Business Meeting Sharing Session

BUSINESS MEETING SHARING SESSION AGREEMENT

Parties

Recitals

WHEREAS, Service Provider has expertise in facilitating business meetings, presentations, and knowledge-sharing sessions and is willing to present or facilitate a session on the terms set forth herein; and

WHEREAS, Client Organization desires to engage Service Provider to conduct a Business Meeting Sharing Session titled to be held on at .

WHEREAS, the parties intend to define the scope, payment, confidentiality, and other terms governing the session in this Agreement.

Scope of Work

Service Provider will prepare, present, and share materials during the Business Meeting Sharing Session. Specific deliverables and responsibilities include planning, presentation materials, facilitation, and permitted post-session distribution as specified below.

Meeting Details and Rights

Session Type: In-Person Virtual Hybrid

Permission to record or distribute materials: Permission granted Permission denied

Payment Terms

Client shall pay Service Provider the fees for the session as set forth below. Payment obligations survive termination to the extent permitted by law.

Term and Termination

This Agreement commences on the Effective Date and continues until the completion of the services or until terminated in accordance with this section.

Effective Date:   End Date (if applicable):

Either party may terminate for material breach if the breach remains uncured for the notice period set forth above. Termination does not relieve Client of payment obligations for services performed prior to termination.

Confidentiality

"Confidential Information" means non-public information disclosed by one party to the other, whether orally, in writing, or by observation, that is designated as confidential or that reasonably should be understood to be confidential. Confidential Information excludes information that (a) becomes publicly known through no breach by the receiving party; (b) was rightfully known to the receiving party prior to disclosure; (c) is received from a third party without breach of any obligation of confidentiality; or (d) is independently developed by the receiving party without reference to the disclosing party's Confidential Information.

Each party agrees to (i) use Confidential Information solely for the purposes of performing under this Agreement, (ii) restrict disclosure to employees, contractors, or agents who have a need to know and who are bound by confidentiality obligations no less protective than those in this Agreement, and (iii) 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 survive termination for a period of three (3) years, except for trade secrets which shall remain protected for so long as they qualify as trade secrets.

Intellectual Property and Use of Materials

Unless otherwise agreed in writing, Service Provider retains all right, title, and interest in materials created by Service Provider prior to or independently of this Agreement. Client is granted a limited, non-exclusive, non-transferable license to use session materials solely for internal business purposes as set forth in this Agreement. Any further distribution, sale, or public posting requires prior written consent of Service Provider and may be subject to additional compensation.

Representations; Indemnity; Limitation of Liability

Each party represents that it has the authority to enter into this Agreement. Client shall indemnify and hold harmless Service Provider from third-party claims arising from Client-provided materials or Client's misuse of the session materials. Except for liability arising from gross negligence or willful misconduct, each party's cumulative liability under this Agreement shall not exceed the total fees paid under this Agreement.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. Venue for any dispute arising out of this Agreement will be the state or federal courts located in that jurisdiction.

Entire Agreement; Amendments

This Agreement, together with any attachments or documents incorporated by reference, constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, and representations. Any amendment or modification must be in writing and signed by duly authorized representatives of both parties.

Miscellaneous Provisions

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other party, except to an affiliate or in connection with a merger or sale of substantially all assets, provided that the assignee assumes the assigning party's obligations.

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