Sponsorship Terms and Conditions
This Sponsorship Agreement (“Agreement”) is made by and between Kaltura, Inc. (“Kaltura”) and the entity completing the Sponsorship Application (“Sponsor”, and together with Kaltura, the “Parties”). In consideration for the opportunity to participate as a sponsor of Kaltura Virtually Live! hosted by Kaltura (the “Event”), Sponsor agrees to these terms and conditions.
SPONSORSHIP BENEFITS: Sponsor will receive the sponsorship benefits described in the Sponsor’s chosen Sponsorship Package.
SPONSORSHIP PAYMENT: Sponsor agrees to pay the fees specified in the Sponsorship Application within thirty (30) days from the date of invoice. The sponsorship will be confirmed only upon Kaltura’s full receipt of sponsorship fees from Sponsor.
INDEMNITY AND LIMITATION OF LIABILITY: (a) Neither Kaltura, any co-sponsor, service provider nor any of their respective officers, agents, employees, facilities, representatives, assigns, nor any volunteer otherwise affiliated with the Event shall be liable for, and Sponsor hereby releases them from, any claims in law or equity (or both) for damage, loss, harm, or injury to the person, property or business of the Sponsor and/or any of its visitors, officers, agents, employees, or other representatives in connection with the Event. (b) The Sponsor shall indemnify, defend, and hold harmless Kaltura, its officers, directors, employees, agents, and co-sponsors harmless from and against any and all claims, demands, suits, liability, damages, losses, costs, reasonable attorney’s fees, and expenses that result or arise from any action or failure to act on the part of the Sponsor or any of its officers, agents, employees, or other representatives, including, without limitation, any intellectual property-related claims arising from content that Sponsor provides in connection with the Event or any claims arising from Sponsor’s failure to comply with applicable laws and regulations. (c) Under no circumstance will Kaltura or any co-sponsor be liable for lost profits or other incidental or consequential damages for any of their acts or omissions whatsoever, whether or not appraised of the possibility or likelihood of such damages or lost profits. In no event shall Kaltura’s aggregate liability, under any circumstance, exceed the amount actually paid to Kaltura by Sponsor pursuant to the Sponsorship Application. KALTURA MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE EVENT, ITS CONTENT OR STRUCTURE, OR THE NUMBER OF ATTENDEES, AND EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTIES.
LICENSE. Sponsor hereby grants Kaltura a worldwide, royalty-free, perpetual, transferable, non-exclusive license to use, exhibit, broadcast, publish, publicly display, make available, publicly perform, distribute, promote, copy, store, reproduce, and prepare derivative works from any content that Sponsor presents in connection with the Event, including, without limitation, any recorded version of a presentation given by Sponsor during the Event, or in connection with the Event.
INSURANCE: Sponsor shall maintain, at its sole cost and expense, sufficient liability insurance to cover all potential problems that could arise in connection with Sponsor’s participation in the Event. In addition, Sponsor acknowledges that Kaltura does not maintain insurance covering Sponsor’s participation in the Event, and that Sponsor exclusively bears the responsibility for obtaining insurance sufficient to cover any losses borne by Sponsor in connection with the Event.
OBSERVANCE OF LAWS: Sponsor shall abide by and observe all laws, rules, regulations, and ordinances (including all laws and regulations relating to data privacy and electronic communications) in the course of its participation in, or sponsorship of, the Event.
DATA PRIVACY AND DATA PROTECTION: Each Party acknowledges and agrees that it is responsible for its own processing of personal data in connection with this Agreement and, where applicable, each Party is a “data controller” for purposes of the GDPR (Regulation (EU) 2016/679). Each Party shall only process personal data in compliance with, and shall not cause the other Party to be in breach of, applicable data protection laws. Each Party shall promptly provide any information or assistance the other Party may reasonably request to enable the other Party to comply with its own obligations under applicable data protection laws.
CANCELLATION OR TERMINATION BY KALTURA: If for any reason beyond its reasonable control, including but not limited to fire, strike, earthquake, damage, government regulation, public catastrophe, or act of God, Kaltura determines that the Event or any part thereof cannot be held, Kaltura may cancel the Event or any part thereof. In the event of such cancellation, Kaltura shall, upon request, refund the fees specified in the Sponsorship Application, after deducting all reasonable expenses incurred by Kaltura. In such event, Kaltura will provide an accounting of Event expenses incurred. Sponsor further understands that Kaltura may, in its sole discretion, cancel the Event for reasons other than those stated above, in which case Sponsor’s sole and exclusive remedy shall be a refund of any fees paid to Kaltura.
CANCELLATION OR TERIMNATION BY SPONSOR: This is a legally binding contract. All payments made to Kaltura or agreed to under this Agreement shall be deemed fully earned and non-refundable in consideration of the expenses incurred by Kaltura and Kaltura’s lost or deferred opportunity to provide sponsorship opportunities to others.
AUTHORITY: Each Party represents and warrants that the execution, delivery and compliance with the terms of this Agreement by such Party and consummation by it of the transactions contemplated hereby have been duly and validly authorized by all necessary corporate or other action and the agreements contained herein constitute valid and legally binding obligations and are enforceable in accordance with their terms.
WAIVER: The failure of either Party to insist on strict compliance with any of the terms, covenants, or conditions of this Agreement by the other Party shall not be deemed a waiver of that term, covenant, or condition.
ENFORCEABILITY: Each provision of this Agreement shall be separately enforceable, and the invalidity of one provision shall not affect the validity or enforceability of any other provision.
GOVERNING LAW: The validity, interpretation, enforceability, and performance of this Agreement shall be exclusively governed by and construed in accordance with the laws of the State of New York. The Parties hereby agree to submit to the exclusive jurisdiction of the courts of New York.
ENTIRE AGREEMENT: This Agreement constitutes the only agreement, and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof. This Agreement may not be amended or modified, except in the form of written amendment signed by all parties to this Agreement.
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