Terms and Conditions

You must be a registered attendee of the conference to participate in Crossroads’ room block at the JW Marriott Nashville. Once registered, attendees can book a room at the JW Marriott Nashville via the link on the confirmation page. You are responsible for making your own hotel and travel arrangements.

Hotel reservations at the JW Marriott Nashville are on a first-come, first-served basis and sell out early. Crossroads cannot guarantee that you will have a discounted hotel room rate. Crossroads suggests that you reserve hotel rooms upon receipt of the conference registration confirmation e-mail. You must contact the JW Marriott Nashville directly to make changes to a hotel reservation.

Information provided by you is subject to Crossroads’ privacy policy.

By attending the conference and related events, you consent to having your image, voice, likeness, presentation and/or other copyrightable material recorded, including but not limited to video, audio, and still photography. You hereby grant Sponsor the right to use any material and/or recordings taken at the conference and related events, including but not limited to press release(s), marketing materials, and other publications, at any time without giving you additional notice or providing you any compensation.

The Crossroads Speed Networking events are semi-private, one-on-one meetings between pharmaceutical companies and state Medicaid officials. Crossroads facilitates Speed Networking meetings at pre-scheduled dates and times during the conference. Speed Networking is an optional event, and pharmaceutical companies must ask to participate during registration.

The Sponsor assigns Speed Networking meetings by priority status: first by a pharmaceutical company’s sponsorship level (if applicable), followed by the date of registration in chronological order.

Each pharmaceutical company will be granted a maximum of three (3) one-on-one meetings. If there are multiple attendees from the same pharmaceutical company, those attendees are responsible for choosing which person(s) (up to two are permitted) will be representing their company during their company’s Speed Networking meetings.

Sponsor reserves the right to deny meeting requests and refuse access for any reason whatsoever at its absolute and sole discretion, to the fullest extent allowed by law.

To maximize the conference experience and success of the event, you must not extend invitations, schedule or hold meetings, or otherwise encourage absence of attendees or exhibitors from the conference during the official hours of the conference. Please consult the agenda for official conference hours.

Crossroads and/or any of its conference events may be cancelled or rescheduled by Crossroads in its sole discretion at any time. Events that may lead to cancellation or rescheduling include, but are not limited to, (a) acts of God; (b) flood, fire, earthquake, inclement weather, epidemic, other disaster or catastrophe, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order, law, or actions; (e) embargoes or blockades; (f) national or regional emergency; (g) strikes, labor stoppages or slowdowns, or other industrial disturbances; (h) telecommunication breakdowns, power outages or shortages, lack of warehouse or storage space, inadequate transportation services, or inability or delay in obtaining supplies of adequate or suitable materials; and (i) other events beyond the reasonable control of Crossroads.

You hereby expressly release Sponsor, its officers, directors, employees, agents, servants’ employees, subsidiaries, and affiliates, from any and all claims for damages or losses (including but not limited to travel costs and expenses) sustained by you as a result of any cancellation or rescheduling.

Sponsor assumes no liability or responsibility for damage, loss, or theft of property, or injury (including death) to any person. You must not bring anything into the conference space that could be deemed or could cause a safety hazard. All security concerns should be reported to hotel security immediately. Hotel security may take whatever measures it deems appropriate, without prior notice, to ensure the health, safety, and welfare of Crossroads attendees. You must comply with the directions of the hotel security team and with these Terms and Conditions.

If you are a government official or employee, you must comply with all applicable rules imposed by your governmental agency, including those governing acceptance and disclosure of gifts.

The fact that the Crossroads conference may bring together industry competitors and other market participants makes attendees vulnerable to antitrust scrutiny and can expose attendees to State and Federal antitrust claims.

Section 1 of the Sherman Act, a key US antitrust law, prohibits any agreement between two or more companies that results in an unreasonable restraint of trade. Violating the Sherman Act is a felony that can result in imprisonment for up to 10 years, in addition to civil penalties and reputational damage.

Under the antitrust laws, company employees are not allowed to discuss certain topics with competitors including during a conference’s scheduled sessions or side discussions. Company employees should heed the following warnings, which apply to all contacts with a company’s competitors, when attending meetings during Crossroads to avoid running afoul of the antitrust laws.

You should not discuss your company’s non-public, competitively sensitive information with competitors, including:

• Current or future pricing and discounts.
• Bid amounts and terms, including decisions whether to bid or not bid.
• Output or capacity levels.
• Limits on sales levels or sales of certain products to certain regions.
• Customers.
• Key contract or sale terms.
• Salaries and wages, or limitations on hiring a competitor’s employees.
• Strategic plans.
• Business expansion or contraction plans.
• Planned geographic growth.

In addition, do not:

• Agree to, or discuss, refusing to do business with any competitor, customer, or company in the supply chain.
• Agree to, or discuss, any limitations on your company’s activities or independent decision-making, such as changing the way you adjust pricing or make output decisions.
• Exchange non-public, competitively sensitive information with competitors.

Any type of joint effort with other conference attendees, including data exchanges, joint ventures, or lobbying efforts, should first be vetted by your company’s legal counsel. We also want to avoid creating the appearance of illegal collusion, or that inappropriate communications or information exchanges are taking place. Any meeting with a competitor could later be interpreted as evidence of an illegal information exchange or of cartel activity. As much as possible, avoid side-meetings and conversations with your competitors during the conference.

Stopping the Conversation
Cartel agreements are agreements between competitors to fix prices, alter output, allocate markets or customers, or rig bids. This type of behavior is per se illegal, meaning there is no justification. It is automatically illegal. If these topics come up during a conference meeting:

• Interrupt the meeting and suggest pausing the conversation until it can be vetted by your company’s counsel.
• If, after vocally objecting, the conversation continues, state that you are leaving the meeting and ask that the minutes reflect your concern and departure.
• Promptly leave and immediately contact your company’s counsel.

It is possible that, if discussion steers towards a sensitive topic, it will be less obvious or overt than the per se violations discussed above. For this or other reasons, it may not be feasible to immediately interrupt or leave the discussion. If that happens:

• Avoid participating in the discussion.
• If you feel comfortable, suggest that the discussion be delayed until vetted by counsel.
• If the discussion continues, leave as soon as possible.
• Immediately contact your company’s counsel.

If an inappropriate discussion arises during a side conversation in which you are involved, insist that it end immediately. If it continues, announce your intent to leave because you feel it violates the law. Leave, and immediately contact your company’s counsel.

Permissible Conduct and Information Exchanges
Lawmakers and regulators recognize that trade associations, standard-setting organizations, and others often promote competitively benign or procompetitive activities, such as:

• Collecting publicly available information about the industry, organizing it, and disseminating it to industry participants.
• Setting industry standards that increase product interoperability, compatibility, or safety.
• Creating a public website that informs customers about a complicated industry.
• Lobbying efforts.
• Coordinating collection and exchange of historical, aggregated industry data.
• Sharing non-strategic technical or scientific data that results in consumer benefits.

To that end, not all information exchanges with competitors are prohibited. There are safe harbors to guide information exchanges with procompetitive or benign purposes. Generally, information is not considered competitively sensitive if it is:

• Three or more months old.
• Collected and aggregated by a third party.
• Data aggregated from five or more firms, where no firm counts for more than 25% of the aggregated value, and it is impossible to identify any individual firm.
• Highly technical and nonstrategic.

Procompetitive or benign information exchanges that reduce fraud or confer consumer benefits are particularly encouraged. Nonetheless, all information exchanges with conference attendees should be cleared in advance with your company’s counsel.
If you receive any documents containing non-public, competitor, or industry information at a conference or trade association meeting (for example, if a customer gives you a document that includes information about a competitor), make a notation on the document listing the source, date, and context in which you received it, so that it is clear to a reader that the document is not evidence of an anticompetitive information exchange. Contact your company’s counsel if you think the document could be viewed as evidence of prohibited activity.

After the Meeting
If, after a conference meeting you become concerned about a topic that was discussed, immediately contact your company’s counsel. Do not discuss the topic further with other participants.

Sponsor strictly prohibits and does not tolerate unlawful discrimination against attendees, participants, or any other covered persons because of race, color, religion, creed, national origin or ancestry, ethnicity, sex (including pregnancy and sexual orientation), gender (including gender nonconformity and status as a transgender individual), marital status, age, physical or mental disability, citizenship, past, current, or prospective service in the uniformed services, genetic information, other protected classes recognized by applicable Florida or local law, or any other characteristic protected under applicable federal, state, or local law. All Sponsor employees, other workers, and representatives are prohibited from engaging in unlawful discrimination.

Sponsor will comply with the applicable provisions of the Americans with Disabilities Act (ADA), as amended by the ADA Amendments Act, the Florida Civil Rights Act of 1992, and all applicable state and local law. Consistent with those requirements, Sponsor will to the extent required by applicable law reasonably accommodate any qualified individual with a disability if such accommodation would allow the individual to attend and participate in Crossroads, unless doing so would create an undue hardship. If you believe you will need an accommodation, please refer any such request to the Crossroads staff. If your request is not dealt with promptly, please refer such request to Sponsor’s Co-CEO’s: George Kitchens, Matthew Dull or Gregory Kitchens).

As an additional condition of your participation in any Crossroads event (the “Activity”), you covenant and agree as follows:

“I hereby irrevocably and unconditionally agree for myself, my personal representatives, spouse, successors and permitted assigns, heirs, and next of kin, as follows:

1. ASSUMPTION OF RISK. My choice to participate in the Activity is knowing, voluntary, and made for my personal and professional enjoyment. I understand that participation in the Activity involves inherent risks and dangers of accidents, rescue operations, emergency treatment, property loss or damage, serious personal and bodily injury, death, and severe personal and economic losses. These may result not only from my own actions, inactions, or negligence, but also from the actions, inactions, or negligence of others, or the condition of the facilities, equipment, or vehicles. Further, there may be other risks not known to me or reasonably foreseeable at this time. I understand and I have considered the risks involved, and I voluntarily and freely choose to assume these risks.
2. RELEASE FROM LIABILITY. I fully and forever release and discharge Sponsor, other persons involved in promoting, making arrangements concerning, or delivering goods or services in connection with, the Activity (including (i) ARTIA SOLUTIONS, LLC; (ii) THE GARNER GROUP, LLC; and (iii) THE PRICING GROUP, LLC), and their officers, directors, shareholders, members, managers, employees, and agents (collectively referred to in this Release and Waiver of Liability as “Releasee”), from any and all injuries (including death), losses, damages, claims (including negligence claims), demands, lawsuits, expenses, and any other liability of any kind, of or to me, my property, or any other person, directly or indirectly arising out of or in connection with my participation in the Activity, even if they are due to the negligence, injudicious act, omission, or other fault of Sponsor. This waiver and release does not extend to other actions that applicable law does not permit to be released by agreement.
3. INDEMNITY. I will defend, indemnify, hold harmless, and reimburse Releasee from and for all damages, losses, costs, or expenses (including legal fees) incurred by Releasee or paid by Releasee to any person (including me or my insurers) in respect of any accident, injury (including death), loss, or property damage, however caused or resulting from, arising out of, or otherwise in connection with my participation in the Activity. I will reimburse Releasee if anyone makes a claim against Releasee in connection with my participation in the Activity, including, without limitation, any accident I may be involved in or any injury, loss, damage to me, other parties or property however caused.
4. COVENANT NOT TO SUE. I will not initiate any claim, lawsuit, court action, or other legal proceeding or demand against Releasee, or join or assist in the prosecution of any claim for money or other damages which anyone may have, on account of injuries (including death), losses, or damages sustained by me, other parties, or my (or others’) property in connection with my participation in the Activity, and I waive any right I may have to do so. This means that I cannot sue to hold Releasee responsible for any injury, loss, or damage sustained by me, other parties, or my (or others’) property in connection with the Activity, even if it is due to the ordinary negligence, injudicious act, omission, or other fault of Releasee.
5. MEDICAL EXPENSES. I hereby consent to receive medical treatment that may be deemed necessary in the event of any illness, accident, or injury, or medical emergency resulting from or in connection with my participation in the Activity. I understand that I am solely responsible for all costs related to such medical treatment and any related medical transportation and/or evacuation. I hereby release, forever discharge, and hold harmless Releasee from any claim based on such treatment or other medical services.
6. PUBLICITY. I hereby grant Sponsor, without limitation, the right to use my name and likeness in connection with the Activity for any publicity without further compensation or permission.

BY SIGNING, I ACKNOWLEDGE THAT I HAVE READ AND UNDERSTOOD ALL OF THE TERMS AND CONDITIONS, INCLUDING THE FOREGOING, AND THAT I AM VOLUNTARILY GIVING UP SUBSTANTIAL LEGAL RIGHTS, INCLUDING THE RIGHT TO SUE RELEASEE.

IN NO EVENT SHALL RELEASEE’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE REGISTRATION FEES PAID BY YOU TO SPONSOR.

ATTENDEE HEREBY STATES THAT ATTENDEE HAS READ AND UNDERSTOOD THIS LIABILITY WAIVER AND RELEASE, HAS HAD THE OPPORTUNITY TO HAVE LEGAL COUNSEL REVIEW THIS LIABILITY WAIVER AND RELEASE, AND IS AWARE THAT BY AGREEING TO THIS LIABILITY WAIVER AND RELEASE, ATTENDEE IS WAIVING CERTAIN LEGAL RIGHTS WHICH ATTENDEE OR MEMBERS OF ATTENDEE’S FAMILY, HEIRS, NEXT OF KIN, EXECUTORS, ADMINISTRATORS, REPRESENTATIVES, SUCCESSORS AND ASSIGNS MAY HAVE AGAINST RELEASEE.

Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, or any Crossroads event, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitration shall be handled by a single arbitrator who is a member of the Florida Bar and shall occur in Leon County, Florida. Except as otherwise provided in these Terms and Conditions, questions of arbitrability shall be decided by the arbitrator. The parties shall be entitled to conduct discovery in accordance with the Florida Rules of Civil Procedure, subject to limitation by the arbitrator in order to secure just and efficient resolution of the dispute. If the amount in controversy exceeds $5,000, the arbitrator’s decision must include a statement specifying in reasonable detail the basis for and computation of the amount of the award, if any. The parties agree to an arbitration on an individual basis. In any dispute, NEITHER YOU NOR SPONSOR WILL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER PERSONS IN COURT OR IN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER, OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision will be severed and the remaining arbitration terms will be enforced. On all other questions presented for arbitration, each party shall bear such party’s own attorneys’ fees and costs. Notwithstanding the other terms of these Terms and Conditions, either party may seek injunctive relief in the Circuit or County Court for Leon County, Florida, and only in such court.

The recitals stated at the beginning of this document, the provisions of the foregoing to which these Terms and Conditions are attached or with which they are electronically combined, and the provisions of any documents designated as attachments hereto, are incorporated into and made a part of these Terms and Conditions and all said documents and provisions together form one agreement (this “Agreement”). This Agreement constitutes the entire understanding of the parties with respect to the subject matter hereof and supersedes any and all prior letters, agreements, communications, and memoranda of understanding. This Agreement may not be amended, and no obligation hereunder shall be deemed waived, except by a writing signed by the party against whom enforcement of the modification is sought. Any failure to enforce any provision of this Agreement shall not constitute a waiver thereof or of any other provision. Time is of the essence of this Agreement. If any provision in this Agreement is held by a court of competent jurisdiction or arbitrator to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. The provisions of this Agreement shall bind and inure to the benefit of the parties and their respective heirs, personal representatives, successors, and permitted assigns. Except as otherwise expressly set forth herein, nothing in this Agreement, expressed or implied, is intended to or shall confer on any person other than the parties hereto, or their respective successors or permitted assigns, any rights, remedies, obligations, or liability under or by reason of this Agreement. The various headings and titles used herein are for convenience only and shall not affect the interpretation of any of the provision hereof. All personal pronouns used in this Agreement, whether used in the masculine, feminine, or neuter gender, shall include all other genders; and the singular number shall include the plural, and vice versa. The parties hereby acknowledge that this document is a product of intense negotiation between the parties and agree that any interpretation hereof shall not be construed against the drafter hereof. This Agreement may be executed in counterparts, all of which when taken together shall be deemed a fully executed original. A legible facsimile or electronic (including “pdf”) copy of this Agreement, and any signatures thereon, shall be considered for all purposes as an original. Each party hereby agrees to execute all such further instruments and documents and to take all such further action as the other party may reasonably request in order to give effect to the provisions and purposes of this Agreement. This Agreement shall be governed by the laws of the State of Florida, without reference to conflict of laws principles. Any assignment of this Agreement by you shall be void in the absence of express written consent to the assignment by Sponsor. Subject to the provisions of this Agreement relating to arbitration, each party consents to personal jurisdiction and venue, for any action involving any controversy or claim arising out of or relating to this Agreement, in the Circuit or County Court in and for Leon County, Florida, and agrees that any such action shall be brought and maintained exclusively in such Court. EACH PARTY WAIVES THE RIGHT TO JURY TRIAL with respect to any controversy or claim arising out of or relating to Crossroads or this Agreement. If any legal action shall be instituted to enforce Attendee’s obligation to make payment under this Agreement, the prevailing party shall be entitled to recover its costs and reasonable attorneys’ fees, including those incurred on appeal. If any legal action shall be instituted to interpret or enforce any other terms or conditions of this Agreement, each party shall bear such party’s own attorneys’ fees and costs.

Each party agrees that the electronic signatures, whether digital or encrypted, of the parties included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. “Electronic Signature” means any electronic sound, symbol, or process attached to or logically associated with a record and executed and adopted by a party with the intent to sign such record, including facsimile or email electronic signatures, pursuant to the Electronic Signature Act of 1996 (§ 668.001 et seq., Fla. Stat.) and the Uniform Electronic Transactions Act (§ 668.50, Fla. Stat.) as amended from time to time.

“Crossroads: An Artia Solutions Conference” is an event hosted by CROSSROADS AN ARTIA SOLUTIONS CONFERENCE INC, a Florida not-for-profit corporation, 414 E Bloxham Street, Suite 501, Tallahassee, FL 32301 (the “Sponsor”). Sponsor is an organization exempt from federal income tax under 26 U.S.C. § 501(c)(4).