Appendix B - Swapcard Solutions List

I. Products

A. The Event Platform

1. License to the Event Platform

Organizer must purchase a license to use the Event Platform to create its Event(s) and/or Community(ies), which is accessible via the Swapcard Container Platform. The Swapcard Container Platform includes web and API access to the following:

• back-office portal accessible via Organizer Seat(s) allowing Organizer to create and manage Events and Communities on the Organizer Area, upload Organizer Content, customize webpages of the Events and Communities, supervise and measure the outcome of the Events, manage and broadcast live video sessions with a virtual greenroom, customized livestream layout and animation, display one single advertising banner on its Event and/or Community, and manage Member rights (“Studio”);
• portal allowing Members to access the Organizer Area on the Platform and attend Events and Communities they are invited to, navigate Organizer Content for these specific Events and/or Communities, interact with other Members, and increase their network and knowledge about the Event and/or Community they are attending (“Event/Community Application”);
• iPhone Operating System (“iOS”) and/or Android mobile version of the Event/Community Application (“Mobile Application”); and
• iOS mobile application allowing Organizer to scan Members’ badge codes during an onsite Event (“SwapAccess”).

Each part of the Swapcard Container Platform is marked with Swapcard Branding and is provided under the Swapcard URL by default unless Organizer purchases an Event Platform add-on as described in Section I.A.3 below.

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Organizer acknowledges and agrees that Swapcard may capture screenshots of the Mobile Application for submission to mobile application stores, which may contain Organizer’s, Exhibitors’ and/or Members’ names, and Organizer represents and warrants that it has obtained prior consent from its Exhibitors and/or Members to such use.

2. Event Platform Volume

During the Term and as part of a Plan, Swapcard will provide Organizer with Volume of Attendees and/or Exhibitors as indicated on the Subscription Form. Organizer may elect to purchase supplemental Volume of Attendees and/or Exhibitors at any time during the Term and within the Limit imposed by its Plan.

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In case Organizer consumes more Volume of Attendees and/or Exhibitors than available under a Plan or under a purchase of supplemental Volume, Swapcard will apply the following:

1. Organizer will be enrolled in the next least expensive Subscription Plan if its consumption goes above the Limits imposed by its Plan; and
2. Organizer will be invoiced for its overage consumption with a surcharge of twenty percent (20%) for Attendees and fifteen percent (15%) for Exhibitors. The reference price for overage invoicing will be the unit price of Attendees and Exhibitors under the most expensive Plan used by the Organizer during the Term.

Volume of Attendees and Exhibitors for the Event Platform is available as a maximum number of Attendees and/or Exhibitors to be consumed during the Initial Term. Any Volume of Attendees and/or Exhibitors that is not consumed during the Initial Term is lost and cannot be rolled over to a Renewal Term. Any Attendees and/or Exhibitors included in such unconsumed Volume are non-refundable.

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Each Attendee counts toward the Volume once per Community and each Exhibitor once per Event, in each case once per contractual year. Attendees and Exhibitors count toward the Volume following the publication of the Event in the Swapcard Solutions, notwithstanding any further change by Organizer and/or Members, or actual attendance at the Event and/or Community by Attendees and/or Exhibitors, or use of the Swapcard Solutions by Attendees and/or Exhibitors.

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Organizer understands and agrees that evidence of Attendees and/or Exhibitors computation is provided by Swapcard through the Swapcard Solutions. Any other means, material, documents and/or software provided by Organizer are not allowed to prove the number of Attendees and/or Exhibitors Organizer consumes while using the Swapcard Solutions.

3. Event Platform Add-ons

Organizer may purchase the following features in addition to the license to use the Event Platform:

• Branded Platform with Branded Mobile Application: includes the ability for Organizer to remove Swapcard Branding inside the Organizer Area in the Event/Community Application and Exhibitor Center if any, replacing it with Organizer Branding and to have one Mobile Application replacing Swapcard Branding with Organizer Branding. The URL used for the web version of the Studio, Event/Community Application, and Exhibitor Center, as well as the email address used to send Members information and SwapAccess, are marked with Swapcard’s name. The Event and/or Community is accessible to Members through the Swapcard Container Platform. Notwithstanding the foregoing, the mention “powered by Swapcard” may be included in the Branded Platform and Branded Mobile Application.
• White Label Platform with White Label Mobile Application: includes the ability for Organizer to remove Swapcard Branding in the Event/Community Application and Exhibitor Center if any, replacing it with Organizer Branding, to have one Mobile Application replacing Swapcard Branding with Organizer Branding, to use Organizer’s URL for the web version of the Event/Community Application and Exhibitor Center, if any, and to use the Custom Email Domain. The URL used for the web version of the Studio is marked with Swapcard’s name. The Swapcard Container Platform’s Event/Community Application, Mobile Application, and Exhibitor Center may be made inaccessible to Members at Organizer’s request.
• Single Sign-On (SSO): only available for Branded Platform with Branded Mobile Application and White Label Platform with White Label Mobile Application; feature enabling Organizer to securely authenticate multiple mobile applications and websites associated with the Platform by using the same set of credentials.
• Custom Email Domain: feature enabling Organizer to send emails to Members through an email address of Organizer’s choice.
• Advanced Banner Ads: feature enabling Organizer to display to Members multiple advertising banners in the Organizer Area.
• Sherlock: AI-powered conversational assistant that provides Organizer and/or Members through the Event/Community Application and/or directly on their mobile phone (via text message or WhatsApp) with real-time, context-aware event navigation, personalized networking recommendations, schedule management, and automated support.
• Analytics Dashboard and Report: computed data and details on attendance and interactions between Attendees and Exhibitors during an Event and/or Community.
• Business Intelligence Report: specific analytical and synthesis report on the Event and/or Community, including as the case may be Exhibitors’ performance, built by Swapcard Personnel through Third-Party Products. Delivery of Business Intelligence Report depends on the availability of such Third-Party Products, and Swapcard shall not be liable for any delay in or failure of delivery resulting from their unavailability or malfunction. Assistance regarding Business Intelligence Report is only available from Monday to Friday, from 9am to 6pm CET. Business Intelligence Report constitutes a Professional Service and is subject to Section II.A of this Appendix B.
• Exhibitor Basic: feature allowing the Organizer to create one (1) Exhibitor Booth per Exhibitor for one (1) Event and allowing the Exhibitor to edit such Exhibitor Booth in the Exhibitor Center. Exhibitor Basic can be upgraded with several Exhibitor add-ons as indicated in the Subscription Form.
• Exhibitor Networking and Meeting: only available with Exhibitor Basic, features allowing the Exhibitor to interact with Attendees through a private messaging system, schedule meetings with Attendees, access to a list of AI-recommended leads and export reports via downloaded file and API.
• Exhibitor Document and Items: only available with Exhibitor Basic, feature allowing the Exhibitor through the Exhibitor Center to attach products and/or services, documents and/or external links to its Exhibitor Booth for Member’s consultation.
• Exhibitor Member Roles: only available with Exhibitor Basic, feature allowing the Exhibitor through the Exhibitor Center to restrict its Personnel’s usage rights inside the Exhibitor Center including but not limited to editing of Exhibitor Booth, attendance at meetings with Attendees, etc.
• Exhibitor Lead Capture: only available with Exhibitor Basic, feature of the Mobile Application allowing Exhibitor to scan Member’s QR or badge code in order to access such Member’s contact information.
• Exhibitor Lead Qualification: only available with Exhibitor Basic, feature allowing the Exhibitor through the Exhibitor Center to create a contact qualification form for its Personnel to fill after connecting with a Member.
• Exhibitor Hosted Buyers and Smart Meetings: only available with Exhibitor Basic, feature allowing Exhibitor and Attendees to be automatically enrolled in meetings based on criteria selected by Organizer.
• Attendee Hosted Buyers and Smart Meetings: feature allowing Attendees to be automatically enrolled in meetings based on criteria selected by Organizer.
• Interactive Floor Plan: feature enabling Organizer to display in the Organizer Area a digital map of the onsite Event venue. Pricing for Interactive Floor Plan may vary according to number of Exhibitor Booths included in Event. This feature may include the following supplemental Professional Services subject to Section II.A of this Appendix B, as indicated in the Subscription Form:
  • Floor Plan Integration: assistance by Swapcard Personnel in integrating into the Platform one (1) floor plan provided by a third party.
  • Interactive Map Build: assistance by Swapcard Personnel in enriching one (1) existing Interactive Floor Plan to include supplemental details such as filters, search, and bookmarks.
  • Indoor Geolocation and Geofencing Push Notifications: assistance by Swapcard Personnel in enriching one (1) Interactive Floor Plan to include a geolocation heatmap, display blue dots position indicators on the digital map, and generate push notifications, within the Event venue.
• Onsite Session Tracking and Access Control: feature enabling Organizer via SwapAccess to scan Member’s badge or QR code to control Member’s access and attendance at sessions of an Event, including but not limited to private sessions, accessible to authorized Members only.
• Checkpoints with SwapAccess: feature allowing Organizer via SwapAccess to track and control Member entries to and exits from any physical Event location through real-time badge scanning.
• Self-Check-in & Badge Printing with SwapAccess: feature enabling Members to independently check themselves into an onsite Event and instantly print their badges via a kiosk connected to SwapAccess.
• Swapcard Go: Organizer may rent the necessary physical equipment to enable onsite Registration, including but not limited to badge printer, internet router, and iPads as indicated on the Subscription Form. Swapcard Go is provided by Swapcard for a minimum period of seven (7) days and any supplemental day will be subject to additional fees (“Swapcard Go Additional Rental Day”). Swapcard Go is invoiced according to the quantity of equipment and/or the number of registered Members for the Event. Swapcard Go must be ordered no later than sixty (60) days before the Event start date. In case of late order, Swapcard does not guarantee the availability and delivery of the equipment.

4. Exhibitor Marketplace

Organizer may allow its Exhibitors to purchase Organizer Product and/or Swapcard Solutions through a dedicated marketplace in the Exhibitor Center (the “Exhibitor Marketplace”). The Exhibitor Marketplace is available only to Organizer purchasing Exhibitor Basic or its upgraded versions and is provided by Swapcard to Organizer free of charge unless otherwise indicated in the Subscription Form. The Net Revenue generated from the sales of Organizer Product and/or Swapcard Solutions to Exhibitors via the Exhibitor Marketplace will be distributed between Swapcard and Organizer in accordance with the allocation specified in the Subscription Form or otherwise as indicated below.

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4.a Price Setting

Organizer will select at its sole discretion the price Exhibitors must pay to purchase Organizer Product via the Exhibitor Marketplace.

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Swapcard Solutions distributed via the Exhibitor Marketplace will be subject to a minimum fee payable by Exhibitors (“Price Floor”). Organizer may not modify, discount, rebate, bundle, credit, waive, or otherwise structure any Swapcard Solutions in a manner that results in an Exhibitor paying, directly or indirectly, less than the Price Floor. Organizer must display in the Exhibitor Center and apply to the Swapcard Solutions a price that is at least equal to the Price Floor.

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4.b Exhibitor Onboarding

Organizer grants Swapcard the right to contact Members for the following purposes: (i) to onboard them on the Exhibitor Marketplace and support their use of the Exhibitor Marketplace; and (ii) to present, market and communicate about the Exhibitor Marketplace and the Organizer Product and/or Swapcard Solutions available to purchase on the Exhibitor Marketplace.

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Organizer will send the necessary information related to the Exhibitor Marketplace including but not limited to the Organizer Product and the list and contact information of Members at least two (2) months before the start of the Event.

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4.c Payment Processing

In the absence of a revenue distribution allocation in the Subscription Form, Swapcard will receive the following allocation from the sale of Organizer Product and/or the Swapcard Solution through the Exhibitor Marketplace:

• For Organizer Product: twenty percent (20%) of the Net Revenue.
• For Swapcard Solutions: the Price Floor, plus twenty percent (20%) of the portion of the Net Revenue that exceeds the Price Floor.

Payments related to the Exhibitor Marketplace will be processed through a third-party payment processing solution selected at Swapcard’s sole discretion. If, for any reason, the third-party payment processing solution is unavailable or fails to process payments, Swapcard will receive payments directly from Exhibitors and will pay to Organizer its portion of the Net Revenue in accordance with the agreed revenue distribution.

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Swapcard may (i) withhold or suspend distribution of Organizer’s portion of the Net Revenue while any dispute, chargeback or payment failure is outstanding and/or (ii) offset any portion of the Net Revenue due to Organizer against any sums otherwise due and payable by Organizer to Swapcard under the Agreement. Any net amounts owed to Organizer (after any permitted withholdings and set-offs) will be paid on a quarterly basis.

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Each Party shall be solely responsible for the payment of Taxes or Costs imposed on its portion of the Net Revenue and will comply with applicable tax laws and regulations.

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Organizer acknowledges and agrees that it will forfeit its portion of any Net Revenue in the event of: (i) failure to pay any part of the Subscription Fee, Taxes, Costs or any other amounts owed to Swapcard under the Agreement; (ii) fraud, gross negligence, or willful misconduct by the Organizer; or (iii) any material breach of the Agreement by Organizer.

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4.d Organizer’s Obligations and Warranties

Organizer understands and agrees that the Exhibitor Marketplace is provided to Exhibitors as an accessory to the Platform. Organizer is fully responsible for managing the availability of any products and/or services proposed on the Exhibitor Marketplace. In the event Exhibitor is prevented from using an Organizer Product and/or a Swapcard Solution on the Exhibitor Marketplace through no fault of Swapcard, Organizer is solely responsible for issuing all refunds, credits, or other remedies to the Exhibitor and for all associated costs (including payment processor fees, chargebacks, penalties, Taxes, and reasonable costs of collection), regardless of the nature or origin of the product and/or service and of the payment processing method and Swapcard will have no obligation to refund any amounts to Exhibitors.

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Organizer must defend, indemnify and hold harmless Swapcard Indemnitees from and against any claims, actions, liabilities, and costs (including reasonable attorneys’ fees) from Exhibitors and/or third parties arising out of or relating to such inability to use such products and/or services.

5. Swapcard In-App Registration

Organizer may purchase a feature enabling the management of Attendee Registration for Events and Communities directly via the Studio (“Swapcard In-App Registration”). In the event an Attendee purchases a Registration via the Swapcard In-App Registration, Organizer must pay an enrollment fee per Attendee in addition to the Swapcard In-App Registration fee, if any (“In-App Registration Paid Ticket”).

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In addition to Swapcard In-App Registration, Organizer may purchase the additional following features:

• Abandoned Registration: feature allowing Organizer to manage its Attendees’ incomplete and/or interrupted enrollment into Events by sending them email reminders.
• Form Conditional Logic: feature allowing Organizer to dynamically adapt the Registration questionnaire by displaying or concealing specific fields, Registration paths, or questions based on a registrant’s real-time responses.
• Moderated Registration: feature allowing Organizer to review and manually approve or reject Registration requests before a Member’s Registration is confirmed.
• Group Registration: feature allowing a single Member to register, complete forms, and manage details for multiple Members simultaneously.

B. The Launchpad Platform

1. Licenses

Organizer may buy one or several license(s) to access the Launchpad Platform:

• Launchpad Registration: access to the Launchpad Platform enabling Organizer to manage one (1) Event Registration including configuration of public Registration interfaces, collection of Attendee data, and processing of transaction workflows.
• Launchpad Exhibitor and Sponsor Management: access to the Launchpad Platform enabling Organizer to manage Exhibitors and sponsors, and enabling Exhibitors and sponsors to access a dedicated Launchpad interface for payment processing, profile customization, task tracking, sponsorship package selection, and coordination of associated Exhibitor’s allotments.
• Launchpad Speaker and Call for Papers: access to the Launchpad Platform enabling Organizer to manage session speakers and session content, and enabling speakers to access a dedicated Launchpad interface for content submission, evaluation workflow and speaker task management.
• Launchpad Check-in and Badging Standalone: access to the Launchpad Platform enabling Organizer to provide onsite Attendee check-in and physical badge generation at the Event venue.

2. Volume

During the Term and as part of the Launchpad Platform licenses, Swapcard will provide Organizer with Volume of Members as indicated on the Subscription Form. In case Organizer consumes more Volume of Members than available under its Launchpad Platform license, Organizer will be invoiced for its overage consumption at the then-current premium price applied by Swapcard.

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Volume of Members is available to Organizer as a maximum consumption during the Initial Term. Any Volume of Members that is not consumed during the Initial Term is lost and cannot be rolled over to a Renewal Term. Any Members included in such unconsumed Volume are non-refundable.

Each Member counts toward the Volume once per Event included in the Launchpad Platform and in any case, once per contractual year, and is definitive at the conclusion of the Event notwithstanding any further change by Organizer and/or Member, or actual physical and/or online attendance at the Event by Member, or use of the Swapcard Solutions by Member.

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In case of an order of a Launchpad Registration license, Volume of Members will include confirmed, unconfirmed and canceled Registrations and will exclude abandoned and saved-for-later Registrations and invitations to register.

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Organizer understands and agrees that evidence of Members computation is provided by Swapcard through the Swapcard Solutions. Any other means, material, documents and/or software provided by Organizer are not allowed to prove the number of Members Organizer consumes while using the Swapcard Solutions.

3. Add-ons

Organizer may buy the following Launchpad add-ons to supplement its license(s) to use the Launchpad Platform:

• Launchpad Advanced Settings: within the Launchpad Registration, feature enabling Organizer to configure complex Registration parameters, including multi-language interfaces, targeted invitation workflows, custom permissions for Organizer Personnel, multi-level VAT rules, and advanced Attendee categorization.
• Launchpad Paid Sessions: within the Launchpad Registration, feature enabling Organizer to sell tickets to its Members during the Registration process to attend paid sessions/workshops.
• Launchpad Custom Domain: within one Launchpad license, feature enabling the replacement of the Swapcard URL for the Launchpad Platform with a dedicated Organizer’s URL.
• Launchpad Additional Build and Support Hours: within one Launchpad license, provision of supplemental technical assistance and configuration hours performed by Swapcard Personnel to assist Organizer with setup and/or execution. Launchpad Additional Build and Support Hours constitute a Professional Service and are subject to Section II.A of this Appendix B.

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II. Professional Services

A. Professional Services General Terms

The Professional Services General Terms set out in this section apply to all Professional Services, including any Swapcard Solution consisting in whole or in part of work performed by Swapcard Personnel and described in another section of this Swapcard Solutions List.

Organizer agrees to the following:

• Organizer understands that the provision of Professional Services involves the contribution of Swapcard Personnel and requires close collaboration with Organizer Personnel. Organizer shall designate competent Organizer Personnel to collaborate with Swapcard and enable the provision of Professional Services by Swapcard. Swapcard will not be liable for any delay in performance or non-performance due to Organizer’s failure to assign the competent Organizer Personnel. Swapcard reserves the right to charge additional fees to Organizer for any supplemental work due to Organizer’s failure to collaborate with Swapcard.
• Professional Services are performed on Business Days during Working Hours. Professional Services performed outside a Business Day and/or outside Working Hours are invoiced at Swapcard’s premium rate. At signature of the Agreement or at any time during the Term, where Organizer requires Professional Services to be performed outside Business Days and/or outside Working Hours, Organizer shall submit a written request in advance and Swapcard may accept or reject such order at its sole discretion. In the absence of such a request, any work commenced during Working Hours and continued outside Working Hours constitutes an order by Organizer of one (1) supplemental day of Professional Services, invoiced in full at the premium rate, irrespective of the number of hours performed outside of Working Hours.
• Professional Services may be ordered either in advance at the beginning of the Term or at any time during the Term upon Organizer’s written request, subject to the availability of Swapcard Personnel. Orders for Professional Services must be placed no later than twelve (12) weeks before the Event start date. In case of late order, Swapcard reserves the right to decline the order or charge supplemental fees to Organizer to provide the Professional Services. Professional Services ordered after the signature of the initial Subscription Form will be subject to a supplemental fee.
• Organizer understands that Swapcard does not guarantee that its Personnel is located in the region of the Event and that Swapcard reserves the right to determine at its sole discretion: (i) which of its Personnel will be assigned to perform the Professional Services, and/or (ii) any organizational decision regarding the replacement, reassignment, scheduling and/or staffing of such Personnel as Swapcard deems appropriate. Swapcard will use its best efforts to assign Personnel located in the region of the Event location and to consider Organizer’s request based on its Personnel availability and language.
• Professional Services are scoped based on Swapcard’s assumptions and experience of the necessary time to provide the Professional Services. Any work performed in deviation of and/or addition to the Professional Services ordered by Organizer will be subject to a supplemental fee. Organizer will not be entitled to any refund or compensation if the performance of Professional Services requires less time than the estimates included in the Professional Service description.
• Where a Professional Service consists in Swapcard Personnel being made available to Organizer during a defined period of time including but not limited to answering questions, the corresponding fees are due in full for the entire period reserved, whether or not Organizer actually solicits Swapcard Personnel during that period. Organizer will not be entitled to any refund, credit or fee reduction where it makes no use, or only partial use, of such availability.

Swapcard disclaims any liability regarding the performance or provision of Professional Services in case Organizer does not comply with the above obligations. Organizer understands and agrees that specific Professional Services may be subject to special terms as indicated below or in the Subscription Form.

B. Professional Services List

1. Remote Professional Services

1.a Customer Success Services

1.a.1 Professional Services Plans
Organizer may purchase Professional Services grouped into predefined bundles (each a “Professional Services Plan”). The content of each Professional Services Plan is described on a dedicated webpage referred to in, and incorporated into, the Subscription Form.

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1.a.2 Additional Success Day
As a complement to a Professional Services Plan, Organizer may order the remote assistance of a dedicated Swapcard customer Personnel (“Additional Success Day”). Additional Success Day includes but is not limited to Event Platform configuration, guidance, training, strategic workshops and project management support and is provided by Swapcard to Organizer through video calls and written communication.

Additional Success Day is provided and invoiced by Swapcard per unit of Business Day.

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1.a.3 White-Glove Managed Services
Organizer may delegate the Organizer Area configuration and Platform setup to Swapcard (“White-Glove Managed Services”). White-Glove Managed Services include but are not limited to data imports, feature setup, testing and application stores submission management. White-Glove Managed Services are provided and invoiced by Swapcard per unit of Business Day and are subject to the signature by the Parties of a dedicated scope of work.
The order and performance of White-Glove Managed Services do not modify, transfer or reduce any representation, warranty or obligation of Organizer under the Agreement, which continue to apply in full. Organizer retains full ownership of and remains fully responsible for Organizer Content.

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Organizer continues to represent and warrant that it holds all rights, licenses and consents required for the Organizer Content and for the Personal Data of Members uploaded, configured or otherwise processed on Organizer’s behalf during the performance of White-Glove Managed Services.

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1.a.4 Hosted Buyer & Smart Meetings Concierge Services
As a complement to Exhibitor and/or Attendee Hosted Buyers and Smart Meetings, Organizer may order the remote assistance of a dedicated Swapcard customer Personnel to assist with the Event engagement of Members selected by Organizer (“Hosted Buyer & Smart Meetings Concierge Services”). Hosted Buyer & Smart Meetings Concierge Services include but are not limited to participant group configuration, matching rule setup, outreach to selected Members and live Event coordination and are provided by Swapcard to Organizer through video calls and written communication.

Hosted Buyer & Smart Meetings Concierge Services are provided and invoiced by Swapcard per unit of Business Day and are subject to the signature by the Parties of a dedicated scope of work including but not limited to selected Members list, outreach script and messaging and calendar of outreach. Swapcard does not guarantee any specific engagement, response rate, meeting volume or other outcome when providing Hosted Buyer & Smart Meetings Concierge Services.

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1.a.5 Onsite Registration Planning & Coordination
Organizer may order the remote assistance of Swapcard Personnel to assist with the planning and coordination of the onsite Registration of an Event (“Onsite Registration Planning & Coordination”). Onsite Registration Planning & Coordination includes but is not limited to consultation on equipment requirements including badge technology and printing, onsite services implementation strategy, logistics, equipment shipping and team sizing.
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Onsite Registration Planning & Coordination does not include any equipment rental, shipping or Onsite Professional Services (Section II.B.2 below), which must be ordered separately by Organizer.
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Onsite Registration Planning & Coordination is provided and invoiced by Swapcard per unit of Business Day.

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1.b Support Services

1.b.1 Support Day Pass
Organizer may order the remote assistance of Swapcard support Personnel to answer Organizer’s Queries regarding the use and configuration of the Event Platform, and/or of the Launchpad Platform (“Support Day Pass”).
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Support Day Pass is provided by Swapcard to Organizer through video calls that may be booked by Organizer on the Platform among available proposed time slots.
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Support Day Pass is provided per unit of eight (8) Working Hours that can be split into slots of thirty (30) minutes or sixty (60) minutes each. Organizer understands and agrees that Swapcard provides Support Day Pass depending on the availability of its support Personnel and that Swapcard does not guarantee the availability of specific time slots nor of any dedicated Personnel for the provision of Support Day Pass.
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Organizer understands and agrees that Swapcard dedicates time for the provision of Support Day Pass and that such service will be charged irrespective of whether (i) Organizer actually attends a booked video call or (ii) any video call is actually booked by Organizer during the Term.

Any Support Day Pass not used during the Term is lost, cannot be rolled over to any Renewal Term and is non-refundable.

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1.b.2 Online Support – Live Event
Organizer may order the live remote assistance from a dedicated Swapcard support Personnel during an Event (“Online Support – Live Event”). Online Support – Live Event is provided by Swapcard in writing via chat to Organizer and/or via a virtual helpdesk to Members.
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Online Support – Live Event is provided and invoiced by Swapcard per unit of Business Day.

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1.b.3 Priority Remote Support
Organizer may order the priority remote assistance from Swapcard support Personnel to answer Organizer’s questions regarding Platform use and configuration related to a dedicated Event (“Priority Remote Support”).
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Priority Remote Support is provided during dedicated time slots chosen by Organizer and includes the priority treatment of Organizer’s and/or Members’ Queries among any other Queries raised by Swapcard’s clients during such dedicated time slot.
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Priority Remote Support is provided in writing by Swapcard to Organizer and/or Member through the Platform chatbot.
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Priority Remote Support is provided per unit of eight (8) Working Hours that can be split at Organizer request into slots of no less than two (2) hours. Organizer understands and agrees that Swapcard provides Priority Remote Support depending on the availability of its support Personnel and that Swapcard does not guarantee the availability of specific time slots nor of any dedicated Personnel for the provision of Priority Remote Support nor the resolution of Query within a specific timeframe.
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Organizer understands and agrees that Swapcard dedicates time for the provision of Priority Remote Support and that such service will be charged irrespective of whether (i) any Query is actually raised by Organizer and/or Members or (ii) any dedicated time slot is actually booked by Organizer during the Term.

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1.b.4 Priority Development
Organizer may order the dedicated engineering service from Swapcard’s technical team (“Priority Development”). The Priority Development includes but is not limited to custom development, software enhancements and/or bespoke integration of Third-Party Products according to Organizer’s requirements.
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Any order of Priority Development is subject to (i) a feasibility assessment and final scoping carried out by Swapcard’s technical team, and (ii) the prior signature by both Parties of a letter of effort setting out the scope, the estimated number of Business Days and the delivery timeline. Swapcard may refuse an order at its sole discretion, notably where the request is not technically feasible or is incompatible with Swapcard’s development roadmap.
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Notwithstanding anything to the contrary in the Agreement, Swapcard exclusively owns all deliverables, developments, code, configurations and other results produced in the course of Priority Development, together with all Intellectual Property Rights therein, from their creation. Swapcard may use, modify, integrate into the Swapcard Solutions and make available to any third party such results without restriction and without any additional fee, compensation or approval. Organizer is granted, for the duration of the Term, a non-exclusive, non-transferable right to use such results as part of the Swapcard Solutions, and no other right or license is granted to Organizer. This provision does not affect Organizer’s ownership of Organizer Content.

2. Onsite Professional Services

2.a Onsite Professional Services List

2.a.1 Onsite Support
Organizer may order the physical onsite assistance of a dedicated Swapcard Personnel at the Event facilities to render the sub-services listed below (“Onsite Support”). Onsite Support is provided by Swapcard per unit of Business Day at the rate set out in the Subscription Form according to the seniority of the assigned Swapcard Personnel:

• Hosted Buyer and Smart Meetings Support: management of the onsite implementation of the Exhibitor and/or Attendee Hosted Buyers and Smart Meetings feature, including but not limited to overseeing meeting check-ins, managing schedule adjustments, tracking attendance and providing real-time support to Members enrolled in the feature.
• Event App Support: assistance and support to Members at a designated help desk with any Event Platform related questions including but not limited to login issues and application use.
• Registration and Access Support: management of Member Registration and access control operations including but not limited to kiosk and printer setup, badge printing queue management, on-demand reprints and access zone oversight.
• Lead Support: management of Swapcard Personnel including but not limited to coordination of the onsite team and escalation of onsite issues.
• Tech Support: management of technical questions including but not limited to hardware and network configuration, platform issue escalation and ensuring Event Platform operational continuity.

2.b Onsite Professional Services Costs

When ordering Onsite Professional Services, Organizer understands and agrees to pay for the following Costs:

• Travel Costs: commuting and/or transportation of the Swapcard Personnel between their place of residence and the Event location.
• Accommodation Costs: expenses incurred by Swapcard Personnel related to hotel and/or lodging in the area of the Event location.
• Per diem: daily allowance per Swapcard Personnel covering three meals per day.
• Swapcard Personnel Travel Time: Organizer shall pay a charge per Swapcard Personnel and per one-way journey between the place of residence of such Personnel and the Event location to cover the time spent in transit in addition to, and without duplication of, the Onsite Professional Service fees.
  
  When applicable, Swapcard will recharge to Organizer the actual expenses after the Event on the basis of the relevant invoices or supporting documentation. Upon receipt of an order for Onsite Professional Services, Swapcard will use its best efforts to communicate an estimate of the Costs that will be reasonably incurred by its Personnel depending on the Event location.
  
  Swapcard will arrange the travel and accommodation of its Personnel to and in the vicinity of the Event location. If Swapcard is unable to do so, Organizer shall, upon Swapcard’s request, organize, book and/or purchase the necessary tickets and/or accommodation enabling Swapcard Personnel to travel from their place of residence to the Event location and be lodged in the vicinity of the Event location, and shall bear the related charges.