TERMS OF AGREEMENT
This Agreement is made and entered into on this date by and between DWilson & Associates, LLC (“Company”) and Speaker. Company and Speaker may be referred to herein together as the “Parties”; and Company, from time to time and in a manner that is subject to its sole discretion, provides a dynamic and exciting online platform. Speaker has expressed a desire to provide a Presentation in connection with a Company sponsored Event as described herein; and for good and valuable consideration, the Parties hereby agree as follows:
1. ENGAGEMENT: SPEAKER agrees to prepare and present a 30-minute presentation agreed upon by the Company in connection with Company’s Webinar/Event titled Living Your Faith Out Loud (“Event”).
2. PAYMENT: Applicant agrees to pay the sum (“Payment”) or other considerations in exchange for the opportunity to provide his/her Presentation in connection with the Event and to be promoted in connection with the Event.
3. CANCELLATION & REFUND POLICY: Speaker may ONLY be entitled to a full refund of Payment if Speaker provides written Notice of Cancellation to Company within seventy-two (72) hours of the date Speaker executes this Agreement. Refund shall be made within five (5) business days of Company’s receipt of written Notice of Cancellation. Company reserves the right to reject any presentation for any reason and refund the speaker payment.
4. Speaker authorizes Company to use his/her name, likeness, photograph, and/or biographical data in connection with the Company’s use and promotion of the Event.
5. Speaker warrants that all information shared in the process of delivering the Presentation does not contain any false, inaccurate, libelous or obscene material, injurious formulae, recipes, or instructions, and will not invade or violate any right of privacy, publicity, proprietary right, or intellectual property right, and will not violate any laws. Furthermore, Speaker agrees that all information presented must align with Biblical principles.
6. Speaker represents and warrants that the Presentation is an original work created solely by the Speaker, except for public domain material that may be incorporated therein. To the extent that the Presentation contains any material or excerpt from the works of others, Speaker hereby ensures that the same is done with full right and authority, and may be reused as contemplated in this Speaker Agreement. It is the Speaker’s obligation to obtain all necessary releases, waivers, licenses, and other permission required for the full performance of Applicant's’s obligations under this Speaker's Agreement.
7. Speaker is providing services under this Speaker Agreement solely as a volunteer and not as an agent, representative, or employee of the Company, or in any other capacity. The Speaker is solely responsible for his/her own performance under this Agreement, and shall not make any representations or warranties, or purport to incur any obligations, on behalf of the Company. Speaker is not entitled to any workers compensation, insurance, or other employee related benefits from the Company.
8. Speaker understands and agrees that the recording of his/her presentation may be made available after the Event takes place.
9. INTELLECTUAL PROPERTY RIGHTS: Speaker shall be the owner of all intellectual property rights embodied in the Presentation. Speaker assigns exclusively to Company all right, title, and interest in and to the Presentation, including all copyrights embodied therein. As the owner of the rights to the Presentation, Company shall not be restricted from any activity with respect to the Presentation. Company in turn hereby grants to the Speaker, a nonexclusive, royalty-free license to use, reproduce, and distribute the Presentation, and any materials used in connection with the Presentation, provided that the Presentation and/or materials are not used in a publicly available webinar, training or other educational event without written permission from Company, and in each print or electronic copy shall include the following copyright notice:
10. Speaker agrees to indemnify Company and/or hold Company harmless in the event that the representations made by Applicant during his/her Presentation that are knowingly false, misleading or a departure from a generally accepted industry practice. Speaker shall indemnify and hold Company harmless in the event any litigation arises from the content provided by the Speaker in the program(s) referenced herein.
11. Speaker agrees to provide a high quality pre-recorded video of virtual presentation, short bio, high quality photos, logo and other materials requested by the July 27, 2021, deadline requested. If the submission deadlines are not met, the Speaker will not appear in the broadcast and no refund will be provided.
13. Speaker WILL NOT be permitted to sell or seed his/her products or services during Presentation. Speaker may pitch products and services via the Virtual Expo.
14. The Company grants Speaker a Vendor License that permits Speaker to promote services and productions in the Virtual Expo. Speaker agrees to pay the Company 30 percent of total event gross sales on consulation, coaching, membership and other programs in a check payable to DWilson & Associates, LLC, 38A Pass Road, Gulfport, MS 39507, within 7 days of the event. Speaker is required to submit all information and materials for the Virtual Expo by the deadline provided.
15. Speaker shall obtain any license or permits as may be required by law, and shall pay all taxes, fees and charges prescribed by Federal, State, and local laws, ordinances, and regulations in connection with Vendor's use of the premises.
16. Speaker agrees to promote and share the event on social media and via his/her various channels of promotion. Spotlight Speakers agree to provide a 15- to 30-second video promo stating they will speak at the Event.
17. GOVERNING LAW: Parties agree that all disputes regarding the construction, interpretation, and parties’ rights and obligations under this Agreement will be governed by the laws of the State of Mississippi, shall deem necessary or advisable until all sums due under this Agreement have been paid in full.
18. ENTIRE AGREEMENT: Parties agree that the foregoing terms and conditions and, if applicable, any attachment hereto (collectively, the “Agreement”) constitute the complete and exclusive statement of the understanding between Company and Speaker with respect to the Event and the Parties obligations hereunder. The Agreement may be modified only pursuant to a written instrument signed by both parties. The invalidity in whole or in part of any provision of the Agreement will not affect the validity of other provisions. Either party’s failure to insist upon the performance of any term of the Agreement will not be construed as a waiver of that party’s present or future right to such performance and each party’s obligations in respect thereto will continue in full force and effect. Any headings in the Agreement have been inserted solely for convenient reference and will be ignored in its construction.