A: Event Sponsorship:

1.1 If Advertising is purchasing a Sponsorship of or receiving benefits in connection with a Publisher Event, as specified in the Advertising Commitment or the applicable Order, the terms and conditions below shall apply.

1.2 Cancellations. Sponsorship Fees (i.e., the amount listed on the Advertising Commitment) are non-refundable.

1.3 Advertiser may not cancel or terminate its sponsorship. If an Event is cancelled by the Publisher and not rescheduled, the Advertiser may receive a refund of a portion of its Sponsorship Fee.

1.4 The amount refunded will be determined after deducting

(i) any non-refundable costs and expenses associated with the Event and

(ii) any promotional advertising for the Event that has already been published or displayed. Any trade or complimentary advertising included in the Sponsorship Fee shall be forfeited.

2 Content Creatives:

2.1 Publisher shall be solely responsible for creating all promotional materials, signage, or program(s) for the Event or the Program. Advertiser shall be identified as a promotional sponsor of the Event or Program in the promotional materials, signage and program book (if applicable).

2.2 Publisher has sole discretion to determine the volume, frequency, number of impressions of any advertising for the Event, placement of advertising ad, and positioning of Advertiser’s name.

2.3 Publisher has sole discretion to determine if any radio, TV or billboard advertising will be provided.

3 Limit of Liability:

3.1 Publisher is not liable for any interruption, error or omission regarding any advertising, or other media.

3.2 Publisher is not liable for cancellation or rescheduling of an Event, due to unavailability of the venue where the Event is being held or due to circumstances beyond its control.

4 Advertising Value:

4.1 The advertising value being provided to Advertiser shall apply solely to advertising and promoting the Event.

4.2 Unused advertising will expire on the expiration date the sponsorship and will be forfeited.

4.3 Advertising value cannot be bartered, sold, transferred to, or used, in whole or in part, by any third party.

4.4 The advertising value may not be used to fulfill any other advertising commitment between Advertiser and Publisher.

5 Renewal Option:

5.1 If the Sponsorship is for an annual Event, program, product, or service, the parties must agree in writing upon the terms of the renewal at least thirty (30) days prior to the end of the current Sponsorship.

5.2 The renewal terms shall be stated in a new Advertising Commitment or Order.

6 Insurance:

6.1 If the Sponsorship includes the Advertiser attending the Event (as exhibitor or vendor) to market its products and services, the Advertiser shall maintain insurance issued by a company reasonably acceptable to Publisher, for the following insurance:

(i) commercial general liability insurance, including coverage for property damage, personal injury, or death in an amount of not less than One Million Dollars ($1,000,000) per occurrence;

(ii) automobile liability insurance in an amount of not less than One Million Dollars ($1,000,000) per occurrence;

(iii) worker’s compensation insurance in amounts as statutorily required;

(iv) product liability insurance in an amount of not less than $1,000,000 per occurrence for bodily injury, illness, and property damage combined; and

(v) professional liability insurance in amount of not less than One Million Dollars ($1,000,000) per occurrence.

6.2 A copy of the certificate(s) of insurance, naming the Publisher, DNTV Digital., and its subsidiaries and affiliates as additional insureds, shall be provided to Publisher prior to the Event.

7 Publicity:

7.1 Any press releases or public announcements regarding the Sponsorship which will include Publisher’s name, are subject to Publisher’s prior review and approval. Such approval may be granted or denied in Publisher’s sole discretion.