Meeting Zoom Template

MEETING ZOOM TEMPLATE

This Meeting Zoom Services Agreement (the Agreement) is entered into as of Effective Date: by and between:

WHEREAS

WHEREAS, Service Provider is engaged in the business of scheduling, hosting, facilitating and managing virtual meetings using web conferencing platforms, including provisioning access credentials, recording, and providing post-meeting deliverables; and

WHEREAS, Client desires to engage Service Provider to provide such virtual meeting services on the terms and conditions set forth herein; and

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, the parties agree as follows:

SCOPE OF WORK

Service Provider will provide virtual meeting services as described below. The scope includes hosting the scheduled meeting(s), managing registration and security settings, providing technical support during the session, recording the session if requested, and delivering agreed materials post-meeting.

Meeting Date:   Start Time:   Estimated Duration:

Estimated Number of Attendees:

PAYMENT TERMS

Client shall pay Service Provider the fees set forth below. Fees are exclusive of applicable taxes and expenses unless otherwise stated.

Payment Due Net:  days from invoice. Late payments shall bear interest at the lesser of % per month or a flat late fee of USD.

Expenses reasonably incurred by Service Provider in connection with performance (such as third-party transcription or file hosting fees) will be reimbursed by Client when supported by receipted invoices, unless otherwise agreed in writing.

TERM AND TERMINATION

Term Commencement Date:   Term Expiration Date:

Either party may terminate this Agreement for material breach by the other party if the breach is not cured within days after written notice. Either party may terminate for convenience upon days' prior written notice. Upon termination, Client shall pay Service Provider for services performed and non-cancelable expenses incurred through the effective date of termination.

CONFIDENTIALITY

"Confidential Information" means information disclosed by one party to the other that is marked confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure, including meeting recordings, access credentials, participant lists, and non-public materials.

Receiving party shall (a) use Confidential Information solely to perform its obligations under this Agreement, (b) restrict disclosure to employees, subcontractors or agents who have a need to know and who are bound by confidentiality obligations at least as protective as those herein, and (c) exercise at least reasonable care to protect Confidential Information. Confidentiality obligations do not apply to information that is or becomes generally known through no fault of the receiving party, is independently developed, or is required to be disclosed by law subject to prompt notice to the disclosing party and cooperation, at disclosing party's expense, to seek protective measures.

MEETINGS, RECORDINGS AND DATA

Client hereby authorizes Service Provider to record the meeting if requested and to produce post-meeting deliverables. Unless otherwise agreed in writing, ownership of final deliverables and recordings will transfer to Client upon full payment; Service Provider retains the right to retain non-confidential working files. Service Provider agrees to maintain access credentials and recorded materials securely and to transmit materials only to authorized recipients.

Recording Consent:   Distribution Consent:

INDEMNIFICATION AND LIABILITY

Each party shall indemnify, defend and hold harmless the other party from claims arising out of the indemnifying party's negligence, willful misconduct, or breach of this Agreement. EXCEPT FOR LIABILITY ARISING FROM WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES.

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 law principles.

ENTIRE AGREEMENT

This Agreement, including any statements of work or attachments executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral. Any modification must be in writing and signed by duly authorized representatives of both parties.

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.

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