Business Meeting Round Table

BUSINESS MEETING ROUND TABLE

Parties and Recitals

This Business Meeting Round Table Agreement (the "Agreement") is entered into by and between:

WHEREAS, Organizer is engaged in providing facilitation, moderation, and subject-matter expertise for structured round table meetings and workshops; and

WHEREAS, Host desires to retain Organizer to conduct a Business Meeting Round Table described herein under the terms and conditions set forth in this Agreement; and

WHEREAS, the parties intend for this Agreement to set forth the scope, payment, confidentiality and other material terms governing the engagement.

Meeting Details

Scope of Work

Organizer shall perform the facilitation and coordination services necessary to conduct the Business Meeting Round Table, including preparation, facilitation, participant management, and post-meeting deliverables as set forth below.

Payment Terms

Host agrees to pay Organizer the fees and expenses described below in consideration for the services rendered under this Agreement.

If any payment is not received by Organizer within days after the due date, Host shall pay a late fee of of the overdue amount and interest at the highest rate permitted by law.

Term and Termination

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

Either party may terminate this Agreement for convenience upon providing written notice to the other party at least days prior to the effective termination date. If Organizer terminates for material breach by Host, Organizer shall be entitled to reasonable compensation for services performed up to the termination date and any non-cancellable expenses.

Confidentiality

For the purposes of this Agreement, "Confidential Information" means any non-public information disclosed by a party in connection with the engagement, whether oral, written or electronic, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information includes attendee lists, participant submissions, proprietary methodologies, and meeting materials.

Each recipient of Confidential Information shall: (a) use Confidential Information solely for the performance of this Agreement; (b) restrict disclosure to its employees, contractors and advisors with a need to know and who are bound by confidentiality obligations at least as protective as those in this Agreement; and (c) exercise at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care.

Confidential obligations shall not apply to information that (i) is or becomes generally available to the public through no breach of this Agreement, (ii) is rightfully received from a third party without restriction, (iii) was known to the recipient prior to disclosure, or (iv) is required to be disclosed by law, regulation or court order, provided the recipient gives prompt written notice to the disclosing party to allow a protective order or other remedy.

The parties agree that any breach of confidentiality would cause irreparable harm for which monetary damages may be insufficient and that the injured party shall be entitled to injunctive relief in addition to any other available remedies.

Recording and Attendance

Host acknowledges that Organizer may take notes or prepare non-confidential meeting summaries. Any audio or video recording of the meeting requires explicit consent of both parties. Host provides consent to passive note-taking but indicates its preference regarding recording below.

Host authorizes Organizer to record audio/video of the meeting for internal use subject to confidentiality obligations.

Liability; Indemnification

Organizer's liability arising out of or related to this Agreement shall be limited to direct damages up to the amount of fees paid by Host to Organizer for the services giving rise to the claim. Neither party shall be liable for indirect, incidental, consequential, special or punitive damages. Host shall indemnify, defend and hold harmless Organizer from and against any third-party claims arising from Host's materials, instructions, or willful misconduct.

Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws principles. The parties shall attempt in good faith to resolve any dispute arising under this Agreement through negotiation between senior representatives. If unresolved within 30 days, the dispute may be submitted to litigation in the courts located in the specified governing state.

Entire Agreement; Amendments

This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior agreements, proposals and communications, whether written or oral. No amendment or modification shall be effective unless made in writing and signed by authorized representatives of both parties.

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