Event Activation Services Agreement, Version 2.0
Owner: Marvelous United Inc. Last revised: August 25, 2026.
This Event Activation Services Agreement (the "Agreement") is made between Marvelous United Inc., a Delaware corporation ("Organizer"), which operates the AI Insiders program ("AI Insiders"), and the entity identified on the signature page below as the "Partner". This Agreement is effective as of the date of the last signature below (the "Effective Date"). Schedule A sets out the deal terms for the engagement. The Standard Terms that follow apply to every Organizer event and program partnership. Schedule A controls only where it expressly conflicts with the Standard Terms.
Schedule A / Deal Terms
Each signed agreement carries a completed Schedule A covering: Partner, Event, Partnership role, Partnership Fee, Deposit, Reservation, Included benefits, Content Direction, Partner Inputs, and Exclusivity. The Reservation language is fixed:
Partner's role is confirmed and reserved upon signature by both Parties. If payment remains outstanding after the due date, Organizer may suspend performance or release the role only after giving Partner three business days' written notice to cure.
Standard Terms
These terms are designed to remain consistent across Marvelous United event and program partnerships. Schedule A controls if it expressly conflicts with these Standard Terms.
1. Scope and cooperation
Organizer will provide the partnership benefits described in Schedule A. Each Party will designate a responsive point of contact and cooperate in good faith on programming, approvals, assets, and logistics. Partner will ensure that its representatives are prepared, professional, and comply with event policies and reasonable Organizer instructions.
2. Programming and event control
Organizer retains final control over the event's editorial direction, agenda, speakers, moderators, attendee curation, venue, schedule, production, safety, and brand presentation. Organizer may reasonably adjust the session title, format, speakers, timing, venue, or other event details. Organizer will consult Partner on material changes to Partner's activation and will use commercially reasonable efforts to preserve substantially comparable partnership value.
3. Thought-leadership participation
The partnership provides participation in an Organizer-approved panel, moderated conversation, interview, presentation, or comparable format. It does not guarantee a keynote, solo presentation, speaking duration, specific moderator or co-panelist, attendee count, or placement unless Schedule A expressly states otherwise. Partner may not convert the session into a sales pitch or make claims that are unlawful, misleading, defamatory, or unsupported.
4. Introductions, attendees, and outcomes
Any guest nominations, attendee access, or introductions are subject to Organizer curation, capacity, relevance, participant consent, and applicable privacy requirements. Organizer does not sell attendee data and will not provide personal contact information without a lawful basis or permission. No attendance level, introduction, meeting, lead, commercial outcome, investment, or revenue result is guaranteed.
5. Fees, taxes, and expenses
Partner will pay the fee and any applicable taxes according to Schedule A. Except as expressly stated, fees are non-cancellable and non-refundable once both Parties sign. Where Schedule A states a deposit or advance, Organizer is not obliged to incur non-cancellable third-party cost until that amount is received. Each Party bears its own travel, lodging, staffing, production, gifting, shipping, and other expenses. Any additional services or costs require prior written approval.
6. Partner inputs and deadlines
Partner will supply the materials listed in Schedule A by the dates stated. If Partner materials arrive late, are incomplete, or do not meet the agreed specification, Organizer may reduce, substitute, or omit the affected element of the activation without reducing the fee, after notifying Partner and allowing a reasonable opportunity to cure where timing permits.
7. Cancellation, rescheduling, and force majeure
If Partner withdraws or cannot participate, the fee remains payable and non-refundable, although Organizer may offer a substitute activation in its discretion. Organizer may reschedule, relocate, or convert the event format when reasonably necessary, and the Agreement will continue for the rescheduled or replacement activation. If Organizer cancels the event for reasons other than a Force Majeure Event and does not offer a substantially comparable replacement within 90 days, Partner may elect a refund of fees paid for benefits not delivered, apportioned in good faith by reference to the elements listed under INCLUDED in Schedule A and the costs Organizer has already incurred. A "Force Majeure Event" means circumstances beyond reasonable control, including severe weather, natural disaster, epidemic, government action, civil disruption, labor interruption, venue failure, utility or network outage, or credible security or safety threat. For Force Majeure Events, Organizer may provide a rescheduled activation or a credit valid for 12 months in place of a cash refund.
8. Marks and publicity
Each Party grants the other a limited, non-exclusive, revocable, royalty-free license during the term to use its approved names, logos, and supplied brand assets solely to announce, produce, and recap the partnership, subject to any provided brand guidelines. Organizer may photograph or record the event and use Partner representatives' event appearances and remarks in organic event recaps, archival materials, and promotion of AI Insiders. Paid advertising or materially edited endorsements using a Partner representative require Partner's prior written approval. Neither Party may imply endorsement beyond the partnership described here.
9. Intellectual property
Each Party retains ownership of its pre-existing intellectual property and of the materials it supplies. Organizer owns the event, the AI Insiders name and program, the agenda and curation, and all photography, recordings, recaps, and other content Organizer creates, including content in which Partner representatives appear, subject to the license in Section 8. Where the Parties agree in writing to a co-branded asset, ownership and permitted use of that asset will be recorded in that writing. Neither Party acquires any right in the other's marks except the limited license granted here.
10. Confidentiality
Each Party will protect non-public information disclosed by the other that is marked confidential or reasonably should be understood as confidential, use it only to perform this Agreement, and disclose it only to personnel or advisers who need to know and are bound by confidentiality duties. This obligation does not apply to information that is public through no breach, already lawfully known, independently developed, or lawfully obtained from a third party. Required legal disclosures are permitted after reasonable advance notice when legally allowed.
11. Compliance and conduct
Each Party will comply with applicable laws in performing this Agreement, including anti-bribery, sanctions, privacy, advertising, and intellectual-property laws. Partner is responsible for claims, materials, giveaways, demonstrations, and content it supplies. Organizer may remove any person or material that reasonably presents a safety, legal, reputational, or operational risk, without waiving Partner's payment obligations.
12. Indemnification
Each Party will defend the other and its officers, directors, employees, and agents against any third-party claim arising from the indemnifying Party's breach of this Agreement, negligence, willful misconduct, or infringement of third-party intellectual property, and will pay damages and costs finally awarded or agreed in settlement. Partner will additionally indemnify Organizer against claims arising from materials, products, demonstrations, giveaways, statements, or activations Partner supplies or conducts at the event. The indemnified Party will give prompt notice, allow the indemnifying Party to control the defense, and provide reasonable cooperation at the indemnifying Party's expense. No settlement that admits liability or imposes obligations on the indemnified Party may be made without its consent.
13. Insurance
Where Partner conducts an on-site activation, demonstration, or distribution of physical items, Partner will maintain commercial general liability insurance of at least $1,000,000 per occurrence, together with any coverage the venue requires, and will name Organizer and the venue as additional insureds. Partner will provide a certificate of insurance on request and no later than ten business days before the event.
14. Mutual warranties
Each Party represents that it has authority to enter into this Agreement and grant the rights it grants. Except for those express warranties, the event and partnership benefits are provided as available, and neither Party makes any implied warranty of merchantability, fitness for a particular purpose, or guaranteed commercial result.
15. Limitation of liability
To the maximum extent permitted by law, neither Party will be liable for indirect, incidental, special, exemplary, punitive, or consequential damages, or lost profits, revenues, data, goodwill, or opportunities arising from this Agreement. Except as stated in the following sentence, each Party's aggregate liability will not exceed the partnership fees paid or payable under this Agreement. For breach of confidentiality and for indemnification obligations, each Party's aggregate liability will not exceed two times those fees. No cap applies to payment obligations, misuse of the other Party's intellectual property, fraud, willful misconduct, or liabilities that cannot legally be limited.
16. Term and survival
This Agreement begins on the Effective Date and continues until the later of the event and the completion of both Parties' obligations under Schedule A, unless terminated earlier as permitted here. Sections 4, 5, 9, 10, 12, 14, 15, 16, 17, 18, 19, and 20 survive expiry or termination. Confidentiality obligations survive for three years from expiry or termination, and indefinitely for trade secrets.
17. Relationship and assignment
The Parties are independent contractors. This Agreement does not create an agency, employment, fiduciary, franchise, partnership, or joint venture relationship. Neither Party may bind the other. Neither Party may assign this Agreement without the other's prior written consent, except to an affiliate or in connection with a merger, reorganization, or sale of substantially all relevant assets, provided the assignee assumes the Agreement in writing.
18. Notices
Operational notices may be sent by email to the contacts used in the partnership correspondence. Legal notices must be sent by email to the notice addresses on the signature page and are effective when the receiving Party acknowledges receipt by reply. An automated delivery or read receipt is not an acknowledgment. Either Party may update its notice address in writing.
19. Governing law and disputes
This Agreement is governed by the laws of the State of Delaware, without regard to conflict-of-laws rules. Before filing a claim, the Parties will first attempt in good faith for 15 days to resolve the dispute through executive-level discussion. Any court proceeding must be brought in the state or federal courts located in Delaware, and each Party consents to their jurisdiction and venue.
20. General
This Agreement is the entire agreement about this partnership and supersedes prior or contemporaneous proposals and communications on the same subject. Amendments must be in writing and accepted by both Parties. Email is sufficient for operational approvals but not for changing the fee, liability terms, cancellation rights, or governing law. If any provision is unenforceable, it will be limited to the minimum extent necessary and the remainder will remain effective. Waivers must be explicit and apply only to the stated instance. This Agreement may be signed electronically and in counterparts, each of which is deemed an original and together form one instrument. A PDF or electronic copy of a signature is effective as an original.