GENERAL TERMS OF PARTICIPATION

Effective Date: 1 August 2024

1. DEFINITIONS

For the purposes of these General Terms of Participation (“General Terms“), the following terms shall have the meanings set forth below:

“ORGANIZER” refers to Biohacker Center Events OÜ, the party organizing the Events.
“PARTICIPANT” refers to any individual or entity participating in the Events, including exhibitors, sponsors, speakers, and attendees.
“Exhibitor” or “Sponsor” refers to a PARTICIPANT who has registered to showcase products or services at the Events.
“Events” or “Event” refers to any event organized by the ORGANIZER governed by these General Terms.
“Intellectual Property” includes all patents, trademarks, copyrights, trade secrets, and other proprietary rights.
“Goodie Bags” refers to promotional items provided to attendees, speakers, and VIP guests during the Events.
“Force Majeure” refers to events beyond the reasonable control of a PARTY, including but not limited to acts of God, war, terrorism, pandemics, or natural disasters.
“PARTY” refers to either the ORGANIZER or the PARTICIPANT, collectively referred to as the “PARTIES.”

2. REGISTRATION AND PARTICIPATION

2.1 Eligibility and Registration

Manufacturers, producers, sellers of products and services relevant to the Event, or their authorized representatives, as well as organizations and publishers in the field, are eligible to participate as Exhibitors. A binding reservation is made by submitting an application form in writing or electronically to the ORGANIZER. Upon approval, the ORGANIZER will send a confirmation to the Exhibitor in writing or electronically. The ORGANIZER reserves the right to reject any registration or participation at its sole discretion.

3. FEES AND PAYMENT

3.1 Participation Fees

All fees for participation, including registration and additional services, must be paid in full by the due date specified in the invoice. Failure to pay by the due date may result in cancellation of registration.

3.2 Payment Methods

Payments can be made via bank transfer to the ORGANIZER’s designated bank account or by credit card (additional transaction fees may apply). Details are provided upon registration.

3.3 Currency and Taxes

All payments shall be made in Euros (€) and are subject to value-added tax (VAT). The ORGANIZER will send invoices to foreign Exhibitors without VAT, provided the Exhibitor has indicated their VAT number on the registration form. If the VAT number is not provided, invoices will include VAT. Participants are responsible for any conversion rates and associated fees.

3.4 Late Payments

Overdue payments will incur interest at a rate of 16% per annum on the outstanding amount until paid in full.

3.5 Bank Fees

Participants are responsible for all bank transfer fees and charges incurred in making payments under these General Terms.

3.6 Cancellation and Refund Policy

3.6.1 Cancellation by Exhibitor

Notification: Cancellations must be submitted in writing to the ORGANIZER.
Within Seven Days: The Exhibitor may cancel participation within seven (7) days of receiving confirmation without penalty.
After Seven Days: The ORGANIZER is entitled to collect fees in full as specified in the confirmed reservation.
Less Than 30 Days Before Event: No refunds will be issued for cancellations received less than 30 days before the Event.

3.6.2 Cancellation or Postponement by ORGANIZER

Cancellation: In the event of cancellation, Participants will receive a full refund. Participants must request a refund within thirty (30) days of receiving the cancellation notice.
Postponement: Registrations will be transferred to the new date. If the Participant cannot attend on the new date, a full refund will be issued upon written request made by the new date of the postponed Event. Alternatively, the Participant can exchange their participation for any other future event of a similar ticket or other event or side-event the same value.
Force Majeure: If the Event is rescheduled due to Force Majeure, the PARTICIPANT will not be entitled to a refund.

4. EXHIBITOR RESPONSIBILITIES

4.1 Compliance and Conduct

Legal Compliance: Exhibitors agree to comply with all applicable laws, regulations, and these General Terms.
Permits and Documentation: Exhibitors are responsible for obtaining all permits, documentation, and reports concerning their products and services as required by local laws and regulations.
Termination for Non-Compliance: Failure to comply may result in termination of participation without a refund.

4.2 Stand Construction and Maintenance

Responsibility: Exhibitors are responsible for erecting, decorating, dismantling, removing, and cleaning their own stands, as well as waste management.
Restrictions: Attaching anything to the ceiling, pillars, or wall structures is strictly forbidden.
Included Services: The price of a participation package rented from the ORGANIZER includes the erection and dismantling of the structures included in the package.
Costs: Exhibitors are responsible for all supplies and work related to the stand ordered by them and any costs incurred by the ORGANIZER as a result.

4.3 Stand Limitations and Approvals

Size Limitations: The ORGANIZER has the right to limit the size of a stand.
Prior Approval Required: The following require prior written approval from the ORGANIZER (application must be submitted no later than 45 days prior to the Event):
- Placement of any exhibition item weighing more than 1 000 kg.
- Structures and decorations higher than 250 cm.
- Erection of two-story stand constructions.
Display of Third-Party Names: Displaying the name of any party other than the Exhibitor, their clients, or representatives requires prior approval.
Distribution Outside Stand: Distribution of products or marketing materials outside the Exhibitor’s own stand is prohibited without prior approval.

4.4 Exhibiting and Dismantling

Dismantling Schedule: Stands may not be emptied or dismantled before the official dismantling period specified by the ORGANIZER.
Penalties: Violation incurs a penalty of one thousand (1,000) Euros.
Failure to Dismantle: Allows the ORGANIZER to dismantle the stand at the Exhibitor’s expense; the ORGANIZER is not responsible for lost items.

4.5 Age Restrictions

Minimum Age: Exhibitor’s attendees must be at least 18 years old to register and participate in the Event unless accompanied by a legal guardian.
Supervision of Minors: Minors must be supervised at all times.

4.6 Prohibited Items and Product Compliance

Prohibited Items: Without separate permission, the following items are prohibited:
- Fire-making devices (candles, burning incense, pyrotechnics, fireworks, etc.)
- Attachable stickers to be handed to consumers
- Products or items that may damage the venue or endanger safety
- Weapons, explosives, detonators, or fuses
- Illegal drugs or ingredients
Authorized Health Claims: Unauthorized health claims are prohibited unless for ingredients with authorized health claims (e.g., per European Food Safety Authority guidelines).
Medical Services: Exhibitors offering medical services must be licensed and properly authorized according to local laws.
Treatment Devices: Products making treatment claims must be registered as medical devices where required.
Illegal Products: Supplements or foods must not include illegal ingredients as specified by local laws and regulations.
Novel Foods (EU-specific): For EU Events, foods must not include unapproved novel foods.

Liability:

Risk Assessment: Exhibitors are solely responsible for assessing risks and complying with regulations regarding their products or services.
ORGANIZER Responsibility: The ORGANIZER is not responsible for any harm or damages caused by products and services offered during the Event.
Removal of Items: The ORGANIZER has the right to remove any items or services that may pose a threat or inconvenience to others.

4.7 Retail Sales and Serving of Food or Alcohol

Retail Sales: Allowed unless expressly prohibited.
Storage of Items: No visible storage areas are allowed at the stand.
Food Tasting: Exhibitors may provide food tasting (excluding alcoholic beverages) at the stand without requiring payment, but need to comply with local laws and other requirements set by the ORGANIZER.
Take-Away Sales: Allowed. On-site consumption sales are prohibited unless agreed otherwise in advance.
Permits and Compliance: Exhibitors are responsible for implementing a self-monitoring plan and obtaining required permits under local laws.
Alcoholic Beverages: Serving alcoholic beverages is prohibited unless expressly agreed upon in advance.

4.8 Revenue Sharing

If a revenue share is agreed between the ORGANIZER and the Exhibitor:

Bookkeeping: Must be electronic, showing each sale, price, and tax.
Payment Terminals: ORGANIZER may rent payment terminals to the Exhibitor. In such case the Exhibitor is solely responsible for any sales done through the terminals, loss of revenue, returns, refunds, and compliance with law, taxation and regulations. Each item sold through the payment terminals needs to be pre-registered fourteen (14) days before the event takes place. No guarantee is offered to add products in the payment terminals after this deadline.
Record Sharing: At the Event’s end, the party collecting payments must share bookkeeping records with the other party.
Payment of Commission: This will be made only after revenue is received from the payment processor. The payment term is fourteen (14) days after receiving the payment from the payment processor. The commission is agreed upon separately. Any taxes, transactions, and handling fees of payments are deducted before calculating the commission.
Refunds or Returns after the Event: The ORGANIZER will not refund any sales done through the Exhibitor’s stand after the event. In such a case, the Exhibitor should reach an agreement with the customer directly. During the event returns and refunds are allowed according to the functionality offered in the payment terminals.
Inventory Insurance: The Exhibitor is responsible for insuring their inventory.
ORGANIZER Liability: The ORGANIZER is not responsible for lost or stolen items or other forms of revenue loss.

4.9 Marketing Materials

Responsibility: Exhibitors are responsible for providing their own marketing materials, including banners, brochures, and promotional items.
Shipping: Must follow the ORGANIZER’s specified process and deadlines.
Compliance: All materials must comply with applicable laws; the ORGANIZER reserves the right to prohibit inappropriate materials.

4.10 Performing Copyrighted Material

Approvals: Exhibitors are responsible for obtaining necessary approvals for films, videos, and other audiovisual presentations.
Fees: Mandatory government fees will be paid by the ORGANIZER on behalf of the Exhibitor and charged accordingly.
Disturbances: Presentations must not disturb neighboring stands.

4.11 Insurance and Liability

Insurance: Exhibitors are responsible for arranging appropriate insurance to cover any damage to people or property, including liability, property, and personal injury insurance.
Liability: Exhibitors are liable for any personal injury or property damage caused by their stand’s structures, equipment, exhibition items, or activities to third parties, the ORGANIZER, the venue, and/or the premises.
ORGANIZER Liability: The ORGANIZER is not liable for any loss or damage of exhibition items, equipment, structures, products, or lost revenue. The ORGANIZER is liable only for any damage caused to exhibitors or third parties by the ORGANIZER’s equipment or facilities.

4.12 Electricity and Electrical Work

General Lighting: Provided by the ORGANIZER.
Additional Electricity: Exhibitors must order electricity and necessary installation work for their stand from the ORGANIZER.
Equipment Responsibility: Exhibitors are responsible for any electrical equipment brought to the stand.
Installation Requirements: Electrical installations must be performed by an electrical contractor authorized by the ORGANIZER.
Power Outages: The ORGANIZER is not responsible for any damage caused by a power outage.

4.13 Security, Fire, and Safety

Venue Security: The ORGANIZER is responsible for fire security and general order at the venue but not for damage to or loss of the Exhibitor’s goods, structures, etc.
Compliance: Exhibitors must comply with current legislation, decrees, and the venue’s security guidelines regarding fire safety and stand materials.
Permits: Permission must be obtained from relevant authorities to display equipment or conduct performances requiring approval.
Demonstrations: Must comply with safety regulations.

4.14 Passes and Invitations

Access Passes: Exhibitors’ staff and subcontractors must have personal passes provided by the ORGANIZER during construction, dismantling, and the Event itself.
Display: Passes must be visibly displayed.
Restrictions: Exhibitors shall not sell invitation cards or passes to another party without the ORGANIZER’s consent.

5. PARTICIPANT RESPONSIBILITIES

The following responsibilities apply to all Participants, including Exhibitors, sponsors, speakers, and attendees.

5.1 Compliance and Conduct

Legal Compliance: Participants agree to comply with all applicable local, national, and international laws and regulations in connection with their participation in the Events.
Professionalism: Participants are expected to conduct themselves in a professional manner, respecting other Participants, Exhibitors, and attendees.
Harassment and Discrimination: Harassment, discrimination, or any form of abusive behavior is strictly prohibited and may result in removal from the Events without refund.
Venue Rules: Participants must comply with all rules and regulations of the Event venue.

5.2 Age Restrictions

Minimum Age: Participants must be at least 18 years old to attend the Event unless accompanied by a legal guardian.
Supervision of Minors: Minors must be supervised at all times.

5.3 Prohibited Items

Forbidden Items: Participants are prohibited from bringing hazardous materials, weapons, or illegal substances to the Events.
Inspections: The ORGANIZER reserves the right to inspect personal belongings for prohibited items according to local laws and regulations.
Liability: Participants are liable for any personal injury or property damage caused by prohibited items they bring to the Event.

5.4 Safety and Security

Emergency Procedures: Participants must familiarize themselves with the venue’s emergency procedures and follow instructions from ORGANIZER staff in case of an emergency.
Personal Belongings: Participants are responsible for the security of their personal belongings. The ORGANIZER is not liable for lost or stolen items.

5.5 Intellectual Property

Respect for IP Rights: Participants must respect the intellectual property rights of others. Unauthorized recording, copying, or distribution of presentations, materials, or products is prohibited.
Photographs and Recordings: Participants may be photographed or recorded during the Event. By attending, Participants consent to the use of their likeness in promotional materials by the ORGANIZER.

5.6 Data Protection and Privacy

Personal Data: Participants consent to the collection and processing of their personal data by the ORGANIZER for the purposes of organizing and administering the Events, in accordance with the ORGANIZER’s Privacy Policy. The ORGANIZER has the right to directly communicate with the Participants by email, phone, and other means. The Participants have the right to unsubscribe anytime from any communications other than transactional communications related to their attendance, order, or payments.
Third-Party Data: Participants must comply with data protection laws when handling personal data of other Participants.

5.7 Feedback and Communication

Feedback Submission: Participants are encouraged to provide feedback about the Event through official channels.
Respectful Communication: All communications with ORGANIZER staff and other Participants should be respectful and constructive.

6. INTELLECTUAL PROPERTY

6.1 Use of Logos and Trademarks

Exhibitors grant the ORGANIZER a non-exclusive, non-transferable license to use their logos, brand names, and trademarks solely for the purposes of fulfilling the obligations under these General Terms and any specific agreements.

6.2 Approval of Materials

The ORGANIZER has the right to request modification or redaction of any material published in public channels if the material does not align with their PR guidelines or other requirements.

6.3 Ownership of Recordings and Photographs

ORGANIZER Rights: The ORGANIZER owns all rights to any recordings and photographs taken during the Events, including those involving Participants.
Consent: Participants agree that they may be photographed and videographed by the ORGANIZER’s team or contractors without consent while in the Event space or near it.
Usage: The ORGANIZER may use these recordings and photographs royalty-free in their own operations. The Participants may use publicly available recordings and photographs to promote the event. Any such material doesn’t imply endorsement by the ORGANIZER of the Participants products, brands, or services. Any other use or sale requires a separate license.

6.4 Ownership of Other Materials

Each PARTY retains ownership of their pre-existing intellectual property. Any materials, content, or deliverables created by the PARTICIPANTS in connection with an Event can be used by the ORGANIZER in their marketing and communications.

6.5 Third-Party Materials

Each PARTY shall ensure that any third-party materials used in fulfilling their obligations under these General Terms do not infringe on the intellectual property rights of any third party.

7. LIABILITY

7.1 Indemnification

Each PARTY (“Indemnifying Party“) agrees to indemnify, defend, and hold harmless the other PARTY (“Indemnified Party“) from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

a. Any breach of these General Terms by the Indemnifying Party;
b. Any negligent or willful act or omission by the Indemnifying Party in connection with its performance under these General Terms;
c. Any infringement of intellectual property rights by the Indemnifying Party.

7.2 Limitation of Liability

Except for liability arising from breach of confidentiality obligations, indemnification obligations, or gross negligence or willful misconduct, neither PARTY shall be liable to the other for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, revenue, travel expenses, or data, even if advised of the possibility of such damages.

7.3 Maximum Liability

The total liability of the ORGANIZER under these General Terms shall not exceed the total fees paid by the PARTICIPANT to the ORGANIZER under these General Terms.

7.4 Liability for Personal Injury and Property Damage

Participants are liable for any personal injury or property damage caused by their actions or omissions during the Events.

8. GOVERNING LAW AND DISPUTE RESOLUTION

8.1 Governing Law

These General Terms shall be governed by and construed in accordance with the laws of Estonia.

8.2 Dispute Resolution

Any disputes arising out of or in connection with these General Terms shall first be attempted to be resolved through good-faith mutual negotiations between the PARTIES. If the dispute cannot be resolved amicably within thirty (30) days, it shall be submitted to the Arbitration Court of the Estonian Chamber of Commerce and Industry in accordance with its rules.

8.3 Precedence of Agreements

In the event of any conflict or inconsistency between these General Terms and any additional written and signed agreements, the terms of the additional signed agreements shall prevail.

9. MISCELLANEOUS

9.1 Entire Agreement

These General Terms constitute the entire understanding between the PARTIES regarding participation in the Events and supersede all prior agreements, representations, and understandings, whether oral or written.

9.2 Amendments

The PARTIES agree that ORGANIZER may change or amend these General Terms at any time without consent.

9.3 Severability

If any provision of these General Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

9.4 Force Majeure

The ORGANIZER has the right to cancel an exhibition event or reschedule it to another date if the exhibition event cannot be arranged during the agreed date due to force majeure. The ORGANIZER shall not be liable for delays, disadvantages, and damages caused by cancellation or postponement of the event due to force majeure. The Participant or Exhibitor will not be freed from its obligations and does not have the right to a refund for payments already made if the ORGANIZER reschedules the exhibition event due to force majeure. The due date for payments that have not yet been made will be moved to a date corresponding to the rescheduled time of the exhibition event. Force majeure conditions include all circumstances beyond the ORGANIZER’s control which the ORGANIZER could not have reasonably anticipated and whose consequences the ORGANIZER could not have reasonably avoided or overcome.

Force majeure conditions include, amongst others, interruptions in general power supply, fire or other events preventing normal use of the fair facilities, natural disasters, earthquakes, acts of war, riots, pandemics, state of emergency, or other reasons such as the risk of any of the previous within 2 months even if the event has not happened, to the event that can compromise the safety of participants and/or exhibitors of the exhibition event or disrupt travel or other organizational arrangements. Strikes, lockouts, boycotts, and other labor disputes are considered force majeure, even when the ORGANIZER itself is the target of or a participant in said actions. Force majeure conditions affecting a subcontractor hired by the ORGANIZER shall also be grounds for the discharge of the ORGANIZER’s liability.

9.5 Change of Event Name or Theme

The ORGANIZER retains the right to change the name of the Event or associated theme.

10. EUROPEAN DATA PROTECTION

10.1 Participant Consent

Participants consent to the collection and processing of their personal data by the ORGANIZER for the purposes of organizing and administering the Event according to European Data Regulations (GDPR).

11. ACCEPTANCE OF GENERAL TERMS

By registering for participation in the Events, Participants acknowledge that they have read, understood, and agree to be bound by these General Terms of Participation.

Note: These General Terms of Participation are enforced on all Participants. In the event of any discrepancies between these General Terms and a separately written and signed agreement, the terms of the separately signed agreement shall prevail.