DOC1378486842.pdf

Procure-to-Pay

3835 Holdrege Street | Lincoln, NE 68583-0742 | 402.472.2126 nebraska.edu/p2p

University of Nebraska Contract Summary

CONTRACTOR/COMPANY INFORMATION

Supplier MARRIOTT AUTO COLLECTION-THE

FARNAMAVADEN LANDMARK LLC

Contact and Email

Sarah Koubaskouba@thefarnamhotel.com

REQUESTING DEPARTMENT

UNMC

Administrative Unit/Dept.

Primary Contact Name

Brenda Ram

Primary Contact Email bram@unmc.edu

CONTRACT DESCRIPTION/INFORMATION

Contract Summary (brief description and/ or event name)

This contract is for an accredited educational conference to include room rental, food and beverage, AV, sleeping rooms for out-of-town presenters, and any other conference-related expenses.

Purchase Category Travel

Total Amount of Spend

$30,000 Start Date 9/18/2025

12:00 AM

End Date 9/20/2025

11:59 PM

BID INFORMATION

Bid Number

Competitive Review Comparative quote

INTERNAL

CW 23830

mailto:AWKRUEGER@UNOMAHA.EDU mailto:AWKRUEGER@UNOMAHA.EDU mailto:bram@unmc.edu mailto:bram@unmc.edu

Findings

Contract Information

{00052178.DOCX; 10} Page 1 of 6

Title: Legal and Policy Compliance Addendum Revised: 230512

University of Nebraska Legal and Policy Compliance Addendum

This University of Nebraska Legal and Policy Compliance Addendum (the “Addendum”) to the OMAHA

MARRIOTT HOTEL ***ACH***HHC TRS LC PORTFOLIO LLC Agreement dated concurrently with this

Addendum (the “Agreement”) is made and entered as of the date of the last signature set forth below between the Board of Regents of the University of Nebraska a public body corporate and governing body of the University of Nebraska (“University”), which is composed of a chief governing administrative unit

(University of Nebraska System), four universities (University of Nebraska at Kearney, University of

Nebraska-Lincoln, University of Nebraska Medical Center, and University of Nebraska at Omaha), and such other institutions and units as may be designated by the Nebraska Legislature, and MARRIOTT

AUTO COLLECTION-THE FARNAMAVADEN LANDMARK LLC (“Supplier”).

RECITALS

A. University desires to enter the Agreement with Supplier.

B. The Agreement is in the form provided by Supplier, which the parties are using for their mutual convenience.

C. The Agreement is, with the exceptions noted in this Addendum, acceptable to University.

D. Certain provisions in the Agreement cannot be accepted or are required in the Agreement by

University as a matter of law and policy of the State of Nebraska and University.

E. Supplier is willing to modify the Agreement as set forth in this Addendum.

AGREEMENT

NOW, THEREFORE, in consideration of the mutual covenants set forth in the Agreement and herein and the above recitals, which are incorporated herein by this reference, the parties agree as follows:

1. Incorporation and Priority of Terms. The Agreement is amended as stated herein and this

Addendum is incorporated into the Agreement by this reference. In the event of a conflict between the terms of this Addendum and the Agreement, the terms of this Addendum shall prevail.

2. Assignment. The Agreement is non-assignable and non-transferrable unless agreed to in writing by the parties. Any attempt by either party to assign its rights or obligations hereunder without the written agreement of the other party shall be void.

3. Governing Law and Forum. The Agreement shall be governed by the laws of the State of

Nebraska without giving effect to its conflicts of law provisions. Any legal actions brought by either party hereunder shall be in the state courts located in Lancaster County, Nebraska. It is understood and agreed that any legal action by Supplier in relation to the Agreement may only be instituted in accordance with the provisions of the Nebraska State Contract Claims Act (Neb. Rev. Stat. §§ 81-8,302 to 81-8,306).

4. Liability. To the fullest extent allowed by law, Supplier shall defend, indemnify, and hold harmless

University, its regents, officers, employees, agents, and students for any loss, claim, damage, expense, or liability of any kind arising out of or in connection with the performance or nonperformance by Supplier and its officers, employees, agents, and subcontractors.

5. Work Status Verification. Supplier and its subcontractors shall use a federal immigration verification system to determine the work eligibility status of new employees physically performing services within the State of Nebraska pursuant to Neb. Rev. Stat. §§ 4-108 to 4-114.

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6. Debarment List. Supplier certifies and warrants that it has not been debarred, suspended, or declared ineligible as defined in the Federal Acquisition Regulation 48 CFR Ch.1 Subpart 9.4. Supplier also certifies that Supplier, its partners, directors, officers, employees, licensees, subcontractors, or agents have not been excluded or debarred or otherwise become ineligible to participate in Federal health care programs pursuant to 42 USC § 1320a-7. This shall be an ongoing certification and warranty during the term of the

Agreement and Supplier shall immediately notify University of any change in the status of the certification and warranty set forth in this section. If Supplier becomes excluded from Federal health care program participation or placed on the Consolidated List of Debarred, Suspended, and Ineligible Contractors, the

Agreement may be terminated immediately, for cause, by University. If any partners, directors, officers, employees, licensees, subcontractors, personnel, or agents of Supplier become excluded from Federal health care program participation, such individual shall be removed from participating in the Agreement immediately. Failure by Supplier to remove such excluded individual immediately shall provide University the right to terminate the Agreement immediately for cause.

7. Taxpayer Transparency Act. Under Neb. Rev. Stat. §§ 84-602.01 to 84-602.04, University is required to provide the Nebraska Department of Administrative Services with a copy of each contract that is a basis for an expenditure of state funds, including any amendments and documents incorporated by reference in the contract. Copies of all such contracts and documents will be published by the Nebraska

Department of Administrative Services at https://statecontracts.nebraska.gov/. It shall be the sole responsibility of Supplier (a) to notify University of any requested redactions to such contracts and documents and (b) to indicate the legal basis for such requested redactions at the time of execution. In addition, Supplier agrees to defend any challenge to such redactions at its own expense. Supplier’s failure to request redactions to any contracts and documents released by University shall constitute a complete waiver of any and all claims for damages caused by any such release.

8. Public Records. Under Neb. Rev. Stat. §§ 84-712 to 84-712.09, information or records of or belonging to University regarding, related to, or part of the Agreement will be open to public inspection and copying unless exempted from disclosure in accordance with the University’s interpretation and application of applicable law. It shall be the sole responsibility of Supplier (a) to notify University of requested redactions to any such information or records that may otherwise be required to be open to public inspection and copying and (b) to indicate the legal basis for such requested redactions. In addition, Supplier agrees to defend any challenge to such requested redactions at its own expense. Supplier’s failure to request redactions to any information or records released by University shall constitute a complete waiver of any and all claims for damages caused by any such release.

9. Equal Opportunity (intentionally bolded). If the Agreement is for $10,000 or more and involves federal funds, then Supplier shall comply with 41 CFR §§ 60-1.4(a), 60-300.5(a), and 60-741.5(a), incorporated by reference with the following statement: “This contractor and subcontractor shall abide by the requirements of 41 CFR 60-1.4(a), 60-300.5(a) and 60- 741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities, and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity, national origin or for inquiring about, discussing, or disclosing compensation. Moreover, these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, disability or veteran status.”

10. Affirmative Action Program. If Supplier has fifty (50) or more employees and the Agreement involves $50,000 or more in federal funds, then the Supplier shall develop or maintain an affirmative action program as described in 41 CFR 60‐2 or 41 CFR 60‐741, subpart C , as applicable. If Supplier has fifty (50) https://statecontracts.nebraska.gov/

{00052178.DOCX; 10} Page 3 of 6 or more employees and the Agreement involves $150,000 or more in federal funds, then the Supplier shall develop or maintain an affirmative action program as described in 41 CFR 60‐300, subpart C.

11. Nondiscrimination. Supplier agrees that neither it nor any of its subcontractors shall discriminate against any employee, or applicant for employment to be employed in the performance of the Agreement, with respect to hire, tenure, terms, conditions, or privilege of employment because of the race, color, religion, sex, disability, or national origin of the employee or applicant in accordance with the Nebraska Fair

Employment Practice Act (Neb. Rev. Stat. §§ 48-1101 to 48-1125).

12. Logos or University Marks. Supplier shall not use or display any University campus name, logo, trademark, service mark (individually a “Mark” and collectively the “Marks”) and/or other indicia designated by University as a source identifier, unless expressly authorized in writing by University. Any unauthorized use of University Marks is expressly prohibited. Supplier agrees it will not use University’s name in any manner that acts as an endorsement or is an appearance of any endorsement in any promotion, advertisement, solicitation, or other communication, especially as it relates to Supplier’s business.

13. Right to Audit Privilege. University reserves the right to audit or inspect work performed by

Supplier under the Agreement. University may participate directly or through an appointed representative in order to verify that the services related to the Agreement have been performed in accordance with the procedures indicated.

14. Purchase Order Requirement. A purchase order shall be issued by University to Supplier for payment in accordance with the terms of the Agreement. All invoice(s) submitted by Supplier shall make reference to the appropriate purchase order number to be eligible for payment.

15. Conflict of Interest. Supplier certifies, to the best of its knowledge and belief, that there are no potential organizational conflicts of interest related to the Agreement. If Supplier cannot so certify, it shall provide to University a disclosure statement that describes all relevant information concerning any potential conflict of interest under the Agreement. In the event the potential conflict of interest cannot be resolved, University may declare the Agreement void and of no further force or effect and University shall have no further obligations under the Agreement.

16. Compliance. Supplier and its employees and agents will comply with all laws, ordinances, codes, rules, regulations, and licensing requirements that are applicable to the conduct of its business, including those of federal, state, and local agencies having jurisdiction and/or authority, as well as applicable

University policies.

17. Insurance. Supplier shall at its own expense obtain and maintain throughout the term of the

Agreement general commercial liability insurance against claims for bodily injury, death, and property damage with limits of not less than one million dollars ($1,000,000) per occurrence, and three million dollars

($3,000,000) general aggregate to cover such liability caused by, or arising out of, activities of Supplier and its agents and/or employees while engaged in or preparing for the provision of the goods or services provided under the Agreement. If the goods or services include providing technology services, software, or support, Supplier shall obtain and maintain cyber liability insurance coverage of not less than ten million dollars ($10,000,000) per occurrence and in the aggregate to cover such liability resulting or arising from acts, errors, or omissions in rendering such technology services, software, or support. Upon request by

University, Supplier shall furnish to University certificates of insurance evidencing such insurance is effective prior to commencement of work under the Agreement. By requiring such minimum insurance, University shall not be deemed or construed to have assessed the risk or limited the liability that may be applicable to Supplier under the Agreement. Supplier shall assess its own risks and, if it deems appropriate, maintain higher limits or broader coverages. Supplier further agrees, upon request, to include University as an additional insured on its general liability insurance policy on a primary and non-contributory basis.

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Supplier is not relieved of any liability or other obligations assumed or pursuant to the Agreement by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types.

18. Notice. Any notice required or permitted to be given under the Agreement shall be in writing, sent via certified mail or hand delivery, effective when received, and delivered to the addresses provided on the signature page of the Agreement.

19. Unavailability of Funding. Due to possible future reductions in State and/or Federal funds, University cannot guarantee the continued availability of funding of the Agreement notwithstanding the consideration contained within the Agreement. In the event funds to finance the Agreement become unavailable, either in full or in part, due to such reductions, University may terminate the Agreement or reduce the consideration upon notice in writing to Supplier. Said notice shall be delivered by certified mail

(return receipt requested) or in person (with proof of delivery). University shall be the final authority as to the availability of funds. The effective date of such termination or reduction in consideration shall be the actual effective date of the elimination or reduction of funding. In the event of a reduction in consideration, Supplier may cancel the Agreement as of the effective date of the proposed reduction upon the provision of advance written notice to University. Supplier shall be entitled to receive just and equitable compensation for any satisfactory work performed up to the date of the notice of termination. In the event of unavailability of funding, University shall not be liable for any penalty, expense, or liability, or for general, special, incidental, consequential, or other damages resulting therefrom.

20. Unenforceability of Certain Terms. Notwithstanding any provision of the Agreement to the contrary, any of the following terms within the Agreement shall have no effect and shall not be enforceable:

a. Any term automatically continuing the Agreement period from term to term;

b. Any term requiring or stating that the terms of the Agreement shall prevail over the terms of this

Addendum in the event of conflict;

c. Any term requiring University (or any University employee acting in the course and scope of employment) to indemnify or to hold harmless Supplier or any third party for any act or omission;

d. Any term requiring University to add Supplier or any third party as an additional insured;

e. Any term imposing interest charges contrary to those allowed by Neb. Rev. St. § 81-2404;

f. Any term requiring the application of the law of any state other than the State of Nebraska in interpreting or enforcing the Agreement or requiring or permitting that any dispute under the Agreement be resolved in the courts of any state other than the State of Nebraska;

g. Any term limiting or adding to the time period within which claims can be made or actions can be brought;

h. Any term waiving the sovereign immunity of the State of Nebraska;

i. Any term limiting Supplier’s or any third party’s liability for damages to University (or any University employee acting in the course and scope of employment) for any cause whatsoever related to: (i) intellectual property indemnity required by the Agreement; (ii) liquidated damages assessed under the

Agreement; (iii) claims for personal injury, including death; (iv) claims for damage to real property or tangible or intangible property arising from Supplier’s acts or omissions under the Agreement; (v) any loss or claim to the extent the loss or claim is covered by a policy of insurance maintained, or required by this Addendum or the Agreement to be maintained, by Supplier; (vi) damages arising from the gross negligence or willful misconduct of Supplier, its employees, its subcontractors, or its agents; and (vii) damages arising from

Supplier’s breach of data security or confidentiality obligations under the Agreement;

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j. Any term permitting unilateral modification of the Agreement by Supplier or any third party;

k. Any term obligating University to pay attorneys’ fees;

l. Any term requiring the confidentiality of records in contravention of the Nebraska public records statutes, Neb. Rev. Stat. §§ 84-712 through 84-712.09;

m. Any term binding University (or any University employee acting in the course and scope of employment) to any method of resolution of disputes under the Agreement not instituted in accordance with the provisions of Neb. Rev. Stat. §§ 81-8,302 to 81-8,306;

n. Any term requiring any University employee acting in the course and scope of employment to guarantee performance or any obligation under the Agreement;

o. Any term requiring the University to endorse or perform any act that may be perceived as an endorsement of a commercial good or service, the Vendor, or any third party;

p. Any term requiring the University to waive its rights to a jury trial or to participate in a class action;

or

q. Any term granting Supplier or any third party a security interest in property of University.

[Signature page to follow]

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IN WITNESS WHEREOF, the parties have entered into this Addendum as of the date set forth below.

Board of Regents of the University of Nebraska

Signature:

Printed Name:

Date:

Title:

Supplier

Signature:

Printed Name:

Date:

Title:

Notices to the University shall be sent to:

Notices to Supplier shall be sent to:

With copy to:

Legal Notices C/O P2P Procurement Contracts 1700 Y Street, BSC 125 Lincoln, NE 68588-0645

With copy to (optional):

12/02/24 | 13:45 CST

Senior Sales Manager

Sarah Kouba

Assistant Vice Chancellor for Business & Finance & Controller, UNMC

Michael Hrncirik

12/03/24 | 09:19 CST

Page 1 of 6 Version 1.0

MARRIOTT CONFIDENTIAL AND PROPRIETARY INFORMATION

DESCRIPTION OF GROUP AND EVENT

The following represents an agreement between The Farnam, Autograph Collection, 1299 Farnam Street, Omaha, NE, 68102, (402) 915-4900 and Board of Regents of the University of Nebraska.

ORGANIZATION: Board of Regents of the University of Nebraska

CONTACT WITH UNIVERSITY OF NEBRASKA MEDICAL CENTER:

Name: Cece Abbey-Webben, MS

Job Title: Educational Projects Coordinator

Street Address: 4460 Farnam St, Annex 14

City, State, Postal Code: Omaha, NE 68198

Country/Region: USA

Phone Number: 402.559.8185

E-mail Address: cabbey@unmc.edu

NAME OF EVENT: Midwest Pediatric Cardiology Society 2025

REFERENCE #: M-U2WDOX5

OFFICIAL PROGRAM DATES: Thursday, 09/18/2025 - Friday, 09/19/2025

GUEST ROOM COMMITMENT/GROUP ROOM RATES

The Hotel agrees that it will provide, and Group agrees that it will be responsible for utilizing, 75 room nights in the pattern set forth below (such number and such pattern, the “Room Night Commitment”):

Attendees

Date Day Industrious King Sophisticated

Queens Visionary Suite Total Rooms

09/18/2025 Thu 45 25 5 75

Start Date End Date Room Type Single

09/18/2025 09/18/2025 Industrious King $229.00

09/18/2025 09/18/2025 Sophisticated

Queens $229.00

09/18/2025 09/18/2025 Visionary Suite $229.00

Hotel’s room rates are subject to applicable state and local taxes (currently 19.84%) in effect at the time of check-out.

CONCESSIONS

Complimentary Premium WIFI in Meeting Space & Guest Rooms

Discounted meeting room rental and group block rates

(5) Complimentary upgrades to our Visionary Suite at the group rate

10% OFF in-house audio-visual services

COMMISSION

The group room rates listed above are net non-commissionable. Board of Regents of the University of Nebraska will advise its designated agency of these rates and address any resulting agency compensation issues directly with the management of the appropriate agency.

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METHOD OF RESERVATIONS

Reservations for the Event will be made by the individual directly on ResLink, the customized event booking platform provided by the Hotel. Additionally, reservations can also be made at (187) 782-9242 x9 or (402) 915-4900.

GUARANTEED RESERVATIONS

All reservations must be accompanied by a first night room deposit or guaranteed with a major credit card or by Board of

Regents of the University of Nebraska. Hotel will not hold any reservations unless secured by one of the above methods.

CUT-OFF DATE

Reservations by attendees must be received on or before 08/25/2025, (the “Cut-Off Date”). At the Cut-Off Date, Hotel will review the reservation pick up for the Event, release the unreserved rooms for general sale, and determine whether or not it can accept reservations based on a space- and rate-available basis at the Board of Regents of the University of

Nebraska group rate after this date.

NO ROOM TRANSFER BY GUEST

Board of Regents of the University of Nebraska agrees that neither Board of Regents of the University of Nebraska nor attendees of the Event nor any intermediary shall be permitted to assign any rights or obligations under this Group Sales

Agreement, or to resell or otherwise transfer to persons not associated with Board of Regents of the University of

Nebraska reservations for guestrooms, meeting rooms or any other facilities made pursuant to this Group Sales

Agreement.

BILLING ARRANGEMENTS

The following billing arrangements apply: Individual to Pay own Guest Room, Tax, and Incidentals

PHISHING

Please be aware that bad actors can impersonate Hotel employees. Group should never rely solely on contact information sent in an email or respond directly to any email requesting a bank account information change. If Group receives a request from Hotel regarding bank account information, Group should contact the Hotel via verified phone number or in person to confirm the request prior to providing such information.

PAYMENT BY CREDIT CARD OR COMPANY CHECK

If Board of Regents of the University of Nebraska wishes to pay any portion of its obligation by credit card or company check, the credit card information must be entered into our secure online website.

Prior to the execution of this agreement Board of Regents of the University of Nebraska shall provide hotel with credit card authorization information. A Credit Card Information Request e-mail will be sent to the e-mail address provided by

Board of Regents of the University of Nebraska.

This process must also be followed if direct billing has not been approved and the Master Account charges will be paid by credit card or company check.

Board of Regents of the University of Nebraska agrees that the Hotel may charge to this credit card any payment as required under this Group Sales Agreement.

FUNCTION INFORMATION AGENDA/EVENT AGENDA

Based on the requirements outlined by Board of Regents of the University of Nebraska, the Hotel has reserved the function space set forth on the below Function Information Agenda/Event Agenda.

Date Day Start

Time

End

Time Function Type Setup

People Rental Related Events

09/18/2025 Thu 12:00

PM

1:00 PM Registration Registration 2 Pre-Function

09/18/2025 Thu 1:00 PM 5:00 PM Meeting Crescent

Rounds 140 $1,000.00

Rosewater

Ballroom

09/18/2025 Thu 5:00 PM 6:00 PM Cocktail

Reception

Cocktail

Rounds 140 Pre-Function

Page 3 of 6 Version 1.0

Date Day Start

Time

End

Time Function Type Setup

People Rental Related Events

09/18/2025 Thu 6:00 PM 9:00 PM Dinner Rounds of 8 140 Rosewater

Ballroom

09/19/2025 Fri 8:00 AM 5:00 PM Meeting Crescent

Rounds 140 $1,000.00

8:00 AM -

Breakfast

12:00 PM -

Lunch

Rosewater

Ballroom

All meeting rooms, food and beverage, and related services are subject to applicable taxes (currently 11.280%) and service charge (currently 23%) in effect on the date(s) of the Event. The Hotel reserves the right to adjust function space in direct proportion to any changes in the number of attendees.

DAMAGE TO FUNCTION SPACE

Board of Regents of the University of Nebraska agrees to pay for any damage to the function space that occurs while

Board of Regents of the University of Nebraska is using it. Board of Regents of the University of Nebraska will not be responsible, however, for ordinary wear and tear or for damage that it can show was caused by persons other than Board of Regents of the University of Nebraska and its attendees.

ROOMS ATTRITION

Hotel is relying upon Board of Regents of the University of Nebraska’s nightly use of the Room Night Commitment and, if applicable, the Minimum Banquet Food and Beverage Revenue $19,000.00. Board of Regents of the University of Nebraska agrees that a loss will be incurred by Hotel if Board of Regents of the University of Nebraska’s actual usage is less than ninety percent 90% of the Room Night Commitment on any night of the Event.

Hotel agrees to allow for a ten percent 10% reduction in the nightly Room Night Commitment. Each night during the Event, Hotel will subtract the actual room usage for that night and the amount of permissible attrition for that night from the Room

Night Commitment for that night. The difference of room nights will be multiplied by the group’s average room rate

(excluding staff and or complimentary rooms) and the resulting amount will be posted as attrition charges to Board of

Regents of the University of Nebraska’s Master Account, plus applicable taxes, at the conclusion of the Event.

Additionally, at the conclusion of the Event, if the actual banquet food and beverage revenue is less than the Minimum

Banquet Food and Beverage Revenue, one hundred percent (100%) of the difference will be posted to the Master Account.

These charges represent a reasonable effort on behalf of the Hotel to establish its loss prospectively and shall be due as liquidated damages.

MINIMUM BANQUET FOOD AND BEVERAGE REVENUE REQUIREMENT

Board of Regents of the University of Nebraska agrees to a minimum banquet food and beverage revenue of $19,000.00, exclusive of tax and service charge (the “Minimum Banquet Food and Beverage Revenue”). Hotel will confirm the food and beverage prices 1 month prior to Board of Regents of the University of Nebraska’s arrival date.

CANCELLATION

In the event of a group cancellation occurring 0 to 3 business days prior to arrival, liquidated damages in the amount of one hundred percent (100%) of the Room Night Commitment, one hundred percent (100%) of the Minimum Banquet Food and

Beverage Revenue, and Total Meeting Room Rental will be due, plus applicable taxes.

In the event of a group cancellation occurring 4 business days to 90 days prior to arrival, liquidated damages in the amount of ninety percent (90%) of the Room Night Commitment and one hundred percent (100%) of the Minimum Banquet Food and Beverage Revenue, and Total Meeting Room Rental will be due, plus applicable taxes.

In the event of a group cancellation occurring 91 to 180 days prior to arrival, liquidated damages in the amount of eighty percent (80%) of the Room Night Commitment and eighty percent (80%) of the Minimum Banquet Food and Beverage

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Revenue will be due, plus applicable taxes.

In the event of a group cancellation occurring 181 to 365 days prior to arrival, liquidated damages in the amount of seventy percent (70%) of the Room Night Commitment and seventy percent (70%) of the Minimum Banquet Food and Beverage

Revenue will be due, plus applicable taxes.

IMPOSSIBILITY

The performance of this Agreement is subject to termination without liability upon the occurrence of any circumstance beyond the control of either party – such as acts of God, war, acts of terrorism, government regulations, disaster, strikes, civil disorder, or curtailment of transportation facilities – to the extent that such circumstance makes it illegal or impossible for the Hotel to provide, or for groups in general to use, the Hotel facilities. The ability to terminate this

Agreement without liability pursuant to this paragraph is conditioned upon delivery of written notice to the other party setting forth the basis for such termination as soon as reasonably practical - but in no event longer than ten (10) days -after learning of such basis.

COMPLIANCE WITH LAW

This Agreement is subject to all applicable federal, state, and local laws, including health and safety codes, alcoholic beverage control laws, disability laws, federal anti-terrorism laws and regulations, and the like. Hotel and Board of

Regents of the University of Nebraska agree to cooperate with each other to ensure compliance with such laws.

CHANGES, ADDITIONS, STIPULATIONS, OR LINING OUT

Any changes, additions, stipulations or deletions including corrective lining out by either Hotel or Board of Regents of the

University of Nebraska will not be considered agreed to or binding on the other unless such modifications have been initialed or otherwise approved in writing by the other.

DISPUTE RESOLUTION

In the event of dispute resolution, the non-prevailing party will pay the other’s costs and attorney’s fees.

LIQUOR LICENSE

Board of Regents of the University of Nebraska understands that Hotel’s liquor license requires that beverages only be dispensed by Hotel employees or bartenders. Alcoholic beverage service may be denied to those guests who appear to be intoxicated or are underage.

COMPLIANCE WITH EQUAL OPPORTUNITY LAWS

This section describes Marriott’s obligations as a U.S. federal contractor. It does not apply to customers that are not part of the U.S. federal government or using funds from the U.S. federal government for this contract.

Marriott shall comply with all applicable laws, statutes, rules, ordinances, codes, orders and regulations of all federal, state, local and other governmental and regulatory authorities and of all insurance bodies applicable to the Hotel premises in performing its obligations under this Agreement.

Marriott (referred to as “contractor” in this section) shall comply with Executive Order 11246, as amended, Section 503 of the Rehabilitation Act of 1973, as amended, and the Vietnam Era Veterans’ Readjustment Assistance Act, as amended, which are administered by the United States Department of Labor (“DOL”), Office of Federal Contract Compliance

Programs (“OFCCP”). The equal employment opportunity clauses of the implementing regulations, including but not limited to 41 C.F.R. §§ 60.1-4, 60-300.5(a), and 60-741.5(a), are hereby incorporated by reference, with all relevant rules, regulations and orders pertaining thereto. This contractor and subcontractor shall abide by the requirements of 41

C.F.R. §§ 60-1.4(a), 60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities, and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity, or national origin.

Moreover, these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status or disability.

Marriott also shall comply with Executive Order 13496 and with all relevant rules, regulations and orders pertaining thereto, to the extent applicable. The employee notice clause and all other provisions of 29 C.F.R. Part 471, Appendix A to Subpart

A, are hereby incorporated by reference.

To the extent applicable, Marriott shall include the provisions of this section in every subcontract or purchase order so that

Page 5 of 6 Version 1.0 such provisions shall be binding upon each contractor, subcontractor or vendor performing services or providing materials relating to this Agreement and the services provided pursuant to the terms hereof.

PRIVACY

Marriott International, Inc. (“Marriott”) is committed to complying with obligations applicable to Marriott under applicable privacy and data protection laws, including to the extent applicable EU data protection laws. Hotel shall comply with the then-current Marriott Group Global Privacy Statement (the “Privacy Statement,” currently available at http://www.marriott.com/about/privacy.mi) with respect to any personal data received under this Agreement.

Without limiting the foregoing obligation, Hotel has implemented measures designed to: (1) provide notice to individuals about its collection and use of their personal data, including through the Privacy Statement; (2) use such personal data only for legitimate business purposes; (3) provide means by which individuals may request to review, correct, update, suppress, restrict or delete or port their personal data, consistent with applicable law; (4) require any service providers with whom personal data is shared to protect the confidentiality and security of such data; and (5) use technical and organizational measures to protect personal data within its organization against unauthorized or unlawful access, acquisition, use, disclosure, loss, or alteration.

Board of Regents of the University of Nebraska will obtain all necessary rights and permissions prior to providing any personal data to Hotel, including all rights and permissions required for Hotel, Hotel affiliates, and service providers to use and transfer the personal data to locations both within and outside the point of collection (including to the United States) in accordance with Hotel’s privacy statement and applicable law. Notwithstanding any other provision, Hotel may use an individual’s own personal data to the extent directed by, consented to or requested by such individual.

IN-HOUSE EQUIPMENT

Hotel will provide, at no charge, a reasonable amount of meeting equipment (for example, chairs, tables, etc.). These complimentary arrangements do not include special setups or extraordinary formats that would deplete Hotel’s present in-house equipment to the point of requiring rental of an additional supply to accommodate Board of Regents of the

University of Nebraska’s needs. If such special setups or extraordinary formats are requested, Hotel will present Board of

Regents of the University of Nebraska two (2) alternatives: (1) charging Board of Regents of the University of Nebraska the rental cost for additional equipment, or (2) changing the extraordinary setup to a standard format, avoiding the additional cost.

UNATTENDED ITEMS/ADDITIONAL SECURITY

The Hotel cannot ensure the security of items left unattended in function rooms. Special arrangements may be made with the Hotel for securing a limited number of valuable items. If Board of Regents of the University of Nebraska requires additional security with respect to such items or for any other reason, the Hotel will assist in making these arrangements.

All security personnel to be utilized during the Event are subject to Hotel approval.

USE OF OUTSIDE VENDORS

If Board of Regents of the University of Nebraska wishes to hire outside vendors to provide any goods or services at Hotel during the Event, Board of Regents of the University of Nebraska must notify Hotel of the specific goods or services to be provided and provide sufficient advance notice to the Hotel so that the Hotel can (i) determine, in Hotel’s sole discretion, whether such vendor must provide Hotel, in form and amount reasonably satisfactory to Hotel, an indemnification agreement and proof of adequate insurance, and (ii) approve, using reasonable judgment, the selection of the outside vendor and the goods or services to be provided by such outside vendor to Board of Regents of the University of

Nebraska, taking into consideration: (a) whether Hotel offers such goods and services; (b) the risk level posed by certain activities; and (c) the safety and well-being of guests at Hotel.

PERFORMANCE LICENSES

Board of Regents of the University of Nebraska will be solely responsible for obtaining any necessary licenses or permission to perform, broadcast, transmit, or display any copyrighted works (including without limitation, music, audio, or video recordings, art, etc.) that Board of Regents of the University of Nebraska may use or request to be used at the

Hotel.

ACCEPTANCE

When presented by the Hotel to Board of Regents of the University of Nebraska, this document is an invitation by the

Hotel to Board of Regents of the University of Nebraska to make an offer. Upon signature by Board of Regents of the

University of Nebraska, this document will be an offer by Board of Regents of the University of Nebraska. Only upon signature of this document by all parties will this document constitute a binding agreement. Unless the Hotel otherwise https://protect-us.mimecast.com/s/SER-CG6QzAUg2xQpIWyIbY

Page 6 of 6 Version 1.0 notifies Board of Regents of the University of Nebraska at any time prior to Board of Regents of the University of

Nebraska’s execution of this document, the outlined format and dates will be held by the Hotel for Board of Regents of the

University of Nebraska on a first-option basis until November 22nd, 2024. If Board of Regents of the University of

Nebraska cannot make a commitment prior to that date, this invitation to offer will revert to a second-option basis or, at the Hotel’s option, the arrangements will be released, in which case neither party will have any further obligations.

Upon signature by both parties, Board of Regents of the University of Nebraska and the Hotel shall have agreed to and executed this Agreement by their authorized representatives as of the dates indicated below.

SIGNATURES

Approved and authorized by Board of Regents of the University of Nebraska on Behalf of the University of Nebraska

Medical Center:

Name: (Print) ___ Michael Hrncirik____________________

Title: (Print) ______________________________________

Signature: ______________________________________

Date: ______________________________________

Approved and authorized by Hotel:

Name: (Print) ____Sarah Kouba________________________

Title: (Print) ____Senior Sales Manager_________________

Signature: ______________________________________

Date: ______________________________________

12/02/24 | 13:45 CST

Assistant Vice Chancellor for Business & Finance & Controller, UNMC

12/03/24 | 09:19 CST

Certificate Of Completion Envelope Id: 268FC035882E43B18A99D209FAF93BB2 Status: Completed

Subject: CW23830 - The Farnham Hotel

Source Envelope:

Document Pages: 14 Signatures: 4 Envelope Originator:

Certificate Pages: 5 Initials: 0 Melody Stark

AutoNav: Enabled

EnvelopeId Stamping: Disabled

Time Zone: (UTC-08:00) Pacific Time (US & Canada)

1400 R Street

LINCOLN, NE 68588

melody.stark@nebraska.edu

IP Address: 35.223.106.21

Record Tracking Status: Original

12/2/2024 8:43:18 AM

Holder: Melody Stark melody.stark@nebraska.edu

Location: DocuSign

Signer Events Signature Timestamp Sarah Kouba skouba@thefarnamhotel.com

Senior Sales Manager

The Farnam

Security Level: Email, Account Authentication (None)

Signature Adoption: Pre-selected Style

Using IP Address: 69.63.96.54

Sent: 12/2/2024 8:47:26 AM

Resent: 12/2/2024 9:38:46 AM

Resent: 12/2/2024 9:39:04 AM

Viewed: 12/2/2024 9:58:17 AM

Signed: 12/2/2024 1:45:39 PM

Electronic Record and Signature Disclosure:

Accepted: 12/2/2024 9:58:17 AM ID: 1cf84824-5820-47c4-a4f2-1e61fad8736a

Michael Hrncirik mhrncirik@unmc.edu

Assistant Vice Chancellor for Business & Finance &

Controller, UNMC

University of Nebraska Medical Center

Security Level: Email, Account Authentication (None)

Signature Adoption: Pre-selected Style

Using IP Address: 192.94.102.0

Sent: 12/2/2024 1:45:42 PM

Viewed: 12/2/2024 1:48:06 PM

Signed: 12/3/2024 9:19:27 AM

Electronic Record and Signature Disclosure:

Accepted: 12/3/2024 9:18:49 AM ID: 9a786aee-4c2e-4745-b0bb-76960bad449a

In Person Signer Events Signature Timestamp

Editor Delivery Events Status Timestamp

Agent Delivery Events Status Timestamp

Intermediary Delivery Events Status Timestamp

Certified Delivery Events Status Timestamp

Carbon Copy Events Status Timestamp Brenda Ram bram@unmc.edu

Director, Educational Programs

Security Level: Email, Account Authentication (None)

Sent: 12/2/2024 8:47:25 AM

Viewed: 12/2/2024 8:47:56 AM

Electronic Record and Signature Disclosure:

Not Offered via DocuSign

Carbon Copy Events Status Timestamp Melody Stark melody.stark@nebraska.edu

Sourcing Agent

University of Nebraska

Security Level: Email, Account Authentication (None)

Sent: 12/3/2024 9:19:29 AM

Electronic Record and Signature Disclosure:

Accepted: 11/13/2023 10:42:36 AM ID: f6be8008-ef45-4d6e-b4e3-5c6f95447db3

Witness Events Signature Timestamp

Notary Events Signature Timestamp

Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 12/2/2024 8:47:25 AM

Envelope Updated Security Checked 12/2/2024 9:38:45 AM

Certified Delivered Security Checked 12/2/2024 1:48:06 PM

Signing Complete Security Checked 12/3/2024 9:19:27 AM

Completed Security Checked 12/3/2024 9:19:29 AM

Payment Events Status Timestamps

Electronic Record and Signature Disclosure

ELECTRONIC RECORD AND SIGNATURE DISCLOSURE

From time to time, NU Contracts+Ariba (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system.

Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature

Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system.

Getting paper copies

At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time

(usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a

$0.00 per-page fee. You may request delivery of such paper copies from us by following the procedure described below.

Withdrawing your consent

If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below.

Consequences of changing your mind

If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us.

All notices and disclosures will be sent to you electronically

Electronic Record and Signature Disclosure created on: 5/16/2023 6:53:28 PM Parties agreed to: Sarah Kouba, Michael Hrncirik, Melody Stark

Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given

us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.

How to contact NU Contracts+Ariba:

You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows:

To contact us by email send messages to: richard.horner@nebraska.edu

To advise NU Contracts+Ariba of your new email address

To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at richard.horner@nebraska.edu and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address.

If you created a DocuSign account, you may update it with your new email address through your account preferences.

To request paper copies from NU Contracts+Ariba

To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to richard.horner@nebraska.edu and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any.

To withdraw your consent with NU Contracts+Ariba

To inform us that you no longer wish to receive future notices and disclosures in electronic format you may:

i. decline to sign a document from within your signing session, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may;

ii. send us an email to richard.horner@nebraska.edu and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process..

Required hardware and software

The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: https://support.docusign.com/guides/signer-guide-signing-system-requirements.

Acknowledging your access and consent to receive and sign documents electronically

To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and (i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or (ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system.

By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:

You can access and read this Electronic Record and Signature Disclosure; and

You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and

Until or unless you notify NU Contracts+Ariba as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by NU Contracts+Ariba during the course of your relationship with NU

Contracts+Ariba.

https://support.docusign.com/guides/signer-guide-signing-system-requirements https://support.docusign.com/guides/signer-guide-signing-system-requirements