Presentation Document Template

Presentation Services Agreement

This Presentation Services Agreement (the "Agreement") is entered into as of by and between:

Client Name:

Presenter Name:

RECITALS

WHEREAS, Client desires to procure presentation services in connection with the project described in this Agreement and wishes to engage Presenter to prepare and deliver a professional presentation and related deliverables in accordance with the terms set forth herein;

WHEREAS, Presenter represents that Presenter has the skill, experience and technical capacity to prepare, deliver and where applicable revise presentation materials and provide speaking services as required by Client; and

WHEREAS, the parties desire to set forth herein the scope, compensation, confidentiality and other terms governing their relationship with respect to the presentations and related work product.

SCOPE OF WORK

Presenter will provide presentation services as described below. Any material change in scope shall require prior written agreement of both parties and may be subject to additional fees.

PAYMENT TERMS

Client shall pay Presenter the fees and expenses set forth below in consideration for the services and deliverables. All payments are due in U.S. dollars unless otherwise agreed in writing.

In the event Client fails to pay any undisputed amount when due, Client shall pay interest on the overdue amount at the rate of compounded monthly, plus any collection costs and reasonable attorneys' fees incurred by Presenter in collecting past due amounts.

TERM AND TERMINATION

This Agreement commences on the Effective Date and, unless earlier terminated in accordance with this section, continues until .

Either party may terminate this Agreement for convenience upon written notice delivered not less than days prior to the intended termination date. Either party may terminate immediately upon written notice for material breach that remains uncured for a period of 10 days following receipt of written notice specifying the breach. Termination shall not relieve Client of the obligation to pay for services performed and expenses incurred prior to termination, nor shall it relieve Presenter of the obligation to deliver work completed and to cooperate in an orderly wind-down as reasonably requested by Client.

CONFIDENTIALITY

For purposes of this Agreement, "Confidential Information" means non-public information disclosed by one party to the other in any form that is designated as confidential or that reasonably should be understood to be confidential. Each party shall (a) use Confidential Information solely for the purposes of performing under this Agreement; (b) limit disclosure to its employees, contractors and advisors who have a need to know and who are bound by confidentiality obligations no less protective than those set forth herein; and (c) exercise at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care. Confidential Information shall not include information that is or becomes public through no fault of the receiving party, is rightfully received from a third party without restriction, is independently developed without use of Confidential Information, or is required to be disclosed by law or court order (with prior notice to the disclosing party to the extent practicable).

The obligations of confidentiality set forth in this section shall survive termination or expiration of this Agreement for a period of two (2) years, except that trade secrets shall be protected for so long as they remain trade secrets under applicable law.

INTELLECTUAL PROPERTY; LICENSES

Unless otherwise agreed in writing, Presenter retains all right, title and interest in and to original presentation materials, slide decks, speaker notes and other pre-existing materials and intellectual property created by Presenter ("Presenter IP"). Upon full payment of fees due hereunder, Presenter grants Client a non-exclusive, non-transferable, royalty-free license to use the final delivered presentation materials for Client's internal business purposes and for the specific event(s) described in the Scope of Work. Any broader use, modification, distribution, publication, or sublicensing requires prior written consent and may be subject to additional fees.

LIMITATION OF LIABILITY

EXCEPT FOR LIABILITY ARISING FROM WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES. THE AGGREGATE LIABILITY OF EITHER PARTY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CLIENT TO PRESENTER UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles. The parties agree to submit to the exclusive jurisdiction of the state and federal courts located in that state for any dispute arising out of this Agreement.

ENTIRE AGREEMENT

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

NOTICES

MISCELLANEOUS

Each party is an independent contractor and nothing in this Agreement creates an employment, agency, joint venture or partnership relationship. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party, except that either party may assign this Agreement in connection with a merger, acquisition or sale of substantially all of its assets.

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