USD (“Sponsorship Fee”) for the sponsorship of the Event. Company will pay Baystate Health the Sponsorship Fee on or before September 20th, 2024 Payment shall be made payable to Baystate Continuing Interprofessional Education (Federal Tax ID Number is 04-2105941). Payment may be remitted to Baystate Continuing Interprofessional Education by check, credit card or ACH transfer as follows:

• For payment by credit card or wire transfer, please call Marion Talbot at 413-794-9783.  Do not send credit card information via email.
• For payment by check, This completed form must be printed out and sent with check. Company shall identify the Event as “ACNM Region 1 Conference Sponsor” on the check stub and send payment to:

Baystate Continuing Interprofessional Education
3601 Main Street – 3rd Floor
Springfield, MA. 01199-0001

3. Term and Termination. This Agreement shall commence on the Effective Date of 8/7/2024 and automatically terminate on September 22, 2024 This Agreement may be terminated (i) by either party at any time and for any reason upon 30 days written notification to the other party; or (ii) by Baystate Health, immediately, if in Baystate Health’s reasonable discretion, Baystate Health's continued association with Company may, in any material respect, harm the reputation of Baystate Health or any of its affiliates, or harm the practice of medicine at Baystate Health or its affiliates.
4. Cancellation Fees. In the event this Agreement is terminated by either party 45 days or more in advance of the Event, Baystate Health agrees to refund to Company the Sponsorship Fee less a $300 processing fee for which Company has not received full performance from Baystate Health (“Payment Refund”). Further, if this Agreement is terminated by Company less than 45 days in advance of the Event, the total amount due under this Agreement shall be immediately due and payment to Baystate Health and no refunds shall be issued to Company. Baystate Health shall provide Company with the Payment Refund within 30 days from the date of early termination of this Agreement.
5. Use of Name. Company shall not use the names or trademarks of Baystate Health or any of Baystate Health's affiliated entities in any news release, advertising, publicity, endorsement, promotion, or commercial communication unless Baystate Health has provided prior written consent for the particular use contemplated. All requests for approval pursuant to this Section must be submitted to Baystate Continuing Interprofessional Education, at the following E-mail address: BCIPE@baystatehealth.org at least 7 business days prior to the date on which a response is needed. The terms of this Section survive the termination, expiration, non-renewal, or rescission of this Agreement.
6. Accreditation Standards. Company agrees to abide by Joint Accreditation requirements including ACCME Standards for Integrity and Independence in Accredited Continuing Education (“Standards”) as stated at www.accme.org. 
7. Independent Contractor. It is mutually understood and agreed that the relationship between the parties is that of independent contractors. Neither party is the agent, employee, or servant of the other.  Except as specifically set forth herein, neither party shall have nor exercise any control or direction over the methods by which the other party performs work or obligations under this Agreement. Further, nothing in this Agreement is intended to create any partnership, joint venture, lease, or equity relationship, expressly or by implication, between the parties. 
8. Indemnification. Company shall defend, indemnify, and hold harmless Baystate Health and its directors, officers, employees, contractors and agents from and against any liabilities, losses, investigations, inquiries, claims, suits, damages, costs, expenses, and reasonable attorneys’ fees Baystate Health may incur or suffer by reason of or arising out of any third party claim attributable to Company’s failure to perform in accordance with, or breach of, this Agreement or the negligence or intentional acts or omissions of Company. Baystate Health shall have no obligation to indemnify Company hereunder. The indemnification provisions contained in this Section shall survive the termination of this Agreement.
9. Limitation of Liability. BAYSTATE HEALTH WILL NOT BE LIABLE TO COMPANY FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, INCIDENTAL DAMAGES, INCLUDING ANY LOST PROFITS OR LOSS OF BUSINESS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ITS SUBJECT MATTER, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY (INCLUDING NEGLIGENCE), EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS.
10. Insurance. Each party will, at its own expense, maintain in effect throughout the term of this Agreement appropriate general liability insurance or a program of self-insurance to cover any liability of such party and its employees arising out of performance of this Agreement.
11. Assignment. This Agreement may not be assigned by either party without the prior written consent of the other party; provided that Baystate Health may assign this Agreement without the prior written consent of the other party to any Baystate Health affiliate or other entity that controls, is controlled by or is under common control with Baystate Health. Any purported assignment in violation of this clause is void. Such written consent, if given, shall not in any manner relieve the assignor from liability for the performance of this Agreement by its assignee.