Organizational Committee Motion Template

ORGANIZATIONAL COMMITTEE MOTION TEMPLATE

WHEREAS

WHEREAS, the seeks to authorize execution of a binding agreement for the provision of services and related obligations described below;

WHEREAS, the proposed counterparty identified as represents it has the capacity and qualifications to perform the services in accordance with committee requirements;

WHEREAS, the committee has reviewed the proposed scope, budget and terms and determined that entering into the agreement is in the best interests of the committee and furthers its organizational purposes;

MOTION

Moved by: ; Seconded by: .

SCOPE OF WORK

PAYMENT TERMS

Late fee of on overdue balances and/or a flat fee of , whichever is greater.

TERM AND TERMINATION

Term begins on and ends on .

CONFIDENTIALITY

All non-public information disclosed in connection with the performance of the duties described in this motion that is designated confidential or that reasonably should be understood to be confidential given the nature of the information (collectively, "Confidential Information") shall be maintained in confidence by receiving parties. Receiving parties shall not disclose Confidential Information to third parties except (i) to those employees, contractors or agents who have a need to know and who are bound by confidentiality obligations at least as protective as those set forth herein, or (ii) as required by lawful process, provided that recipient provides prompt notice to the disclosing party to allow it to seek protective measures. Confidential Information does not include information which is or becomes publicly available through no fault of the receiving party, is already known to the receiving party prior to disclosure, or is independently developed without use of the disclosing party's Confidential Information.

GOVERNING LAW

This motion and any resulting agreement shall be governed by and construed in accordance with the laws of without regard to its conflicts of law principles.

ENTIRE AGREEMENT

To the extent the committee approves entry into a written agreement on the terms described herein, such agreement will constitute the entire agreement between the parties concerning the subject matter and supersede all prior negotiations, understandings and representations, whether written or oral. Any amendment must be in writing and executed by authorized representatives of the parties.

IMPLEMENTATION AND ASSIGNMENTS

VOTING RECORD

Ayes:   Nays:   Abstentions:

Motion Result: Adopted Failed Deferred / Referred

Sign Now