Memorandum of Understanding for Collaborating Trainer
This Memorandum of Understanding (the “MOU”) is between edubridges, with a registered address of Suite 1702, Level 17, Boulevard Plaza Tower 1, Sheikh Mohammed Bin Rashid Boulevard, Downtown Dubai, Dubai, UAE, PO Box 416654 (“company address”) and collaborating trainer applicant, also individually referred to as “Party”, and collectively “the Parties.”
This MOU should not establish or create any type of formal agreement or obligation. Instead, it is an agreement between the Parties to work together in such a manner to encourage an atmosphere of collaboration and alliance in the support of an effective and efficient partnership to establish and maintain objectives and commitments with regard to all matters related to the training workshops.
WHEREAS, the Parties desire to enter into an agreement to manage and govern the relationship under the scope of; and
WHEREAS, the Parties desire to memorialize certain terms and conditions of their anticipated endeavor;
NOW THEREFORE, in consideration of the mutual promises and covenants contained herein, the Parties agree as follows:
1- Purpose and Scope. The Parties intend for this MOU to provide the foundation and structure for any and all possibly anticipated binding agreement(s) related to the setup, preparation, delivery, and completion of training workshops as defined by edubridges.
2- Objectives. The Parties agree as follows:
a. The Parties shall work together in a cooperative and coordinated effort so as to bring about the achievement and fulfillment of the purpose of the MOU.
b. It is not the intent of this MOU to restrict the Parties to this Agreement from their involvement or participation with any other public or private individuals, agencies, or organizations.
c. The Parties shall mutually contribute and take part in any and all phases of the planning and development of the training workshops to the fullest extent possible.
d. This MOU is not intended to create any rights, benefits, and/or trust responsibilities by or between the Parties.
3- Term. This Agreement shall commence upon the Effective Date, as stated above, and will continue until the final delivery of any agreed-upon workshop(s).
4- Termination. This Agreement may be terminated at any time by either Party upon 15 days written notice to the other Party, provided the workshop(s) availability and/or date(s) are not yet confirmed; otherwise, termination shall be subject to Article 8 of this MOU
5- Collaborating trainer’s rights. The collaborating trainer is entitled, in addition to any other implied rights stemming from common practice, to (1) preserve the copyright on the presented training material and its future use, (2) have the workshop(s) promoted and advertised on social media by edubridges and/or be provided with the right to repost the marketing material for the workshop(s) on personal and/or professional social media profiles provided this does not infringe or break any other agreements honored by the collaborating trainer in favor of third parties, (3) be financially remunerated for performing the training workshop(s) as per Article 6 of this MOU.
6- Workshop(s) validity and collaborating trainer’s remuneration. Unless otherwise agreed upon in writing, the training workshop is only valid if and when at least 10 individuals are registered per session. Accordingly, the collaborating trainer will be entitled to 30% of the total revenue generated from their respective workshop(s) calculated on the basis of : 30% * “cost per attendee per session” * “total attendees per completed session” and to be received within two (2) weeks from completing the workshop. Remuneration shall also be subject to Article 8 of this MOU in case of cancellation.
7- Collaborating trainer’s duties. The collaborating trainer is responsible for the following (1) planning, preparing, procuring, and finalizing all training material and resources (2) respecting and abiding by rules governing the use of any third-party resource and/or platform used during the training, be it copyrighted or open source (3) providing formal and full referencing of any third-party resource and/or platform used during the training, be it copyrighted or open source to avoid any impact on the collaborating trainer and edubridges reputation.
8- Event of cancellation. In case of cancellation of the workshop(s) the following applies:
a. In the event of cancellation of a confirmed training workshop by the collaborating trainer, the latter will be subjected to a penalty of 30% of the confirmed foreseen revenue of the workshop.
b. In the event of cancellation of the workshop due to not fulfilling the minimum attendance requirement (i.e. 10 attendees per session), and unless otherwise agreed to proceed despite not meeting the minimum attendance requirement, edubridges will not be responsible to reimburse the collaborating trainer for any alleged expenses incurred by the latter. It is to be agreed that edubridges will work on a best effort basis to promote and achieve the minimum required attendance of the training workshop(s).
9- Other terms and conditions.
a. Representations and Warranties. Both Parties represent that they are fully authorized to enter into this Agreement. The performance and obligations of either Party will not violate or infringe upon the rights of any third-party or violate any other agreement between the Parties, individually, and any other person, organization, or business or any law or governmental regulation.
b. Indemnity. The Parties each agree to indemnify and hold harmless the other Party, its respective affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from the negligence of or breach of this Agreement by the indemnifying party, its respective successors and assigns that occurs in connection with this Agreement. This section remains in full force and effect even after termination of the Agreement by its natural termination or the early termination by either party.
c. Severability. In the event any provision of this Agreement is deemed invalid or unenforceable, in whole or in part, that part shall be severed from the remainder of the Agreement and all other provisions should continue in full force and effect as valid and enforceable.
d. Waiver. The failure by either Party to exercise any right, power, or privilege under the terms of this Agreement will not be construed as a waiver of any subsequent or future exercise of that right, power, or privilege or the exercise of any other right, power, or privilege.
e. Legal Fees. In the event of a dispute resulting in legal action, the successful party will be entitled to its legal fees, including, but not limited to its attorneys’ fees.
f. Legal and Binding Agreement. This Agreement is legal and binding between the Parties as stated above. This Agreement may be entered into and is legal and binding In the United Arab Emirates. The Parties each represent that they have the authority to enter into this Agreement.
g. Governing Law and Jurisdiction. The Parties agree that this Agreement shall be governed by the State and/or Country in which both Parties do business. In the event that the Parties do business in different States and/or Countries, this Agreement shall be governed by UAE law.
h. Entire Agreement. The Parties acknowledge and agree that this Agreement represents the entire agreement between the Parties. In the event that the Parties desire to change, add, or otherwise modify any terms, they shall do so in writing to be signed by both parties.
