Terms and Conditions of Speaker Participation at Consensus

Effective Date: May 2025.

These are the terms and conditions (the “Agreement”) governing your attendance at and participation in Consensus 2025 (the “Conference”), which will take place from May 5, 2025 to May 7, 2025 at the Miami Beach Convention Center and various locations in downtown Miami Beach (the “Venue”).

By completing the onboarding process (“Onboarding Process”) to be a speaker of the Conference you agree to these terms, which form a binding legal contract between CoinDesk, Inc. (“Company” or “we”) and you, the speaker (“Speaker” or “you”). If you are onboarding on behalf of another individual, it is your responsibility to ensure the participant is aware of these terms and accepts them. By completing the Onboarding Process on behalf of another individual as Speaker you (a) represent and warrant that (i) you have the full authority to onboard and register the Speaker and to bind the Speaker to the terms hereof; (ii) you have made the Speaker aware of these terms and that they have accepted these terms; and (b) you shall indemnify, hold harmless and defend Company, its affiliates, and their respective officers, directors, employees, and agents from any claims arising out of such representation and warranty.

1. Speaker Requirements
1.1. Admittance. our registration as a Speaker entitles you to admittance at no charge to the Conference. Any and all other costs associated with your attendance at the Conference shall be borne solely by you, and the Company shall have no liability for such costs.

1.2 Recordings; Use of Your Participation and Name and Likeness. By attending and speaking at the Conference, you hereby agree and acknowledge that:
1.1 the Conference will be recorded, filmed and photograph (the “Recordings”) and we will own the Recordings; and
1.2 we, our employees, assignees and licensees may (i) copy, display, reproduce, edit, distribute, create derivative works of and otherwise use your comments, performance, speech(es) and presentations (collectively, “Your Participation”) as captured by the Recordings, and (ii) use your image, likeness, and voice as captured by the Recordings or submitted by you to the Company, and your name (collectively, “Name and Likeness”), worldwide, in perpetuity, in any and all media, now known or hereafter developed, for any purpose, including without limitation for the marketing, advertising and promotion of the Conference and Company, without any further approval from you or any payment to you. This grant to Company includes, but is not limited to, the right to allow others to use or disseminate the Recordings

2. Recordings; Use of Your Participation and Name and Likeness.
2.1. Admittance. Subject to full payment by you of any applicable registration fees (“Registration Fees”), your Registration entitles you to admittance to the Conference. You acknowledge and agree that certain events at the Conference are subject to capacity restrictions and are available on a first come, first served basis. Any and all fees, expenses or other costs associated with your attendance at the Conference (including without limitation travel and accommodation expenses) shall be borne solely by you, and Company shall have no liability for such costs.

1.3. Conference Consensus Content. You acknowledge and agree that the Company, in its sole discretion, reserves the right to change any and all aspects of the Conference, including but not limited to, the Conference name, themes, content, program, speakers, performers, hosts, moderators, venue, and time.

1.4. In preparation, you agree to:
a. meet all program-related deadlines provided to you by Company, including but not limited to deadlines for slides, handouts, A/V requests, etc.;
b. participate in two rehearsal/prep sessions at mutually convenient times to be arranged;
c. promote your session (“Session”) through your social networks (Facebook, Twitter, LinkedIn, personal and company websites, etc.) (“Your Social Posts”) using the social media language, links and hashtags provided to you by Company’s session coordinator prior to the Session (the “Social Media Guidelines”);
d. use the presentation and handout templates and logos provided to you by Company (“Company Presentation Materials”) for any presentations and/or handouts Participant may utilize in connection with the program;
e. only use the Company Presentation Materials as provided by Company and in accordance with its branding guidelines (the “Branding Guidelines”); and
f. not use the Company Presentation Materials in any way except in connection with your Session.

2. Speaker Concessions.

2.1. Company provides all Speakers with a complimentary registration to the Conference (“Complimentary Pass”). If you would like one, Company will provide one additional pass (“Plus One”) for your handler or staff that you may need to assist during Your Participation. All other fees associated with participation in the Conference, including but not limited to registering handlers or staff additional to your Plus One (“Additional Passes”), are at the Speaker’s expense unless otherwise agreed to between you and Company in writing.

3. Registration Confirmation.

3.1. Once you have been registered for the Conference, you will receive your registration confirmation by email. Please ensure that your email is entered correctly on the speaker onboarding form. Be sure to check your junk email box in case any of your Company email(s) are caught by spam filters.

3.2. You will receive essential information for registering your Plus One electronically at the email address that is provided on your speaker onboarding form.

4. Cancellation and Substitution Policy
4.1. No refunds for Additional Passes will be provided, regardless of the reason for cancelling; however, substitutions (subject to availability) may be arranged at the sole discretion of Company in accordance with the Attendee Change Policy below. Please direct any questions with regard to attendee registration to events@coindesk.com.

4.2 Cancellation Policy: Please note, in the event that the Conference is abbreviated or cancelled because of circumstances beyond Company’s control, including but not limited to civil disturbance; earthquake; electrical outage; explosion; fire; freight embargo; strike or labor unrest; flood, hurricane, pandemic, tornado, or other acts of God; or an act of war, terrorism, any government (de facto or de jure), or any government agency or official, Company reserves the right, in its sole discretion, to unilaterally cancel the Conference. In these circumstances, or in the event Company cancels the Conference for any other reason, in its sole discretion, you expressly agree to waive any claim you may have against the Company for damages or compensation, including but not limited to fees for registration, housing, airfare, and/or incidental charges.

5. Privacy Policy
5.1. Company owns and operates conferences and is committed to protecting the privacy of its attendees. Company does not rent, share, or sell your contact information or other personal information to any third parties. Your information will be subject to Company’s privacy policy, which is available at: coindesk.com/privacy.

6. Prohibited Conduct
6.1. Conference passes: Limitations on Use. You agree not to sell, trade, transfer, or share your Complimentary Pass, Plus One and Additional Passes’ codes or badges. If, in its sole discretion, Company determines that you have violated the foregoing policy, Company may, at its discretion, cancel your Complimentary Pass, Plus One and/or Additional Pass registration(s), retain any payments made by you, and/or ban you from future Company conferences.

6.2. Disruptive Conduct. You acknowledge and agree that Company reserves the right to remove you from the Conference if Company, in its sole discretion, determines that your presence or behavior creates a disruption or hinders the Conference or the enjoyment of the Conference by other attendees.

6.3. Photography, Recording, Live Streaming, and Videotaping. You agree not to record or broadcast audio or video of sessions at the Conference, including without limitation Your Participation, without written pre-approval from CoinDesk (email to suffice).

6.4. Unethical/Non-Compliant Marketing. Company reserves the right to deny admission to anyone who engages in or is reputed to engage in unethical or non-compliant marketing practices.

6.5. In addition to the requirements and prohibitions set forth in this Section 6, if speaker is found to have engaged in any Prohibited Conduct (as defined in this section), Company may also exclude you or any prospective attendee for an Additional Pass or Plus One (“Prospective Attendee”) from registering for or attending the Conference, in Company’s sole reasonable discretion. Furthermore, Company reserves the right to cancel, in its sole discretion, any attendee’s registration upon refund of the admission fees paid to Company; provided, however, that if your or a Prospective Attendee’s registration is cancelled, or if you or a Plus One or Additional Pass attendee is removed from the Conference, for violating any prohibition or requirement set forth in this Section 6, Company may retain any and all fees paid.

7. Intellectual Property
7.1. Excluding Your Materials (as defined below), all intellectual property rights in and to the Conference, the Company Presentation Materials, the Conference content, and all materials distributed at or in connection with the Conference (collectively, “Conference Content”) are owned by and will remain the property of Company or the other Conference sponsors or speakers presenting at the Conference. Subject to the limited license to the Company Presentation Materials as set forth in Section 7.1 below, you may not use or reproduce or allow anyone to use or reproduce any Conference Content, trademarks, service marks, logos, names (including without limitation “CoinDesk”) or other trade names (“Marks”) appearing at the Conference for any reason without the prior written permission of Company.

7.2. Company hereby grants you a limited, non-transferable, non-sublicenseable, license to copy, display, and perform the Company Presentation Materials during the Conference solely as incorporated into your presentation slides and presentation handouts in connection with Your Participation and solely in accordance with the Branding Guidelines. In addition, Company hereby grants you a limited, non-transferable, non-sublicenseable, license during the Conference to copy and display the Company Marks provided to you for use in Your Social Posts, solely as incorporated in Your Social Posts and in accordance with the Branding Guidelines and the Social Guidelines.

7.3. For the avoidance of doubt, nothing in this Agreement shall be deemed to vest in you any legal or beneficial right in or to any trademarks or other intellectual property rights owned or used under license by Company or any of its affiliates; nor does this Agreement grant to you any right or license to any other intellectual property rights of Company or its affiliates, all of which shall at all times remain the exclusive property of Company and its affiliates.

7.4. You shall own all right, title and interest in and to Your Social Posts, your pre-existing materials, and any other materials provided for, or created by, you in connection with Your Participation and to your trademarks, logos and marks (“Your Materials”), excluding (a) any and all materials specifically created solely for CoinDesk’s use at the Conference; (b) materials incorporating Company’s intellectual property, including without limitation the Company Presentation Materials and any and all Company or Conference Marks; and (c) the Conference Content and the Marks. To the extent you provide Your Materials to Company for use in the Conference, including without limitation your trademarks, logos and marks, or make available Your Materials to Conference attendees, you hereby grant Company a non-exclusive, worldwide, royalty free license to use, reproduce, and distribute Your Materials in connection with the Conference.

8. Representations and warranties; Indemnity

8.1 Representations and Warranties.You represent and warrant that:
a. You have the power and authority to grant the rights granted herein;
b. You are the sole author of Your Materials and Your Participation and/or you have obtained all necessary consents, licenses or permissions from others for us to use Your Materials and Your Participation (including but not limited to clearances and/or permission from all persons appearing and/or rendering services in connection with Your Materials and/or Your Participation and including all permissions for any third party material included in Your Materials and/or Your Participation;
c. Your Materials and/or Your Participation does not violate or infringe on any proprietary rights of any third party, including without limitation any intellectual property rights, rights of publicity or rights of privacy;
d. Your Materials and Your Participation are factually accurate, do not contain anything defamatory or otherwise unlawful or inappropriate;
e. If Your Materials and/or Your Participation include any musical compositions and/or recordings, you will obtain, or have obtained, all necessary clearances and permissions to any underlying musical rights (including for example the public performance, mechanical and synchronization rights) in relation to Your Materials or Your Participation;
f. You shall comply with the Social Media Guidelines and all Federal Trade Commission and other federal, state and local laws, regulations, guidelines, decrees, and policies governing disclosures, endorsements, and native advertising, and all applicable social media platforms’ terms, conditions and policies, in connection with Your Social Posts; and
g. You shall conduct yourself in a professional and civil manner and in accordance with the Company’s Code of Ethics as set forth in the Attendees Terms and Conditions found on the Consensus website.

8.2 Indemnity. You agree to indemnify and hold harmless Company, as well as its officers, directors, employees, agents and consultants from any and all claims, losses, damages, liabilities, judgments, or settlements, including attorney’s fees, costs and other expenses arising from or related to (i) your negligent acts or omissions or intentional misconduct in connection with Your Participation or the Conference; and (ii) a breach or alleged breach of this Agreement, including without limitation any representations, covenants and warranties.

9. Waiver; Release of Claims
9.1. You attend the Conference at your own risk and you hereby release Company, its affiliates and their respective directors, officers, employees, and agents (collectively, the “Releases”), from any and all liability of Released Claims that You may have now or in the future, for any Loss in connection with your attendance at the Conference, its facilities and exhibits. You expressly agree to assume all risks of injury to you and any minors in your care that could arise as a result of your attendance at the Conference. You understand acknowledge that:
a. The scope of this release includes, but is not limited to, any Loss resulting from your attendance at and participation in the Conference, interaction with staff, any equipment, stairs, food, goods sold, virus or infectious disease, for any reason, including but not limited to, the Releasee’s negligence or other acts, whether directly connected to your participation or not.
b. "Released Claims" means any and all actions, claims or demands.
c. "Loss" means any loss, injury, death or property damage.
d. For the purposes of this Section 9.1, “You” means you, your assigns, heirs, guardians, next of kin, spouse, and legal representatives.

9.2. You agree not to assert any claim, action or demand against the Releasees in connection with the use of Your Materials, Your Participation and your Name and Likeness in connection with the Conference, and hereby release the Releases from and against any and all claims, actions and liabilities, whether known or unknown, that you now have or may have in connection with the use of Your Materials, Your Participation and your Name and Likeness as contemplated in this Agreement.

10. Disclaimer of Warranties, Limitation of Liability
10.1. Company gives no warranties in respect of any aspect of the Conference or any materials related thereto or offered at the Conference and, to the fullest extent possible under the laws governing this Agreement, disclaims all implied warranties, including but not limited to warranties of fitness for a particular purpose, accuracy, timeliness, and merchantability. The Conference is provided on an “as-is” basis. Neither Company nor its affiliates accept any responsibility or liability for reliance by you or any person on any aspect of the Conference or any information provided at the Conference.

10.2. Except as required by law, neither Company nor its affiliates shall be liable for any direct, indirect, special, incidental, or consequential costs, damages or losses arising directly or indirectly from the Conference or other aspect related thereto or in connection with this Agreement.

10.3. The maximum aggregate liability of Company for any claim in any way connected with, or arising from, the Conference or this Agreement, whether in contract, tort, or otherwise (including any negligent act or omission), shall be limited to the amount paid by you to Company under this Agreement.

11. Miscellaneous
11.1. Company’s failure to exercise any right provided for herein shall not be deemed a waiver of any further rights hereunder. Company shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Company’s reasonable control. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sub-licensable by you except with Company’s prior written consent. This Agreement shall be governed by the laws of the State of New York, without regard to its conflict of laws rules, and the parties shall submit to the exclusive jurisdiction of the courts sitting in New York County, New York. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and you acknowledge that you do not have any authority of any kind to bind the Company in any respect whatsoever.

11.2. By participating in the Conference, you agree to be actively engaged with the Company and will be added to the Company email distribution list. You will have the opportunity to amend your email subscription once confirmed.