Meeting Consent Agreement

MEETING CONSENT AGREEMENT

This Meeting Consent Agreement (the "Agreement") is entered into on this , by and between Host Name: with principal address ("Host"), and Participant Name: with principal address ("Participant").

RECITALS

WHEREAS, the Host is organizing a meeting scheduled to occur on at at (the "Meeting").

WHEREAS, the Host intends to record, photograph, and collect materials arising from the Meeting and desires the express written consent of attendees for the use of such recordings and materials; and

WHEREAS, Participant desires to attend the Meeting on the terms set forth below and to grant limited rights described in this Agreement.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. CONSENT TO RECORDING AND USE

Participant hereby irrevocably consents to the audio recording, video recording, photography, and collection of any written or electronic materials created, delivered, or otherwise provided by Participant during or in connection with the Meeting (collectively, "Materials"). Participant grants Host and its successors, licensees and assigns a perpetual, worldwide, royalty-free, transferable, sublicensable license to use, reproduce, distribute, prepare derivative works of, publicly display, publicly perform and otherwise exploit the Materials in any media now known or hereafter devised for any purpose related to Host's business, including but not limited to training, promotion, archival and internal review.

Participant acknowledges and agrees that Host shall own all right, title and interest in and to any recordings and derivative works created from the Meeting, and Participant hereby irrevocably waives any moral rights and any right to inspect or approve such uses.

2. SCOPE OF CONSENT

Participant expressly confirms the types of consent granted (check all that apply):
Audio recording Video recording Photographs Materials created or submitted

The consent granted herein includes the right to edit, modify, excerpt, translate and combine the Materials with other works, provided that Host will use such rights in a manner consistent with applicable law and this Agreement.

3. CONFIDENTIALITY

To the extent Materials are designated in writing by Host as confidential or would reasonably be understood to be confidential given their nature and the circumstances of disclosure ("Confidential Information"), Participant agrees to maintain such Confidential Information in strict confidence and not disclose it to any third party without Host's prior written consent. Confidential Information does not include information that: (a) is or becomes publicly available other than by Participant's breach of this Agreement; (b) was lawfully in Participant's possession prior to disclosure; (c) is independently developed by Participant without use of Confidential Information; or (d) is required to be disclosed by law or valid order of a court or governmental authority, in which case Participant shall provide prompt notice to Host to permit Host to seek protective relief.

4. ATTENDANCE, CONDUCT AND COMPLIANCE

Participant agrees to comply with all applicable rules, codes of conduct and directives communicated by Host for the Meeting. Participant represents and warrants that participation and the grant of rights hereunder do not violate any contract, obligation, or the rights of any third party. Participant will not provide Materials that infringe third-party intellectual property rights, contain unlawful content, or violate applicable law.

5. REVOCATION AND TERMINATION

Participant may revoke consent for future use of Materials by delivering written notice to Host at the Notices address below. Such revocation will not affect Host's rights to use Materials already created, distributed or otherwise exploited in reliance on Participant's prior consent, provided Host shall cease further future uses to the extent reasonably practicable. Host may terminate this Agreement for material breach by Participant upon written notice.

6. REPRESENTATIONS, WARRANTIES AND AUTHORITY

Participant represents and warrants that Participant has full right, authority and legal capacity to grant the rights and consents set forth herein, that Participant is at least eighteen (18) years of age or has obtained parental/guardian consent if required, and that the execution of this Agreement will not violate any agreement with any third party. Participant further warrants that the Materials will not defame, invade privacy rights, or infringe intellectual property or other rights of third parties.

7. INDEMNIFICATION

Participant shall indemnify, defend and hold harmless Host and its officers, directors, employees, agents and affiliates from and against any and all claims, liabilities, losses, costs and expenses (including reasonable attorneys' fees) arising out of or relating to Participant's breach of any representation, warranty or obligation under this Agreement or Participant's provision of Materials that infringe the rights of any third party.

8. LIMITATION OF LIABILITY

EXCEPT FOR BODILY INJURY CAUSED BY WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, AND EACH PARTY'S AGGREGATE LIABILITY SHALL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED ONE THOUSAND DOLLARS (USD 1,000.00), PROVIDED THAT THIS LIMITATION SHALL NOT APPLY TO PARTICIPANT'S INDEMNIFICATION OBLIGATIONS OR A PARTY'S LIABILITY FOR VIOLATIONS OF LAW.

9. NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses below by hand, certified mail (return receipt requested) or nationally recognized overnight courier, and shall be effective upon receipt.

10. GOVERNING LAW

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 submit to the exclusive jurisdiction of the state and federal courts located in that State for any action arising out of or relating to this Agreement.

11. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written.

12. SEVERABILITY

If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect, the remaining provisions shall remain in full force and effect and the invalid provision shall be reformed to the maximum extent permitted by law to reflect the parties' intent.

13. AMENDMENTS; WAIVER; COUNTERPARTS

This Agreement may be amended only by a written instrument executed by both parties. No waiver of any provision shall be effective unless in writing and signed by the party waiving compliance. This Agreement may be executed in counterparts, each of which shall be deemed an original, and execution by electronic signature or facsimile shall be binding.

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