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Masters of Scale Summit Community Code and Terms & Conditions

The Masters of Scale Summit is a carefully curated gathering of extraordinary individuals, who together create a powerful ecosystem around fast-scaling, future-facing companies. The event is designed to be experienced in full, and we expect all attendees to participate in the full event — beginning with dinner on October 18th and concluding with the evening event on October 20th (Daytime events on October 18th are also encouraged.). All stage sessions are streamed live to virtual audiences. Sessions will be made available on-demand for a period of 6 months beginning Oct 20.

As a community, we uphold certain principles:

Respect and Co-elevation: Attendees at the Masters of Scale Summit come from many different backgrounds, cultures and industries.. We’re united in our sense of curiosity and possibility. At the Summit, we expect you to treat everyone with respect and a spirit of co-elevation. All attendees are required to follow the Code of Conduct below, which enumerates what we believe to be a common-sense approach to good behavior.

No aggressive pitching. We know that all our attendees are possibility thinkers and opportunity creators; many of you are entrepreneurs and have a strong bias to action . We encourage you to make strong personal connections with each other, and to lean into the serendipity of unexpected connections. However, we also require all attendees to respect the time and space of other attendees. Aggressive, persistent pitching is not consistent with this community and may be considered a violation of the Code of Conduct. Please bear this in mind in your interactions. We reserve the right to expel any attendee we feel has violated these terms.

Confidentiality: On the stage = on the record. Off the stage = off the record. A sense of privacy and trust is essential to forming a strong community. We expect all attendees to use discretion when communicating outside of the Summit to protect that privacy and trust. So while we encourage you to share all the insights and “Wait, what?” moments from the stage program — we don’t allow the sharing of off-stage events or interactions — among attendees, speakers, performers or staff — outside of the Masters of Scale Summit. To be clear: If it’s on the stage, it’s on the record. If it’s off the stage, it’s off the record.

Respect for health and safety. We believe deeply in the value of gathering in-person — and are committed to doing so in a way that protects the health and safety of attendees and staff. In particular, we’re taking aggressive measures to prevent the spread of COVID-19. Attendees will be required to show proof of vaccination, to participate in on-site COVID testing, and to wear masks inside the theater. We’ll continue to update our approach, based on the latest recommendations from health officials (see “Health and Safety Policy” below). All registrants are required to comply with updated policies for admission.

Exclusivity / Cancellations / Transfers . As a curated event — with admission by invitation and application only — we offer only a limited number of passes each year, to specific individuals who collectively comprise an ecosystem with a very intentional composition. As such, we do not allow the transfer of passes between individuals. Additionally, Masters of Scale passes are non-refundable. If you are unable to join us at the Masters of Scale Summit in 2022, we will allow a one-time roll-over of your pass to next year’s Masters of Scale Summit, provided you provide us at least [3] weeks written notice prior to the start of the Summit. In the case of a rollover, you will be responsible for any increase in pricing for the next year’s Masters of Scale Summit. We will not allow memberships to be carried over for more than one consecutive year.

We are following the guidance of experts and legal regulations with respect to Covid-19 and public health generally. We reserve the right to cancel the Masters of Scale Summit. Should external events cause the cancellation of the Masters of Scale Summit, your pass will be rolled over to the next scheduled Masters of Scale Summit. You will not be charged for any increase in pass pricing for the next Masters of Scale Summit under these circumstances.

Health and Safety Policy

Wait What, Inc. is committed to the health and safety of all registrants and event attendees. We’re following the health and safety developments closely and monitoring new policies and procedures based on the latest guidance from federal, state, and local health officials on preventing the transmission of COVID-19. All registrants will have to comply with updated policies for admission.

We will require all attendees to provide valid proof of vaccination (with full series completed, not less than 2 weeks prior to attendance), to participate in on-site COVID testing, and follow all other safety protocols, as we may request or as may be directed by federal, state, and local health officials. Any attendee unable to provide proof of vaccination, or unwilling to take a COVID test, will not be admitted. We will continue to keep registrants informed on the latest health and safety requirements and reserve the right to adjust our compliance requirements..

Code of Conduct

Wait What Inc.(“WW”) embraces diversity of all kinds, and is committed to creating and maintaining an engaging and productive event environment in which all individuals are treated with respect and dignity, and feel welcome and free from any form of harassment or discrimination.

This Masters of Scale Summit Code of Conduct (“Event Code of Conduct”) governs everyone who participates in or attends The Masters of Scale Summit and its related sponsored events (each an “Event” and collectively the “Events”), including all Event attendees, members, non-members, employees, speakers, sponsors, vendors, contractors, volunteers, and other guests (whether in-person or virtual) (collectively, “Attendees”). WW wants to ensure that all

Attendees acknowledge and understand what behavior is expected and what behavior will not be tolerated at the Events. The facilities covered by this Event Code of Conduct include any venue, hotel, meeting room, any WW office location where an Event takes place, as well as any off-site locations where Event-related social gatherings take place.

I. Expected Conduct

Attendees shall:

a. Be considerate and respectful to each other;

b. Refrain from harassing, discriminatory or demeaning conduct;

c. Alert a member of WW management or staff if they observe any conduct that violates this Event Code of Conduct;

d. Comply with all rules, policies and procedures of the facilities at which any Event is being held; and

e. Comply with all applicable laws and regulations in the state where the Event is being held.

II. Unacceptable Conduct

WW expressly prohibits harassment and discrimination based on race, color, religion, national origin, sex, age, pregnancy, genetic information, military and veteran status, marital status, personal appearance, gender identity or expression, sexual orientation, disability or perceived disability (physical or mental), family responsibilities, political affiliation, or any other legally protected characteristic.

Examples of conduct prohibited by this Event Code of Conduct include, without limitation:

a. Sexist, racist, homophobic or other discriminatory jokes, slurs, insults or comments;

b. Unwelcome sexual advances, whether verbal or physical;

c. The display or distribution of lewd, obscene, sexualized, or graphically violent images;

d. Stalking or similar harassment, whether in person or online;

e. Threatening or intimidating language or physical conduct, express or implied; and

f. Inappropriate photography or recording.

III. Reporting Procedure

If any Attendee believes s/he or another Attendee has been subject to conduct that violates this Event Code of Conduct, or witnesses such conduct, s/he should promptly report the violation to a member of WW management or staff while on-site at the Event or as soon after the Event as possible. Any member of Event staff who receives such a report or who witnesses inappropriate conduct must notify a member of WW management on site at the Event, as soon as possible. All reported concerns will be treated seriously and investigated promptly. All Attendees are expected to cooperate fully and honestly with any investigation.

IV. Consequences

Attendees asked to stop any harassing behavior are expected to comply immediately. At WW’s sole discretion, any violation of this Event Code of Conduct may result in removal from the Event or denial of access to the Event without a refund of any applicable registration fees, and/or disqualification from attendance at future Events.

V. No Retaliation

WW will not tolerate any actual or attempted reprisals or retaliation against individuals who raise in good faith a concern that this Event Code of Conduct has been violated, or who participate in the investigation of such a concern. WW takes all allegations of harassment and discrimination seriously and is committed to ensuring an Event environment that is free of any harassment or discriminatory activities.

Additional Terms & Conditions

Consent to Terms

By attending the Event (live or virtually), you agree to be bound by the terms and conditions contained herein. If you do not agree to these terms and conditions, you may not access the Event. WW reserves the right, in its sole discretion, to modify these terms and conditions at any time.

Consent to Email Communications

You expressly agree that, as an Attendee, you may receive communications by email. You may stop receiving emails by clicking on the unsubscribe links contained in such emails.

Intellectual Property Rights

All content, names, logos, designs, graphics, photographs, text, audio, pictures, videos, software, and other materials of the Event are the intellectual property of the Company, its affiliates or licensors, and are subject to and protected by the United States and international copyright and trademark laws.

You are prohibited from violating any law, statute, ordinance, or regulation.

If you provide us any feedback or suggestions for improving any of the Events (“Feedback”), you hereby assign to us all rights in the Feedback and agree that we shall have the right, but are under no obligation, to use such Feedback and related information in any manner we deem appropriate. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.

Electronic Communications. We may send you information relating to the Events , including Communications (e.g., payment authorizations, invoices, changes in password or payment method, confirmation messages, notices, content updates, promotional messages) in electronic form only, for example via emails to your email address provided during registration, if applicable. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

Payment Terms. If you purchase a ticket to attend or virtually view the Masters of Scale Summit, all applicable fees, including any applicable taxes and transaction fees, will be charged to the credit card last used by you. If your credit card cannot be charged and no other form of payment is on file with us, you will not be registered for the event. If you would like a full refund, you must request your cancellation and refund by writing [email protected] and provide both the email address associated with your registration. Refunds will be approved or declined on a case by case basis.

Pass Purchase

By purchasing a pass for, and/or attending, the Masters of Scale Summit, you will be deemed to have agreed to the Masters of Scale Summit Community Code terms and conditions stated herein. If you have objections to, or disagree with, any of the clauses contained herein, please do not purchase passes or enter any event premises.

The price of the Masters of Scale Summit pass is non-negotiable. WW shall have no liability for foreign exchange rate fluctuations. All ticket sales are deemed as FINAL TRANSACTIONS. There will be no ticket returns/exchanges/cancellations. You hereby agree to forego all types of surcharge claims – in whole or in part – and all claims & entitlements related to it.

You are purchasing Event passes at your own free will. As such, you do not have the right to initiate a chargeback claim or dispute to the provider of the credit card/debit card used for the transaction.

Your pass is personal and non-transferable. The pass you purchase represents a revocable license for you to access the Event(s) on October 18 – 20, 2022. The license includes the revocable right to attend the Event(s). WW may revoke this license at any time at its sole discretion, without any prior notifications or compensation options. If the license is revoked, you will not be granted entry at the venue. Admission to the Event is by invitation and application only and WW reserves the right to reject any applicant at its sole discretion. Notification of rejection of an applicant’s request to purchase a pass shall be communicated by email prior to the start of the event and such rejected applicant shall be issued a refund of their purchase price.

The bearer assumes full responsibility of the Masters of Scale Summit pass, upon receipt. WW shall have no liabilities – financial, legal, or otherwise – in case the delivered pass(es)are stolen, lost, damaged, destroyed or rendered unusable in any other way.

Kindly note that the event ticketing website is the sole authorised source for purchasing your Masters of Scale Summit pass. The Event pass(es) delivered to you may not be resold, reproduced, copied or mis-represented in any form. Further, you cannot use the pass(es) for any promotional/advertising purposes either (including sweepstakes and competitions). Any of the foregoing activities will result in immediate seizure and cancellation of your pass(es).

WW reserves the right to investigate if there has been any violation of the event ticketing terms and conditions. The decision of Wait What will be deemed final (i.e., the issuer will remain the final arbiter in cases of disputes).

The event service will be deemed to have been delivered in its entirety as soon as the Masters of Scale Summit starts on October 18, 2022. Thereafter, no refund requests will be entertained.

If you are not able to access any particular section(s) of any Event venue – whether due to delays, federal regulations, organiser policies, weather-related problems, emergencies, venue shutdown/evacuation, or any other reason, you will not be eligible for any refunds or future credits.

If the Masters of Scale Summit is cancelled in its entirety due to any unforeseen circumstances, WW has the sole and absolute right to:

i) reschedule the event, or

ii) issue a partial/full refund, or

iii) not issue any refunds.

Please note that the decision of WW in such cases will be deemed final and binding.

This event is a ‘rain or shine’ event. By purchasing the event tickets, you automatically confirm that you/the attendee(s) are of the ‘minimum age’ or older, at the time of buying the ticket(s). The ‘minimum age’ for attending the event is 18.

If it is proven beyond doubt at the venue that an attendee is below the ‘minimum age’, (s)he will not be granted entry to the event. No refunds, full or partial, will be issued either.

At the time of entering the event venue, you are required to produce the pass and a valid identification document (ID). By presenting an ID, you confirm that all details present on it are accurate and updated.

By purchasing a pass to the Events and presenting the same at the venue, you give your consent to WW to collect certain information about you (name, picture, date of birth, gender, address, etc.) for verification and storage. Additionally, you consent to being photographed or filmed/video recorded in connection with the Events and further grant WW the right to the use of your likeness in connection with promotion or advertising of its Masters of Scale media property, in any media and in perpetuity, without any compensation to you.

WW shall not be liable for, and does not take any responsibility with respect to, personal/financial damages caused to you at the venue, including, without limitation, any losses incurred by you with respect to items lost/stolen/misplaced at the venue. Financial reimbursement claims on these counts will not be entertained.

The Masters of Scale Summit and Wait What follow a common ‘zero-tolerance policy’ towards unauthorised drug usage or possession at the venue, AND towards any type of behaviour/actions that can be interpreted as lewd or obscene. If you are found in possession of prohibited items at the event and/or if you indulge in any objectionable action, your participation in the Event may be terminated immediately. Your event ticket(s) will become void from that point on without refund.

In all cases of any dispute between you as pass-holder and WW as pass-issuer, the decision of WW will be deemed final.

Filming / Photography

The stage program at the Summit will be filmed, in order for the widest audience to benefit from the ideas and insights shared on stage. By attending, you consent to being photographed or filmed/video recorded in connection with the Events and further grant WW the right to the use of your likeness in connection with promotion or advertising of its Masters of Scale media property, in any media and in perpetuity, without any compensation to you.

Indemnity

You agree to indemnify and hold harmless WW, the Masters of Scale Summit guests and speakers, other Attendees, , business partners, and their respective owners, members, managers, directors, officers, employees, agents, and representatives from any and all claims, liabilities, damages, costs or expenses, including, without limitation, attorneys’ fees, arising from your breach of the terms and conditions herein.

Disclaimer

THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS OF USE, THE COMPANY AND ITS SHAREHOLDERS, DIRECTORS, OFFICERS, AFFILIATES, AND REPRESENTATIVES, AND THE COMPANY’S MEDIA GUESTS AND PARTICIPANTS, VENDORS AND BUSINESS PARTNERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO WARRANTY THAT (1) THE SERVICES WILL MEET YOUR REQUIREMENTS, (2) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (3) THE QUALITY OF THE SERVICES WILL MEET YOUR EXPECTATIONS. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, YOUR MOBILE DEVICE, OR LOSS OF DATA THAT RESULTS FROM USE OF THE SERVICES.

FURTHER, THE COMPANY MAKES NO REPRESENTATION THAT THE SERVICES, OR ANY PORTION THEREOF, IS APPROPRIATE OR AVAILABLE FOR USE IN JURISDICTIONS OUTSIDE OF THE UNITED STATES, OR THAT THESE TERMS OF USE COMPLY WITH THE LAWS OF ANY OTHER COUNTRY. YOU AGREE THAT YOU WILL NOT ACCESS THE SERVICES FROM ANY TERRIROTY WHERE ITS CONTENT ARE ILLEGAL, AND THAT YOU, AND NOT THE COMPANY, ARE RESPONSIBLE FOR COMPLIANCE WITH APPLICABLE LAWS.

Limitation of Liability

UNDER NO CIRCUMSTANCES SHALL COMPANY OR ITS SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, AND REPRESENTATIVES BE LIABILE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF, IN CONNECTION WITH, OR RELATING TO THE USE OF OR INABILITY TO USE THE SERVICES, INCLUDING ANY LIABILITY (A) AS A PUBLISHER OF INFORMATION; (B) FOR ANY INCORRECT OR INACCURATE INFORMATION; (C) FOR ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF YOUR TRANSMISSIONS OR DATA; (D) FOR STATEMENTS OR CONDUCT OF ANY THIRD PARTY IN CONNECTION WITH THE SERVICES; OR (E) FOR ANY OTHER MATTER RELATING TO THE SERVICES OR ANY THIRD PARTY WEBSITE. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF GOOD WILL, LOSS OF USE, LOSS OF DATA, COST OF PROCURING SUBSTITUTE SERVICES OR INFORMATION, LITIGATION OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF AN INDIVIDUAL ADVISES OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS OF LIABILITY SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN THE COMPANY AND YOU. THE SERVICES WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. NOTWITHSTANDING THE FOREGOING, THE SOLE AND ENTIRE MAXIMUM LIABILITY OF THE COMPANY, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE OR CLAIM WHATSOEVER, SHALL BE LIMITED TO THE AMOUNT PAID BY YOU TO THE COMPANY FOR ANY ACCESS TO OR USE OF THE SERVICES. YOU ACKNOWLEDGE AND AGREE THAT IF YOU HAVE NOT PAID THE COMPANY ANY AMOUNTS FOR THE SERVICES PRIOR TO THE DATE ON WHICH YOU FIRST ASSERT ANY CLAIM, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH THE COMPANY IS TO STOP USING THE SERVICES.

Applicable Law; Jurisdiction; Class Action Waiver

These terms shall be governed, construed and enforced in accordance with the internal laws of the State of New York, without regard to conflict of laws principles. To the extent permissible by law, any disputes under these Terms of Use or relating to the Services shall be litigated in the New York Supreme Court, New York County or in the United States District Court for the Southern District of New York, and you hereby consent to personal jurisdiction and venue therein.

To the fullest extent permitted by applicable law, NO CLAIM RELATED TO THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICES, AND NO CLASS ACTION PROCEEDINGS SHALL BE PERMITTED.

Miscellaneous

A modification or waiver of a part of these terms shall not constitute a waiver or modification of any other portion of the terms. If for any reason any provision of these terms is found unenforceable, that provision will be enforced to the maximum extent permissible, and the remainder of the terms will continue in full force and effect.