Business Corporate Presentation

BUSINESS CORPORATE PRESENTATION

This Business Corporate Presentation Agreement (the Agreement) is made effective as of between:

RECITALS

WHEREAS, Presenter develops and delivers corporate presentations, slide decks, data analyses and supporting materials relevant to business strategy, operations, technology and investment (collectively, Presentation Materials); and

WHEREAS, Recipient has requested that Presenter prepare and deliver a Presentation described herein, and Presenter is willing to prepare and deliver the Presentation on the terms set forth in this Agreement.

WHEREAS, the parties intend by this Agreement to set forth the scope, payment, confidentiality, ownership and other terms governing the Presentation.

SCOPE OF WORK

PAYMENT TERMS

Presenter shall be reimbursed for reasonable, pre-approved expenses incurred in connection with the Presentation:

Pre-approval required:    Per diem or flat travel cap:

TERM AND TERMINATION

This Agreement commences on and, unless earlier terminated in accordance with this Agreement, continues until .

Either party may terminate this Agreement for material breach by the other party if such breach is not cured within the notice period specified above. Termination shall not relieve Recipient of its obligation to pay for Presentation Materials delivered or services performed prior to the effective termination date.

CONFIDENTIALITY

The parties acknowledge that during performance of this Agreement they may exchange Confidential Information. "Confidential Information" means non-public business, technical, financial or strategic information disclosed in any form and identified as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure.

Each receiving party shall (a) use Confidential Information solely for the purposes of performing this Agreement, (b) restrict disclosure to its employees, agents or advisors with a strict need to know and under obligations of confidentiality no less protective than those herein, and (c) exercise at least the same degree of care to protect Confidential Information as it does for its own confidential information, but in no event less than reasonable care.

The obligations set forth do not apply to information that (i) is or becomes public other than by breach of this Agreement, (ii) was already known by the receiving party without obligation of confidentiality, (iii) is rightfully received from a third party without restriction, or (iv) is independently developed without use of the Confidential Information.

INTELLECTUAL PROPERTY

Except as expressly set forth below, Presenter retains all right, title and interest in and to Presentation Materials, including all copyright and other intellectual property rights. Presenter grants Recipient a limited, non-exclusive, non-transferable license to use delivered Presentation Materials solely for Recipient's internal business purposes, unless the parties agree in writing to an alternative license or assignment.

LIMITATION OF LIABILITY

Except for breach of confidentiality or willful misconduct, neither party shall be liable to the other for indirect, incidental, special or consequential damages. The aggregate liability of either party arising out of or relating to this Agreement shall not exceed the total fees paid by Recipient to Presenter under this Agreement in the twelve (12) months preceding the claim.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of without regard to its conflict of laws rules. Venue for any dispute shall be in the courts located in the county designated by the governing state unless the parties agree otherwise in writing.

ENTIRE AGREEMENT

This Agreement, including any attachments and written statements of work referenced herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals or representations, whether written or oral. Any modification must be in writing and signed by authorized representatives of both parties.

NOTICES

All notices required or permitted hereunder shall be in writing and delivered to the addresses set forth above or to such other address as either party designates by notice to the other. Notice is effective upon personal delivery, confirmed email transmission, or three (3) business days after deposit with a nationally recognized overnight courier.

MISCELLANEOUS

If any provision of this Agreement is held invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect. This Agreement may be executed in counterparts, each of which shall be deemed an original, and electronic or facsimile signatures shall be deemed originals for all purposes.

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