The terms and conditions contained herein are intended by OPTIONS Eurocongress UK Ltd to serve the best interests of WCA2008, the exhibitors and the delegates, and to give notice to applicants and exhibitors of governing rules and regulations.

OPTIONS Eurocongress UK Ltd shall have full authority to interpret or amend these terms and conditions, and its decision is final. Exhibitors and applicant companies agree to abide by any terms and conditions that may hereafter be adopted, which shall be as much a part as though originally incorporated. All issues not addressed herein are subject to the decision of OPTIONS Eurocongress UK Ltd. These terms and conditions have been formulated in the best interest of all exhibitors.

The exhibitor understands and agrees that the information contained in this Trade Information document and the Terms and Conditions of OPTIONS Eurocongress UK Ltd are an integral and binding part of the Exhibition Space Contract and of the Advertising/Sponsorship Contract. Furthermore, the signing of the Exhibition Space Contract and/or the Advertising/Sponsorship Contract indicates understanding and agreement to comply with all policies, rules, regulations, terms and conditions, and any others issued by OPTIONS Eurocongress UK Ltd and the CTICC regarding WCA2008; willingness to abide by the payment policy; acknowledgment of having read OPTIONS Eurocongress UK Ltd’s Terms and Conditions, and agreement to distribute them for proper execution to those individuals involved with exhibiting.

CONTENTS

1. Terms of reference
2. Eligibility for and conditions of participation
3. Participation contract
4. Exhibition space licensing and allocation
5. Use of exhibition space and safety
6. Insurance and liability
7. Guidelines for symposia and workshops
8. Publicity
9. Terms of payment and cancellation policy
10. Waiver
11. Termination of participation
12. Act of god (Force Majeure)
13. Governing law and jurisdiction
    

1. TERMS OF REFERENCE

In these Terms and Conditions the following definitions shall apply:

“Contract” shall mean the contract established between the Exhibitor, Sponsor, and/or Advertiser, and the Organisers upon the Exhibitor, Sponsor and/or Advertiser accepting the offer of the Organisers to participate, upon these Terms and Conditions, in the Event.

“Event” shall mean the 14th World Congress of Anaesthesiologists (WCA2008) being held in Cape Town, South Africa, on 02-07 March 2008.

“Exhibition” shall mean the Exhibition forming part of the Event and as specified on the Application Form.

“Exhibition Centre” shall mean the Cape Town International Convention Centre (CTICC).

“Exhibition Space” shall mean any space in the Exhibition Centre licensed to the Exhibitor by the Organiser for the purpose of the Exhibition and shall include shell (ready stand) spaces and non-shell (raw) spaces.

“Participant” shall include Exhibitors, Sponsors and Advertisers, the person being described as such in the Application Form and all employees and agents of such person and shall, if applicable, also include permitted sub-licensees of the Exhibitor.

“Exhibitor’s Manual” shall mean the manual supplied by the Organisers to the Exhibitor, which contains information relating to the Exhibition and the Exhibition Space.

“Fees” shall mean the amount payable for the use of the Exhibition and Advertising Space and Sponsorship of the opportunities listed in this prospectus.

“Organisers” shall mean OPTIONS Eurocongress UK Ltd.

“Exhibition Centre Operator” shall mean the owner/proprietor operator/manager of the Exhibition Centre.

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2. ELIGIBILITY FOR and CONDITIONS OF PARTICIPATION

The Organisers have absolute discretion in the admission of Participants and reserve the right to decline any application without giving any reason.

The Participant shall, to the extent appropriate, observe and comply, without prejudice, with the rules and regulations of the Exhibition Centre. Certain of the provisions therein are summarised, for Exhibitor reference but they shall not, under any circumstances, be construed as limiting the obligations of the Exhibitor to observe and comply with all applicable rules and regulations of the Exhibition Centre.

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3. PARTICIPATION CONTRACT

All applications for participants shall be made on the prescribed Participation Contract. The Contract shall be submitted to the Organisers followed by the deposit for the rental of the Exhibition Space as stated in Point 9.

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4. EXHIBITION SPACE LICENCING AND ALLOCATION

Exhibition Space is licensed to the Exhibitor for trade promotion purpose only for the duration of the Exhibition. The Exhibitor is not allowed to sub-licence the Exhibition Space allocated to it, either wholly or in part, without the prior written consent of the Organisers. The Exhibitor shall ensure that any such authorised sub-licence comply with theses Rules and Regulations and shall be responsible for any default of such sub-licence.

The Organisers have absolute discretion in allotting space in the Exhibition and the location of raw space and ready stands.

Ready stands are provided by the Organisers’ official contractor and are all erected according to a standard pattern. No variation of the standard fascia, lettering and carpet colour will be permitted. Exhibits and displays should not exceed the height of the stand walls unless written permission has been received from the Organisers.

An Exhibitor who is allocated a ready stand will be provided with stand services as per the schedule in the Exhibitor’s Manual.

Plans, drawings, and design proposals for raw spaces must be submitted to the Organiser for approval no later than Friday 7th December 2007.

Any Exhibitor must comply with, and any of his stand design proposals conform to, the rules and regulations of the Exhibition Centre and those of any public authority or department of the South African Government. The Exhibitor shall be solely responsible for observing and complying with the same and for obtaining all consents, approvals, authorities; licences and the like as may be requisite to its participation in the Exhibition.

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5. USE OF EXHIBITION SPACE AND SAFETY
Animals

The use of live animals in an exhibit for any purpose is not allowed.

Audio-Visual
The use of laser products at the Exhibition requires prior written approval from the Organisers. Application for approval of such must be submitted no later than Friday 7th December 2007.
No Exhibitor shall in any way engage in filming, sound or video recording, any musical performance (including the use of pre-recorded music), telecasting and broadcasting unless prior written approval has been given by the Organisers. The Exhibitor acknowledges and agrees that it shall be solely responsible for obtaining any licences, permits, etc. which may be required for it to broadcast, perform or display any copy righted materials including, but not limited to, music, video and software. The Exhibitor shall indemnify, defend and hold the Organiser from and against any and all claims and expenses, including legal fees and costs, arising out of or related to the Exhibitor’s breach of this provision.

Bags
Distributing bags is permitted provided that the bag is not a shoulder bag similar to those given out at registration. The shoulder bag is a sponsored item and is exclusive to this sponsor.

Care of Premises
No Exhibitor may alter or in any way affect the structure or fixtures of the Exhibition Centre. The Exhibitor must ensure that its displays are properly spread and do not exceed the maximum load limitations for the Exhibition Centre. Exhibitors will pay the cost of making good any damages caused to the Exhibition Centre or fixture by themselves and/or their contractors or sub-contractors. The Organiser reserves the right to refuse admittance to any visitor to the Exhibition.

Children
The Organiser does not allow children under the age of 18 in the Exhibition Hall at any time.
Because of the professional nature of the program and limited seating, children are not allowed in the conference sessions at any time.

Code of Practice
Advertising at WCA2008 must comply with rules of the International Chamber of Commerce’s Code of Legal Practice in Advertising Matters.
Exhibitors or Exhibitor representatives must conduct all marketing and promotional activity within the contracted exhibition space. Placement of signs or promotional materials in any part of the convention centre outside of the Exhibitor’s booth is prohibited without the express written approval of the Organiser.
Exhibitors are not allowed to do the following, and failure to observe this rule can result in the immediate closing of the stand:
- Advertising that makes a direct comparison with third party articles and/or products
- Distribution of flyers and/or promotion material beyond the confines of the Exhibition Space without the written approval of the Organiser
- Exhibition material and stand furnishings beyond the confines of the Exhibition Space without the written approval of the Organiser
- All advertising which may in any way harm or bother exhibitors or delegates
- Distribution of balloons filled with a gas that is lighter than air
- Promotion of products other than those on display and/or in another industrial and/or business activity other than that of the Exhibitor.

Demonstrations and Presentations on Stands
Demonstration areas must be organised within the contracted exhibition space. Demonstration tables must be placed a minimum of 1 metre from the aisle. Should spectators or samplers interfere with the normal traffic flow in the aisle or overflow into neighbouring exhibits, the Organiser reserves the right to have the Exhibitor discontinue the activity.
Small company presentations are permitted within the contracted exhibition space. However, the size of these presentations is restricted to a maximum audience of 12 people and all sound must be relayed through headsets.
The Organiser offers small meeting rooms, as well as workshop and symposium rooms, for all company presentations in excess of 12 people.

Electricity Supply
Electricity, whether from the mains, batteries or generators shall be supplied only by the Organisers or its official Contractor. Only the Exhibition Centre or its official Contractor may make connections into permanent distribution boxes. Order forms will be available in your Exhibitor Manual.

Food & Beverages for Hospitality
Distribution of food and beverages from the Exhibitor’s booth for hospitality is permitted. All food, beverages, and supplies must be purchased through the official caterer of the Exhibition Centre.
Order forms will be available in your Exhibitor Manual.

General Conditions - CTICC
The general conditions of the Exhibition Centre governing show contractor and labour, fire code compliance, electrical code compliance, security, fixture damage, badges, tax code compliance, music, fixture damage, and all other general conditions, and compliance with the rules and regulations of the CTICC must be adhered to and are made a condition of this Agreement. The Exhibitor agrees that the Organiser is not responsible for any damages or charges imposed for violation of any law or ordinance, whether due to Exhibitor or agent of Exhibitor. Exhibitors agree to abide by all local laws, ordinances or regulations by the respective governmental authority.

Giveaways
Exhibitors may provide small promotional items to distribute to anyone visiting the Exhibitors’ booth in order to assist visitors in remembering an exhibitor or a service offered. Exhibitors may only offer gifts, preferably of educational or scientific value, with a maximum value of Twenty-Five Euros (€25). Gifts with a value of not more than One Hundred and Twenty-Five Euros (€125) are allowed for professional or patient educational purposes, such as textbooks and CDs. Product identification is permitted on give-aways. Contests such as lotteries and raffles must be submitted to the Organisers for prior approval.

Good Conduct

During the licence period the Exhibitor shall be responsible for the good conduct of its employees, servants and agents, contractors and sub-contractors who shall be bound by and must observe these Terms and Conditions in all respects. Inappropriate behaviour or undesirable conduct including, but not limited to, verbal or physical abuse, whether threatened or performed, will not be permitted or tolerated. The Organiser retains the right under this agreement to remove any exhibitor from the premises who, at the Organiser’s sole discretion, engages in inappropriate, undesirable, or abusive behaviour. Removal may also include the termination of the Exhibitor’s licence to exhibit, granted herein, and the closing and removal of the exhibit. The Exhibitor hereby waives any and all claims for damages against the Organiser by reason of such removal.

Hanging Signs, Banners, or Graphics
Professionally designed banners may be displayed in the contracted exhibition space. Hanging signs and graphics are permitted in all standard Peninsula and Island Booths in the Lion Zone. Whether suspended from above or supported from below, they should comply with all ordinary use-of-space requirements. These must be fixed and within the confines of the booth. Hanging signs and graphics should be set back 3 metres from adjacent booths. Order forms will be available in your Exhibitor Manual.

Manning of Stand
The Exhibitor’s stand must be manned by an authorised and competent representative of the Exhibitor at all times during the Exhibition. This representative must be fully conversant in English, with the products and services of the Exhibitor and shall be duly authorised to negotiate and conclude contracts for the sale of the Exhibitor’s products and services. Public auctions shall not be permitted in the Exhibition at any time.
Full particulars of stand personnel, agents and representatives must be submitted to the Organisers for approval and registration on or before Friday 11th January 2008.

No-Smoking Policy
OPTIONS Eurocongress UK Ltd policy strictly prohibits the use of tobacco products in all areas of the Exhibition Centre (including during installation and dismantling) and all hotel meeting rooms hosting WCA2008 events. Exhibitors are responsible for ensuring that all individuals associated with the exhibiting company comply with this policy.

Safety & Fire Regulations
All fire, electrical and safety laws and regulations of the Exhibition Centre must be strictly adhered to. Aisles, fire exits, fire protection systems and security systems must be kept clear and accessible at all times. No storage behind exhibits is provided or permitted. All materials used in the construction and decoration of Exhibition stands shall be flame retardant in accordance with local regulations and be subject to inspection by the Organiser or its appointed agent. Relevant certificates of fire test, flame test or fume test should be available for inspection if requested.
Additional fire precautions may be required by special cases by the Organiser or the local authorities. Nothing should be done to invalidate or adversely affect the fire or other insurance policies covering the Exhibition or the Exhibition Centre.
Exhibitors must comply with all city, state and national fire and building codes that apply in the Exhibition Centre and Cape Town, South Africa. A full set of the Fire and Safety Regulations can be provided upon request.

Each Exhibitor is responsible for safeguarding its goods, materials, equipment and exhibit at all times during the Event. The Organiser provides a security guard service for the perimeter of the Exhibition Hall, but neither the guard service nor the Organiser will be responsible for loss of or damage to any property. Additional security measures may be required and shall be provided with the prior approval of the Organiser and upon payment of the necessary extra costs. A security contractor nominated by the Organiser shall provide such additional guards. Deliveries or removal of equipment are only permitted during move-in and move-out. The Organiser recommends that you do not leave valuables in your booth unsupervised. Order forms will be available in your Exhibitor Manual.

Selling Products or Services
The WCA2008 exhibition programme educates attendees by providing information, services and products, and presenting industry trends pertinent to the meetings industry. However, at no time may the exhibit or product display be altered to fulfil a transaction. No signage or advertising of product pricing will be allowed. Counterfeit goods exhibited at the show will not be allowed and the Organisers have the right without recourse to physically remove the items and close down the stand of the said Exhibitor. The Exhibitor will not have any financial claim against the Organisers.

Set-up and Dismantle Information
The Exhibitor shall set-up to the Exhibition Space according to the arrangements and within the time limits specified by the Organisers.
The official contractors nominated for the Exhibition must handle movements of exhibits in and out of the Exhibition Centre. No exhibit will be allowed into or out of the Exhibition Centre without any official delivery order or clearance document. The costs of transporting goods to and from the Exhibition Centre, receiving, storing, decorating and removing its exhibits are to be born entirely by the Exhibitor.
No stands or exhibits shall be dismantled before the official closing time of the Exhibition on the last day of the Exhibition unless the Organisers have given special permission.
All exhibits and stand material shall be removed immediately after the closing of the Exhibition according the time limits specified by the Organisers. The Exhibitor shall vacate and return the Exhibition Space to the Organisers in as good and clean order as it was when initially licensed out. Any exhibits or stand materials left behind at the Exhibition Centre shall be deemed to be abandoned and shall be disposed of at the expense of the Exhibitor concerned.
At such time after the close of the Exhibition as the Organisers may specify or on sooner termination of the Contract, all exhibits shall be removed and cleared from the Exhibition Space and vacant possession of the Exhibition Space shall be delivered to the Organisers in as good and clean order and condition as it was when initially licensed out. Any property remaining after the last day designated by the Organisers for material to be removed may be sold or otherwise disposed of by the Organisers at the Exhibitor’s expense.

Stand Alteration
Repairs or alterations to the stand or display may only be carried out after the Exhibition is closed to the public and with the prior agreement of the Organisers.
The Organisers reserve the right at any time to order the alterations or removal of any stand which differs from the approved specifications or which does not conform to the rules and regulations of the Exhibition Centre. The cost of such alteration and removal shall be entirely borne by the Exhibitor.

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6. INSURANCE AND LIABILITY

The Exhibitor should ensure that there is in existence prior to its seeking access to the Exhibition Centre, a valid insurance policy satisfactory to the Organisers covering (but not limited to) theft, fire public (including occupier’s) liability, damage to property and effects, personal injury, consequential loss, pecuniary and pain and suffering damages occurred in any part of the rented premises and any such other risks and natural causes. This insurance policy shall provide an overall indemnity of not less than the equivalent of Three Million Euros (€ 3,000,000). The Organisers shall be entitled to inspect any such insurance policy and receipts for premium at any time.

Companies involved in assembling and decoration of stands are required to have a previous credential, which implies the presentation of an insurance policy for civil and professional liability, covering damage caused in the premises or to a third party and possible damage due to stoppage of the Exhibition Centre’s activities, for the amount of Five Hundred Thousand Euros (€ 500,000).

The Exhibitor undertakes to indemnify and at all times thereafter to keep indemnified the Organisers, its employees and agents on demand against all claims, liabilities, losses, suits, damages, judgements, expenses, costs and charges of every kind arising out of the default or negligence of, or any damage caused by, the Exhibitor or its contractors or sub-contractors.

All exhibits are brought to, displayed and removed from the Exhibition Centre at the Exhibitor’s own risk and should be safeguarded by the Exhibitor at all times.

The Organiser shall not be responsible for any error or omission relating to the Exhibitor, its equipment, products or services in the listings in the Exhibition’s Official Directory, Final Programme or in any promotional material.

The Organisers shall not be held responsible in any manner whatsoever for the consequences of any introduction or commercial transaction made during or as the result of the Exhibition.

If any Exhibition is cancelled or postponed due to any Act-of-God (Force Majeure) events, the Fees may be reduced by such amount as the Organisers may, at their absolute discretion, think fit. The Exhibitor shall have no claim whatsoever for compensation for loss or damage suffered of additional expenses incurred as a result of any cancellation, postponement, and alteration in character or reduction in scale of the Exhibition. Generally, participation by the Exhibitor in the Exhibition is solely at the Exhibitor’s own risk.

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7. GUIDELINES FOR SYMPOSIA AND WORKSHOPS

It is preferred that at least 60% of the programme of a Sponsored Satellite Symposium or workshop must have general scientific content and not more than 40% may be related to any specific drug or equipment. If this condition is not met, any publicity should state clearly and prominently that the general educational content is less than 60%. A tentative title and a provisional list of speakers must be submitted in advance to the chairman of the scientific committee who is responsible for controlling the scientific content of the Symposia and Workshops. The final structure of the Symposium or Workshop must be submitted in writing to the Chairman of the Scientific Committee no later than Friday 7th December 2007.

The Fee charged does not cover any services outside those listed in this Trade Information document. The Organiser shall not cover the costs arising from the audio-visual extras; invitations, travel, accommodation or registration fees for any party concerned; or any such cost as yet undetermined.

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8. PUBLICITY

The Participant shall not disclose, appropriate or use any technical or confidential information regarding the business or affairs of the Organisers or any of the other Participants in the Event acquired by way of the Participant’s contract to participate in the Event.

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9. TERMS OF PAYMENT AND CANCELLATION POLICY

Payment of the fees by the dates hereunder, indicated is of the essence to the participation by the Participant in the Event.

Manner of payment shall be in two instalments:
1. A 50% deposit invoice of the total amount will be issued upon receipt of the signed application form. Payment must be made within 30 days of the date of the invoice.
2. The remaining 50% to be paid on or before Friday 9th November 2007

If the signed Application Form is received after Friday 9th November 2007, the entire sum due will be invoiced directly. Payment must be made within 30 days of the date of the invoice or sooner if indicated on the invoice.

Any late payment (i.e. receipt of money by organisers beyond the due date stipulated on invoice) will be subject to a penalty of 21%APR on the total amount invoiced. No Participant will be allowed to participate or have access to the Event should both of the payment instalments not have been received by the Organisers prior to the Event and within the stipulated deadline.

The signed Contract is irrevocable. In the event of abandonment by the Participant, notified to the Organisers by registered Letter with receipt on or before Friday 9th November 2007, there will be no refund of the 50% deposit. Should such communication be given after Friday 9th November 2007, the Participant must pay the full amount of the participation fee. In this case and if applicable, the Organisers can make use of the stand even by assigning it to other Exhibitors.

Any Participant, who serves notice of abandonment without having paid the down-payment as required, will be required to pay 50% of the total fees due, if the said notice is received on or prior to Friday 9th November 2007; the Participant will be required to pay the entire sum due if the notice is received after this date.

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10. WAIVER

No waiver by the Organisers of any of the provisions of these Rules and Regulations or of any of its rights hereunder shall have effect unless given in writing and signed by the Organisers.

The waiver by the Organisers of any of these Rules and Regulations shall not prevent the subsequent enforcement of these Rules and Regulations and shall not be deemed to act as a waiver in respect of any subsequent breach.

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11. TERMINATION OF PARTICIPATION

The Organisers shall have the right to terminate without notice a Participant’s right to participate in the Event upon occurrence of any of the following events:
a) If the Participant or any of its representatives commits a breach of any of these Rules and Regulations
or
b) If the Exhibition Centre and/or the Exhibition Space becomes unfit for occupancy and use or the Exhibition is cancelled
or
c) If the holding of the Exhibition or the performance of this Contract by the Organisers is substantially or materially interfered with due to any cause or causes not reasonably within the control of the Organisers
or
d) If the Organisers believe that the Participant conducts an activity that does not conform to the nature and purpose of the Event or if proper use is not being made of the Exhibition Space during the installation period or at any time during the term of the Exhibition
or
e) If the payment of Fees is not made by the Participant in accordance with Point 9
or
f) If the Participant is, for any reason, unable to meet his contractual obligations.

In the event that a Participant’s right to participate in the Event is terminated under Point 11 a), b), c), d), e), or f) the Participant shall have no claim for refund of any fees paid to the Organisers.

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12. ACT OF GOD (Force Majeure)

Should events beyond the reasonable control of either the Organiser or the Participant occur, including, but not limited to acts of God, war (declared or undeclared), strikes/labour disputes/labour unrest, governmental regulation, civil disturbance, terrorism, disaster, fire, earthquakes, hurricanes, unreasonable extreme inclement weather, curtailment of transportation facilities, public utility failure, declaration of a “High” or “Severe” risk of terrorist attack by the Foreign and Commonwealth Office of the UK government, issuance of a travel advisory for South Africa (and specifically Cape Town) by the World Health Organization, or any other comparable condition, making it inadvisable, illegal or impossible for either the Organiser or the Participant to perform their obligations hereunder, the affected party may cancel the WCA2008 (in the case of the Organiser) or the Participation Contract (in the case of the Participant) without liability for any one or more or such reasons upon written notice to the other. In addition, all deposits and pre-payments made by the Participant shall be promptly refunded for any service not yet rendered at the time of cancellation. In the case of cancellation because it is “inadvisable” for the Participant to perform its obligations, the Organiser shall have the right to demand that the Participant demonstrate a reasonable basis for the claim of inadvisability. The Organiser and Participant agree that general conditions affecting the travel industry in Cape Town at the time of contracting would not be grounds for cancellation pursuant to this provision. If one party invokes the act of God (Force Majeur) clause, whilst the other party refuses it, then it is agreed that an impartial party will adjudicate as quickly as possible.

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13. GOVERNING LAW AND JURISDICTION

These Terms and Conditions shall be governed and construed in all respects in accordance with the laws of England and the Participant irrevocably submits to the non-exclusive jurisdiction of the English courts.

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