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CHAPTER EVENT PLANNING AGREEMENT

 

This Chapter Event Planning Agreement overrides any existing agreement currently in effect between Travel Entertainment and Marketing LLC (“T.E.A.M”) dba Formal Builder and / or its Affiliates (hereinafter referred to as the ‘Company’) and the Customer (hereinafter referred to as the ‘Organization’ or ‘Chapter’ or ‘You’).


The President and Treasurer of the Organization are hereby the representatives binding the Organization to this Agreement.


By clicking the acceptance button (titled “You Agree”) on the sign up form located on the Company website located at https://formalbuilder.com/cpa, You have agreed to be bound by the terms of this Agreement and hence, clicking the acceptance button amounts to your signature on this Agreement and any references to “signature” or “signed” will refer to the clicking of the acceptance button. 


By clicking the acceptance button (titled “You Agree”) on the sign up form located on the Company website located at https://formalbuilder.com/cpa, You have agreed that this agreement is an Invoice issued by Company to the Organization for the services provided under this Agreement.


In this Agreement, the Company and the Organization are individually referred to as ‘Party’ and collectively as ‘Parties’.


NOW THEREFORE, IT IS HEREBY MUTUALLY AGREED BY AND BETWEEN THE PARTIES AS UNDER:



  1. SERVICES PROVIDED.


1.1 The Company agrees to provide trip and event planning services (the "Services") which shall be documented in a written proposal to Customer and attached hereto as an Addendum to this Agreement and shall be incorporated herein for all purposes. The Services shall include, but are not limited to:


(a) Developing a comprehensive trip and event plan, including budgeting, scheduling, and logistics management.


(b) Securing necessary permits, licenses, and permissions for the smooth execution of the trip and events.


(c) accommodation, and other logistical arrangements for the participants.


(d) Arranging catering, entertainment, and any other necessary services required for the successful execution of the trip and event.


(e) Organization will be allowed to lower it's total number of couples by 10% without penalty.


1.2 The Company shall exercise reasonable skill, care, and diligence in the provision of the Services, utilizing qualified and experienced personnel.



  1. REPRESENTATIONS AND WARRANTIES BY ORGANIZATION


The Organization’s representative executing this Agreement represents and warrants to the Company that as of the date of this Agreement,


(a) he has reached the age of twenty-one (21) and has the necessary power and authority to enter into this Agreement on behalf of the Organization and to legally bind the Organization to this Agreement;


(b) he and any other individual executing this Agreement on behalf of the Organization are duly elected officers of the Organization and agree to individually guarantee that the Organization shall comply with the terms of this Agreement, and they understand that their guarantee shall remain in force and effect until they are released by the Company in writing and replaced by another duly elected officer of the Organization to assume the guarantee; and


(c) that the Organization is the legal entity in good standing in the state in which it is domiciled and that nothing in its local or national charter is preventing the Organization from entering into this Agreement and that this Agreement.


  1. PAYMENT FOR THE EVENT PLANNING AND MANAGEMENT SERVICES


3.1 For the purpose of this Agreement, a “Quote” shall mean the quotation provided by the Company to the Organization describing the scope of services, the duration of services and the fees for such services.  The Quote upon acceptance by the Organization shall become an addendum to this Agreement and shall be incorporated herein for all purposes. 


3.2 The Company agrees to provide the services at said payment terms provided in the Quote, to be paid on or before such date as provided for in the Quote (“Payment Date”), through charging the credit card authorized by the Organization. Upon signing this Agreement, the Organization shall be deemed to have executed a promissory note to the Company to the extent of the service fees stated in the Quote, which shall be considered to be paid when received by the Company through the agreed-upon payment method, which may include, but is not limited to, charging the credit card the Organization has authorized Company to charge for the services. 


3.3 The Company will charge a fixed amount for event-related accommodation, services, and events booked in advance. A processing fee will also be charged on the Payment Date, payable through the credit card provided by the Organization.


3.4 This Agreement is not connected to any agreements the Company has with hotels, venues, or other service providers. You agree not to request or demand information or services related to these agreements. The Company is not obligated to provide this information. 


3.5 The pricing negotiated by the Company with hotels, restaurants, venues, and other service providers is confidential. You agree not to request or demand information about the pricing from the Company. The pricing provided in the Quote is a package deal and the Company is not obligated to disclose individual pricing for each component.


  1. COMMUNICATION IN RESPECT OF YOUR ACCOUNT OR SERVICES PROVIDED TO THE ORGANIZATION


4.1 All communication regarding the Services will only be in writing or via SMS texts or electronic mail (email) with the Organization's representative (President or Treasurer) who signed this Agreement or person duly authorized by the Organization.


4.2 The Company may request proof of authorization from anyone claiming to be a representative of the Organization when communicating with the Company. 


4.3 Organization's counsel must be retained for disputes with the Company. Proof of authorization must be provided before discussing account or Services. Only authorized signatories can communicate with the Company regarding this Agreement. Unauthorized persons will be refused.


  1. TERM OF THE AGREEMENT AND THE RENEWAL


5.1 The Organization through either the President or Treasurer shall have the right to cancel services within fourteen (14) days of the execution of this Agreement and receive a full refund of its initial deposit, thereafter the services provided under this Agreement shall be deemed fully delivered and its initial deposit is nonrefundable.  Notice shall be deemed received on the date the Company receives an electronic mail (email) communication or the date actually received by the Company of any certified or registered correspondence through the United States Postal Service.


5.2 The Agreement shall be valid for a term of two (2) year from the date of execution by the Organization (the ‘Term’). 


5.3 The Agreement shall be automatically renewed for an additional term of two (2) year unless terminated by either party giving written notice of termination at least thirty (30) days prior to the expiration of the Term.


5.4 The Company may terminate this Agreement with immediate effect if the Organization breaches any of the terms and conditions of this Agreement. Upon termination, the Company shall be entitled to retain the service fees paid by the Organization and the Organization shall not be entitled to any refund of the same.


5.5 The Organization acknowledges that in the event of a late cancellation, breach, or default of this agreement by Organization that Company has incurred significant costs in providing the services under this agreement and the Organization agrees to pay liquidated damages as a reasonable estimate of the anticipated harm caused by such cancellation, breach or default. The Parties hereby agree that calculating actual damages arising from such breach or default would be difficult and impracticable. The liquidated damages shall be Fifty Percent (50%) of the total cost of the event based on cost as listed in either the Client Planner Agreement or the Proposal to the Organization.  If the cost listed in either of these documents is different the higher cost shall be applied in determining the liquidated damages owed to Company.  Any deposit paid by the Organization shall be credited to the liquidated damages owed to the Company.  The Parties agree that the liquidated damages specified herein represent a fair and reasonable estimate of the harm caused by the breach or default and are not intended as a penalty. The Company shall have the right to the payment of liquidated damages by charging the credit card provided by the Organization under this Agreement.  The right to claim liquidated damages under this clause shall be without prejudice to the Company’s right to seek any other remedies available at law or in equity.  The Parties acknowledge that if actual damages incurred by the Company are proven to be greater than the liquidated damages specified herein, the Company at its sole discretion may seek recovery of such actual damages. The Parties further acknowledge and agree that the liquidated damages specified herein shall survive the termination or expiration of this Agreement and shall be enforceable by the non-breaching Party.  Organization agrees to not file a dispute or request a charge-back from its credit card provider.  If Organization disputes the calculation of the liquidated damages clause, Organization agrees to follow the dispute resolution clause provided in Paragraph 12.


  1. EXCLUSIVITY


The Organization agrees that pricing and planning information is essential for the Services provided by the Company and will only be provided to interested parties. Once the Organization is onboarded, they agree not to discuss the Services with a competitor of the Company.


  1. NON-CIRCUMVENTION


This Agreement prohibits the Organization from directly approaching any service providers involved in the event for information or pricing. If the Company discovers any such attempt, they may terminate the Agreement and cancel the event.


  1. CONFIDENTIAL INFORMATION


This agreement includes confidentiality clauses. The Organization must not disclose any confidential information without prior written permission. The Organization must only use the information for its intended purpose and not for unauthorized benefits or profits.  If Organization requests a charge-back on any credit card payment, Company shall be permitted to provide its Merchant Service Provider/Credit Card Processor all correspondence between Company and Organization and all written documentation evidencing the services provided in this agreement to protest the charge-back. These clauses remain in effect for one year after the agreement's termination.  If Organization is in breach of this Agreement, Company may notify the Organization’s College, University and its National Office in order to facilitate a resolution of the dispute.


 

  1. NON-DISPARAGEMENT


During and after the Term of this Agreement, the Organization and its elected officials are not allowed to make any statements, whether publicly or privately, that harm or criticize the Company's businesses, products, services, operations, reputation, or personnel. The only exceptions are truthful statements made to governmental authorities or in response to legal processes or proceedings.

  1. NOTICES


Any notice or communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if delivered personally, sent by registered mail, or sent by email to the addresses specified below:


If to the Company:


Travel Entertainment and Marketing LLC dba Formal Builder

Address: 220 Calle Manuel Domenech Unit 845

San Juan, PR 00918 United States

Email: customerservice@formalbuilder.com


If to the Organization:


As designated by Organization’s representatives via the https://formalbuilder.com website or email or other form of written communication.


Any notice or communication sent by certified or registered mail shall be deemed to have been received five (5) business days after the date of posting. Any notice or communication delivered personally or sent by email shall be deemed to have been received on the date of delivery or transmission, respectively.


Either Party may change its address for notice by providing written notice to the other Party in accordance with this clause. Notices must be given in writing and delivered personally or by certified or registered mail to the Company's director, officer, or registered office. The Organization can also send notices via hand delivery, certified mail, or email to the address provided by the Company. Delivery is considered complete upon receipt or acknowledgement.

 

  1. INDEMNIFICATION


11.1 If either party breaches this Agreement, they must indemnify and hold harmless the other party and its officials against any and all legal claims and related damages. This includes claims arising from the breach of this Agreement or any applicable laws.


11.2 Fees recovered by the prevailing Party in any legal action (including arbitration) to enforce or interpret this Agreement shall include reasonable attorneys’ fees, other costs and expenses (including expert witness fees). The non-prevailing Party shall also pay reasonable attorneys’ fees incurred by the prevailing Party in enforcing, or on appeal from, a judgment in their favor. These terms are intended to be severable and to survive and not be merged into the judgment.



  1. GOVERNING LAW AND DISPUTE RESOLUTION


12.1 This Agreement is governed by the laws of the State where the Organization is legally chartered, with exclusive jurisdiction in San Juan, Puerto Rico. The courts of San Juan, Puerto Rico have exclusive jurisdiction for any disputes or claims related to this Agreement.


12.2 If a dispute arises, the Parties will try to resolve it through informal discussions. If not resolved within fourteen days (14) days, a Company at its sole discretion may refer the dispute to arbitration or small claims court (Rule 60) to quickly resolve the dispute.


12.3 The parties agree to resolve any disputes through arbitration conducted in English by a single arbitrator. If an arbitrator cannot be agreed upon, a panel of 3 arbitrators will be used. The arbitrators must be independent. Arbitration shall be conducted under the rules of the American Arbitration Association.


12.4 Arbitrator's fees capped at USD 1000 for a single arbitrator.


12.5 The arbitration will take place in Puerto Rico, US and the resulting award will be binding.

 

  1. SHORT MESSAGE SERVICE (“SMS” COMMUNICATIONS “TEXTS”)


Company may communicate with you for promotional or customer service purposes via SMS Texts.  You are responsible for managing the types of SMS texts you receive.  To stop receiving text messages at any time text STOP. You consent that following such a request to unsubscribe, you will receive one (1) final message from the Company confirming that you have been inactivated in our system. Following such confirmation message, no additional text messages will be sent unless you reactivate your subscription. To re-activate your subscription text START. By re-activating your subscription, you are reaffirming your agreement to the SMS Texting terms and conditions, subject to change from time to time as posted on our website. The Company may use an automatic dialing system to deliver text messages to you. The Federal Communications Commission defines an “automatic telephone dialing system” or auto dialer as equipment that has the capacity to store or produce telephone numbers to be called and to call such numbers. By your subscription to the text message program, you give your consent to the Company to use an automatic dialing system to deliver text messages to the telephone or cell phone number to which you have directed the Company to transmit these text messages.


  1. INFORMATION ON THE WEBSITE


14.1 Travel Entertainment and Marketing LLC (“T.E.A.M.”) including its leadership, members and affiliates provides the information contained on this website or any of the pages comprising the website to visitors (“visitors”) (cumulatively referred to as “you” or “your” hereinafter) subject to the terms and conditions set out in these website terms and conditions, the Privacy Policy, Cookie Policy, and any other relevant terms and conditions, policies and notices which may be applicable to a specific section or module of this website.


14.2 ADVICE. The contents of the Website do not constitute advice and should not be relied upon in making or refraining from making any decision.


14.3 CHANGES TO WEBSITE, SOFTWARE AND SERVICES Travel Entertainment and Marketing LLC (“T.E.A.M.”) reserves the right to:


  1. change or remove (temporarily or permanently) the Website or any part of it without notice and you confirm that T.E.A.M. shall not be liable to you for any such change or removal.
  2. change, remove, or discontinue any software, service, or promotion (including but not limited to any previsions, parts thereof, licensing, pricing) as advertised on this website at any time without notice and you confirm that T.E.A.M. shall not be liable for any such change or removal.
  3. change or discontinue any promotional discount vouchers or coupon codes at any time with notice and you confirm that the T.E.A.M. shall not be liable for any such change or removal.
  4. change this Agreement at any time, and your continued use of the Website following any changes shall be deemed to be your acceptance of such change.


14.4 EXTERNAL LINKS The Website may include links to third party websites that are controlled and maintained by others. Any link to other websites is not an endorsement of such website’s and you acknowledge and agree that we are not responsible for the content or availability of any such sites. External links may be provided for your convenience, but they are beyond the control of the T.E.A.M. and no representation is made as to their content. Use or reliance on any external links and the content provided thereon is at your own risk. When visiting external links, you must refer to that external websites terms and conditions of use. No hypertext links shall be created from any website controlled by you or otherwise to this website without the express prior written permission of T.E.A.M. Please contact us if you would like to link to this website or would like to request a link to your website.


14.5 COPYRIGHT The Intellectual Property Rights in this website and the materials on or accessible via it belong to T.E.A.M. or its licensors. This website and the materials on or accessible via it and the Intellectual Property Rights therein may not be copied, distributed, published, licensed, used or reproduced in any way (save to the extent strictly necessary for, and for the purposes of, accessing and using this website).For these purposes “Intellectual Property Rights” includes the following (wherever and whenever arising and for the full term of each of them): any patent, trade mark, trade name, service mark, service name, design, design right, copyright, database right, moral rights, know how, trade secret and other confidential information, rights in the nature of any of these items in any country, rights in the nature of unfair competition rights and rights to sue for passing off or other similar intellectual or commercial right (in each case whether or not registered or registrable) and registrations of and applications to register any of them.


14.6 TRADEMARKS The trademarks, names, logos and service marks (collectively “trademarks”) displayed on this website are registered and unregistered trademarks of the Website. Nothing contained on this website should be construed as granting any license or right to use any trademark without the prior written permission of T.E.A.M.


14.7 LIMITATION OF LIABILITY The Website is provided on an “AS IS” and “AS AVAILABLE” basis without any representation or endorsement made and without warranty of any kind whether express or implied, including but not limited to the implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, security and accuracy. To the extent permitted by law, T.E.A.M. will not be liable for any indirect or consequential loss or damage whatever (including without limitation loss of business, opportunity, data, profits) arising out of or in connection with the use of the Website.  T.E.A.M. makes no warranty that the functionality of the Website will be uninterrupted or error free, that defects will be corrected or that the Website or the server that makes it available are free of viruses or anything else which may be harmful or destructive.  Nothing in these Terms and Conditions shall be construed so as to exclude or limit the liability of T.E.A.M. for death or personal injury as a result of the negligence of T.E.A.M. or that of its leadership and members.


14.8 INDEMNITY You agree to indemnify and hold T.E.A.M. and its leadership, members, employees, and agents harmless from and against all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against T.E.A.M. arising out of any breach by you of these Terms and Conditions or other liabilities arising out of your use of this Website.


14.9 WARRANTIES T.E.A.M. makes no warranties, representations, statements or guarantees (whether express, implied in law or residual) regarding the website, the information contained on the website, your or your company’s personal information or material and information transmitted over our system.


14.10 PUBLIC FORUMS AND MEMBER SUBMISSIONS. T.E.A.M. is not responsible for any material submitted to the public areas by you (which include bulletin boards, hosted pages, chat rooms, or any other public area found on the website. Any material (whether submitted by you or any other member) is not endorsed, reviewed or approved by T.E.A.M. T.E.A.M. reserves the right to remove any material submitted or posted by you in the public areas, without notice to you, if it becomes aware and determines, in its sole and absolute discretion that you are or there is the likelihood that you may, including but not limited to –

  1.  defame, abuse, harass, stalk, threaten or otherwise violate the rights of other users or any third parties;
  2. publish, post, distribute or disseminate any defamatory, obscene, indecent or unlawful material or information;
  3. post or upload files that contain viruses, corrupted files or any other similar software or programs that may damage the operation of the Website Owner’s and/or a third party’s computer system and/or network;
  4. violate any copyright, trademark, other applicable Great Britain or international laws or intellectual property rights of the Website Owner or any other third party; and
  5. submit contents containing marketing or promotional material which is intended to solicit business.


14.12 SPECIFIC USE. You further agree not to use the website to send or post any message or material that is unlawful, harassing, defamatory, abusive, indecent, threatening, harmful, vulgar, obscene, sexually orientated, racially offensive, profane, pornographic or violates any applicable law and you hereby indemnify T.E.A.M. against any loss, liability, damage or expense of whatever nature which T.E.A.M. or any third party may suffer which is caused by or attributable to, whether directly or indirectly, your use of the website to send or post any such message or material.


  1. MISCELLANEOUS


15.1 No Party can transfer or assign any rights or obligations under this Agreement without the written approval of the others.


15.2 Parties may amend or waive this Agreement in writing and signed by each Party. No waiver of any term or condition shall be deemed a waiver of any other term or condition.


15.3 Force Majeure: If either Party cannot fulfill their obligations under this Agreement due to unpredictable and verifiable circumstances beyond their control, such as acts of nature or other intense events, they shall not be liable for damages. The affected Party must notify the other Party promptly.


  1. Severability:


This Agreement will remain valid and enforceable to the fullest extent permitted by law, even if any of its terms, conditions or provisions are deemed invalid or unlawful by a competent court or authority.


  1. Headings


Headings are included in this Agreement for convenience only and shall not affect the construction or interpretation of this Agreement.


  1. Entire Agreement:


By clicking 'accept', this Agreement serves as the entire Agreement between the Parties regarding the subject matter and supersedes the T.E.A.M. website content all previous written or oral agreements or modifications, unless agreed upon in writing and signed by both Parties. All terms and conditions in this Agreement are subject to change with notice pursuant to Paragraph 10.

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