The Ultimate Sugar Show Promotional Agreement
THIS AGREEMENT made on {todaysDate} (herein after referred to as the “Effective Date”) by and between The Invested Foodie, LLC d/b/a Sweet Fest (hereinafter referred to as "Sweet Fest®"), whose address is 1195 Crestbrook Lane SW, Mableton, GA 30126, c/o Landery Law Office, LLC., PO Box 143784, Fayetteville, Georgia 30214, and {name} (hereinafter referred to as “Presenter”), whose address is {address}.
WHEREAS Sweet Fest® wishes to retain the Presenter’s expert knowledge and services as a presenter.
WHEREAS Presenter agrees to assist Sweet Fest® with such services under the terms and conditions set forth in this Agreement.
NOW THEREFORE, in consideration of the mutual promises contained herein, it is agreed and understood as follows:
1. Terms. The term of this agreement shall commence as of the date hereof and shall continue until the completion of Presenter's services listed below in Section 2.
2. Services.
(a) The Presenter shall provide its non-exclusive services, as a Conference Presenter, to actively promote The Ultimate Sugar Show 2019 event (hereinafter referred to as the “Event”) by using commercially reasonable efforts to implement the features, services and/or promotional methods and initiatives;
(b) Promotion for the Event will be conducted primarily on social media, specifically: Instagram, Facebook, Twitter, and Periscope;
(c) Participation as an instructor in either the Skills “Share-A-Thon”, “Masterclass”, and/or “Live Demonstration”; and
(d) Appearance and engagement during evening networking sessions during the Event, when possible.
3. Compensation.
(a) Presenter will perform services in exchange for the following applicable fee structure:
Class Type |
Length |
Instructor Fee |
Live Demonstration |
1 Hour |
Flat $100/Session |
Mini Masterclass |
2 Hours |
$20/Student |
Full Masterclass |
2+ Hours |
Set by Instructor |
(b) The Event will add an additional fee to the class/demo listed consumer price to accommodate for classroom, administrative, equipment, and/or material fees if applicable; and
(c) Participation in and access to Evening Event Activities with the understanding that daily meals may require an additional fee.
4. Grant of Rights. For the Term of this Agreement, Sweet Fest® hereby grants to Presenter a non-exclusive, non-transferrable, royalty-free, and revocable worldwide license to use, reproduce and distribute any advertising and promotional materials including all artwork, trademarks, logos, designs, ads and the like (“Licensed Marks”) provided by Sweet Fest® in connection with the services outlined in Section 2.
5. Use of Marks.
(a) The Presenter shall use and display the Licensed Marks in connection with Section 2 only in the manner and form that they are registered under the US Trademark Act of 1946, and in according with the terms of this agreement.
(b) The Presenter shall submit to Sweet Fest®, for its approval, all representations of the Licensed Marks that it intends to use.
6. Protection of Marks. The Presenter shall not directly or indirectly:
(a) register or use any other trade name, trademark, or service mark incorporating or based in whole or in part on any of the Licensed Marks,
(b) use any Licensed Mark as part of any corporate or trade name, as part of prominent signage displaying its business name, or in connection with any unauthorized goods or services,
(c) use the Licensed Marks in combination with any other trademarks,
(d) debrand, rebrand, or private label any of the Licensed Marks,
(e) hold itself out as having any ownership interest in the Licensed Marks,
(f) engage in any conduct that would constitute Infringement of or otherwise affect either the Licensor's interest in the Licensed Marks or the goodwill associated with them,
(g) dispute the validity, ownership, or enforceability of any of the Licensed Marks,
(h) invalidate, dilute, or otherwise adversely affect the value of the goodwill associated with the Licensed Marks, or
(i) engage in any conduct that would constitute infringement of, or otherwise harm, the intellectual property rights of any third parties.
7. Goodwill. The Presenter shall act in the best interests of Sweet Fest® as owner of the Licensed Marks and in such a way as to preserve and protect the Sweet Fest®’s interest in the Licensed Marks.
8. Ownership of Mark. Sweet Fest® is the sole owner of the Licensed Marks.
9. Confidentiality.
(a) Both parties shall maintain in confidence and will not disclose to third parties without the other’s prior written consent (i) the specific terms of this Agreement; and (ii) information that is proprietary or confidential to Sweet Fest®.
(b) For purposes of this Agreement, "Confidential Information" shall include all information or material that has or could have commercial value or other utility in the business in which Sweet Fest® is engaged.
(c) The Presenter shall not, without prior written approval of Sweet Fest®, publish, copy, or otherwise disclose to others, for Presenter's own benefit, or permit the use by others for their benefit or to the detriment of Sweet Fest®, any Confidential Information.
(d) Confidentiality provisions of this Agreement shall survive the termination of this Agreement and Presenter's duty to hold Confidential Information in confidence shall remain in effect until the Confidential Information no longer qualifies as a trade secret or until Sweet Fest® sends Presenter written notice releasing Presenter from this Agreement, whichever occurs first.
10. Non-Competition.
(a) Within a TWO (2) week period both preceding and after the conclusion of the Event, Presenter will not directly or indirectly solicit, promote, agree to perform or perform services of any type similar to the aforementioned Service(s) for any person or entity.
(b) The restrictions set forth in this Section 10 shall apply within the State of Georgia.
11. Severability. If a court finds any provision of this Agreement invalid or unenforceable, the remainder of this Agreement shall be interpreted so as best to effect the intent of the parties.
12. Integration. This Agreement expresses the complete understanding of the parties with respect to the subject matter and supersedes all prior proposals, agreements, representations, and understandings. This Agreement may not be amended except in a writing signed by both parties.
13. Waiver. The failure to exercise any right provided in this Agreement shall not be a waiver of prior or subsequent rights.
14. Governing Law. This agreement will be governed by and construed in accordance with the laws of the State of Georgia, without regard to its conflict of laws rules.
IN WITNESS WHEREOF, the parties have accepted and executed this Agreement.
ACCEPTED AND AGREED:
The Invested Foodie, LLC (“Developer”) D/B/A “Sweet Fest®”
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{name}
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