EXPAND YODEL – Special Pricing AGREEMENT
This Agreement ("Agreement") is entered into by and between Chamber Nation's Customer specifically for Yodel Upgrade. Yodel and Chamber Nation Customer are sometimes referred to individually as a "Party" and collectively as the "Parties."
1. PURPOSE
This Agreement establishes the terms under which Chamber Nation will integrate Yodel’s event data feed into its product and offer Yodel at a special price as a co-branded solution to its clients.
2. INTEGRATION OF YODEL DATA FEED
2.1 Integration Scope
Yodel will provide Chamber Nation with access to its event data feed, allowing Chamber Nation to incorporate Yodel's event data into its platform.
2.2 Event Curation
Yodel will curate and aggregate community event data based on Chamber Nation’s customer requests.
Chamber Nation customers may submit requests through an order form provided by Yodel.
Yodel maintains a 90% curation rate for event calendars, provided that event data is accurately formatted by the organizer/source.
While Yodel strives for comprehensive coverage, some events may not be processed due to factors outside its control. Yodel relies on the accuracy and timeliness of data supplied by organizers and cannot guarantee that all event data will be error-free.
Yodel will notify Chamber Nation (or Chamber Nation’s customer, if applicable) when data issues occur. Documentation and formatting guidelines will be provided to optimize results.
Reasons for Uncurated Sources:
- Inconsistent Data Formats – Data presented in a non-standard format misaligned with Yodel’s algorithms.
- Non-Textual Data – Event details embedded in images or PDFs rather than text.
- Frequent Site Changes – Website structure changes disrupt automated extraction.
- Lack of Standard Markup – Missing semantic HTML or structured data markup.
2.3 Technical Support
Yodel will provide reasonable technical support, including API access, documentation, and troubleshooting.
Chamber Nation will offer first-level support to clients and escalate unresolved issues to Yodel. If incorrect event data is received, Chamber Nation shall promptly notify Yodel’s support desk. Yodel will make reasonable efforts to resolve the issue promptly.
2.4 Data Use
Chamber Nation may use Yodel's event data only within its platform for serving customers.
Chamber Nation may
not sublicense or distribute Yodel's data to third parties beyond Chamber Nation customers without prior written consent.
3. CO-BRANDING & RESELLING
3.1 Co-Branded Offering
Chamber Nation shall market Yodel’s event data feed as a co-branded discounted feature within its platform.
Both Parties agree to display each other’s logos and branding per mutually agreed guidelines.
3.2 Resale Rights
Chamber Nation is authorized to resell access to Yodel’s event data feed as part of its client offering at a special price.
3.3 Marketing & Promotion
Both Parties will collaborate on marketing efforts, including joint promotional materials, press releases, and sales enablement resources as mutually agreed.
4. PRICING & PAYMENT
4.1 Pricing and Payment Structure
Costs and payment structures are detailed in Exhibit A and shall govern all financial arrangements unless modified in writing.
5. TERM & TERMINATION
5.1 Term
This Agreement begins on the Effective Date and continues for one (1) year, automatically renewing for successive one-year terms unless either Party gives 30 days’ written notice of termination.
5.2 Termination for Cause
Either Party may terminate with 30 days’ written notice if the other Party materially breaches the Agreement and fails to cure within that period.
5.3 Effect of Termination
Upon termination, Chamber Nation shall cease using Yodel’s data, and all outstanding payments become immediately due.
Confidentiality, intellectual property, and indemnification obligations survive termination.
6. INTELLECTUAL PROPERTY, LICENSE, AND NON-EXCLUSIVE AGREEMENT
6.1 Ownership
Each Party retains full ownership of its intellectual property.
6.2 License
Yodel grants Chamber Nation a limited, non-exclusive, revocable license to use its data solely under this Agreement for its customers.
6.3 Non-Exclusive Agreement
This Agreement is non-exclusive; either Party may enter similar arrangements with others.
No quotas or volume requirements apply.
7. CONFIDENTIALITY
7.1 Definition
“Confidential Information” includes all non-public information disclosed under this Agreement.
7.2 Obligations
Each Party agrees not to disclose or use the other’s Confidential Information except to fulfill obligations under this Agreement.
8. WARRANTIES & LIABILITY
8.1 Mutual Warranties
Each Party warrants it has the authority to enter this Agreement.
8.2 Limitations of Liability
Except for breaches of confidentiality, IP rights, or willful misconduct, neither Party is liable for indirect, incidental, or consequential damages.
9. GENERAL PROVISIONS
- 9.1 Governing Law: This Agreement is governed by the laws of the State of Texas.
- 9.2 Assignment: Neither Party may assign rights or obligations without prior written consent.
- 9.3 Entire Agreement: This Agreement (including Exhibit A) constitutes the entire understanding between the Parties.
EXHIBIT A – PRICING AND PAYMENT TERMS
Community Pricing Based on at least a One Year Commitment Paid Monthly.
Community Size
- Small (up to 15,000 pop.)
- $135/Month
- Medium (15,000–80,000 pop.)
- $175/Month
- Large (80,000–500k pop.)
- $225/Month
Invoicing & Payment Terms
- Chamber Nation initiates purchases by providing client/community details to Yodel.
- Chamber Nation issues monthly invoices.
- Payment due: 30 days from invoice date.
- Late fees: 1.5% per month on unpaid balances.
