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MGMA20 | The Annual Conference Exhibit Application

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Section 1

2020 Medical Practice Excellence Conference Exhibit Application

THIS EXHIBIT APPLICATION AND AGREEMENT ("contract") is entered into as of the date listed below, by and between MGMA-ACMPE, dba MGMA, a Colorado nonprofit corporation, whose address is 104 Inverness Terrace East, Englewood, CO 80112, and the exhibiting company below. MGMA is producing conferences and intends to provide space to exhibitors in an exhibit hall to be held at the San Antonio Henry B. Gonzalez Convention Center. Exhibitor wishes to exhibit at the Conference October 18-21, 2020. The parties agree as follows:

Exhibiting Company Name (as it should appear in attendee materials)
Exhibitor URL
Company contact name (this person will receive conference details such as the service kit, registration, etc.)
Contact title
Company contact email
Company contact phone number
Company billing address
MGMA MEMBERSHIP

MGMA Corporate Members, Premier Corporate Members and Executive Partners receive significant discounts on their booth space and additional benefits with their exhibit participation, including additional complimentary exhibitor badges. A full list of benefits of Corporate Membership is available at https://www.mgma.com/marketing-with-mgma/business-partner-membership-options. Membership must be active at the time this contract is executed and retained in active status through the conference to receive exhibit discounts and benefits.

MGMA Corporate Membership Status
MGMA20 | The Annual Conference Exhibit Booths

There are 2 booth types available for MGMA20 | The Annual Conference, each with different benefits included for exhibitors. All booth types include: •Exhibit space during the conference. •Two Complimentary Exhibit Hall badges per 10'x10' exhibit booth •Promotion of the exhibitor via a digital booth •Recognition in attendee facing information (Deadlines apply) •Roster of conference attendees that does not contain any contact information. Enhanced Booth Additional Benefits: •One-time use of the conference attendee direct US postal list •Participation in the Exhibit Hall Traffic Building Game Standard Booth - No additional benefits Booth price is determined based on the type of booth selected, square footage, MGMA membership status, and date the exhibit application is received. Pricing grid for all booths can be found at www.mgma.com/ac20bpg.

Select Enhanced Booth Type
Booth Size and Pricing

Booth Price: Booths are available in 100 square foot (10' x 10') increments. Booth price is determined based on the type of booth selected, square footage, MGMA membership status, and date the exhibit application is received. Pricing grid for all booths can be found at www.mgma.com/ac20bpg. For the Onsite Rates, this application must be received by Oct. 18, 2019. Additional square footage beyond a 10'x10' booth pricing is based on the pricing grid located. Square footage discounts are available for booths at least 600 square feet. If an inline, corner booth is selected for a 10'x10' booth, an additional $400 fee will apply. No discounts apply on corner fees. Certain booth locations are identified as Premium Placement, if selected, an additional $750 fee will apply. No discounts apply on Premium Placement fees. Landmark Booth Benefits (These benefits are included complimentary for all booths at least 800 sq. ft. in size.): • Discounted square footage rate • Includes 50 Show Tickets ($1,000 value) • Guaranteed bar and/or water station will be positioned adjacent to booth • Tickets to the conference Signature Event included for all badged exhibitors part of the booth ($59 value per badged exhibitor) • One-time use of the direct mail post-conference attendee list • Booth highlighted as a destination and wayfinder on attendee facing exhibit hall maps • Early booth selection for MGMA21 | The Annual Conference

Select Booth Size
Impact Package

NEW IMPACT BOOTH opportunity. Designed to make your booth an attendee destination throughout the event, this opportunity is limited first come, first serve to 15 companies for $12,500 and includes: ◦ Pre-conference eblast to registered attendees ◦ Your booth on the attendee Trail Map ◦ A full-page ad in the Exhibit Guide ◦ Includes 50 Show Tickets ($1,000 value) ◦ BONUS: Your full-page ad will also appear in MGMA Connection magazine Corporate Members receive a 10% discount off the Impact Package. The benefits of this package are included for Marquee Sponsors of MGMA20 | The Annual Conference.

Add the Impact Package to your Enhanced Booth
Booth Location Request - Please list your top 3 booth number requests of available booths. The floor plan can be viewed at https://blueprint.freeman.com/app/slug/mgma-2020. Corner 10x10 booths will incur a $400 fee and orange premium placement booths incur a $750 fee.
MGMA20 Exhibitor Cancellation and Payment Terms

Upon submission of this application and acceptance by MGMA, your company is contractually bound to all payment terms as outlined below: If this application is received on or before January 31, 2020, a non-refundable 50% deposit is required upon submission of this exhibitor contract and payment in full is due by January 31, 2020. No booth locations will be guaranteed until payment in full is received. If this contract is received on or after February 1, 2020, payment in full is due upon submission of this exhibitor contract. Failure to pay exhibitor invoice within 30 days will result in forfeiture of booth location selection. Non-payment will not result in cancellation of the exhibit contract. Exhibitors may cancel this contract by contacting their account manager to complete a cancellation form. Completed cancellation forms received by MGMA on or before January 31, 2020 will receive a refund less the 50% non-refundable deposit for booth space. If your 50% deposit has not been paid, you are responsible for the cancellation fee (50% deposit). Cancellations received on or after February 1, 2020 will not receive a refund and the full amount of the invoice is due. If your exhibit invoice has not been paid in full prior to cancellation, you are responsible for the full, contracted exhibit fee. Corner fees do not apply to the cancellation policy and will be refunded entirely upon cancellation. The Enhanced Booth Type or Impact Package may be cancelled on or before January 31, 2020 for a full refund of any monies paid. If your Enhanced Booth or Impact Booth is cancelled on or after February 1, 2020, you are responsible for the full, contracted package fee. Until accepted by MGMA, this Contract constitutes only an application by the Exhibitor to exhibit at the Annual Conference, and may be accepted or declined by MGMA in its sole discretion. Acceptance of Exhibitor's application will be evidenced by MGMA sending the exhibitor an invoice for their exhibit space, at which time this Contract becomes binding. If the Exhibitor's application is declined, Exhibitor will not be charged. Exhibitor agrees to comply with the other Terms and Conditions set forth on the web site www.mgma.com/marketing-with-mgma/terms-conditions from time to time, all of which are incorporated by reference into this Contract. All Terms and Conditions associated with direct mail list use, eBlast list use, sponsorship and advertising found at www.mgma.com/marketing-with-mgma/terms-conditions will also apply to this contract where an Enhanced Booth, Landmark Booth or Impact Booth are selected.

Acceptance of MGMA20 Terms

I have read and understand the MGMA20 | The Annual Conference Exhibitor Cancellation and Payment Terms above

Exhibit A - MGMA Conference Terms and Conditions - General

1. Application. These Terms and Conditions apply to and are made a part of the Exhibitor Application/Contract (“Contract”) entered into between MGMA-ACMPE, dba MGMA and the Exhibitor named therein. Any interpretation of these Terms and Conditions or other aspects of the Contract by MGMA will be binding on both parties unless directly contrary to the plain meaning of the words used. 2. Cancellation and Payment Terms. See Exhibits Application for cancellation and payment terms. 3. No Assignment. Neither the rights granted in the Contract nor any exhibit space assigned to Exhibitor may be assigned, subleased or otherwise transferred by Exhibitor. Exhibitor may not display or permit in its exhibit space any products or representatives of non-exhibiting companies. 4. Substitution for Unavailable Benefits. Notwithstanding anything contained in this Agreement to the contrary, the parties agree that, due to circumstances beyond the reasonable control of MGMA-ACMPE, it may become impossible or impracticable to provide one or more Benefits called for hereunder. MGMA-ACMPE may provide, in lieu of any such unavailable Benefit, a substitute Benefit materially equivalent to the unavailable Benefit, and shall notify exhibitor of such substitution. 5. Accreditation Requirements. Exhibitor will comply with standards established by the Accreditation Council on Continuing Medical Education (“ACCME”) applicable to commercial support of continuing medical education as set forth on www.accme.org. 6. Publicity Rights and Approval of Exhibitor Marketing.(a) MGMA retains all rights of publicity in connection with the Conference. MGMA will provide Exhibitor with approved banner and marketing materials for its use. Exhibitor is granted no rights hereunder to use the names, slogans, service marks, trademarks, trade names, or logos of MGMA for any purpose, in connection with the Conference or otherwise. Exhibitor may not issue any other communications or promotional materials that reference MGMA or the Conference without the advance prior written consent of MGMA. If Exhibitor wishes to issue any such communications or promotional materials, it shall provide such items to MGMA, in each case as instructed by MGMA in order to provide reasonable notice and adequate opportunity to review (and revise if necessary) prior to the first date on which such item is to be made public. MGMA may withdraw its approval if any such uses depart materially from previously approved submissions.(b) MGMA will prepare all official signs for the Conference (i.e. in the exhibit booths, registration area, reception areas or session areas). Signs and other materials that reference Exhibitor will include Exhibitor’s name, but not its logo or any stylized design unless otherwise determined by MGMA. MGMA will determine the manner in which Exhibitor will be recognized on such signs and in any promotional materials associated with the Conference.(c) The rights granted to Exhibitor herein do not constitute and may not be used to imply the endorsement of Exhibitor’s products or services. 7. Exhibitor Obligations. Exhibitor will comply with all applicable laws, rules, regulations, policies, codes, and licensing requirements of governmental authorities, MGMA, and the Conference Facility that are applicable to Exhibitor or its activities, including but not limited to the Rules and Regulations for Exhibitors and the antitrust guidelines adopted by MGMA, each available on the MGMA Website. 8. Exhibitor Permits & Licenses. Exhibitor is responsible for obtaining any permits and licenses required to be admitted to the Annual Conference venue. If the required permits and licenses have not been obtained, any penalties or fines are the sole responsibility of Exhibitor. 9. Disclaimer. While MGMA desires that the Conference be successful for all exhibitors, MGMA specifically disclaims any representation or warranty as to success or results for Exhibitor. 10. Waivers; Limitation of Liability. EACH PARTY WAIVES ANY RIGHT TO RECOVER INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES FROM THE OTHER PARTY, INCLUDING BUT NOT LIMITED TO LOSS OF ACTUAL OR EXPECTED INCOME, PROFIT OR SAVINGS. IN NO EVENT SHALL THE LIABILITY OF MGMA LIABILITY UNDER THE CONTRACT EXCEED THE AMOUNT OF THE EXHIBIT SPACE RENTAL FEE ACTUALLY PAID BY EXHIBITOR. 11. Release and Indemnification of MGMA. Exhibitor releases, waives and discharges any claim, demand or cause of action that Exhibitor, its officers, directors, employees, agents or guests (“Releasors”) may have against MGMA, its directors, officers, employees, agents, general service contractors, members, or volunteers, or the owner or operator of the Conference Facility (“Releasees”) for any liability, loss, damage, claim or cause of action of any kind arising out of Releasors’ participation in or exhibition at the Conference, or out of the actions or activities of Releasors, Releasees or any third parties involved in the Conference (including other exhibitors), except for losses or damages resulting from the gross negligence or intentional misconduct of Releasees. Exhibitor will indemnify, defend and hold Releasees harmless from any loss, damage, claim, or cause of action of any kind (including reasonable attorneys’ fees and costs), arising out of (a) Exhibitor’s products, services or promotional materials, (b) the display or publication of any Exhibitor information (including Exhibitor’s trademarks or promotional materials) in connection with the Conference, in MGMA publications, on MGMAs WebSite, or elsewhere, (c) Exhibitor’s performance or failure to perform under the Contract or breach of any warranty, representation or covenant made by Exhibitor in the Contract, or (d) Exhibitor’s participation in and operation of exhibit space at, the Conference, including, without limitation, transportation, placing, removal, or display of exhibits. This indemnification obligation shall survive for one year after the expiration or termination of the Contract. 12. Indemnification of Exhibitor. Subject to the limitations in Section 9, MGMA will indemnify, defend and hold Exhibitor harmless from any loss, damage, claim, or cause of action of any kind (including reasonable attorneys’ fees and costs), resulting from (a) the gross negligence or willful misconduct of MGMA or persons under its control, or (b) the willful breach by MGMA of a material term of the Contract or any warranty, representation or covenant made by MGMA in the Contract. This indemnification obligation shall survive for one year after the expiration or termination of the Contract. 13. Risk of Loss/Insurance. Exhibitor acknowledges and agrees that neither MGMA nor the owner or operator of the Conference Facility carries insurance for or is responsible for loss of or damage to Exhibitor’s property. Exhibitor will obtain such insurance on its property as it elects. Exhibitor must obtain workers compensation insurance for Exhibitor’s employees that satisfies applicable legal requirements in Exhibitor’s home jurisdiction and in the jurisdiction in which the Conference is held. In addition, Exhibitor must obtain and maintain at its own expense a standard Commercial General Liability Policy with a combined policy limit of at least $2 million, which policy (a) provides coverage for injury or death to persons and damage to property in connection with the Conference, and (b) lists MGMA and the owner or operator of the Conference Facility as additional insureds. Such coverage must be on an “occurrence” as opposed to “claims made” basis and must cover the entire time period during which Exhibitor or any representative of Exhibitor is present or has any property at the Conference Facility. Exhibitor will provide MGMA with such evidence of coverage. Exhibitor hereby releases, waives and discharges any claim, demand, or cause of action that Exhibitor or its insurers might otherwise have, by way of subrogation or otherwise, against Releasees or the owner or operator of the Conference Facility for any loss, damage, claim or cause of action of any kind that is covered under Exhibitor’s insurance policies or that would be covered if Exhibitor maintained the insurance coverage required by this Section. 14. Default. If Exhibitor violates any of the terms of the Contract, including but not limited to these Terms and Conditions or the Rules and Regulations, MGMA may take such actions as it deems appropriate, including but not limited to terminating the Contract and exercising any remedies it may have thereunder or under applicable law. In no event shall MGMA be obligated to refund any exhibit rental fees paid by Exhibitor, except as expressly provided herein or in the Rules and Regulations. 15. Term and Termination. Except as otherwise provided herein, the term of the Contract shall extend through the completion of the Conference. To the extent the Contract contemplates that a party will perform an obligation after expiration or termination of the Contract, such obligation and all provisions of the Contract relating thereto shall survive the termination of the Contract. If MGMA determines, in its sole discretion, for any reason and at any time, that Exhibitor should not be an exhibitor at the Conference, MGMA may terminate the Contract unilaterally by giving Exhibitor notice of such termination and a refund of exhibit rental fees paid by Exhibitor, and MGMA shall have no further liability hereunder. 16. Miscellaneous.(a) The Contract, including these Terms and Conditions and the Rules and Regulations, constitutes the entire agreement between Exhibitor and MGMA with respect to the subject matter thereof. Together, they supersede all prior agreements and understandings, including but not limited to those based on MGMA marketing materials. The Contract may be amended only by a written and signed document by Exhibitor and MGMA.(b) The Contract is governed by the internal laws of the State of Colorado, without giving effect to principles of conflict of laws. Any litigation or arbitration related to this Contract shall be brought in Arapahoe County, Colorado, and Exhibitor consents to the jurisdiction of the state and federal courts in Colorado. In any such proceeding, the prevailing party shall recover all costs and expenses, including reasonable attorneys’ fees, incurred by such party in connection with such proceeding. This provision shall survive expiration or termination of the Contract.(c) The Contract may be executed in counterparts, including counterparts exchanged by facsimile or email. 17. Advertising Package. For exhibitors that selected the Conference Advertising Package, all terms and conditions associated with direct mail list use, eBlast list use, and advertising found at https://www.mgma.com/marketing-with-mgma/terms-conditions will also apply to this contract.

Acceptance of Exhibit A

I have read and understand Exhibit A - MGMA Conference Terms and Conditions - General

Name of Person Completing Exhibit Application (this will serve as your signature)
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