This Application and Contract contains the entire agreement of the parties. The 2020 BEA Annual Convention will be referred to as the SHOW. The SHOW MANAGEMENT is the Broadcast Education Association (BEA). The person, company or organization who signs this Contract will be referred to as the EXHIBITOR. EXHIBITOR will also comport with all Rules and Regulations of Freeman, and the Las Vegas Hotel.

1. PAYMENT. All payments for BEA2020 must be made in full by March 10, 2020

2. CANCELLATION. All cancellations must be in writing to: BEA, 1771 N Street, NW, Washington, DC, 20036, USA, Return Receipt Requested, and shall become effective when approved by BEA. Should EXHIBITOR cancel all, or part, of the Exhibit Space or advertising and sponsorships contracted for herein after the date BEA accepts and confirms this Application and Contract, EXHIBITOR is liable for:

30% of the total Fee if cancellation is received on or after 12/1/19;

70% of the total Fee if cancellation is received on or after 1/20/20

100% of the total Fee if cancellation is received on or after 2/3/20.

3. SUBLETTING OF EXHIBIT SPACE/DIRECTORY LISTING/GOODS/ PUBLICATIONS. EXHIBITORS may not assign, sublet or share their Exhibit Space with another business or firm unless approval has been obtained in writing from BEA. Any approved entity must sign a Contract with BEA. Such firm must be a corporate parent or subsidiary of the EXHIBITOR, or another subsidiary of the parent corporation, and must be prepared to provide to BEA written documentation of the particular relationship upon request. For a fee, BEA will provide Directory Listing(s) for such firms. A firm that has not signed a Contract with BEA may not be represented on the Exhibit Floor. BEA retains the right to administer and remove from the exhibition any company without a signed Contract.

4. WAIVER AND INDEMNIFICATION. (a) EXHIBITOR agrees to make no claim of any nature whatsoever against BEA, NAB or Westgate Las Vegas, except for specified claims and arising directly from the gross negligence of BEA, NAB or Westgate Las Vegas or their employees acting within the scope of their employment and caused by circumstances under the control of BEA, NAB or Westgate Las Vegas. This waiver shall include, without limitations: (i) loss, damage or injury to any property of the EXHIBITOR by fire, theft, destruction, vandalism, or any other cause, except that loss or damage directly attributable to the gross negligence of BEA, NAB or Westgate Las Vegas or their employees; (ii) any injury to the EXHIBITOR, its agents or employees by any cause, exception for such injury directly attributable to the gross negligence of BEA, NAB or Westgate Las Vegas or their employees; (iii) loss, damage or injury to the EXHIBITOR’S business by reason of Exhibit Space location or the failure to provide Exhibit Space for the SHOW, or by any failure to hold the SHOW as scheduled, and waiver as to such loss or injury shall here include claims arising from the gross negligence of BEA, NAB or Westgate Las Vegas or their employees or agents; (iv) loss, damage or injury to the EXHIBITOR’S business caused by fire, electrical service interruption or any other interruptive occurrence, and waiver as to such loss damage or injury shall here include claims arising from the gross negligence of BEA, NAB, Westgate Las Vegas or their employees or agents; and (v) all consequential commercial damages arising out of any aspect of this agreement, including those damages resulting from the gross negligence of BEA, NAB, Westgate Las Vegas or their employees or agents. (b) The EXHIBITOR shall indemnify, defend and hold BEA, NAB, and Westgate Las Vegas harmless from and against any and all claims, penalties, damages, losses, costs, charges and expenses whatsoever, including reasonable attorney’s fees and costs, arising out of the EXHIBITOR’S participation in the SHOW, except where such claims are directly attributable to the gross negligence of BEA, NAB, Westgate Las Vegas or their employees, including without limitation the following: (i) damage or injury to any person, persons or property arising from or by reason of the occupation and use of the Exhibit Space; (ii) acts done or caused to be done by EXHIBITOR, its agents, employees, guest or invitees; (iii) any breach by the EXHIBITOR of its obligations hereunder; (iv) any loss, damage or destruction to property of the Exhibit Facilities caused by the EXHIBITOR, its agents, employees, guests or invitees; and (v) any loss, theft, misappropriation or otherwise, or damage or destruction of any property of the EXHIBITOR or property of its guests or invitees brought into the Exhibit Space of the Exhibit Facilities. (c) EXHIBITOR hereby agrees to waive the right of subrogation by its insurance carriers to recover losses sustained under its insurance Contract including but not limited to real and personal property. (d) EXHIBITOR assumes responsibility and agrees to indemnify and defend the Westgate Las Vegas Hotel and the Las Vegas Convention Center and their employees and agents against any claims or expenses arising out of the use of the exhibition premises. The EXHIBITOR understands that neither the BEA or NAB or their contractors, nor the Westgate Las Vegas Hotel maintain insurance covering the EXHIBITOR’S property, personnel and SHOW Attendees, and it is the responsibility of the EXHIBITOR to obtain such insurance.

5. DAMAGE TO PROPERTY. EXHIBITOR is liable for any damage caused to building floors, walls or columns, or to standard booth equipment, or to another EXHIBITOR’s property. EXHIBITOR may not apply paint, lacquer, adhesives, stickers or other coating to building columns and floors or to standard booth equipment.

6. DISMANTLING. EXHIBITOR’S display must not be dismantled or packed in preparation for removal prior to the official closing time.

7. CHARACTER OF EXHIBITS. The general rule of the Exhibit Floor is “be a good neighbor.” No exhibits will be permitted which interfere with the use of other exhibits or impede access to them or impede the free use of the aisle. EXHIBITOR employees and booth personnel, including demonstrators, distributors of printed materials, hostesses and models are required to confine their activities within the EXHBITOR’S Exhibit Space.

8. UNION LABOR. EXHIBITORS are required to observe relevant Contracts in effect between Official Service Contractors, the Las Vegas Hotel, and labor organizations. Labor jurisdictions will be outlined in the NAB EXHIBITOR Manual.

9. POSITIONING EQUIPMENT IN RELATION TO AISLE. To ensure the safety of all SHOW participants, machinery and equipment should be positioned so that no portion is closer than (12) twelve inches from any aisle.

10. LOCATION/RELOCATION OF EXHIBITS. BEA reserves the right to locate and/or alter the location of Exhibit Spaces, at its sole discretion, in the best interest of the SHOW. EXHIBITOR shall bring no claim against BEA whatsoever, whether based in Contract, tort or otherwise, regarding its or any other EXHIBITOR’s/vendor’s/contractor’s location at the SHOW.

11. FIRE REGULATIONS. No flammable materials, as defined in the applicable law and rules and regulations of the Las Vegas Hotel, including decorative material and equipment covers, shall be permitted within the SHOW area or within EXHIBITOR’S Exhibit Space. All fabrics used in the exhibit areas must be flame proofed or treated with aflame-retardant solution to meet requirements of the standard flame test as provided in the Clark County Code for fire prevention. Electrical signs and equipment must be wired to meet the specifications of Underwriters Laboratories. Fire protection equipment, fire hoses, extinguishers and sprinkler controls must be visible and accessible at

all times, whether inside or outside EXHIBITOR’S Exhibit Space. All aisles, corridors, exit areas and exit stairways must be maintained at their required width at all times that the SHOW is open. No obstruction such as chairs, tables, displays or other materials will be allowed to protrude into the aisles. Each EXHIBITOR is charged with knowledge of all laws, ordinances and regulations pertaining to health, fire prevention and public safety while participating in this SHOW. Compliance with such laws is mandatory for all EXHIBITORS and is the sole responsibility of the EXHIBITOR.

12. PHOTOGRAPHY, VIDEOTAPING AND SKETCHING. Photographs may only be taken with the expressed authority of the EXHIBITOR concerned in each case. Sketching or drawing machinery on display is prohibited. Videotaping or filming, other than your own EXHIBIT, is not permitted in the exhibit area without prior written permission from BEA. However, EXHIBITOR grants BEA, its contractors, licensees and assignees the irrevocable right to make photographs and audio/video recordings and reproduce, distribute, sell, transmit, stream, display and publicly perform recordings, transcriptions and derivative works in any medium containing the image of the EXHIBITOR’S Exhibit Space, equipment and/or image and statements of its officers, employees, agents and invitees at the SHOW.

13. FAILURE TO HOLD SHOW. Should fire, hurricane, earthquake, flood, strikes, lockout, act of terrorism, labor disturbances, civil disturbance, explosion, sabotage, war, bankruptcy, political or social boycott, other casualty, any restrictions imposed by governmental authority, Acts of God or any other circumstances beyond the control of the Las Vegas Hotel, the Las Vegas Convention Center, or of BEA make it impossible or impractical to hold the SHOW at the scheduled time, BEA may retain such part of the EXHIBITOR’s Exhibit Space Fees as shall be required to compensate it for expenses incurred up to the time such event shall have occurred. All remaining fees shall be refunded.

14. AMENDMENT OF RULES. BEA reserves the right to make changes, amendments and additions to these Terms and Conditions and in the EXHIBITOR Manual at any time, and all changes, amendments and additions so made shall be binding on the EXHIBITOR with the provision that all EXHIBITORS will be advised of any such changes. Any matters not specifically covered herein are subject to decision by BEA.

15. LAWS APPLICABLE. EXHBITOR agrees to abide by the EXHIBITOR Rules and Regulations of the Las Vegas Hotel, the City of Las Vegas, Clark County and the State of Nevada, as may be in effect during the Contract period, and in addition, any such rules and regulations expressly included herein and shall not violate the copyright, trademark, statutory or common law rights of any person in any aspect of its EXHIBITOR activities. Any claims against BEA arising out of, related to or deriving from this Contract shall be brought in a court having jurisdiction thereof in the District of Columbia, and the laws of the District of Columbia, except its choice of law rules, shall apply in such cases. If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause or provision and the invalid term, clause or provision shall be deemed to be severed from the Agreement.

16. LICENSE RELATIONSHIP. It is understood and agreed that this Contract constitutes a non-assignable license and privilege only and is not, under any circumstances, intended to constitute a lease or any other conveyance of real property, a partnership, employment agreement or joint venture between the parties.

17. ACCEPTANCE. This Application and Contract shall be deemed accepted by BEA when received by BEA and confirmed by BEA. EXHIBITOR agrees that upon acceptance of this Contract by BEA with or without appropriate or timely payment of any or all fees, this Contract shall become binding and enforceable in accordance with its Terms and Conditions.

18. INTEREST AND COLLECTION FEES. EXHIBITOR agrees to pay interest to BEA at a rate of 1.5% per month (18% per annum) on all past-due balances hereunder. EXHIBITOR also agrees to pay any collection fees and reasonable attorney fees in an amount not less than 33.3% of the unpaid principal and interest owed to BEA hereunder. If the above fees exceed the amount(s) allowed under the applicable law(s) then the maximum amount allowed shall be paid to BEA by EXHIBITOR.

19. ENTIRE AGREEMENT. This Application and Contract constitutes the entire agreement between BEA and EXHIBITOR. It may not be modified orally, by phone, or by email. It may be modified only if in writing and signed by BEA.

20. ATTENDANCE. BEA makes no representation or warranties with respect to the demographic nature and or volume of EXHIBITORS, Press and/or Attendees at any particular location at BEA.

21. RESERVATION OF RIGHT: BEA reserves the right to take any action that is reasonably necessary in its sole judgment, for the protection of BEA, the participants, including but not limited to EXHIBITORS, and/or Attendees.