Sponsorship Terms & Conditions

DEFINITIONS

In these terms and conditions:

Agreement: means these terms and conditions and the Sponsorship Agreement;

Cancellation Charge: the charges set out in the Sponsorship Agreement payable for any cancellation of Sponsorship;

Event: the National Diversity Awards described in the Sponsorship Agreement

Sponsorship Fees: the fees payable by the Sponsor under the Sponsorship Agreement in order to sponsor the event; hereinafter also referred to as ‘Fees’;

Organizer or Event Organizer; means Inclusive Companies Limited

Sponsor: the person, firm or company whose details are specified in the Sponsorship Agreement

Sponsorship Agreement; the official booking form completed and signed by the sponsor in order to become the Event Sponsor

 

01.  APPLICATION AND AGREEMENT

The Event Organizer may at its absolute discretion accept or refuse the Sponsor’s application for sponsorship made by submission of a signed Sponsorship Agreement.

The Sponsor acknowledges and agrees that the Sponsorship Agreement (Booking Form) is a binding contract once confirmation has been received by the Event Organiser via a signed Booking Form or confirmed email transcript.

In the event of conflict between the various documents forming this agreement between the parties the following order of priority shall apply:

1. The Sponsorship Agreement followed by
2. The highlighted Terms and Conditions

02. Postponement and Cancellation by the Event Organizer

The Event Organizer shall be relieved of its obligations under this Agreement in the event that the holding of the Event by the Event Organizer, the performance by the Event Organizer of any of its material obligations under this Agreement and/or the attendance at the Event by the Sponsors and/or any other Sponsor and/or any visitors is impossible, illegal or substantially or materially interfered with, due to any cause or causes beyond the reasonable control of the Event Organizer or the providers of the Venue including, without limitation, any of the following: act of God, governmental act, war, fire, flood, explosion, civil commotion, armed hostilities, act of terrorism, revolution, blockade, embargo, strike, lock-out, sit-in, industrial or trade dispute, adverse weather, disease, risk to public health, accident to or breakdown of plant or machinery, shortage of any material, labour, transport, electricity or other supply, regulatory intervention, general advice or recommendation of any government (including any government agency or department), regulatory authority or international agency against travel, events and/or public gatherings, or the Venue becomes unavailable and/or unfit for occupancy and/or use (“force majeure”).

In the event of force majeure, the Event Organizer may cancel, amend the date of the Event or change the Venue or otherwise alter the Event. Should the Event be cancelled, or adversely affected by any cause not within the reasonable control of the Event Organizer including but not limited to any of the force majeure events as identified in the preceding paragraph, the Event Organizer shall be under no obligation to refund all or part of the sums paid by the Sponsor in respect of his participation in the Event. The Event Organizer shall be under no liability to the Sponsor or any other person in respect of any actions, proceedings, claims, demands, losses (including consequential losses), costs or expenses whatsoever which may be brought against or suffered or incurred by the Sponsor as the result thereof.

 

03. Event venue, date, time and layout

The Event Organizer reserves the rights to determine, and if it deems necessary, alter at its sole discretion, in each case without liability:

• The location and/or size of the Venue
• The timings for the Event
• The term or duration of the Event
• The date or dates on which the Event is due to be held
• The layout of the Event generally
• The format of the Event
• The content of the Event
• The entrances and exits to and from the Event
• Any and all other technical or administrative details in respect of the Event

The Event Organizer will use reasonable endeavours to notify the Sponsor of any changes or alterations to the Event as a whole which materially and detrimentally impact on the Sponsor’s rights under this Agreement.

The Sponsor acknowledges and agrees that such changes and alterations may be required to be made by the Event Organizer to benefit and safeguard the value of the Event as a whole.

 

04. Use of Branding

6.1 Subject to the Sponsor complying with the provisions of this Agreement, the Event Organizer hereby grants the Sponsor a non-exclusive, non-transferable, royalty-free, revocable license for the period of time between the date of the Agreement and the end of the Event, to use the Event Organizer Branding solely and strictly for the purpose of reasonably promoting, marketing and advertising its participation in the Event.

6.2 Subject to the Event Organizer complying with the provisions of this Agreement, the Sponsor hereby grants the Event Organizer a non-exclusive, non-transferable, royalty-free, revocable license, to use the Sponsor Branding solely and strictly for the purpose of promoting, marketing and advertising the Event and the Sponsor’s involvement in the Event.

 

05. Sponsorship Fees and Payment Terms

The Sponsor agrees to pay the Sponsorship Fees in accordance with the amounts and payment terms set out in the Sponsorship Agreement.

On receipt of the signed Sponsorship Agreement, the Event Organizer will invoice the Sponsor for the full amount of the Sponsorship Fee.

Unless otherwise agreed by the parties and stated in the Sponsorship Agreement, Sponsorship Fees shall be paid by the Sponsor within 30 days of the invoice date for such Fees. If a shorter payment period for payment of Fees (or part of them) is agreed by the Sponsor and recorded in the Sponsorship Agreement, such shorter period shall apply. In all cases Fees shall in any event be paid at least 90 days before the commencement of the Event. Time shall be of the essence regarding payment of Fees.

In the event the Sponsor fails to meet any payment obligations, (whether as to the amounts or date of payment), then the Event Organizer shall be entitled in its sole discretion to deem that the Sponsor has cancelled its sponsorship for the event and to exercise its rights pursuant to clause 3 (Cancellation and Resale of Sponsorship item).

Instructions for payment will be indicated on all invoices which will be issued to the Sponsor by the Event Organizer.

If any amounts payable under this Agreement are not paid to the Event Organizer by their due date for payment (whether Fees, Cancellation Charges or otherwise), then the Event Organizer shall be entitled to charge interest on such sum from the due date for payment at the rate of 5% per annum on all late payments post due date as per the invoice.

 

06. Cancellation by Sponsor

If the Sponsor cancels the Sponsorship 3 months prior to the Event, a Cancellation Charge of 50% of the Sponsorship Fee will apply.

If a Sponsor cancels the Sponsorship within 3 months of the Event, the Sponsor agrees to pay 100% of the contracted Sponsorship Fee as Cancellation Charge.

If a Sponsor cancels with an outstanding balance due, the Sponsor remains responsible for the entire balance due, plus reasonable legal fees to collect.

Cancellations must be received in writing by the Event Organizer.

Upon receipt of Sponsorship cancellation notice, the Event Organizer shall have the absolute discretion to resell the sponsorship item(s) forfeited.

The Sponsor hereby acknowledges that the Cancellation Charge represents a reasonable pre- estimate of the likely losses and costs that would be incurred by the Event Organizer as a result of the Sponsor’s cancellation and that they do not represent a penalty. For the avoidance of doubt, the Event Organizer is not required to mitigate its losses and/or costs in such circumstances and the Cancellation Charge shall remain payable even where the Event Organizer is able to resell the sponsorship item.

 

07. CONFIDENTIALITY

Neither party shall use, copy, adapt, alter, disclose or part with possession of any information or data of the other party which is disclosed or otherwise comes into its possession directly or indirectly as a result of this Agreement and which is of a confidential nature (“Confidential Information”) except as strictly necessary to perform its obligations or exercise its rights under this Agreement PROVIDED THAT this provision shall not apply to Confidential Information:

1. Which the receiving party is able to prove was already in its possession at the date it was received or obtained or which the receiving party obtains from some other person with good legal title to the same or which is independently developed by or for the receiving party; or
2. Which comes into the public domain otherwise than through the default or negligence of the receiving party; or

iii. Which the receiving party is required to disclose by law or applicable regulatory authority.

In all cases each party shall inform the other party immediately upon becoming aware or suspecting that an unauthorized person has become aware of Confidential Information, or that an unauthorized disclosure of Confidential Information has been made.

 

 08. GENERAL

 

09. Assignment:The Sponsor shall not be entitled to assign, transfer or delegate to a third party, any rights or obligations of the Sponsor arising under this Agreement. The Event Organizer shall be entitled to assign the benefit (subject to the burden) of this Agreement without notice to or consent from the Sponsor.

 

10. Notices:Any notice required or permitted to be given by either party to the other under this Agreement shall be in writing and may be given either personally or by email or by facsimile transmission or by post. Notice to the Event Organizer delivered in person or by post must be to the address of Inclusive Companies Limited, 29 Seymour Terrace, Seymour Street, Liverpool, L3 5PE. Notice to the Event Organizer by email must be sent to info@nationaldiversityawards.co.uk.
Any notices served on the Sponsor to the details provided by the Sponsor at the time of executing the contract shall be deemed as correctly notified.