAT MAY TAKE PLACE BETWEEN CUSTOMERS AND SUPPLIERS, AND IS NOT INVOLVED IN OR RESPONSIBLE FOR THE PERFORMANCE OF ANY SERVICES PROVIDED BY SUPPLIERS. CVENT HAS NO CONTROL OVER THE PERFORMANCE OF ANY SERVICE BY SUPPLIERS OR ANY CLAIMS MADE BY SUPPLIERS ABOUT THE SERVICES THEY MAY OFFER, NOR DOES CVENT GUARANTEE OR ENDORSE THE TRUTH OR ACCURACY OF ANY REPRESENTATIONS MADE BY SUPPLIERS, THE ABILITY OF SUPPLIERS TO PROVIDE THE SERVICES AS CLAIMED BY SUPPLIERS (EVEN IF THROUGH THE SITE). CUSTOMERS AND SUPPLIERS (AND NOT CVENT) BEAR ALL RISKS AND LIABILITIES ASSOCIATED WITH ANY SUPPLIER SERVICES, OR OTHER TRANSACTIONS BETWEEN THEM.

THE QUALITY OF THE SUPPLIER SERVICES IS ENTIRELY THE RESPONSIBILITY OF THE SUPPLIER WHO PROVIDES SUCH SERVICES TO CUSTOMER. CUSTOMER UNDERSTANDS AND AGREES THAT CUSTOMER’S USE OF THE SERVICE, AND ANY SUCH SUPPLIER OR SUPPLIER SERVICES IS AT CUSTOMER’S OWN RISK.

CVENT DOES NOT WARRANT OR GUARANTEE THAT THE SERVICES OR SITE WILL SATISFY YOUR REQUIREMENTS, OR THAT THE OPERATION OF SUCH WILL BE UNINTERRUPTED OR ERROR FREE. YOU ACCEPT CVENT SERVICES OR SITE AS-IS, IN THE FORM PROVIDED, AND EXPRESSLY WAIVE ANY RIGHT TO ANY AND ALL REFUNDS, CREDITS, REBATES, OFFSETS, OR DAMAGES (WHETHER DIRECT, INDIRECT OR OTHERWISE), OR OTHER COMPENSATION RELATED TO OR ARISING FROM ANY SERVICES.

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Additional Terms and Conditions for Passkey for City Wide

Last Updated: July 19, 2023

These Additional Terms and Conditions are legally binding and form an integral part of the Order Form and Event Cloud Terms of Use entered into by and between Cvent and Customer (the “Agreement”) to reflect the Parties’ agreement with regard to the Customer’s subscription and use of the Cvent Passkey. 

Passkey Citywide License: Features

Unless the Order Form states otherwise, Customer shall receive the following features with the Passkey Product

*Charges may apply for additional configured accounts

Remote support for the Passkey Product is available Sunday, 10:00 P.M. EDT – Friday, 10:00 PM EDT (excluding Government Holidays).

Passkey Event Builds

Cvent provides Passkey event building services by its professional staff. The Passkey Event Build complexity levels are categorized, from lowest to highest, as Simple Builds, Medium Builds and Complex Builds, characterized by the attributes below. The Order Form will specify the applicable Passkey Event Build’s given complexity level and price. Cvent reserves the right to determine that a Passkey Event Build is of a higher complexity level than previously assigned, and in such event, Customer will be charged as specified in the Order Form or, if not specified, for the difference in then-current Passkey Event Build complexity level rates. Post-launch consultation hours are not included.  Hours are non-transferable and non-refundable and shall expire if not used by the completion of the applicable Passkey Event Build.

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Additional Terms and Conditions for Cvent Event Express

Last Updated: August 15, 2022

These Additional Terms and Conditions are legally binding and form an integral part of the Order Form and Event Cloud Terms of Use entered into by and between Cvent and Customer (the “Agreement”) to reflect the Parties’ agreement with regard to the Customer’s subscription and use of the Cvent Event Express services.  

Trial

• These Terms are incorporated by reference into your trial access pursuant to which the Customer receives the right to access and use Cvent’s owned and/or leased computer systems and certain proprietary and licensed software and other information (the “Cvent System” or “Services”) as upgraded from time to time.   These Terms comprise a binding written agreement between Customer and Cvent, effective as of the date of your acceptance Customer (this “Agreement”).   Cvent may amend these Terms at any time in its sole discretion, effective upon communication of these changes through any written contact method we have established with you.   Upon the expiration of your Trial Period (as defined below), your access to the Cvent System shall be terminated and you shall have no further right to access Cvent System (and any information or data which you have uploaded).   If you wish to continue your access to the Cvent System after the Trial Period, you must first execute an Order Form with Cvent.   Upon the mutual execution of an Order Form, your access to the Cvent System shall be reactivated.
• By accessing the Site and/or availing the trail access, you agree to authorize Cvent and its affiliates to communicate with you by email or any other medium as deemed fit by Cvent about (including but not limited to) products or services that our offered by Cvent and/or our affiliates, seek your post trial feedback about Cvent System, etc.

Event Management Product: Features

Event Management Product: Features

You shall receive the following features with your base edition of the Cvent Event Management Product.

✓    = Included in base user subscription right

*     = May purchase additional

***   = Additional fee applies if Enterprise version was active for customer prior to this feature's general release

**** = Customer acknowledges and agrees that ordering an Integration constitutes Customer’s express permission to Cvent to share Customer’s event information and other integration data with the applicable third-party Integration provider.

Event Management Product: Usage Contacts, Emails and Storage

You may hold up to 100,000 contacts in the Cvent System at any given point in time. Additional contacts may be stored for USD 0.25 or equivalent local currency per contact per year. You may send up to 500,000 emails per year.   Additional emails may be sent for USD 0.05 or equivalent local currency per email.   Emails that do not include a link to a Cvent event registration process (e.g., email newsletters) may not be sent.

Term and Termination

The Term of this subscription shall be fourteen (14) days from the date of activation (“Trial Period”).  If you wish to continue to use the Services beyond the Trial Period, you shall execute an Order Form with Cvent.  Notwithstanding anything stated in the Terms of Use, either Party may terminate the Trial Period at any time, with or without notice, upon written notice.

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ADDITIONAL TERMS AND CONDITIONS FOR CVENT WEBINAR

Last Updated: October 17, 2023

Scope

Cvent’s web engagement solution known as Cvent Webinar is comprised primarily of

• the content management portal for input of data and content by Customer; and
• a web application for webinar Registrants to view content and interact with other attendees (collectively, (“Cvent Webinar”).

These Additional Terms and Conditions are legally binding and form an integral part of the Event Cloud Terms of Use entered into by and between Cvent and Customer (the “Agreement”) to reflect the Parties’ agreement with regard to the Customer’s subscription and use of Cvent Webinar. 

Plan Tiers

Cvent will make available subscription plan tiers as set forth within the content management portal and the Documentation that outline applicable usage limitations and associated fees for each tier (the “Plan Tiers”). Cvent reserves the right to modify the Plan Tiers in its sole discretion from time to time by updating the usage limitation or associated fees within Cvent Webinar.  Customer’s continued use of Cvent Webinar after any such update is deemed its acceptance of and agreement to such modifications.

Subscriptions, Payments and Cancellations
Applicable only to Cvent Webinar Pro Customers

• Subscriptions:

  Customer may choose either a monthly or annual subscription to a Plan Tier (each a “Subscription”) or a Free tier of Webinar. New customers may choose to sign up for the standard Webinar Free tier or a usage-based Free Trial that allows Customer to use all Webinar Subscription capabilities for two (2) Webinars only. Cvent may, at any point in time, for any reason and in its sole discretion, disallow customers from using the usage-based Free Trial. Customers may upgrade their Plan Tier at any point during the term of the applicable subscription by selecting a different Plan Tier. Once upgraded, a Customer may downgrade its Plan Tier but the downgrade will not be effective until the next billing cycle.  If following the current Subscription Customer either fails to renew the Subscription or no longer has an active credit card on file, then Cvent reserves the right to immediately downgrade Customer to the free Plan Tier.

• Payments:
  All payments for Subscriptions will be made by credit or debit card. Until all amounts due have been paid in full, Customer authorizes Cvent to charge any credit or debit card provided by Customer for all amounts due under the applicable Subscription. Customer shall keep payment information current at all times. If the card cannot be verified, is invalid, is over-limit or is not otherwise acceptable, the Cvent may suspend access to Cvent Webinar or downgrade Customer’s current Subscription to the base subscription level (free Plan Tier) without notice until payment in full is made. All prices are given and must be paid in the currency indicated.
• Cancellations:
  Customers may cancel their current Subscription within the service. Cvent does not offer any refunds of prepaid Subscriptions and upon completion of the Subscription term Customer will be downgraded to the free Plan Tier.

Supported Systems

• Internet:
  Cvent will make available to Customer with access to Cvent Webinar via the internet by use of a Customer provided browser. Customer is solely responsible for obtaining and maintaining at its own expense all equipment needed to access Cvent Webinar, including internet access and adequate bandwidth. The Cvent Webinar is not compatible by use of Internet Explorer browser.
• Third Party Solutions:
  Customer acknowledges and agrees that certain functionalities of Cvent Webinar may require a license or subscription to a compatible third-party solution (i.e., streaming platform) or Customer to procure such license or subscription from Cvent subject to terms and conditions as required by the third-party provider. If Customer buys or licenses any such third party solution from a third party provider, Customer acknowledges and agrees that such solutions are being provided by a third party and Cvent is not responsible or liable for any claims or damages related to or arising from Customer’s use thereof, including but not limited to any unavailability of such solution during Customer’s webinar.

Registrations and Registrants

• A Registrant is defined as a person registering via a registration process created within Cvent Webinar, even if submitted manually by Customer through the administrator portal of the system.  Each registration will count as a Registrant for Plan Tier purposes from the point of submission, not from the point of confirmation.  If a person cancels, the initial registration still counts as a Registrant for Plan Tier purposes.
• The Plan Tier will specify a number of Registrants allowed per webinar. Customer acknowledges and agrees that Customer will not be able to exceed the cap on Registrants per webinar as specified in the applicable Plan Tier.

Webinars and Webinar Length

Customer may create an unlimited number of content viewing and attendee to attendee interactions for its Registrants (each an “Webinar”). Customer acknowledges that Cvent Webinar does not permit simultaneous Webinars per organizer. Additionally, each Plan Tier will limit the continuous duration of a particular Webinar (the “Webinar Length”).

Privacy and Disclaimers

Customer agrees that Cvent is not responsible for the unauthorized dissemination of any Content distributed through Cvent Webinar.

CUSTOMER ACKNOWLEDGES AND AGREES THAT IT IS SOLELY AND EXCLUSIVELY RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE DATA PRIVACY LAWS INCLUDING BUT NOT LIMITED TO COLLECTING PROPER CONSENT AND AUTHORIZATION TO SHARE REGSTRANTS’ INFORMATION, INCLUDING ANY PERSONAL INFORMATION, WITH ANY THIRD PARTY.

NOTWITHSTANDING ANYTHING SET FORTH IN THE AGREEMENT OR THESE ADDITIONAL TERMS AND CONDITIONS, ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE CONCERNING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ACCURACY OR USE ARE HEREBY DISCLAIMED. CVENT DOES NOT WARRANT OR GUARANTEE THAT CVENT WEBINAR (OR THE SUPPORT PROVIDED HEREUNDER) WILL SATISFY YOUR REQUIREMENTS, OR THAT THE OPERATION OF SUCH WILL BE UNINTERRUPTED OR ERROR FREE. YOU ACCEPT CVENT WEBINAR AS-IS, IN THE FORM PROVIDED, AND EXPRESSLY WAIVE ANY RIGHT TO ANY AND ALL REFUNDS, DAMAGES (WHETHER DIRECT, INDIRECT OR OTHERWISE), OR OTHER COMPENSATION.

Video Recording Storage

Customer may elect to record its Webinars. Customer acknowledges that each Plan Tier is subject to limits on video storage. Cvent has no obligation to maintain or provide any video recording(s) to Customer beyond the storage volume permitted by the applicable Plan Tier and shall, prohibit additional video recording(s) from being uploaded or recorded.

Support

Customers acknowledges that Cvent support services for Webinar will only be provided via a chat bot or other similar form of online communication and is not available via any other means.

E-mail Communication from Webinar

Customer acknowledges and agrees that Cvent Webinar will generate and send automated e-mail communications to Customer’s Registrants based upon the Registrant’s actions within the Service (including, but not limited to, registration confirmations, webinar reminders, and webinar surveys).

Notwithstanding anything to the contrary in Customer’s Terms of Use or Master Services Agreement with Cvent, Inc. or its affiliates, these terms exclusively govern Customer’s use of the generative artificial intelligence features (“AI”).  You may opt out of the AI features at any time and have the AI features turned off for your account as described in this FAQ.

ALL AI FEATURES ARE PROVIDED “AS IS” AND “WITH ALL FAULTS” WITH NO WARRANTIES OR GUARANTEES OF ANY KIND. CVENT EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, STATUTORY OR OTHER WARRANTIES, GUARANTEES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE AND NONINFRINGEMENT OF PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS, AND WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, CVENT MAKES NO WARRANTY THAT THE AI FEATURES WILL MEET YOUR REQUIREMENTS OR THAT THE CVENT AI FEATURES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE.  THE AI FEATURES ARE NOT SUBJECT TO ANY SERVICE LEVEL AGREEMENT OR INDEMNIFICATION OBLIGATIONS BY CVENT, IF ANY.

IN NO EVENT WILL CVENT BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR EXEMPLARY DAMAGES OR (B) ANY DAMAGES WHATSOEVER IN EXCESS OF US $100.00, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, REVENUES OR SAVINGS, LOSS OR DAMAGE TO DATA OR BUSINESS INTERRUPTION ARISING OUT OF THE USE OF OR INABILITY TO USE THE AI FEATURES OR ANY MATERIALS, INFORMATION, PRODUCTS OR SERVICES ACCESSED ON OR THROUGH THESE AI FEATURES, WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT, STATUTE OR ANY OTHER LEGAL THEORY AND EVEN IF CVENT HAS BEEN ADVISED (OR SHOULD HAVE KNOWN) OF THE POSSIBILITY OF SUCH DAMAGES.

Customer acknowledges and understands that the AI features are provided by a third party (currently Microsoft, Inc. or its affiliates) to Cvent, and Customer’s use of the AI features are subject to Microsoft’s code of conduct, responsible AI practices, and the Azure OpenAI section of the Microsoft Product Terms, and any other terms and conditions to be promulgated by Microsoft or another third party to the extent applicable. Entering into the AI features any sensitive personal information or special category personal data, as such terms are most broadly defined by applicable law, is expressly prohibited.  Output from the AI features may only be used within the Cvent services.  Customer may learn more about how the AI features work from Microsoft’s Transparency Note. 

Cvent reserves the right to modify or discontinue some or all of the AI features at any time without notice.  Customer agrees to indemnify and hold harmless Cvent from any claims relating to Customer’s use of the AI features or output from the AI features, including (1) claims from Microsoft or a third party provider that Customer’s use does not meet Microsoft’s or a third party provider’s acceptable use policy or requirements, (2) any claim relating to privacy laws or regulations throughout the world from customer’s use of AI features, and (3) any claim relating to use of AI in violation of applicable laws.  Customer is responsible for responding to any third party claims regarding Customer's use of the AI features, in compliance with applicable laws (including, but not limited to, intellectual property infringement and copyright infringement or other claims relating to output content Customer's use).  Cvent shall have no liability or indemnification obligations relating to third-party claims (including intellectual property claims) relating to data input to or output from the AI features.