Snap Out Of It! Women’s Conference & Conference & Expo Agreement (revised 3-1-10)

This Snap Out Of It! Women’s Conference & Conference & Expo Agreement is executed as of _____day of ______________, 2010 (the “Agreement”) between RD2 Moffett Productions, LLC ("RD2MP") and _______________________________________, (and its affiliates) (collectively "Exhibitors" and /or “Sponsors”).

General Rules

In order to reserve a booth at the Snap Out Of It! Women's Conference & Expo, Exhibitors and Sponsors must return this completed Agreement properly executed by an authorized company representative, and accompanied by payment. Upon receipt of this Agreement, RD2MP will use its discretion to reserve space at the Snap Out Of It! Women's Conference & Expo for the Exhibitors or sponsors. RD2MP reserves the right, in its sole and absolute discretion, to determine the eligibility of Exhibitors and Sponsors. RD2MP also maintains sole control over its website content and any web links contained therein.

RD2MP reserves the right to locate, limit, reject, or prohibit exhibits. RD2MP reserves the right, in its sole discretion to distribute donated advertising time and space from various media sources to RD2MP partners and billboards and/or promotional materials. Artwork will be used, as is, unless otherwise specified in writing by the owner. Changes to artwork may involve additional charges, but will not be implemented without prior consent of owner.

Exhibitors and Sponsors Fees

Two (2) booth attendees will be permitted to attend for the Single Exhibitor price – additional attendees are at regular admission cost.

The Single Exhibitor Package is: $234.00 if Agreement and payment is received by March 15th 2010. After that date the package price will be $299.00.

The Shared Exhibitor Package, two Exhibitors or Sponsors is: $294.00 if Agreement and payment is received by March 15th 2010. After that date the

package price will be $359.00

Sponsor 10x20 Booth Space: $499 or 10 x10 Booth Space: $299

Name in event program and on website

Non-profit rate for booth: $200

RD2MP will use commercially reasonable efforts to accommodate your booth location preference; however, space requests are not guaranteed. Space assignments can be changed or canceled by RD2MP at its sole discretion. All terms of the contract, including cancellation policy, remain in effect upon such movement of booth space by RD2MP.

Use of Space

Exhibitors and Sponsors warrant and represent that Exhibitors and Sponsors shall exclusively use the booth space during the Snap Out Of It! Women's Conference & Expo for the sole purpose of selling, displaying, advertising, marketing, or distributing only the products and services specifically listed by Exhibitors and Sponsors herein above. Further, Exhibitors and Sponsors shall not assign, sublet, lease, license, or otherwise share or re-allocate booth space without full written disclosure to RD2MP and receiving written permission, which permission may be arbitrarily withheld. Booths and/or display structures must be in strict compliance with the specific dimensions and restrictions provided to Exhibitors and Sponsors.

RD2MP, in its sole discretion reserves the right to restrict or prohibit exhibits which are objectionable due to the actual or perceived conflicts of exclusivity contracts, noise, methods or nature of operation, materials or for any reason(s) related to persons, things, conduct, or printed matter in the sole and absolute discretion of RD2MP deemed to be objectionable. RD2MP may also restrict or prohibit with or without cause, any exhibit, person, or booth space in its entirety, or partially, that may alter or detract from the general character of the Snap Out Of It! Women's Conference & Expo as a whole. In the event of any such objection, restriction or prohibition, or eviction RD2MP shall not be liable to or responsible for any losses, damages or expenses directly or indirectly incurred by Exhibitors and Sponsors.

Exhibitors and Sponsors must attend their booths for the Snap Out Of It! Women's Conference & Expo time from start to finish and may not leave early. Teardown during the Snap Out Of It! Women's Conference & Expo hours is a safety concern for attendees and reduces the Snap Out Of It! Women's Conference & Expo quality for all other vendors. Exhibitors and Sponsors will be charged a $50 penalty for leaving early.

Exhibitors and Sponsors Responsibilities

Exhibitors and Sponsors shall comply with each and every term of this contract, as well as applicable rules, regulations, guidelines, by-laws, ordinances, or regulations of any town, city, state, administrative, regulatory or governing body. Exhibitors and Sponsors acknowledge that RD2MP shall make the final decision with regard to implementation and/or enforcement of any contract term, or applicable rule or regulation. Exhibitors and Sponsors are responsible for payment for labor, equipment, and services (other than general heat, lighting, and air conditioning) ordered at the request of Exhibitors and Sponsors from service contractors including but not limited to electricians, decorators, shippers, material handling companies, compressed air/gas suppliers, telephone companies, hotels, cleaning services, and photographers. Furthermore, Exhibitors and Sponsors agree to obtain at their sole expense any licenses or permits from governmental bodies which may be required for the operation of Exhibitors and Sponsors trade or business during the Snap Out Of It! Women's Conference & Expo, and Exhibitors and Sponsors agree to pay all taxes or fines that may be levied or due as the result of the Exhibitors or Sponsors booth at the Snap Out Of It! Women's Conference & Expo.

All electrical wiring on booths and equipment must conform to federal, state, municipal, and any other applicable codes or laws. All hazardous items must be properly safeguarded, protected, registered, and/or avoided in accordance with applicable federal, State, and municipal regulations.

Limit of Liability

Exhibitors and Sponsors agree to pay promptly for any and all damage to the Plano Centre or any other building the Snap Out Of It! Women's Conference & Expo is conducted within and its equipment, incurred through carelessness or otherwise, caused by the Exhibitors and Sponsors, his/her/ its employees, agents, contractors, and representatives. Exhibitors and Sponsors acknowledge that

RD2MP does not maintain insurance covering damage, destruction, or loose of Exhibitors and Sponsors property. Accordingly, it is the sole responsibility of Exhibitors and Sponsors to obtain fire, theft, liability, business interruption, property damage and/or other insurance covering such and other losses. It is expressly understood by Exhibitors and Sponsors that neither RD2MP nor its employees, agents, or representatives shall be responsible for or otherwise liable for damage or injury to Exhibitors and Sponsors, including Exhibitor and sponsor guests, invitees, employees or agents person, business or property as a result of robbery, fire, water, accident or any other cause whatsoever. Should loss occur, Exhibitors and Sponsors are encouraged to report it immediately to a security attendant. If the Exhibitors and Sponsors exhibit material or personnel fail to arrive, Exhibitors and Sponsors are nevertheless responsible for the full cost of the booth space

rental and no refund shall be forthcoming. Exhibitors and Sponsors expressly hold RD2MP harmless and hereby expressly releases RD2MP from any and all

claims and actions, including without limitation, claims and actions arising out of the postponement or cancellation of the Conference & Expo, and claims and actions directly or indirectly related to any loss, damage, or injury incurred by Exhibitors and Sponsors or their guests, invitees, agents, contractors, or

employees.

Notwithstanding the foregoing, in the event this contract or any of the terms of this contract are not enforceable by a court of competent jurisdiction, Exhibitors and Sponsors hereby expressly agree the maximum liability of RD2MP arising out of any tort, contract, legal or equitable claimer cause of action, whether cumulative or singular, joint or several, shall be limited to Exhibitors and Sponsors rent paid to RD2MP for the booth space.

Indemnity

Exhibitors and Sponsors will protect, indemnify, defend, save, and hold harmless RD2MP and its corporate parents, agents, officers, and employees against all claims, liabilities, losses, damages, government charges, and costs (including attorneys’ fees) arising out of, caused by, or related to (1) Exhibitors and Sponsors installation, removal, maintenance, occupancy, or use of the exhibition premises or any apart thereof; (2) any act or omission to act of Exhibitors and Sponsors or it’s guests invitees, employees, agents, or contractors; (3) the use of any patents, trademarks, copyrights, or other intellectual property rights owned by a third party; or (4) any breach by Exhibitors and Sponsors or RD2MP of it’s obligations under this Contract. Exhibitors and Sponsors will protect, indemnify, defend, and save the exhibit venue and the host city for RD2MP, including its divisions and its employees and agents, harmless against all claims, losses, and damages to persons and property, governmental charges or fines, and attorney’s fees arising out of or caused by Exhibitors’ and Sponsors negligence, recklessness, or intentional misconduct of the venue and the host city, or its divisions, employees, or agents.

Cancellation or Change of Exhibition Venue or Date(s)

If the premises in which the Snap Out Of It! Women's Conference & Expo is conducted becomes unfit for occupancy is substantially interfered-with due to any cause not within the control of RD2MP the Snap Out Of It! Women's Conference & Expo may, at its sole discretion be canceled, relocated, or delayed. Exhibitors and Sponsors understand and acknowledge that RD2MP shall not be responsible for delays, damage, loss, increased costs, or other unfavorable conditions arising out of causes not reasonably within the control of RD2MP including without limitation, fire, casualty, flood, epidemic, earthquake, explosion, accident, blockage, embargo, inclement weather, government restraints, act of public enemy or civil disturbance, impairment, or lack of adequate transportation, inability to secure sufficient labor, technical or other personnel, municipal, state, or federal laws, or acts of God. Should RD2MP cancel, relocate, and/or delay the Snap Out Of It! Women's Conference & Expo pursuant to any of the foregoing, Exhibitors and Sponsors hereby waives any and all claims for injury, loss, or damage arising there from.

Compliance with Rules

Exhibitors and Sponsors assume all responsibilities for compliance with all show rules and applicable and pertinent ordinance, regulations, and codes of

local, state, and federal government bodies concerning fire, safety, and health, as well as with the rules and regulations of operators and owners of the property and facility in which the Snap Out Of It! Women's Conference & Expo is held. Any Exhibitors and Sponsors not complying with rules, ordinances, regulations, and codes may be required to dismantle its exhibit and may be required to vacate the premises forthwith. In such event, no refund will be given to Exhibitors and Sponsors, and RD2MP shall not be responsible for any damages, costs, or losses suffered by Exhibitors and Sponsors. This contract may be canceled by Exhibitors and Sponsors if written notice is delivered to and received by RD2MP no later than;

(a) March 29th 2010 all money paid will be returned to the exhibitor minus a $50.00 processing fee,

In the event RD2MP receives notice of cancellation;

(b) after March 29th 2010 Exhibitors and Sponsors shall remain responsible for the full payment of the booth space rental, including

all costs and attorney’s fees incidental to the collection of same.

In the event Exhibitors and Sponsors fail to make payment in full by date indicated on the RD2MP invoice, or fail in any respect to comply with all terms of this contract, RD2MP Preserves the right to cancel this contract with or without

notice to Exhibitors and Sponsors and all rights of Exhibitors and Sponsors hereunder shall immediately cease and terminate.

Entire Agreement

These items constitute the entire agreement between Exhibitors and Sponsors and RD2MP, and such agreement may not be modified except in writing. If any provision is invalid or unenforceable under applicable law, it is to that extent deemed omitted and the remaining provisions will continue in full force and effect. This Contract will be construed in accordance with the law of the State of Texas, regardless of the location of the Snap Out Of It! Women's Conference & Expo and any claim, action, or proceeding shall be commenced in the state of Texas.

The "Snap Out of It!" Women’s Conference and Expo offers an Exhibitors Package to allow Exhibitors to demonstrate their products and services in a dedicated exhibition area.

Signing up as exhibitor at the "Snap Out of It!" Women’s Conference offers you a unique opportunity:

Expose your products to a large number of NEW potential clients!

Network and form strategic alliances with other Exhibitors!

Showcase yourself and your products!

Other Information for Exhibitors

Exhibition area will be open during the entire conference

Exhibition areas are provided Draped and Piped with 8x10 Table topped and skirted

Sharing of booth with one additional Exhibitor is permitted at additional cost

Company ID Sign, 2 Chairs, Waste basket, 2 entry fees

WIFI access to the Internet is provided by the Plano Center

Electricity is provided via the Plano Center at a nominal fee.

Company or product recognition will appear on the "Snap Out of It!" Conference 2010 website and conference program