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DocuSign Envelope ID:AAA2AA07-3167-4E9D-B83C-28AFB3FB1 DE3 related(directly or indirectly, in whole or in part)to: (i) such party's breach of this Agreement; (ii) such party's presence or activities at the Events (including the gross negligence and/or willful acts, errors and/or omissions of such party, its principals, officers, agents, employees, vendors, suppliers, contractors, volunteers, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them); (iii) the breach of such party's representations, warranties, covenants and agreements provided herein; or(iv) any violation of law(s) (as defined herein)by such party. Notwithstanding the foregoing,nothing herein shall be construed to require a party to indemnify the other party from any claim arising from the gross negligence or willful misconduct of such party. This indemnity shall apply to all claims-and liability-regardless-of-whether-any insurance-policies-are--applicable. The-policy limits do not act as a limitation upon the amount of indemnification to be provided by the parties pursuant to this Agreement. This provision shall survive the termination or expiration of this Agreement. 8. REPRESENTATIONS AND WARRANTIES Each party hereto represents and warrants that: (i)it has the power and authority to execute, deliver and perform this Agreement in accordance with its terms; (ii) the execution,delivery and performance of the entire Agreement have been duly and validly authorized and approved and will not conflict with or result in a material breach of the terms of any other agreement to which it is a party; (iii) this Agreement,when executed by the undersigned on behalf of the respective parties,shall constitute a valid and legally binding obligation of the parties, enforceable in accordance with its terms; and(iv) it will comply with all applicable Law(s)in connection with this Agreement. "Law(s)"is defined as any statute, law,treaty,ordinance,regulation,rule,judgment,decree or other requirement of any federal, state or local government or any arbitrator or court of competent jurisdiction that applies to a party,the Services,and other legal obligations pertaining to this Agreement and to any of the parties' activities hereunder. 9. CONFIDENTIALITY If either party receives from the other party information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, the receiving party agrees that it shall not use or disclose such information except on a need-to-know basis in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance,but in no event less than reasonable care. "Confidential Information" shall include (i) any information designated by the disclosing party as "confidential" and(ii) all nonpublic information. Confidential Information includes not only written information,but also information transferred orally, visually, electronically, or by other means. Confidential Information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement;provided, however, such subsidiary and/or agent is informed of the confidential nature of the Confidential Information prior to disclosure. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a) has been disclosed in publicly available sources; (b) is, through no fault of the receiving party disclosed in a publicly available source; (c) is in rightful possession of the receiving party without an obligation of confidentiality; (d) is required to be disclosed by operation of law, provided, however,the receiving party shall inform the disclosing party of all requests or inquiries into the disclosing party's Confidential Information and shall only provide the same Page 3 of 7