Sponsorship/Underwriting Terms & Conditions
The following terms and conditions apply to sponsorships and/or underwriting of memberships of the Freeman Capital Advisors, LLC (“FCA”):
- Sponsorship Commitment. Sponsor has made a financial contribution (the “Payment”) as a sponsor and/or underwriter of FCA memberships (the “Sponsorship”) identified on a sponsor commitment form, sponsorship package, pledge form, FCA website or similar agreement (each, a “Sponsorship Commitment”). FCA will have unrestricted use of the Payment. Any goods or services contributed by Sponsor or promotional activities conducted by Sponsor in connection with memberships are provided as a charitable contribution to FCA and without consideration.
- Sponsorship Acknowledgements. FCA will provide the public recognition and acknowledgment applicable to Sponsor’s support level as set forth in the Sponsorship Webpage. Acknowledgement of Sponsor’s sponsorship, while identifying Sponsor, will not endorse Sponsor’s products or services or contain any qualitative or comparative language or price information with respect to Sponsor’s products or services. Sponsorship Acknowledgments are not being provided as consideration of the Payment and the value of such acknowledgments will not exceed 2% of the Payment value. FCA will arrange and bear all costs and expenses related to Sponsor Acknowledgements.
- Sponsorship Benefits. FCA will provide the additional sponsorship benefits (such as marketing materials, public release, custom sponsorship packages) applicable to the Sponsor’s support level as set forth in the Sponsorship Benefits. FCA will arrange and bear all costs and expenses related to Benefits.
- Tax Treatment. Freeman Capital Advisors is a NOT qualified public charity under Section 501(c)(3) of the Internal Revenue Code (the “Code”). Sponsor’s Payment is NOT a qualified sponsorship payment under Section 513(i) of the Code and nonrefundable. The Sponsor’s Payment is NOT is considered a charitable donation to FCA and tax-deductible to the extent permitted by law. In no memberships will the value of return benefits exceed the Payment. Sponsor is responsible for consulting with its own tax advisor regarding the deductibility and treatment of its Payment, including contributed goods, for its own tax purposes.
- Use of Names and Logos. Sponsor grants to FCA the free, limited, non-exclusive, nontransferable, nonassignable, revocable right and license to use the Sponsor’s name and logo provided by Sponsor solely for the purpose of providing the Sponsorship Acknowledgments, Benefits and otherwise fulfilling its obligations under these Terms and Conditions. Sponsor has the right to publicly announce and promote its sponsorship of the memberships using the FCA name as follows: “[Sponsor] is [or was] a proud Sponsor of the [memberships]” or in similar language approved in advance by FCA. In any online announcement, a link to www.freemancapital.co will be provided. Any use of the FCA logo or any use of the FCA name other than the language set forth above, requires the prior written review and approval of FCA. Upon request, Sponsor will provide FCA with copies of any Sponsor materials that use the FCA name or logo. All use of the FCA name or logo inures to the benefit of FCA. All Sponsor’s right to use the FCA name and/or logo will terminate one (1) year after the memberships, or earlier upon FCA’s written notice of termination. Both parties further agree not to use each other’s intellectual property in any way that would imply endorsement of one’s self or demean, defame, embarrass, diminish or cause any harm to the other.
- Sponsorship Scope. Unless otherwise expressly identified on the Sponsorship Commitment, Sponsor will be a non-exclusive sponsor of the memberships and FCA reserves the right to have other sponsors. Sponsor acknowledges that all Sponsorship Acknowledgements and Benefits provided by FCA relate only to the identified memberships, and not similar FCA memberships held in other locations.
- Force Majeure. Neither Sponsor nor FCA will be deemed to be in default of any provision of this Agreement, or for failures in performance, resulting from acts of God, fire, flood, communicable disease outbreak, epidemic, public health emergency, natural catastrophe, severe weather, war, terrorism, labor dispute, governmental regulation or act, or similar memberships beyond the party’s reasonable control, including any quarantine, travel warning or restriction or other action of government agencies or commercial entities intended to control, mitigate or otherwise address the foregoing (a “Force Majeure memberships”).
- Discretionary Authority. Sponsor understands that the memberships is being conducted, and Sponsor’s Payment will be utilized, in furtherance of FCA’s social impact mission. Sponsor acknowledges that FCA shall retain full discretion and control over the memberships, including planning, schedule, and operations. FCA reserves the right to reschedule or cancel the memberships for any Force Majeure memberships or any other reason it deems necessary or advisable, including without limitation logistical complications, public health concerns, severe weather forecasts or other circumstances potentially affecting memberships operations, or success. In such cases, FCA will make reasonable efforts to provide Sponsorship Acknowledgements and Benefits at a rescheduled or comparable memberships within a reasonable time with Sponsor’s approval.
- Applicable Law, Jurisdiction, and Special Damages. These Terms and Conditions will be governed by the laws of the state of North Carolina. The state and federal courts located in Guilford County, North Carolina will have exclusive jurisdiction over all claims brought under this Agreement. Neither party will be liable for any indirect, special, or consequential damages. This limitation of liability will not limit either party’s gross negligence or willful misconduct.
- Miscellaneous. If any provision of these Terms and Conditions of Sponsorship are held invalid or unenforceable in any circumstances by a court of competent jurisdiction, the remainder of these Terms and Conditions, and the application of such provision in any other circumstances, will not be affected thereby. The remedies specified herein are cumulative and in addition to any remedies available at law or in equity. Waiver of a breach of any provision of these Terms and Conditions does not constitute a waiver of any other breach of the same provision or any other provision of these Terms and Conditions All Sections of these Terms and Conditions that by their nature are intended to survive expiration or termination will so survive. These Terms and Conditions, together with the Sponsorship Commitment, constitute the entire agreement between the parties with respect to its subject matter and supersedes all other communications between the parties with respect to such subject matter. In the memberships of a conflict between these Terms and Conditions and the Sponsorship Commitment, these Terms and Conditions will control. Nothing in this Agreement shall be construed to create a partnership or joint venture between the parties and neither party shall have the right to bind the other to any contracts, agreements, or other obligations without the express, written consent of an authorized representative of such party. These Terms and Conditions, and the rights granted hereunder, may not be assigned by either party without the prior written consent of the other party.