MEMORANDUM OF AGREEMENT
October 09, 2023
Amended on November 28,
WHEREAS, BarbaraCares is a reputable 501c3 organization, EIN
83-3204570 dedicated to promoting health and wellness within communities across
the state of Texas, and
WHEREAS, Cigna Health is interested in promoting its services
and brand within these communities through marketing and co-branding
NOW, THEREFORE, in consideration of the mutual covenants
contained herein, BarbaraCares and Cigna hereby agree as follows:
This MEMORANDUM OF
AGREEMENT PARTNERSHIP (“Agreement”) executed on November 29, 2023, is made by and between Xavier Sanders of BarbaraCares Foundation (“Organization”) and Jonathan Brindley of Cigna
Healthcare (“Partner”), each referred to herein as a Party, and
collectively as the Parties.
NATURE OF AGREEMENT
parties wish to enter into this Agreement to set forth the terms and conditions
in respect to the partnership of the parties for the purpose of collaborative
branding and exposure marketing for a full calendar year. BarbaraCares will
serve as an intermediary facilitating the distribution of marketing materials
provided by Cigna Healthcare during the duration of the contractual period.
Distribution will include but not limited to any and all BarbaraCares sponsored
events/fairs/forums and any joined community partner events where BarbaraCares
has been invited to attend. Cigna Healthcare materials will be included in all
designated grab bags given to every attendee at each event. Cigna agrees to
provide BarbaraCares with materials and updated marketing promos at least 2
weeks ahead of any scheduled event. BarbaraCares agrees to provide Cigna
Healthcare with a monthly calendar of BarbaraCares’s engagements 30 days prior
as lead time to gather necessary marketing materials and/or information to
PAYMENT AND SERVICES
The Partner shall provide
the full payment required set forth in this agreement prior to the start of any
distribution and marketing of Cigna Healthcare. Upon receipt of payment, the Organization
shall promote the Partner and raise awareness for the duration of the agreed
upon contract term. Cigna Health agrees to pay BarbaraCares the sum of $3,000
(USD) in exchange for marketing and co-branding services that will be provided
for a period of one full calendar year from the Effective Date of this
of the parties has the full power and authority to enter into and perform the
obligations under this Agreement. The Organization further represents and
warrants that it is duly organized and validly existing under the laws of its
jurisdiction and is qualified to hold transactions under the jurisdiction where
TERMS AND CONDITIONS
partnership shall terminate upon the completion of the contract term.
LIABILITIES & RESTRICTIONS
Organization shall manage the operations of each event and retain logistical
discretion regarding distribution of materials. Each party shall bear its own
costs and expenses in the performance of this Agreement.
During the contracted calendar year, BarbaraCares agrees to
provide the following marketing services on behalf of Cigna Healthcare:
Featuring Cigna Healthcare at all BarbaraCares scheduled
Disbursing Cigna Healthcare marketing materials in all attendee
grab bags at events during the contracted calendar year.
Displaying and highlighting Cigna Healthcare logos in all
BarbaraCares publications, both online and in print.
Granting Cigna Healthcare the right to participate in person at
all events during the contracted calendar year.
This Agreement does not grant Cigna exclusivity within its
industry category. BarbaraCares may engage in similar agreements with other
organizations within the same industry.
This Agreement does not include tiered sponsorship
perks at the two signature events of BarbaraCares which include "March for
Mammograms" and the "Care2Fight Health & Wellness Fair."
Additional sponsorship levels and terms specific to these events are available
upon request at an additional cost.
SPECIAL EVENTS TIERED SPONSORSHIP ADD-ON (option)
If Cigna Healthcare wished to have tiered sponsorship perks at
the two main events BarbaraCares hosts each year (“March for Mammograms” and
the “Care2Fight Health & Wellness Fair”), the price cost would be an
additional $2,000 (USD).
Cigna Healthcare will have visibility and accessibility at all
outreach events (estimated 8-10 each year),
community health forums (estimated 2-4
each year), and signature events (2
each year) sponsored by BarbaraCares. Please note, any signature events, does
not include tiered sponsorship perks. For a list of tiered sponsorship
benefits, please inquire.
This agreement shall remain in full effect for the duration of
the terms agreed upon. There will be no refunds issued to the Party. If there
is a material breach of the terms and conditions such as either party are no
longer operating, the terminating party shall provide written notice to the
party, allowing them 30 days to form a remedy agreeable to all parties.
This Agreement contains the entire understanding between
BarbaraCares and Cigna Healthcare and supersedes all previous agreements and
understandings, whether oral or written, relating to the subject matter herein.
parties shall use the confidential information in respect to this Agreement
only for the purpose of review and shall use the same amount of care as it uses
to protect its own confidential information.
parties agree to mutually settle disputes that may arise out of this Agreement.
provisions of this Agreement shall bind and inure to the benefit of the
successors, assigns, and representatives of each respective parties.
DATES OF SERVICE
parties agree to the following dates below identifying the contractual period
for this partnership.
Start Date - 01/01/2024
End Date - 01/02/2025
IN WITNESS WHEREOF, each of
the Parties has executed this Agreement Title as of the day and year set forth below.