1. APPLICATION AND ELIGIBILITY. Application for exhibit booth space and/or sponsorship provided by ESPR (hereinafter “ESPR”), must contain the information as requested, and be executed by an individual who has authority to act for the applicant. This exhibition is designed for the display and demonstration of products and services relating to pediatric research and those individuals attending the ESPR Annual Conference. ESPR shall determine the eligibility of any company, product, or service. ESPR may reject the application of any company whose display of goods or services is not compatible, in the sole opinion of ESPR, with the educational character and objectives of the exhibition. In the event an application is not accepted, any paid space rental fees or deposits will be returned. This contract is binding upon receipt and acknowledgment by ESPR. Acknowledgment constitutes one or more of the following: ESPR confirmation/invoice or e-mail message, shared conference information to exhibitor, receipt of exhibit kit or information. 2. PAYMENT DATES. No booths or sponsorship will be guaranteed until ESPR receives full payment of the total booth/sponsorship fee, along with a signed contract. If full payment is not received by March 1, 2025, ESPR will have the right to resell the assigned booth and or sponsorship space. The exhibitor/sponsor expressly understands and agrees that all amounts paid hereunder will be applied first to any outstanding obligations due ESPR by the exhibitor/sponsor, and then to the amounts due in accordance with this paragraph hereof, that any resulting arrearages must be paid within the time limits specified herein, and that ESPR will have the right to cancel this agreement if the exhibitor/sponsor is or becomes in arrears with respect to any outstanding obligation due ESPR. 3. CANCELLATION OF EXHIBIT SPACE OR SPONSORSHIP. Cancellation Policy: If the exhibitor/ sponsor notifies ESPR in writing of their intent to cancel the contract after acceptance but prior to February 1, 2025, a full refund of monies, minus a $500 administrative fee, will be made. If ESPR receives a written request for cancellation of contract after February 1, 2025, the exhibitor/sponsor will be liable for fifty percent (50%) of the full price of said exhibitor’s booth space or sponsorship. No refunds will be made after March 1, 2025. In the event of cancellation by an exhibitor/sponsor at no time can the cancellation fee be considered a donation or be recognized as support of ESPR. If for any cause beyond the control of ESPR—such as, but not limited to, the destruction of the event venue by an act of God, the public enemy, authority of the law, or other force majeure—ESPR is unable to comply with the terms of this contract and deliver space allotted hereunder, this contract shall be considered terminated and any payments made hereunder by the exhibitor/sponsor shall be refunded, less expenses incurred by ESPR to the date of the termination allocable to the exhibitor/sponsor after proration thereof among all exhibitors/ sponsors. 4. ASSIGNMENT OF BOOTH SPACE. Space will be assigned according to the date contract and payment are received, the availability of the requested area, amount of space requested, special needs, and compatibility of the exhibitor’s products with ESPR’s goals and purposes. Highest level sponsors will have priority when space is assigned. ESPR reserves the right to assign space other than the choice requested, if necessary, and the right to rearrange the floor plan and/or relocate any exhibit. 5. CONDUCT OF EXHIBITS. The advertisement or display of goods or services other than those manufactured, distributed, or sold by the exhibitor in the regular course of business and identified in this contract is prohibited. An exhibitor may not assign, sublet, or apportion all or any part of the contracted booth space, nor may an exhibitor permit the display, promotion, sales, or marketing of non-exhibitor products or services. Interviews, demonstrations, and distribution of literature or samples must be made within the booth area assigned to the exhibitor. Canvassing or distributing of advertising outside the exhibitor’s own booth will not be permitted. There is no restriction on selling in common networking spaces provided that sales transactions may be conducted only within the exhibitor’s own booth. Exhibitors are responsible to the Internal Revenue Service for the collection and submission of the applicable state and local sales taxes for sales which occur on the exhibit platform. ESPR reserves the right to restrict the operation of, or evict completely, any exhibit which, in the sole opinion of ESPR, detracts from the general character of the exhibition as a whole. This applies to displays, literature, advertising novelties, souvenirs, conduct of persons, etc. 6. BOOTH SETUP. All exhibits must be set up by 5:00 PM, on Friday, March 14, 2025, without exception. 7. HOSPITALITY AND ENTERTAINMENT. Hospitality suites or events sponsored by the exhibitors must be approved by ESPR in writing. No entertainment may be scheduled to conflict with ESPR’s program hours, activity hours, or exhibit hours. ESPR has blocked suites at the hotel that will be available on a first-come, first-served basis. Please complete the Ancillary Room Request Form available on the ESPR website. 8. SPONSOR/EXHIBIT STAFF REGISTRATION. Prior to March 1, 2025, registration of staff is complimentary (number as indicated in prospectus), provided that registrations are received by ESPR before March 1, 2025. Registration of any additional representatives from a sponsoring/exhibiting company must register at the regular conference rate. After March 1, 2025, an additional $50 service fee will be incurred for the following: A. Registration of each representative B. Each name change C. Each lost badge or name substitution. Each exhibitor who registered in advance will have a printed exhibitor badge available at the registration desk. This badge will entitle registered sponsors/exhibitors admission to conference and networking activities. Sponsors/exhibitors must wear badges at all times—including during setup times, exhibit hours, and dismantling—in order to enter the exhibit area. Sponsor/exhibitor staff, temporary help, and setup personnel must wear exhibitor badges or other badges designated by ESPR. Exhibitor badges are not transferable. 9. UNACCEPTABLE EXHIBITS. The exhibitor agrees not to use any displays that ESPR determines, in its absolute discretion, will unreasonably endanger the person or property of the attendees or of the exhibitors, are in bad taste, are liable to discredit or subject ESPR to criticism or legal liability, are inconsistent with the stated purposes of ESPR and the interest and welfare of its members, are inimical to the property rights of ESPR, or violate the booth regulations or any other provision of this contract. In the event ESPR determines at any time that an exhibit may or does violate this contract and the exhibitor is unable or unwilling to cure or correct such violation, ESPR may terminate this agreement immediately and forbid erection of the exhibit or may remove or cause the exhibit to be removed at the exhibitor’s expense, and the exhibitor hereby waives any claim for refund of the exhibit booth or other damages arising out of such termination and/or exhibit removal. Any exhibitor who is uncertain as to whether an exhibit is in compliance with all applicable regulations and requirements should contact ESPR. 10. FDA REGULATIONS. Exhibitors shall comply with all applicable U.S. Food and Drug Administration (FDA) regulations, including, without limitation, FDA restrictions on the promotion of investigational and pre-approved drugs and devices and the FDA prohibition on promoting approved drugs and devices for un approved uses. Any product not FDA- approved for a particular use or not commercially available in the U.S. may be exhibited only if accompanied by easily visible signs indicating the status of the product. Exhibitors shall have available in their exhibit space a PDF letter from the FDA that describes the allowable use of any drug or device exhibited. 11.INDEMNIFICATION. The exhibitor agrees that it is responsible for the defense and payment of any and all claims, demands and suits on account of any alleged injuries, death or other loss by individuals, or damage to property or other loss, to any party occurring in the exhibit facility or elsewhere because of the acts or omissions of the exhibitor, its employees or agents, licensees, guests or contractors. The exhibitor agrees to defend, indemnify and hold harmless ESPR, the exhibit platform, and their respective owners, managers, officers or directors, agents, employees, independent contractors, subsidiaries and affiliates (collectively “Indemnitees”), from any and all claims, actions, causes of action, demands or liabilities of whatsoever kind and nature including judgments, interest, attorneys’ fees, and all other costs, fees, expenses and charges which any Indemnitee, its officers, directors, employees, and agents, and each of them, may incur arising out of the negligence, gross negligence or willful or wanton misconduct of the exhibitor, its officers, directors, employees, agents, contractors, or any other person or organization hired by the exhibitor. The term of this section shall survive the termination or expiration of this contract. 12. FAILURE TO HAVE EXHIBIT BOOTH SET-UP. Any exhibit space not completed by 5:00 PM, Friday, March 14, 2025 shall be forfeited by the exhibitor, and space may be resold, reassigned, or used by ESPR without refund, unless a request for delayed occupancy has received prior approval by ESPR in writing. 13. ADVERTISING MATERIAL. The use or distribution of any souvenirs during the convention shall be subject to approval by ESPR. Except as otherwise provided, ESPR will not endorse, support, or be liable for the claims made by the exhibitors as to the qualities or merits of their products or services, and no advertising or mention will indicate, claim, or suggest such endorsement or support. All handouts must be distributed within the exhibit booths. 14.PHOTOGRAPHY. ESPR occasionally has photographs of exhibitors and their booth personnel taken during the exhibition and uses such photographs in its promotional materials. By virtue of the exhibitor’s participation in the exhibition, the exhibitor, on behalf of its booth personnel, automatically agrees to usage of its booth personnel’s likeness in such materials with no remuneration to exhibitor or to its booth personnel. 15.MISCELLANEOUS. ESPR shall have the sole authority to interpret and enforce all terms and conditions governing exhibitors/sponsors and this exhibition. Any and all matters not specifically covered herein are subject to decision by ESPR. These terms and conditions may be amended at any time by ESPR upon written notice to all exhibitors/sponsors. The exhibitor/sponsor expressly agrees to be bound by the terms and conditions set forth herein and by any amendments thereto adopted by ESPR from time to time. This contract shall be interpreted under the laws of the United States. 16. LIMITATION OF LIABILITY. IN NO EVENT SHALL ESPR, EXHIBIT PLATFORM, AND THEIR RESPECTIVE OWNERS, MANAGERS, OFFICERS OR DIRECTORS, AGENTS, EMPLOYEES, INDEPENDENT CONTRACTORS, SUBSIDIARIES AND AFFILIATES (COLLECTIVELY “EXHIBITION PARTIES”) BE LIABLE TO THE EXHIBITOR/SPON SOR OR ANY THIRD PARTY HIRED BY OR OTHERWISE ENGAGED BY THE EXHIBITOR/SPONSOR FOR ANY LOST PROFITS OR ANY OTHER INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING ATTORNEYS’ FEES AND COSTS, ARISING OUT OF THIS APPLICATION AND CONTRACT OR CONNECTED IN ANY WAY WITH USE OF OR INABILITY TO USE THE SERVICES OUTLINED IN THIS APPLI CATION OR FOR ANY CLAIM BY THE EXHIBITOR/SPONSOR, EVEN IF ANY OF THE EXHIBITION PARTIES HAVE BEEN ADVISED, ARE ON NOTICE, AND/OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF SUCH DAMAGES. EXHIBITOR/SPONSOR AGREES THAT EXHIBITION PARTIES’ SOLE AND MAXIMUM LIABILITY TO THE EXHIBITOR/SPONSOR REGARDLESS OF THE CIRCUMSTANCES SHALL BE THE REFUND OF THE EXHIBIT BOOTH FEE. THE EXHIBITOR/SPONSOR AGREES TO INDEMNIFY AND DEFEND THE EXHIBITION PARTIES FROM ANY CLAIMS BROUGHT BY A THIRD PARTY HIRED BY OR ENGAGED BY THE EXHIBITOR/SPONSOR FOR ANY AMOUNT BEYOND THE EXHIBIT BOOTH FEE. FURTHER, EXHIBITOR/SPONSOR AGREES TO PAY ALL ATTORNEY’S FEES AND COSTS INCURRED BY EXHIBITION PARTIES ARISING OUT OF OR IN ANY WAY RELATED TO THIS CONTRACT. EXHIBITOR/SPONSOR SHALL BE SOLELY RESPONSIBLE FOR ITS ATTORNEY’S FEES AND COSTS