Marketing Thought Leader Panel

MARKETING THOUGHT LEADER PANEL AGREEMENT

Agreement Date and Parties

Agreement Date:

Entity Type: Individual Corporation LLC Other

Entity Type: Individual Corporation LLC Other

Recitals

This Agreement is entered into by Brand/Client and Panelist to set forth the terms under which Panelist will appear as a thought leader, speaker, or panel participant in the marketing initiative described below. Event / Campaign Name:

Scope of Engagement

Role: Panelist will serve as: . The panel session will occur on: at . Location (if applicable):

Number of sessions: Presentation length: Materials due by:

Rehearsal required: Yes No

Compensation and Expenses

Total Fee (USD): . Payment schedule: Deposit: due by ; Balance due by .

Payment method: Check Wire/ACH Other:

Expenses: Pre-approved reimbursable expenses will be reimbursed if submitted with receipts within 30 days. Pre-approval required: Yes

Recording, License and Intellectual Property

Panelist grants Brand a non-exclusive, sublicensable, transferable, worldwide license to record, reproduce, distribute, display and otherwise use Panelist's performance, presentation materials, and name, voice and likeness in connection with the Event and related marketing for a term of years unless otherwise agreed in writing. Territory: .

Ownership: Panelist retains copyright in original authored materials not created at Brand's direction. Brand will own recordings and marketing materials produced by or for Brand that incorporate Panelist's performance, subject to the license back to Panelist described above. Any third-party materials must be cleared by Panelist prior to use.

FTC Disclosure Compliance and Publicity

Panelist acknowledges the requirement to disclose any material connection to Brand when participating in promotional content. Panelist agrees to make clear, conspicuous disclosure of Brand relationship in social posts and statements as required by applicable advertising and consumer protection laws. Panelist will use the following disclosure language when applicable:

Publicity: Neither party shall issue public statements or press releases using the other's name or logos without prior written approval; Brand may include Panelist name and likeness in promotional materials for the Event consistent with the license granted above.

Exclusivity

Exclusive Participation Required for the panel: Yes No

If exclusivity applies, exclusive period starts on and ends on . Kill fee if Brand terminates without cause after exclusivity begins: .

Termination

Termination for convenience: Either party may terminate this Agreement by providing days' written notice. Termination for cause: Either party may terminate immediately for material breach if breach is not cured within days after written notice.

Refunds and fees on termination: If Brand terminates without cause within days of the Event, Brand will pay Panelist a kill fee of unless otherwise agreed in writing.

Confidentiality

Representations, Warranties and Indemnification

Panelist represents and warrants that Panelist has the right to enter into this Agreement, that Panelist's participation and materials will not infringe third-party rights, and that any factual claims made during the Event are true to the best of Panelist's knowledge. Panelist will indemnify and hold harmless Brand from third-party claims arising from Panelist's breach, negligence, or willful misconduct. Brand will indemnify Panelist for claims directly resulting from Brand's breach or Brand-controlled materials.

Insurance and Compliance

Insurance: Panelist shall maintain at least general liability insurance if required by Brand: Yes No. If required, provide insurer name and policy limits:

Compliance with laws: Each party will comply with applicable laws, rules and regulations in performing its obligations hereunder.

Miscellaneous

Independent contractor: Panelist is an independent contractor and not an employee of Brand. Panelist is responsible for all taxes and withholdings relating to fees paid hereunder.

Governing law: This Agreement is governed by the laws of the State of without regard to conflict of law principles. Any dispute will be resolved by the parties in the courts located in that state unless the parties agree otherwise in writing.

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