Member Feedback Communication

MEMBER FEEDBACK COMMUNICATION

This Member Feedback Communication (the Agreement) is entered into between:

Member Name:

Organization Name:

Effective Date:

WHEREAS

WHEREAS, Member regularly uses the services or products of Organization and provides user experience, suggestions, evaluations, and other input regarding Organization's services, systems, products, processes and programs (collectively, Feedback); and

WHEREAS, Organization wishes to solicit, receive, review and, subject to the terms of this Agreement, use such Feedback for the purpose of improving Organization's operations and offerings and Member is willing to provide Feedback on the terms set forth herein.

SCOPE OF FEEDBACK

FEEDBACK OWNERSHIP AND LICENSE

Member represents and warrants that Member has authority to provide the Feedback and that the Feedback does not violate any agreements with third parties. Member grants to Organization a perpetual, worldwide, non-exclusive, royalty-free, transferable, sublicensable license to use, reproduce, modify, distribute, create derivative works of, and otherwise exploit the Feedback in connection with Organization's business. Member further acknowledges that Organization may incorporate ideas or suggestions from Feedback without obligation to Member except as otherwise set forth in this Agreement.

If Member elects to transfer all right, title and interest in Feedback to Organization, check here: (Assign all right, title and interest)

PAYMENT TERMS

One-time payment upon acceptance of Feedback
Payment upon submission of Feedback
Stipend / honorarium (specify amount):

Unpaid amounts shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law and Organization may assess a late fee of: if payment is not received within days after invoice.

TERM AND TERMINATION

Term Commencement Date:

Term End Date (if any):

Either party may terminate this Agreement for convenience upon written notice given in accordance with the Notices section below. Termination for cause is permitted where a material breach is not cured within the notice period specified in a written demand to cure. Termination does not relieve Organization of obligations to pay for Feedback accepted prior to termination.

CONFIDENTIALITY

Confidential Information means non-public information disclosed by one party (Disclosing Party) to the other (Receiving Party) that is designated confidential or that reasonably should be understood to be confidential. Receiving Party shall (a) use Confidential Information solely to perform its obligations under this Agreement, (b) restrict disclosure to employees and contractors with a need to know, and (c) protect Confidential Information using no less than reasonable care. Confidential Information does not include information that is publicly available without breach, rightfully received from a third party, independently developed, or required to be disclosed by law.

This confidentiality obligation survives termination for a period of years.

NOTICES

GOVERNING LAW; REMEDIES

This Agreement shall be governed by and construed in accordance with the laws of: , without regard to conflicts of law principles. Each party acknowledges that unlawful disclosure of Confidential Information may cause irreparable harm and that remedies at law may be inadequate; accordingly, injunctive or other equitable relief may be sought in addition to monetary damages.

ENTIRE AGREEMENT

This Agreement, together with any attachments or exhibits expressly incorporated herein, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals, or communications, whether written or oral. No amendment shall be effective unless in writing and signed by authorized representatives of both parties.

SIGNATURES

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