Marketing Sponsorship Proposal

MARKETING SPONSORSHIP PROPOSAL

Client Name:     Sponsor Name:

Effective Date:

RECITALS

WHEREAS, Client Name: is organizing marketing and promotional activities described herein; and

WHEREAS, Sponsor Name: desires to obtain specified sponsorship benefits in connection with Client's marketing program; and

WHEREAS, the parties intend to set forth the scope, payment terms, confidentiality and other material terms of the sponsorship relationship in this Proposal.

SCOPE OF WORK

The Sponsor will provide financial or in-kind support in exchange for the marketing and promotional benefits described below. Client will perform marketing services and provide deliverables as set out in this Scope.

SPONSORSHIP BENEFITS

Sponsor will receive the following confirmed benefits. Additional custom benefits, if any, will be described in the Scope of Work above.

  Logo placement on primary event marketing materials

  On-site signage and booth space where applicable

  Social media mentions and dedicated post(s)

  Speaking slot or moderated presentation (time to be mutually agreed)

PAYMENT TERMS

Sponsor agrees to pay the Client the sponsorship fees as follows. All fees are exclusive of taxes unless otherwise stated.

TERM AND TERMINATION

This Proposal commences on the Start Date and terminates on the End Date unless earlier terminated in accordance with this Agreement.

Either party may terminate this Proposal for material breach if the breaching party fails to cure within the notice period above. Termination shall not relieve the Sponsor of payment obligations accrued prior to the effective date of termination, nor liability for unfulfilled payments subject to damages provision below.

CONFIDENTIALITY

Each party agrees to hold in confidence all non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). Confidential Information does not include information that is or becomes publicly known through no breach of this Proposal, is rightfully received from a third party without restriction, or is independently developed without use of the disclosing party's Confidential Information.

The receiving party shall (i) use Confidential Information only for the purposes of performing its obligations under this Proposal, (ii) restrict disclosure to its employees, agents or contractors with a need to know, and (iii) be liable for breaches of confidentiality by such permitted recipients. Confidentiality obligations survive termination for a period of three (3) years, except that trade secrets remain protected for so long as they qualify as trade secrets under applicable law.

INTELLECTUAL PROPERTY

Each party retains ownership of its pre-existing intellectual property. Sponsor grants Client a limited, non-exclusive, non-transferable license to use Sponsor's trademarks and logos solely for the purpose set forth in this Proposal, subject to Sponsor's prior written approval of final artwork and messaging. Approval shall not be unreasonably withheld.

INDEMNIFICATION AND LIMITATION OF LIABILITY

Each party agrees to indemnify, defend and hold harmless the other party and its officers, directors and employees from and against claims, liabilities, losses and expenses (including reasonable attorneys' fees) arising from the indemnifying party's breach of this Proposal, willful misconduct, or negligence. In no event shall either party be liable for indirect, incidental, consequential or punitive damages. The aggregate liability of either party for direct damages shall not exceed the total fees paid under this Proposal.

GOVERNING LAW

This Proposal shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. Any dispute arising out of or related to this Proposal shall be subject to the exclusive jurisdiction of the state and federal courts located within that state.

ENTIRE AGREEMENT

This Proposal, together with any attachments or schedules expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, representations and understandings, whether written or oral. Any modification must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

Notices under this Proposal shall be in writing and delivered to the addresses stated above or to such other address as a party may designate in writing. If any provision of this Proposal is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

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