RunDNA Live Skills Lab Co-Hosting Agreement
Last Revised on December 16, 2024
This Agreement is made on December 16, 2024, by and between ACE Running LLC (“RunDNA”) and Arizona Performance Institute (“Co-Host”) to outline the responsibilities and requirements for co-hosting a RunDNA Live Skills Lab.
1. Event Description
RunDNA will conduct a Live Skills Lab at the Co-Host’s designated facility. The purpose of this event is to provide advanced educational opportunities in gait analysis and running mechanics.
Event Date(s): 4/12/2025 to 4/13/2025
Event Location: Arizona Performance Institute 8607 E Peco Rd, Suite 116 Mesa, AZ 85212
2. Co-Host Requirements
The Co-Host agrees to provide the following to ensure a successful event:
- Facility space suitable for up to 30 participants.
- 1–2 flat treadmills, depending on the final number of registrants.
- Adequate parking for all participants.
- A large television screen with HDMI capability for presentations.
- Seating for participants.
- Basic physical therapy equipment (e.g., dowel, ball, foam pad).
- Access to a water station (bottled water or fountain).
- Assist in promoting the event to local and regional clinicians
The Co-Host will also:
- Submit participant roster from Arizona Performance Institute.
- Assist with meal and beverage coordination, as needed.
3. RunDNA Responsibilities
RunDNA will:
- Provide all course materials, including online access, handouts, and name tags.
- Manage registration and marketing efforts for the event.
- Coordinate instructor travel and logistics.
- Ensure CEU approval in select states and provide the necessary documentation.
- Deliver an exceptional educational experience, including hands-on instruction.
- Provide 4 complimentary registrations to the Co-Host for members of Arizona Performance Institute.
- Offer a 15% discount on registration for additional participants from Arizona Performance Institute.
4. Participant Minimum
The Co-Host acknowledges that a minimum of 8 participants is required to hold the event. If this minimum is not met 30 days prior to the event date, RunDNA reserves the right to cancel the event. In the case of not reaching the minimum participants:
- RunDNA will notify the Co-Host promptly.
- The Co-Host may elect to proceed with the event if they pay for all travel and administrative costs.
- If the Co-Host elects not to proceed with the event, any pre-paid fees by external participants and/or the Co-Host will be refunded in accordance with RunDNA’s cancellation policies.
5. Event Cancellation
RunDNA may cancel the event at its discretion if unforeseen circumstances arise. In such cases, all parties will work together to reschedule the event within 365 days of the canceled course date or determine an alternative solution.
6. Photographing and Filming
The Co-Host grants RunDNA permission to photograph or film the event for marketing or educational purposes.
7. Fees and Payment
All fees for registration and additional services will be outlined in a separate invoice or payment agreement. The Co-Host will receive the following benefits:
- 4 complimentary registrations for Arizona Performance Institute members.
- 15% discount on registration for additional participants from Arizona Performance Institute.
8. Indemnification
Indemnification Clause
You agree to indemnify and hold ACE Running LLC harmless against and from any claim, loss, damage, or expense (including attorneys’ fees and disbursements):
(a) arising from any breach by You of any representation, warranty, covenant, or other obligation set forth in this Agreement;
(b) resulting from any unlawful act committed by You or any employee, representative, or agent acting on Your behalf; or
(c) which ACE Running LLC may sustain by reason of any act, omission, or representation of You or Your employees, agents, or representatives.
Insurance Requirements
At all times that this Agreement is in effect, and You are utilizing services under this Agreement, You agree to maintain and carry insurance in full force and effect that includes, but is not limited to, commercial general liability insurance with limits no less than $1,000,000 per occurrence with financially sound and reputable insurers. Upon request, You agree to provide ACE Running LLC with a certificate of insurance evidencing the required coverage. The certificate of insurance shall name ACE Running LLC as an additional insured. You shall provide ACE Running LLC with 14 days’ prior notice in the event of a cancellation or material change in Your insurance policy. Except where prohibited by law, You shall require Your insurer to waive all rights of subrogation against ACE Running LLC and its insurers.
Limitation of Liability
In no event will ACE Running LLC’s liability for claims arising out of or relating to this Agreement or services provided under this Agreement, and whether arising in tort or contract, exceed the aggregate amount paid by You to ACE Running LLC under this Agreement in the 12 months preceding the claim.
IN NO EVENT WILL ACE RUNNING LLC OR ITS EMPLOYEES, AGENTS, USERS, OR PARTNERS BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF USE, DATA, BUSINESS, OR PROFITS) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.
The foregoing limitations will survive and apply even if any limited remedy specified in this Agreement is found to have failed its essential purpose.
Intellectual Property
Any intellectual property, including but not limited to trademarks, copyrights, patents, trade secrets, course materials, and related content, developed, provided, or associated with ACE Running LLC under this Agreement, shall remain the sole and exclusive property of ACE Running LLC. You shall not claim any ownership rights, license, or interest in such intellectual property without the express prior written consent of ACE Running LLC.
9. Entire Agreement
This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements, whether written or oral.
