EXHIBIT A – Terms & Conditions of Exhibit Application and Sublicense Agreements

The following terms and conditions shall automatically be incorporated by this reference
into any Sponsor/Exhibit Application and Sublicense Agreement submitted by Exhibitor
which is approved by Sublicensor (an “Agreement”), in accordance with Paragraph 2
below. Exhibitor must submit a Sponsor/Exhibit Application and Sublicense Agreement to
Sublicensor for approval and acceptance for each event sponsored by Sublicensor
(“Event”) in which Exhibitor wishes to participate. All references to “the Agreement” and
“the Event” shall mean in each case an individual Agreement accepted by Sublicensor
and the Event which is the subject of that Agreement.

  1. SUBLICENSE: By the acceptance of the Agreement, Sublicensor grants to Exhibitor a
    sublicense to use the exhibit space and related products and services (“Space and
    Services”) as described in the Agreement, solely for the Event which is the subject of the
    Agreement. Neither the execution of the Agreement nor Exhibitor’s participation at the
    Event shall be deemed or construed to create an employee/employer, principal/agent,
    partnership, joint venture or independent contractor relationship between Sublicensor and
    Exhibitor. The period of the sublicense shall be the duration of the Event, subject to
    Sublicensor’s right to terminate the sublicense as described herein. Neither Sublicensor’s
    acceptance of the Agreement nor Exhibitor’s participation at the Event shall obligate
    Sublicensor to approve Exhibitor’s request to participate in future Events.
  2. ACCEPTANCE BY SUBLICENSOR: The Agreement shall become binding and
    effective only upon execution and delivery of written acceptance of the Agreement by
    Sublicensor. Sublicensor’s written acceptance of the Agreement shall be deemed
    delivered to Exhibitor in the following instances: (1) Sublicensor places the executed
    Agreement in the US mail, postage prepaid, properly addressed to Exhibitor; (2)
    Sublicensor personally delivers the executed Agreement to Exhibitor, via courier service
    or otherwise; or (3) Sublicensor sends the executed Agreement to Exhibitor by facsimile
    or e-mail.
  3. SUBLICENSOR’S RIGHT TO TERMINATE: Exhibitor acknowledges and agrees that
    (1) Sublicensor may, at any time, whether prior to or during the Event, terminate the
    Agreement for reasonable cause, including without limitation the receipt by Sublicensor
    of any complaint concerning Exhibitor or any Affiliates, and failure by Exhibitor to fully,
    accurately, and completely disclose information requested by the Agreement or the
    Exhibitor Information Form, any violation of the Agreement, or a determination by the
    Sublicensor, based on information available to or obtained by Sublicensor from any
    source whatsoever, that Exhibitor’s type of exhibit, product or service is not appropriate or
    desirable for the Event; (2) any decision of Sublicensor to terminate the Agreement shall
    be final; and (3) Sublicensor will have no obligation and no liability to Exhibitor in the
    event of the termination of the Agreement for reasonable cause, other than any obligation
    pursuant to Paragraph 4 below, regarding the refunding of payments previously received
    by Sublicensor.
  4. RESERVATION, TERMINATION AND PAYMENT: Exhibitor shall pay Sublicensor a
    fee (“Package Fee”) for the sublicense granted under Paragraph 1 above based on the
    total cost of the Space and Services purchased by Exhibitor, as reflected on the
    Agreement. The Package Fee is solely for use of the Space and Services described on
    the Agreement and has not been computed with respect to or based upon any activity
    Exhibitor may conduct at the Event. All checks must be made payable to “CFPN” (the
    Sublicensor). Sublicensor reserves the right to submit checks and credit card charges for
    payment upon receipt. In the event Sublicensor elects not to accept the Agreement any
    payments previously received by Sublicensor with respect to that Agreement will be
    refunded. If at least 30 days prior to the commencement of the Event, Exhibitor notifies
    Sublicensor in writing that Exhibitor is terminating the Agreement or Sublicensor notifies
    Exhibitor in writing that Sublicensor is terminating the Agreement with respect to that
    Event, then the Agreement shall thereupon automatically and immediately be deemed
    terminated and payments previously received by Sublicensor with respect to that
    Agreement will be refunded. Exhibitor shall not have the right to terminate the Agreement
    later than 30 days prior to the commencement of the Event. Exhibitor acknowledges that
    Sublicensor will, in reliance upon the Agreement and prior to the start of the Event, incur
    various expenses and costs, including without limitation the opportunity cost for the
    exhibit space(s) reserved for Exhibitor’s use, and that it is not possible to measure
    damages for the loss of such investment of effort and loss of opportunity. Therefore, if
    Sublicensor terminates the Agreement pursuant to Paragraph 3 above for reasonable
    cause later than 30 days prior to the commencement of the Event, Sublicensor may, at its
    option, retain all amounts paid to Sublicensor as liquidated damages and in consideration
    for Sublicensors planning and preparation to provide the Space and Services requested
    by Exhibitor.
  5. SPACE ASSIGNMENT: Charter Financial Publishing Network determines Exhibit
    space assignments.
  6. EXHIBITOR SALES ACTIVITIES: Exhibitor agrees not to sell, or offer to sell, any
    investment, security, or other product or service, except in full compliance with all
    applicable laws, ordinances and treaties, including without limitation all state and federal
    securities laws. Exhibitor agrees not to make any false statement or omission of material
    fact to any investor or any purchaser of its products or services, and warrants that all of
    Exhibitor’s activities will be in full compliance with all applicable laws. Exhibitor agrees
    not to represent or imply to anyone, in writing, verbally, or otherwise, that Exhibitor or
    Exhibitor’s products or services have been endorsed or approved by Sublicensor.
  7. CHANGES TO THE AGREEMENT: Exhibitor may request changes to the Space and
    Services reflected on the Agreement, by submitting to Sublicensor a Space and Services
    Change Request Form, signed and dated by the Exhibitor. Exhibitor acknowledges that
    Sublicensor has no obligation to approve any changes requested by Exhibitor. Any
    changes approved and accepted by Sublicensor shall become effective upon written
    approval and acceptance by sublicensor in the manner described in Paragraph 2 above,
    and receipt of any additional payment by Sublicensor, if necessary.
  8. LIMITATION ON OTHER ACTIVITIES: Exhibitor acknowledges that Sublicensor has a
    legitimate business interest in attracting attendees, speakers, other exhibitors, media
    advertisers, sponsors and other participants (collectively, “Event Participants”) to the
    Event. Based on this and other legitimate business interests, and as consideration for
    Sublicensor’s execution and acceptance of the Agreement, Exhibitor agrees that during
    the term of the Event, Exhibitor will not conduct, sponsor or participate in any show,
    seminar program, promotion, concession, exhibit, or any other commercial or business
    activity marketed to or targeted at the Event Participants, either directly or indirectly, at
    any location or locations within a 10 mile radius of the facility in which the Event is being
    held (“Facility”). This limitation shall not apply to Exhibitor’s activities at the Event, any
    activities expressly approved by Sublicensor in writing prior to the Event, and, if
    applicable, Exhibitor’s ordinary and regular business activities conducted at or from such
    of Exhibitor’s permanent business offices as may be located within said 10 mile radius.
    Exhibitor further agrees it will not, without prior written permission, make: (i) any audio or
    visual recordings of any portion of the Event, including without limitation any
    presentations made at the Event; or (ii) any audio or visual recordings of any activities or
    presentations made within 10 miles of the Facility, if such activities or presentations are
    actively marketed to or targeted at the Event Participants.
  9. INSTALLATION AND DISMANTLING OF EXHIBITS: The location within the Facility
    designated by Sublicensor for all exhibit spaces (“Exhibit Area”) will become available for
    setup as early as is reasonably possible prior to the Event. If Exhibitor has not completed
    setup of its exhibit space at least one hour prior to the opening date and time of the
    Event, as scheduled by Sublicensor, Exhibitor may be deemed by Sublicensor to have
    forfeited the sublicense under Paragraph 1 above, whereupon Sublicensor, without
    obligation to Exhibitor, may resell, reassign, or use the exhibit space as deemed
    necessary or convenient to Sublicensor. In such event, no refund of any fees will be
    made to Exhibitor. Exhibitor shall not dismantle its exhibit until the Event closes on the
    last day of the Event. Exhibitor must remove all of Exhibitor’s property and materials from
    the Exhibit Area by the time and date established by Sublicensor. Any materials left after
    that time are subject to removal by Sublicensor or the Facility operator, at Exhibitor’s
    expense. Dismantling before the official closing time is prohibited. Violators will not be
    permitted to exhibit at future Sublicensor events.
  10. DISPLAYS/DISTRIBUTION: Exhibitor shall not exhibit, distribute, or permit to be
    exhibited in the Event any materials that are not part of its own regular products or
    services, nor shall Exhibitor be permitted to distribute any advertising material directly
    pertaining to products or services not regularly offered and provided by Exhibitor.
    Exhibitor is permitted to have informal presentations at its exhibit space regarding its
    products or services. The use of any sound amplification device must be approved by
    Sublicensor prior to the commencement of the Event, and must be limited to a low
    conversational level. Sublicensor reserves the right to prohibit the continued use of any
    sound amplification device or presentation that interferes with other exhibitors, exhibits, or
    attendees. Sublicensor must approve any other attention-getting devices in the form of
    entertainment or amusement prior to the commencement of the Event.
  11. PERIMETER OF EXHIBITS: Exhibitor shall not be permitted to interfere with any
    exhibit, impede access to another exhibit, or interfere with the free use of the aisle in front
    of any exhibit. No part of Exhibitor’s materials, products, or other property may exceed
    the area of exhibit space licensed pursuant to the Agreement. Exhibit personnel
    (including demonstrators, receptionists and models) and booth machinery shall be
    confined to the Exhibitor’s licensed exhibit space. No promotional literature or other
    marketing material shall be distributed by Exhibitor outside of its licensed exhibit space or
    workshop area without the prior approval of Sublicensor. Such approval, if granted, may
    require the payment of an additional charge.
  12. STAFFING OF EXHIBITS: Exhibit booths must be staffed at all times during the
    hours the Exhibit Area is open. All employees, agents and representatives of Exhibitor,
    including models, receptionists and demonstrators, must be properly and modestly
    clothed in business attire, and wear appropriate Event badges while in the Exhibit area,
    while presenting or staffing any workshops, seminars, hospitality suite or other
    conference activity, and while attending Event activities.
  13. ASSIGNMENT OF SUBLICENSE: Exhibitor is prohibited from sublicensing,
    assigning, subletting, transferring, swapping or sharing any part of an exhibit space,
    workshop, hospitality suite or other conference activity sublicensed hereby to Exhibitor, or
    otherwise assigning or transferring any rights, duties or obligations of Exhibitor hereunder.
  14. INSURANCE: Exhibitor shall obtain and maintain throughout the term of the Event,
    liability insurance providing coverage against injuries to the person and property of others,
    with minimum limits that are commercially reasonable for the type of business and
    activities engaged in by Exhibitor. Exhibitor agrees to furnish evidence of such insurance
    upon reasonable request by Sublicensor. Exhibitor is advised to carry adequate insurance
    coverage for all property of the Exhibitor, insuring against loss by all risks. Exhibitor
    hereby waives all rights of subrogation against Sublicensor and the owner and manager
    of the Facility. All property of Exhibitor shall remain under Exhibitor’s custody and control,
    in transit to, within, or from the confines of the Facility. It is recommended that Exhibitor
    take precautionary measures of its own, such as the securing of small or easily portable
    articles of value.
  15. FIRE REGULATIONS: Exhibits must at all times meet the fire regulations as set by
    applicable codes, rules and laws. Smoking is prohibited in the Exhibit Area and other
    areas of the Facility utilized for the Event.
  16. SUBLICENSOR’S RIGHT TO MAKE CHANGES: Sublicensor reserves the right to
    make and amend rules and regulations governing the operation of the Event (except to
    the extent inconsistent with this Agreement), and to make changes regarding the floor
    plan of the Exhibit Area and other areas of the Facility utilized for the Event, and the
    schedule of the Event, as Sublicensor considers as advisable or convenient for the
    conduct of the Event. Sublicensor agrees to provide Exhibitor with notice, reasonable
    under the circumstances, regarding any such changes.
  17. FOOD DISTRIBUTION: Due to Facility exclusivity rights and health codes, any handouts of food or beverage must be approved by and may be required to be purchased
    through the Facility. Exhibitor must notify Sublicensor in advance regarding such food or
    beverage distribution.
  18. EVENT SCHEDULING: Sublicensor reserves the right to control the hours of
    operation at hospitality suites. No entertainment or social functions may be scheduled by
    Exhibitor to conflict with programs, activities or exhibit hours established by Sublicensor.
  19. COMPLIANCE WITH LAW: Exhibitor covenants that all of its activities associated
    with the Event, and the activities of each of its employees, agents and representatives,
    including but not limited to all activities in its exhibit space(s), in a general session, in a
    workshop, and in a hospitality suite, will be in a full compliance with all applicable laws,
    rules and regulations, specifically including but not limited to those dealing with securities,
    consumer rights, health and safety issues, persons with disabilities, and the environment.
    Without limiting the foregoing in any way, Exhibitor specifically represents that (1) product
    claims and labeling (written and/or oral) will adhere to all applicable federal, state, and
    local laws, regulations and guidelines, including FTC and FDA regulations and will be
    substantiated by documentation (In Exhibitor’s possession and available for inspection
    within the Exhibit Area) acceptable to such governing bodies; (2) all activities
    presentations, and offers of products and services, whether or not its own, by Exhibitor,
    its officers, agents, employees and representatives at or through the Event, and all
    products and services so represented, offered, sold, exhibited, distributed, furnished,
    used, provided or transferred shall comply with all applicable federal, state, and local
    laws, rules and regulations; (3) Exhibitor and its employees, agents and representatives
    attending the Event, will be properly licensed as of the date of the Event, under all
    applicable laws, including but not limited to federal securities laws of the state in which
    the Event is held as well as of other states having jurisdiction over Exhibitor and its
    activities; (4) neither Exhibitor nor any of its employees, agents or representatives shall
    sell, exhibit, distribute, furnish, use, provide or transfer any security, product, service,
    contract right, or other item, except in full compliance with all state and federal laws,
    rules, and regulations, specifically including but not limited to securities laws, health laws,
    environmental laws, and consumer laws; and (5) neither Exhibitor nor any of its
    employees, agents or representatives shall make any false statement or omit to state a
    fact which in light of other discussions is necessary to avoid misleading or deceptive
    perceptions by a reasonable investor, purchaser or user of its products or services.
  20. LIABILITY: Neither Sublicensor nor its shareholders, officers, directors, employees,
    agents, independent contractors or representatives (each, a “Sublicensor Party”) shall be
    responsible for any injury, loss, or damage that may occur to Exhibitor or to Exhibitor’s
    agents, employees, affiliated personnel, officers, directors, shareholders, contractors or
    representatives or any of their property, businesses, or other activities from any cause
    whatsoever (other than the negligence or willful misconduct of a Sublicensor Party), prior
    to, during, or subsequent to the Event. By signing the agreement, Exhibitor assumes all
    such risk and expressly releases Sublicensor and its shareholders, officers, directors,
    employees, agents, independent contractors and representatives from any and all claims
    for such loss, injury, or damages. Furthermore, Exhibitor releases and discharges
    Sublicensor and its shareholders, officers, directors, employees, agents, independent
    contractors and representatives from any and all liabilities growing out of, or in any way
    related to, the selection, rejection, or removal of Exhibitor to or from the Event and
    enforcement of the Agreement. Exhibitor also hereby agrees to indemnify, defend and
    hold harmless Sublicensor and its shareholders, officers, directors, employees, agents,
    independent contractors and representatives, from and against any and all losses,
    damages, suits, claims, causes of action, and liabilities, including reasonable expenses,
    costs and attorneys’ fees, incurred, arising out of, directly resulting from, or due in any
    way to the actions of Exhibitor, or any of its agents, employees, affiliated personnel,
    officers, directors, shareholders, contractors or representatives, in distributing, selling, or
    offering to distribute or sell any product or service, in allowing any person to test any
    product or service, or in offering sample use of any product or service at the Event,
    provided Sublicensor notifies Exhibitor in writing promptly after becoming aware of any
    actual or threatening losses, damages, suits, claims, causes of action, or other liabilities
    that may be made subject to Exhibitors obligations under this sentence, and provided that
    Sublicensor allows Exhibitor in every respect and at Exhibitor’s sole discretion to control
    the defense against any such liabilities, including, but not limited to, any litigation and any
    settlement negotiations and agreements.
  21. RESPONSE TO COMPLAINTS: Exhibitor agrees to respond to any complaints of
    Sublicensor, Event attendees, or customers gained as a result of Exhibitor’s participation
    at the Event, in a timely and responsible manner.
  22. STATEMENTS OF INVESTMENT PERFORMANCE: Exhibitor agrees that any claim
    or statements to Event attendees regarding Exhibitor’s historical investment performance,
    whether such claim or statement is made prior to, during, or after the Event, shall include
    the actual time period over which the investment performance took place, and be
    supported by written material setting forth the foregoing information and documentation
    sufficient to support the claim or statement, that is immediately available upon request.
  23. CONSENT TO USE LIKENESSES: Exhibitor expressly agrees that Sublicensor may
    use Exhibitor’s logo and biographical information for its employees that will be speaking at
    the Event (in each case, in the form provided by Exhibitor) for Sublicensor’s own
    promotional purposes in connection with the Event.
  24. ENTIRE AGREEMENT: The Agreement, this Terms & Conditions of Exhibit
    Application and Sublicense Agreement, the exhibits, schedules, documents and
    instruments referred to herein and any representations or warranties by Exhibitor, made
    in writing, regarding Exhibitor, Exhibitor’s financial condition or Exhibitor’s business
    operations, except to the extent such representations or warranties are inconsistent with
    information contained in the Agreement, embody the entire agreement and understanding
    of the parties in respect to the transactions contemplated by the Agreement. There are
    no restrictions, promises, representations, warranties, covenants or undertakings, other
    than those expressly set forth or referred to herein. The Agreement supersedes all prior
    agreements and understandings between partied with respect to such transactions.
  25. JOINT AND SEVERAL LIABILITY: In the event the Agreement is executed by two or
    more persons or entities as the Exhibitor, all such Exhibitors shall be jointly and severally
    liable under the Agreement.
  26. NO THIRD PARTY RIGHTS CREATED: Nothing in the Agreement creates, or is
    intended to create, rights in favor of any third parties, including without limitation, the
    Facility, attendees, sponsors, other exhibitors, advertisers or other participants of the
  27. TIME IS OF THE ESSENCE: Time is hereby expressly made of the essence with
    respect to each and every term and provision of the Agreement, including, but in no way
    limiting the generality of the foregoing, with respect to each and every time constraint and
    deadline imposed by the terms of the Agreement.
  28. CAPTIONS: The captions of the Agreement are for convenience only and are not a
    part of the Agreement and do not in any way limit or amplify the provisions of the
  29. SEVERABILITY: If any provision of the Agreement or the application thereof to any
    person, entity or circumstance shall be held invalid, illegal or unenforceable, the validity,
    legality and enforceability of the remaining provisions and the application of such
    provisions to other persons or circumstances shall not in any way be affected or impaired
  30. INTERPRETATION AND EXECUTION: Whenever the context of any provision shall
    require it, the singular number shall include any other or all genders. A facsimile or
    electronic signature shall be deemed an original. The Agreement may be executed in
    counterparts, which, when taken together, shall have the same effect as though the
    parties signed a single signature page.
  31. GOVERNING LAW AND VENUE: The Agreement shall be interpreted under, and
    governed in all respects by, the laws of New Jersey, which shall exclude all choice of law
    provisions requiring application of the laws of other states.
  32. INDEMNITY: Each party shall be responsible for any damages (including property
    damages and/or personal injuries) suffered or incurred by the party or any employee,
    agent or guest of such party, as applicable, caused by the other party or its employee,
    agent or guest. Each party (indemnitor) agrees to indemnify and hold harmless the other,
    its owners, operators, all entities affiliated with each of them and their respective officers,
    directors, employees and agents (indemnitees) of and from all actions, costs, claims,
    losses, expenses and/or damages, including reasonable attorneys’ fees, arising from or
    resulting from the negligence or willful misconduct of the indemnitor.
  33. ACT OF GOD: The performance of this Agreement by either party is subject to acts of
    God, war, government regulation, disaster, civil disorder, curtailment of transportation
    facilities, or other emergency over which either party has no control, making it illegal or
    impossible to provide the Space and Services or to hold the Event. This Agreement may
    be terminated for any or more of such or similar reasons by written notice from one party
    to the other and full refund provided of any monies paid to date.
  34. INTELLECTUAL PROPERTY RIGHTS AND LICENSES: Exhibitor reserves all of its
    right, title and interest in its intellectual property (e.g., trade names, logos, trademarks,
    service marks, research content and other intellectual property). Exhibitor hereby grants
    to Sublicensor, during the term of this Agreement, a non-exclusive, non-transferable,
    license to use Exhibitor trade names, logos, trademarks and service marks to mutually
    promote the event and to establish hyperlinks between the event website and the
    Exhibitor’s website as is reasonably necessary to perform its obligations under this
    Agreement; provided, however, that any promotional materials or usages containing any
    of the Exhibitor’s trade names, logos, trademarks, service marks or other intellectual
    property, will be subject to Exhibitor’s prior written approval.