Sponsor Terms and Conditions 2023

1. 
   Organizer’s Obligations

In consideration for Sponsor's participation in the Event, Organizer shall provide the Sponsor the benefits set out in Sponsorship Prospectus.

1. 
   Sponsor Obligations

For its participation as a Sponsor in the Event, Sponsor shall pay Organizer a fee (the "Sponsorship Fee"), as set out in Sponsorship Prospectus. The Sponsorship Fee is payable to Collaboration In Aging, due immediately from date of Agreement signing or payable under the Installment Option.

1. 
   Installment Option

A sponsor may forgo the total payment due immediately in lieu of a payment option.  Sponsor may select fifty percent (50%) at initial execution with the additional fifty percent (50%) due by April 30, 2023.  Only full payments will be accepted after April 30, 2023. 

1. 
   Sponsor Trademarks/Sponsor Materials

Subject to the terms and conditions of this Agreement, Sponsor grants to Organizer the express right to use Sponsor's trademarks, trade names, and logo designs and company descriptions as prepared and delivered to Organizer by Sponsor (“Sponsor Materials”), in any medium of advertising, marketing materials, and/or promotional goods distributed solely in conjunction with the Event and in accordance with Sponsor's trademark usage guidelines.

1. 
   Indemnity
   4.1 Organizer shall not be responsible for any loss of or damage to property of Sponsor, its employees, agents, contractors or assigns nor for any personal injury to Sponsor's officers, directors, employees, agents, contractors and/or invitees except to the extent any such claims may be directly and solely attributable to the gross negligence or willful misconduct of Collaboration In Aging, its directors, officers, and/or employees. 

4.2 Sponsor shall indemnify, defend, and hold Organizer harmless from and against any claims arising out of, or relating directly or indirectly to, content on their respective web sites, use of Sponsor’s trademarks and logos, and Sponsor Materials.

4.3 Sponsor will give Organizer prompt written notice of any claim or suit coming within the purview of these indemnities. 

1. 
   Limitation of Liability

Except with respect to Section 8.3, in no event shall either party be liable to the other party for any incidental, consequential, indirect, or punitive damages (including but not limited to lost profits) regardless of whether such liability is based on breach of contract, tort, strict liability, breach of warranties, failure of essential purpose or otherwise and even if advised of the possibility of such damages. Notwithstanding anything else in this Agreement, Organizer’s liability for any claim against Organizer shall be limited to the funds available in its own bank account at the time of the claim. 

1. 
   Representations
   Each party hereby represents and warrants that it has the full power to enter, execute and perform according to the terms of this Agreement. 
2. 
   Term and Termination

7.1 Term. Subject to the terms and conditions herein, this Agreement shall be effective upon the Effective Date and shall continue through October 5, 2023, one week past the event date, unless earlier terminated as otherwise provided in this Agreement (the "Term").

7.2 Termination by Organizer 

Organizer shall be entitled to cancel the Event and/or terminate this Agreement at any time for any reason. In the event Organizer terminates this Agreement for any reason other than Sponsor's breach Organizer shall refund any fees received from Sponsor, and at Sponsor’s expense, return any materials, and equipment, hardware and/or software loaned by Sponsor for the Event.

7.3 Termination by Sponsor; Effect of Termination

a) Sponsor may terminate this Agreement for breach by Organizer after giving Organizer at least fourteen (14) days prior written notice specifying the nature of the breach and giving Organizer no less than thirty (30) days to cure such breach. In the event such breach remains uncured at the end of the notice period, this Agreement shall terminate on the thirty-first (31) day. If breach occurs fewer than ten (10) days prior to the Event, Sponsor may terminate this Agreement for breach if such breach is not cured by the first day of the Event. 

b) If Organizer terminates this Agreement for Sponsor's breach, Organizer shall retain any fees received from Sponsor which fees shall be due and payable notwithstanding any such termination. Any equipment, materials and hardware or software of Sponsor shall be returned at the end of the Event and, in the interim, may be used for the purposes contemplated herein notwithstanding such termination.

c) If Sponsor terminates for Organizer’s breach, Sponsor shall be entitled to seek a full refund of any fees paid and for the return of any equipment, materials and hardware or software of Sponsor. 

d) If Sponsor fails to make full payment by April 30, 2023, then Sponsor will forfeit their fees and rights as a Sponsor of this event as provided within the Sponsorship Prospectus.  Their Sponsor shall be offered to the outside public again and Sponsor retains no right to collect any fees or benefits afforded within the Sponsorship Prospectus. 

7.4 Survival. In the event of termination or expiration of this Agreement, paragraphs 4-8 shall survive. 

1. 
   Miscellaneous
   8.1 Notices. All notices, authorizations, and requests in connection with this Agreement shall be deemed given on the day they are received by Organizer. Sponsor agrees to send a copy of any notices, via email to: info@collaborationinaging.com. 

8.2 Relationship. This Agreement does not constitute and shall not be construed as constituting a partnership, or joint venture relationship between or among the parties. 

8.3 Confidentiality. Each party expressly undertakes to retain in confidence all information and know-how transmitted to it by the other party that the disclosing party has designated as proprietary and/or confidential or that, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as proprietary and/or confidential and will make no use of such information and know-how except under the terms, for the purposes of and during the existence of this Agreement. Each party's obligation under this Agreement with respect to any information shall extend to the earlier of such time as such information is publicly available through no fault of the receiving party or five (5) years following termination of the Agreement.

8.4 Severability; Binding Effect; Governing Law. Each provision hereof shall be valid and shall be enforceable to the extent not prohibited by law. If any provision hereof or the Agreement thereof to any Person or circumstance shall to any extent be invalid or unenforceable, the remaining provisions hereof, or the application of such provision to Persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby. All provisions contained in this Agreement shall be binding upon, inure to the benefit of and be enforceable by the successors and assigns of each party hereto, including, without limitation, any United States trustee, any debtor-in-possession, or any trustee appointed from a private panel, in each case to the same extent as if each successor and assign were named as a party hereto. This Agreement shall be governed by, and construed with, the laws of the State of Colorado, without giving effect to any state’s conflict of laws principles.

8.5 Assignment. This Agreement may not be assigned by either party without prior written consent of the other party.