Last Modified: August 4, 2025
1. Definitions. In addition to any other words defined in these Participant Terms (“Terms”), the following terms have the following meanings when capitalized, and their ordinary meanings when not capitalized: “Dinah Shore Estate” means the former home of Dinah Shore located at 432 Hermosa Place, Palm Springs, California. “Event” means the 2025 ADAPT Conference in Palm Springs, California. “Event Dates” means November 10-12, 2025. “Event Hotel” means the Canyon Palm Springs Hotel, LLC d/b/a Thompson Palm Springs. “Facilities” means the Event Hotel and Dinah Shore Estate. “HTI” means the Healthcare Privacy Forum, LLC d/b/a Healthcare Trust Institute, a Virginia Limited Liability Company with its principal place of business in Arlington, Virginia. “Intellectual Property Rights” means trademarks, copyrights, patents, trade secrets, database rights, and other intellectual property rights throughout the world. “Participant” means the individual identified in the Event registration submission to HTI. Participant and HTI may be referred to collectively as the “Parties,” and separately as a “Party.”
2. Event Schedule and Changes. Subject to these Terms, Participant may attend the Event. The Event includes the sessions, meals, and activities determined by HTI. HTI is entitled to change the Event Hotel, the Event Dates, the Facilities, the Event’s sessions, meals, and activities, and any other aspect of the Event without prior notice.
3. Event Fee. Participant shall pay HTI the applicable fee listed on the Event registration website to participate in the Event (“Event Fee”). Participant shall pay the Event Fee at the time of registration. HTI will not register Participant for the Event until the Event Fee is paid. Except as otherwise provided in These Terms, the EVENT Fee is not refundable. The Event Fee covers the sessions, meals, and activities included in the Event. Participant is responsible for all other expenses incurred by Participant to attend and participate in the Event, including for taxes, tips, transportation, lodging, and meals.
4. Credentials. HTI shall provide Participant with a participant badge. Participant’s badge is for Participant’s personal use and may not be transferred. Participant may not enter and will be asked to leave the Event if Participant is not wearing Participant’s badge.
5. Special Needs. If Participant has a special need which requires an accommodation for Participant to participate in the Event, please contact info@adapt-conference.com. HTI accommodates special needs as required by applicable law.
6. Property Loss or Damage. Participant is responsible for protecting Participant’s property at all times, including while in transit to or from the Event and during the Event. HTI does not guarantee that the Facilities or the Event are secure and is not responsible for Participant’s property or any damage to or loss of Participant’s property. HTI is not responsible for Participant’s property or any damage to or loss of Participant’s property. Participant is encouraged to maintain insurance, at participant’s own expense, covering damage to or loss of Participant’s property.
7. Conflicting Activities. Participant shall not promote goods, services, events, or activities or distribute promotional materials at the Event or in the Facilities during the Event Dates, without HTI’s prior written consent. Participant shall not host, sponsor, or conduct any activity for Event participants during, or two (2) days before or after, the Event Dates within ten (10) miles of the Facilities, without HTI’s prior written consent. If Participant is interested in promoting goods, services, events, or activities at the Event or hosting, sponsoring, or conducting an activity in conjunction with the Event, Participant may request HTI consent by contacting HTI’s president, Tina Grande at tina@hctrustinst.com.
8. Recordings. HTI and its designees have the exclusive right to record the Event in any medium or format now existing or hereafter created. HTI is the exclusive owner of all Event recordings and all Intellectual Property Rights therein (collectively, “Recordings”). Participant shall not record all or any part of the Event without HTI’s prior written consent. Participant is not entitled to use all or any part of the Recordings without HTI’s prior written consent. HTI reserves all rights in the Recordings.
9. Event Report. HTI intends to create a report based on the Event’s facilitated visioning session on the future of artificial intelligence in healthcare (“Event Report”). HTI is entitled to determine whether to create the Event Report, its content, and whether to publish the Event Report. If HTI creates the Event Report, HTI is the sole owner of the Event Report, including all Intellectual Property Rights therein. If HTI publishes the Event Report, then Participant is entitled to a copy of the Event Report. HTI reserves all rights in the Event Report.
10. Contributions. Participant may provide contributions to, or otherwise participate in, the development of the Event Report (collectively, “Contributions”). If Participant provides Contributions to the Event Report, Participant hereby grants HTI and its designees a worldwide, perpetual, irrevocable, non-exclusive, sub-licensable, assignable, transferable, royalty free right and license to record, digitize, modify, alter, edit, adapt, translate, create derivative works based upon, incorporate into other works, display publicly, perform publicly, reproduce, distribute, sell, rent, license, publish, transmit, broadcast, exploit, and otherwise use and permit others to use, in whole or in part, in any medium or format now existing or hereafter created, and with or without Participant attribution, the Contributions.
11. Publicity Release. Participant hereby grants HTI and its designees a worldwide, perpetual, irrevocable, non-exclusive, sub-licensable, assignable, transferable, royalty free right and license to record, digitize, modify, alter, edit, adapt, translate, create derivative works based upon, incorporate into other works, display publicly, perform publicly, reproduce, distribute, sell, rent, license, exploit, and otherwise use and permit others to use, in whole or in part, in any medium or format now existing or hereafter created, Participant’s name, photograph, image, likeness, voice, email address, and company name as they may appear in the Participant’s Event registration submission, the Recordings, or the Event Report, to: (i) promote and advertise HTI; and (ii) promote, advertise, offer to sell, and sell HTI’s goods, services, events, and activities.
12. Feedback. Participant may provide HTI feedback regarding HTI or HTI’s goods, services, events, and activities (collectively, “Feedback”). If Participant provides HTI with Feedback, Participant hereby irrevocably assigns to HTI all right, title, and interest in the Feedback, including all Intellectual Property Rights therein.
13. Retained Rights. Participant retains all rights in Participant’s Contributions, name, photograph, image, likeness, voice, biographical information, address, email address, phone number, and other identifiable attributes, not assigned or licensed to HTI under these Terms.
14. Assumption of Risk; Disclaimer. The Event is provided “as-is,” “with all faults,” and “as available.” Participant assumes all risks associated with the Event and participant’s Event participation. Except for express representations and warranties included in these terms, HTI disclaims all representations and warranties of any kind regarding the Event and participant’s Event participation, whether express, implied, or statutory, to the fullest extent possible pursuant to applicable law. Without limiting the foregoing, HTI makes no representation or warranty of any kind that the Event will meet participant’s requirements or expectations or achieve any intended or desired results. This section does not affect any representations or warranties that cannot be excluded or limited under applicable law.
15. Indemnification. Participant shall defend, indemnify, and hold harmless HTI, the Facilities, and their respective affiliates, owners, members, directors, managers, officers, employees, agents, representatives, contractors, volunteers, successors, and assigns (each an “Indemnified Person” and collectively, “Indemnified Persons”) against all losses, liabilities, claims, and actions, including, reasonable attorneys’ fees and other expenses (collectively, “Losses”), related to third-party claims or actions related to Participant’s: (i) negligent or more culpable acts or omissions; or (ii) breach of these Terms. Despite this provision, Participant is not required to defend, indemnify, or hold harmless an Indemnified Person to the extent Losses are caused by the Indemnified Person’s gross negligence or willful or wanton misconduct.
16. Liability Release, Waiver, Covenants, and Limitations. To the fullest extent possible pursuant to applicable law and except as otherwise provided in this Section 16, participant knowingly, voluntarily, and irrevocably releases from all liability, waives all claims and actions against, and covenants not to make or bring any claim or action against any of the indemnified persons (defined above) related to the exercise of any rights granted to HTI by participant under these terms, the Event, or participant’s Event participation. This paragraph does not affect any liability that cannot be excluded or limited under applicable law, including an indemnified person’s liability to the extent caused by the indemnified person’s gross negligence or willful or wanton conduct.
In no event shall an indemnified person (defined above) be liable for consequential, indirect, incidental, special, exemplary, punitive or enhanced damages, lost profits or revenues, or diminution in value, regardless of: (i) whether such damages were foreseeable; (ii) whether any indemnified person was advised of the possibility of such damages; or (iii) the legal or equitable theory (contract, tort (including negligence), or otherwise) upon which the claim or action is based.
In no event shall the aggregate liability of the indemnified persons (defined above) whether arising out of or related to breach of contract, tort (including negligence) or otherwise, exceed one thousand and 00/100 dollars ($1,000.00).
The releases, waivers, covenants, and limitations stated in this Section 16 apply even if participant’s remedies, under these terms, fail their essential purpose. HTI and participant entered into these terms in reliance on the releases, waivers, covenants, and limitations stated in this Section 16, the same reflect an allocation of risk between HTI and participant (including the risk that a contract remedy may fail of its essential purpose and cause consequential loss), and the same form an essential basis of the bargain between HTI and participant. Participant acknowledges that the releases, waivers, covenants, and limitations in this Section 16 are reasonable and participant hereby waives and covenants not to assert any claim to the contrary.
17. Third-Party Exhibits, Presentations, Services, Products, and Information. The Event may include third-party exhibits, presentations, services, products, and information (“Third-Party Materials”). HTI makes no representation or warranty regarding and does not endorse any third party or Third-Party Materials. Participant is solely responsible for investigating and determining whether and to what extent to use, rely on, or purchase Third-Party Materials. Any contract between Participant and a third party regarding Third-Party Materials is solely between Participant and the third party and does not involve HTI. All statements and opinions expressed by a third party at the Event are solely the statements and opinions of the third party making the statements and opinions. Third-party statements and opinions do not necessarily reflect the positions or opinions of HTI. HTI disclaims all liability and responsibility for third parties, third-party materials, and third-party statements and opinions.
18. Event Rules. Participant shall abide by all rules and directions issued by HTI or the Facilities applicable to the Event or the Facilities (collectively, “Event Rules”). Without limiting the foregoing, in connection with the Event, Participant shall: (i) dress and conduct Participant’s self in a professional, courteous, and respectful manner; (ii) abide by applicable law; (iii) not smoke in the Facilities; (iv) not block doors, fire extinguishers, sprinklers, emergency equipment signage, emergency exits, or lighting systems in the Facilities; (v) not bring weapons, flammable, volatile, or hazardous materials, or materials under high pressure into the Facilities; (vi) not damage the Facilities or their furniture, equipment, or other property; and (vii) not engage in any activities detrimental to the Event. HTI is entitled to interpret, amend, add to, and enforce the Event Rules. Participant shall abide by HTI’s interpretation of, amendments to, and enforcement of the Event Rules. In addition, Participant shall abide by all directions given or decisions made by HTI or the Facilities with respect to the Event and the Facilities.
19. Prohibited Conduct and Removal. HTI is entitled to: (i) prohibit conduct at the Event, which in HTI’s opinion detracts from the Event; and (ii) require Participant to leave the Event and/or the Facilities, if in HTI’s opinion, Participant’s continued presence at the Event or in the Facilities will detract from the Event. If requested by HTI to leave the Event and/ or the Facilities, Participant shall do so promptly.
20. HTI Termination.
20.1. Without Cause Termination. HTI is entitled to terminate these Terms without cause by delivering a notice to Participant. If HTI terminates these Terms without cause, HTI’s sole obligation and Participant’s sole remedy is for HTI to refund the Event Fee paid by Participant under these Terms. If the Event has started at the time of termination, then HTI’s sole obligation and Participant’s sole remedy is for HTI to refund the Event Fee on a pro-rata basis through the date of termination. HTI is entitled to determine in its discretion the pro-rata value of the portion of the Event provided through the date of termination.
20.2. For Cause Termination. HTI is entitled to terminate these Terms for cause if, in HTI’s opinion, Participant breaches these Terms. If HTI terminates these Terms for cause: (i) Participant is not entitled to an Event Fee refund or any other remedy; (ii) HTI is entitled to refuse to admit Participant to the Event; and (iii) Participant shall promptly vacate the Event as directed by HTI.
20.3. Force Majeure Termination. HTI is entitled to terminate these Terms if, in HTI’s opinion, a Force Majeure Event (defined below) makes conducting the Event impossible or inadvisable, by giving notice to Participant. If these Terms are terminated under this Section 20.3, Participant is not entitled to an Event Fee refund or any other remedy, relief, damages, or compensation. Participant is encouraged, at Participant’s expense, to obtain insurance covering Participant’s losses related to the Event’s cancellation because of a Force Majeure Event (defined below). For purposes of these Terms, a “Force Majeure Event” means: (i) an act of God; (ii) flood, fire, earthquake, or severe weather (e.g., hurricane, tornado, extreme heat); (iii) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riots, or civil unrest; (iv) government order or action; (v) pandemic, epidemic, or disease; (vi) national or regional emergency; (vii) strikes, labor stoppages or slowdowns, or other industrial disturbances; (viii) the shortage or disruption of water, power, other utilities, or transportation; (ix) curtailment or interruption of transportation facilities or the imminent threat thereof; (x) nuclear or chemical hazard; (xi) the destruction or unavailability of the Facilities; (xii) travel restrictions or disruptions; (xiii) telecommunications or internet disruptions; or (xiv) any other reasonably unforeseeable event beyond HTI’s reasonable control.
21. Participant Termination. Participant is not entitled to terminate these Terms.
22 Representations and Warranties. In addition to any other representations and warranties contained in these Terms, each Party represents and warrants to the best of the Party’s knowledge: (i) the Party is duly organized, validly existing, and in good standing in the jurisdiction of the Party’s formation; (ii) the Party has the power and authority to enter into and comply with the Party’s obligations under these Terms; (iii) entering into, complying with the Party’s obligations under, and exercising the Party’s rights under these Terms, does not and will not violate any right of or obligation the Party owes to any individual or entity; (iv) the Party shall comply with its obligations and exercise its rights under these Terms, in accordance with applicable law, including all applicable antitrust and fair competition laws; (v) the Party is not subject to or located in a country subject to United States economic sanctions or trade embargos; (vi) when accepted by Participant, these Terms constitutes a legal, valid, and binding obligation of the Parties, enforceable against both Parties in accordance with its terms; and (vii) the Party shall not encourage or facilitate, either expressly or implicitly, any action to illegally restrict free trade.
23. Interpretation. For purposes of these Terms: (i) the words “include,” “includes,” and “including” are deemed to be followed by the words “without limitation;” (ii) the word “or” is not exclusive; and (iii) the words “herein,” “hereof,” “hereby,” “hereto,” and “hereunder” refer to these Terms as a whole. The headings in these Terms are for reference only and do not affect the interpretation of these Terms. These Terms are to be construed without regard to any presumption or rule requiring construction or interpretation against the Party drafting an instrument or causing any instrument to be drafted.
24. Notice. All notices must be in writing and provided to the other Party by email, with proof of delivery, to the Participant via the email address entered on the Event registration website and to HTI via tina@hctrustinst.com. A notice is effective on the date the proof of delivery states the notice was delivered to the other Party’s email address. A Party may change the email address for notices under these Terms, by giving the other Party notice in the manner stated in this Section 24.
25. Relationship of the Parties. The Parties are independent contractors and nothing in these Terms creates an agency, franchise, business opportunity, joint venture, partnership, employment, fiduciary, or other relationship between the Parties. A Party is not entitled to contract for or bind the other Party.
26. Third-Party Beneficiaries. These Terms are for the exclusive benefit of the Parties and nothing in these Terms confers on any other individual or entity any right, benefit, or remedy. Despite the foregoing, the Indemnified Parties (defined above) are intended third-party beneficiaries of Sections 15 and 16.
27. Waiver. Any failure or delay by a Party to exercise any right under these Terms is not a waiver of that right. A waiver must be in writing and signed by the Party making the waiver. A Party’s waiver of a breach of any provision of these Terms is not a waiver of any subsequent breach of the same provision.
28. Binding Effect. These Terms inure to the benefit of, and are binding on, the Parties and their successors and permitted assigns.
29. Assignment. Participant is not entitled to assign Participant’s rights or delegate any of Participant’s obligations under these Terms, without the prior written consent of HTI. HTI is entitled to assign its rights and delegate its obligations under these Terms, without the prior written consent of Participant.
30. Cumulative Remedies. HTI’s rights and remedies provided in these Terms are cumulative and not exclusive, and HTI’s exercise of any right or remedy does not preclude HTI’s exercise of any other rights or remedies that may now or subsequently be available to HTI at law, in equity, by statute, by contract, or otherwise.
31. Severability. If a court having jurisdiction over a dispute between the Parties, determines any provision of these Terms is invalid, illegal, or unenforceable in a jurisdiction, such invalidity, illegality, or unenforceability does not affect any other provision of these Terms or render the provision invalid, illegal, or unenforceable in any other jurisdiction.
32. Survival. Provisions of these Terms, which by their nature should apply beyond the termination of these Terms, remain in force after these Terms’s expiration or earlier termination, including Sections 1, 3, 6-37.
33. Contractual Limitations Period. Participant must bring any claim or action against an indemnified person (defined above) related to these terms, the Event, or participant’s Event participation, within 12 months of the claim or action accruing. Participant waives any right to bring a claim or action related to these terms under any longer statute of limitations.
34. Governing Law. These Terms and all matters arising out of or relating to these Terms, the Event, or Participant’s Event participation are governed by and construed in accordance with the laws of the Commonwealth of Virginia, without giving effect to any conflict of laws principles that would cause the laws of any other jurisdiction to apply.
35. Jury Trial Waiver. Each party hereby waives, to the extent permitted by applicable law, any right to a trial by jury, in any action between the parties related to these terms, the Event, or participant’s Event participation.
36. Amendments. No amendment to these Terms is valid unless in writing and signed by both Parties.
37. Entire Agreement. These Terms are the entire agreement between the Parties with respect to the subject matter of these Terms, and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the subject matter.