Sponsorship Agreement Marketing Material
TERMS & CONDITIONS
TERMS & CONDITIONS
By sponsoring marketing material, you agree to the terms and conditions below:
TERMS AND CONDITIONS: WHEREAS,
Publisher is a 501(c)(3) tax-exempt, nonprofit organization that provides access to training, support, and services for those who have survived Adverse Childhood Experiences (ACEs) or may be working with those affected by with ACEs; and WHEREAS, Advertiser desires to place one or more advertisements (the “Advertisement”) in Publisher’s promotional materials, podcasts, or broadcasts; NOW, THEREFORE, in consideration of the foregoing, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
1. Advertisement. [check all that apply] Advertiser hereby authorizes ACEs Matter to publish Advertiser’s Advertisement, and ACEs Matter hereby agrees to publish Advertiser’s Advertisement:
2. PAYMENTS The total monthly cost will be (varies). If recurring, the payment will be collected every 30th of the month. The payment method will be (varies)
3. Due Date for Payment(s) For one-time ads, payment in full is due when this Advertising Agreement is signed. One-time ads will not be placed without advance payment in full. Invoices will be sent for multiple-run ads; payment shall be due within ten (10) days of the date on the invoice. If any payment due hereunder is not made in a timely manner, Publisher, in its discretion, may terminate this Agreement immediately. All payments not paid by the due date shall bear interest from the due date at the rate of one percent (1%) per month, prorated on a daily basis, for the period of delay.
4. Right to Refuse Advertising Publisher reserves the right to (a) reject any Advertisement for any reason at any time even though a reservation has been previously acknowledged (provided that, upon such cancellation, Publisher shall return any payment received with respect to such rejected Advertisement), and (b) refuse any Advertisement that does not completely conform to every detail, instruction, method, and guideline determined by the Publisher in its Technical Specifications (subject to change at any time by the Publisher in its sole discretion).
5. Truth in Advertising and Indemnification for Liability. Advertiser is solely responsible for any legal liability arising out of or relating to (1) the Advertisement, and/or (2) any service or material that may be acquired through the Advertisement. Advertiser specifically represents and warrants that Advertiser holds all of the necessary rights to permit the use of the Advertisement by Publisher for the purpose of this Agreement; and that the use, reproduction, distribution, or transmission of the Advertisement will not violate any criminal laws or any rights of any third parties, including, but not limited to, such violations as infringement or misappropriation of any copyright, patent, competition, defamation, invasion of privacy or rights of celebrity, violation of any antidiscrimination law or regulation, or any other right of any person or entity. Advertiser agrees to indemnify Publisher and to hold Publisher harmless from any and all liability, loss, damages, claims, or causes of action, including reasonable legal fees and expenses that may be incurred by Publisher, arising out of or related to Advertiser's breach of any of the foregoing representations and warranties.
6. Limitation on Damages. Publisher shall not be responsible for errors in any Advertisement due to errors in ad copy or artwork furnished by the Advertiser. In the event of any error in any Advertisement not caused by errors in ad copy or artwork furnished by the Advertiser, the liability of Publisher shall be limited to the return of any payment made by the Advertiser to Publisher for the Advertisement. In no event will Publisher be liable to Advertiser for any special, incidental, or consequential damages, whether based on breach of contract, tort (including negligence), or otherwise. 7. Confidentiality The parties involved in this ADVERTISING AGREEMENT represent that they have the authorization to be involved in this ADVERTISING AGREEMENT
8. Miscellaneous. a. Independent Contractors. The relationship between the parties is that of independent contractors and nothing contained in this Agreement shall be construed as creating any other relationship whatsoever between Advertiser and Publisher. In particular, nothing in this Agreement shall be construed to place Advertiser and Publisher in a relationship as partners, joint venturers, employer and employee, or principal and agent, respectively. b. General Representations and Warranties. Each party hereby represents and warrants to the other party that it is duly organized, validly existing, and has the full and unrestricted power and authority, corporate and otherwise, to execute and deliver this Agreement and to perform all of its obligations under this Agreement. c. Survival. The parties expressly agree that all covenants, agreements, statements, representations, and warranties made in this Agreement shall survive the execution and delivery of this Agreement, and those set ACEs Matter Ad Agreement 3 forth in Section 4, Section 5, Section 6(g), Section 6(l), and this Section 6(c) shall survive the termination of this Agreement for any reason whatsoever. d. Assignments and Subcontracts. It is understood, that some services performed in This Agreement, and the Publisher' responsibilities under it, may assign or subcontract third parties without prior written consent. e. Exercise of Rights. No failure or delay on the part of a party in exercising any right, power, or privilege hereunder and no course of dealing between the parties shall operate as a waiver thereof; nor shall any single or partial exercise of any right, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. The rights and remedies herein expressly provided are cumulative and not exclusive of any other rights or remedies which a party would otherwise have at law or in equity or otherwise. f. Binding Effect. Subject to any provisions hereof restricting assignment or transfer, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective administrators, legal representatives, successors and permitted assigns. g. Limitation on Benefits of this Agreement. The parties explicitly agree that no person or entity other than the parties hereto is or shall be entitled to bring any action to enforce any provision of this Agreement against any party, and that the covenants, undertakings, and agreements set forth in this Agreement shall be solely for the benefit of, and shall be enforceable only by, the parties hereto (or their respective successors and assigns as permitted hereunder). h. Headings. Headings contained in this Agreement are inserted for convenience of reference only, shall not be deemed to be a part of this Agreement for any purpose, and shall not in any way define or affect the meaning, construction, or scope of any of the provisions hereof. i. Entire Agreement and Amendments. This Agreement contains the entire agreement between the parties with respect to the transactions contemplated herein, and supersedes all prior oral or written commitments, understandings, or agreement with respect to the matters provided for herein and therein. All provisions of this Agreement shall remain in effect throughout the Term unless the parties agree, in a written document signed by both parties, to amend, add, or delete any provision. j. Term. This Agreement shall commence as of the Effective Date and shall terminate at the end of the Advertising Period specified in paragraph 1 hereof. k. Applicable Law. This Agreement, the rights, and obligations of the parties hereto, and any claims or disputes relating thereto, shall be governed by and construed in accordance with the laws of the State of Florida (but not including the choice of law rules thereof). l. Mediation. The parties pledge to take all reasonable steps to work out, in an amicable fashion, any business differences that may arise. In the event that the dispute cannot be worked out consensually, then the parties shall submit such disputes to mediation in Orange County, Florida, before commencing any litigation. m. Impossibility of Performance. Noncompliance with this Agreement for reasons of force majeure, such as acts of God; acts, regulations, or laws of any government; pandemic; war or civil commotion; destruction of production facilities and materials; fire, hurricane, or storm; labor disturbances; failure of public utilities or common carrier; or any other causes beyond the reasonable control of the parties, shall not constitute material breach of this Agreement.
TERMS AND CONDITIONS: WHEREAS,
Publisher is a 501(c)(3) tax-exempt, nonprofit organization that provides access to training, support, and services for those who have survived Adverse Childhood Experiences (ACEs) or may be working with those affected by with ACEs; and WHEREAS, Advertiser desires to place one or more advertisements (the “Advertisement”) in Publisher’s promotional materials, podcasts, or broadcasts; NOW, THEREFORE, in consideration of the foregoing, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
1. Advertisement. [check all that apply] Advertiser hereby authorizes ACEs Matter to publish Advertiser’s Advertisement, and ACEs Matter hereby agrees to publish Advertiser’s Advertisement:
2. PAYMENTS The total monthly cost will be (varies). If recurring, the payment will be collected every 30th of the month. The payment method will be (varies)
3. Due Date for Payment(s) For one-time ads, payment in full is due when this Advertising Agreement is signed. One-time ads will not be placed without advance payment in full. Invoices will be sent for multiple-run ads; payment shall be due within ten (10) days of the date on the invoice. If any payment due hereunder is not made in a timely manner, Publisher, in its discretion, may terminate this Agreement immediately. All payments not paid by the due date shall bear interest from the due date at the rate of one percent (1%) per month, prorated on a daily basis, for the period of delay.
4. Right to Refuse Advertising Publisher reserves the right to (a) reject any Advertisement for any reason at any time even though a reservation has been previously acknowledged (provided that, upon such cancellation, Publisher shall return any payment received with respect to such rejected Advertisement), and (b) refuse any Advertisement that does not completely conform to every detail, instruction, method, and guideline determined by the Publisher in its Technical Specifications (subject to change at any time by the Publisher in its sole discretion).
5. Truth in Advertising and Indemnification for Liability. Advertiser is solely responsible for any legal liability arising out of or relating to (1) the Advertisement, and/or (2) any service or material that may be acquired through the Advertisement. Advertiser specifically represents and warrants that Advertiser holds all of the necessary rights to permit the use of the Advertisement by Publisher for the purpose of this Agreement; and that the use, reproduction, distribution, or transmission of the Advertisement will not violate any criminal laws or any rights of any third parties, including, but not limited to, such violations as infringement or misappropriation of any copyright, patent, competition, defamation, invasion of privacy or rights of celebrity, violation of any antidiscrimination law or regulation, or any other right of any person or entity. Advertiser agrees to indemnify Publisher and to hold Publisher harmless from any and all liability, loss, damages, claims, or causes of action, including reasonable legal fees and expenses that may be incurred by Publisher, arising out of or related to Advertiser's breach of any of the foregoing representations and warranties.
6. Limitation on Damages. Publisher shall not be responsible for errors in any Advertisement due to errors in ad copy or artwork furnished by the Advertiser. In the event of any error in any Advertisement not caused by errors in ad copy or artwork furnished by the Advertiser, the liability of Publisher shall be limited to the return of any payment made by the Advertiser to Publisher for the Advertisement. In no event will Publisher be liable to Advertiser for any special, incidental, or consequential damages, whether based on breach of contract, tort (including negligence), or otherwise. 7. Confidentiality The parties involved in this ADVERTISING AGREEMENT represent that they have the authorization to be involved in this ADVERTISING AGREEMENT
8. Miscellaneous. a. Independent Contractors. The relationship between the parties is that of independent contractors and nothing contained in this Agreement shall be construed as creating any other relationship whatsoever between Advertiser and Publisher. In particular, nothing in this Agreement shall be construed to place Advertiser and Publisher in a relationship as partners, joint venturers, employer and employee, or principal and agent, respectively. b. General Representations and Warranties. Each party hereby represents and warrants to the other party that it is duly organized, validly existing, and has the full and unrestricted power and authority, corporate and otherwise, to execute and deliver this Agreement and to perform all of its obligations under this Agreement. c. Survival. The parties expressly agree that all covenants, agreements, statements, representations, and warranties made in this Agreement shall survive the execution and delivery of this Agreement, and those set ACEs Matter Ad Agreement 3 forth in Section 4, Section 5, Section 6(g), Section 6(l), and this Section 6(c) shall survive the termination of this Agreement for any reason whatsoever. d. Assignments and Subcontracts. It is understood, that some services performed in This Agreement, and the Publisher' responsibilities under it, may assign or subcontract third parties without prior written consent. e. Exercise of Rights. No failure or delay on the part of a party in exercising any right, power, or privilege hereunder and no course of dealing between the parties shall operate as a waiver thereof; nor shall any single or partial exercise of any right, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, power, or privilege. The rights and remedies herein expressly provided are cumulative and not exclusive of any other rights or remedies which a party would otherwise have at law or in equity or otherwise. f. Binding Effect. Subject to any provisions hereof restricting assignment or transfer, this Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective administrators, legal representatives, successors and permitted assigns. g. Limitation on Benefits of this Agreement. The parties explicitly agree that no person or entity other than the parties hereto is or shall be entitled to bring any action to enforce any provision of this Agreement against any party, and that the covenants, undertakings, and agreements set forth in this Agreement shall be solely for the benefit of, and shall be enforceable only by, the parties hereto (or their respective successors and assigns as permitted hereunder). h. Headings. Headings contained in this Agreement are inserted for convenience of reference only, shall not be deemed to be a part of this Agreement for any purpose, and shall not in any way define or affect the meaning, construction, or scope of any of the provisions hereof. i. Entire Agreement and Amendments. This Agreement contains the entire agreement between the parties with respect to the transactions contemplated herein, and supersedes all prior oral or written commitments, understandings, or agreement with respect to the matters provided for herein and therein. All provisions of this Agreement shall remain in effect throughout the Term unless the parties agree, in a written document signed by both parties, to amend, add, or delete any provision. j. Term. This Agreement shall commence as of the Effective Date and shall terminate at the end of the Advertising Period specified in paragraph 1 hereof. k. Applicable Law. This Agreement, the rights, and obligations of the parties hereto, and any claims or disputes relating thereto, shall be governed by and construed in accordance with the laws of the State of Florida (but not including the choice of law rules thereof). l. Mediation. The parties pledge to take all reasonable steps to work out, in an amicable fashion, any business differences that may arise. In the event that the dispute cannot be worked out consensually, then the parties shall submit such disputes to mediation in Orange County, Florida, before commencing any litigation. m. Impossibility of Performance. Noncompliance with this Agreement for reasons of force majeure, such as acts of God; acts, regulations, or laws of any government; pandemic; war or civil commotion; destruction of production facilities and materials; fire, hurricane, or storm; labor disturbances; failure of public utilities or common carrier; or any other causes beyond the reasonable control of the parties, shall not constitute material breach of this Agreement.