Creative Summit Service Contract

CREATIVE SUMMIT SERVICE CONTRACT

This Creative Summit Service Contract (the "Agreement") is entered into as of Effective Date: by and between:

Service Provider:

Client Name:

WHEREAS

WHEREAS, the Service Provider is engaged in the business of providing creative, programmatic and production services for conferences, summits and similar events and has the experience and capability to deliver the services described in this Agreement;

WHEREAS, the Client intends to host a creative summit described as: Event Name: taking place on at ;

WHEREAS, the parties wish to set forth the terms under which the Service Provider will provide creative, production and on-site services for the Client's summit.

SCOPE OF WORK

Deliverables include, at a minimum, the materials and services listed above and any additional items expressly agreed in writing by the parties. Changes to the Scope of Work shall be governed by a written change order signed by both parties, which shall include any adjustments to fees, schedule and responsibilities.

PAYMENT TERMS

All fees are exclusive of applicable taxes. Client shall reimburse Service Provider for reasonable, preapproved out-of-pocket expenses. Unless otherwise stated, payments are due within 14 days of invoice. If Client disputes any portion of an invoice in good faith, Client shall notify Service Provider in writing within 7 days and pay any undisputed portion per the schedule above.

TERM AND TERMINATION

Term Start Date:    Term End Date:

Either party may terminate this Agreement for material breach by the other party if such breach remains uncured for fifteen (15) days following receipt of written notice specifying the breach. Termination for convenience by Client requires the notice period above and payment of all fees and expenses incurred through the effective date of termination plus any non‑cancelable commitments.

CONFIDENTIALITY

"Confidential Information" means any nonpublic information disclosed by one party to the other in connection with this Agreement, including attendee lists, pricing, creative concepts, production techniques, budgets and trade secrets. The receiving party shall (a) use Confidential Information solely to perform its obligations under this Agreement; (b) restrict disclosure to employees, contractors and agents with a need to know and who are bound by confidentiality obligations at least as protective as those herein; 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.

Confidentiality obligations shall survive termination or expiration of this Agreement for a period of unless a longer period is required by applicable law. Exceptions include information that is or becomes public through no fault of the receiving party, independently developed without use of Confidential Information, or rightfully received from a third party without restriction.

INTELLECTUAL PROPERTY

Service Provider retains ownership of all pre-existing intellectual property and tools used to deliver services. Unless otherwise agreed in writing, Service Provider grants Client a non-exclusive, non-transferable license to use final deliverables for Client's internal promotional and event purposes. Reuse, resale or sublicensing of deliverables by Client requires prior written consent and may be subject to additional fees.

INDEMNIFICATION

Each party shall indemnify, defend and hold harmless the other party and its officers, directors and employees from and against any third-party claims, losses or liabilities arising from the indemnifying party's gross negligence or willful misconduct in performance of this Agreement, except to the extent such claims arise from the indemnitee's breach of this Agreement or willful misconduct.

INSURANCE

Service Provider shall maintain commercial general liability insurance and any event-specific coverage reasonably required by Client for the performance of the Services. Certificates of insurance shall be provided upon request and are a condition precedent to Service Provider's performance where required by Client in writing.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. The parties submit to the exclusive jurisdiction of the courts located in that State for disputes arising under this Agreement.

ENTIRE AGREEMENT

This Agreement, including any exhibits and executed change orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, proposals, representations and agreements, whether written or oral. Any amendment to this Agreement must be in writing and signed by authorized representatives of both parties.

NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth below or such other address as a party may designate by notice in accordance with this section.

MISCELLANEOUS

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party may assign this Agreement without the prior written consent of the other, except that either party may assign this Agreement in connection with a merger, sale of substantially all assets, or change of control provided the assignee assumes all obligations hereunder.

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