Sponsorship Seminar Handout, IBMA World of Bluegrass 2003
Sponsorship Contract Example
Had this been a real MerleFest sponsorship contract, it would have also included a series of invoices and a Sponsor Lodging Reservations Form.
Neither MerleFest nor IBMA is not licensed to practice law in any state or country. Neither Art Menius, MerleFest, nor IBMA. makes any representation or warranty of, and none should be implied regarding, the accuracy, legality, enforceability, quality, fitness or fitness for a particular purpose of any of the contracts in this publication. Each sample agreement addresses broad business and legal issues, but has not been written to comply with any specific state’s law. Each user should consult an attorney to determine the appropriateness, completeness and legality of each contract under the applicable circumstances.
Art Menius
Sponsorship and Marketing Coordinator, MerleFest
2069 Andrews Store Rd.
Pittsboro, NC 27312
919-542-3997; Fax: 240-250-7229
artmenius@mindspring.com
Montgomery Burns
Springfield Nuclear Power
22 Old Fishing Hole Path
Springfield USA
September 3, 2003
Dear Monty:
Thanks so much for your partnership with MerleFest. We are committed to providing the best event marketing experience in our industry. Our sponsor agreement for MerleFest 2004, April 29 – May 2, follows. Please review the proposed agreement carefully and bring any desired revisions to my attention before signing. If all terms are acceptable, please return one signed copy of this agreement to me by October 31, 2003.
For 2004, sponsors will have, for the first time, the opportunity to purchase reserved seats at the Watson Stage. Sponsors with a sponsorship value of $10,000 or more may acquire up to 4 reserved seats at a discounted rate of $40 per seat. All other sponsors may purchase up to two reserved seats at the regular rates. Sponsors must exercise this option during a special window of opportunity, October 7 through October 15, 2003. This comes after renewing Patrons and seat holders have made their selections, but before the reserved seats are offered to the general public. Please phone Kathy Gray at 336-838-6133 to exercise this option between October 7 and 15, 2003.
I am here to help each MerleFest sponsor benefit from, activate, evaluate, and enjoy your partnership with MerleFest. I am here to work with you year round on a mutually successful partnership. I welcome your communications to discuss ideas to make our partnership work even better including through cross-promotions involving other partners.
Key Dates for MerleFest 2004 Sponsors
Now: Return a signed copy of this agreement and provide, if your logo has changed since the one used for MerleFest 2002, an electronic copy of your logo.
October 7-15, 2003 – Sponsor window of opportunity to purchase Reserved Seats at the Watson Stage by contacting Kathy Gray at 336-838-6133.
January 24, 2004: Last date to request assistance with lodging using the "Sponsor Lodging Reservations Form"
March 1, 2004: Sponsor Fee due
March 1, 2004: Ad for program must be received by this date
March 24, 2004: Names of representatives attending MerleFest due & deadline for ordering additional passes
April 16, 2004: Sponsor signage due if requested in the agreement (otherwise it will be prepared by MerleFest)
April 23, 2004: Advance sponsor shipments (exhibit materials, prizes) to MerleFest due
If you have any questions concerning the following agreement, please contact me at your earliest convenience. If not, please sign and return a copy to me.
Sincerely,
Art Menius, Sponsorship and Marketing Coordinator
MerleFest 2004
Wilkes Community College
P.O. Box 120
Wilkesboro, NC 28697
www.merlefest.org
MerleFest 2004 Sponsorship Agreement with Springfield Nuclear Power
This agreement is made and entered into on September 3, 2003 between MerleFest, a 501(c)3 corporation which has the exclusive right to present MerleFest 2004 at Wilkes Community College in Wilkesboro, NC on April 29-May 2, 2004 and Springfield Nuclear Power ("Sponsor"), which hereby agrees to provide financial or in-kind support in return for certain specific promotional rights. Therefore, in consideration of the mutual agreements and promises contained herein, the parties hereto agree to the following:
Springfield Nuclear Power receives the Sound & Lighting Sponsorship for MerleFest 2004 in return for a sponsorship fee of $12,500**. Please see attached invoice. In consideration of this support of MerleFest, Springfield Nuclear Power receives the following:
I. Credentials & Tickets
a) Sponsor (all access) passes for 4 (four) representatives/guests. (We’ll need these names by March 24, 2004. Please use form below). Only sponsors and patrons, key staff, and artists and their guests may obtain all access passes. Sponsor may purchase up to 8 (eight) additional sponsor passes at $130 each. Purchases at these special rates must be made by March 24, 2004. Please use form below. Sponsor may purchase also up to 8 (eight) general admission 4-day festival wristbands at $75 each, $50 less than the regular price. Purchases at these special rates must be made by March 24, 2004. Please use form below.
For 2004, we shall be able to offer one day all access credentials for the first time. In other words, if you desire, you may obtain four one-day back stage passes instead of one four-day all access wristband from the allocation above. This will require, however, that you can supply not only the names but the specific days those people will be attending no later than March 24, 2004. If you wish to exercise this option, please contact me immediately, so that I can prepare a sponsorship contract revised to reflect this and a special form for requesting one-day all access credentials. The sponsor is responsible for limiting credential and parking permit requests to the numbers specified in this agreement. All persons admitted to the festival under this provision grant MerleFest permission to use any still or video image in which they may appear. Sponsor guests may not, unless otherwise specified in this agreement, operate golf carts, ATVs, or similar vehicles on the festival site. No one under age 18 may operate any such vehicle on the festival site.II. Signage
a) Logo included on a banner as part of the signage display facing the Watson
Stage audience. MerleFest will make signage for display there using your
logo.****
b) As a major sponsor, Springfield Nuclear Power’s logo will appear on the
festival entrance display.****
III. Recognition & Advertising
a) MC acknowledgments
b) Springfield Nuclear Power will be credited on the Radio Free MerleFest radio
broadcasts, which as a non-commercial college station does not sell advertising.
c) Sponsor may use the words "MerleFest 2004 Official Sponsor" and, in that
context only, the MerleFest raccoon logo in advertising from October 1, 2003
through June 30, 2004. Sponsor agrees to refer to the event as "MerleFest" in
all advertising and promotional materials. Sponsor has the right to produce
event-related products for giveaway provided that the "MerleFest 2004 Official
Sponsor" be used and the Sponsor represents and warrants that all such products
will be free from defects and fit for its particular purpose. Sponsor shall not
manufacture or sell, or license the manufacture or sale, of any promotional or
other merchandise that bears MerleFest’s Trademarks without MerleFest’s prior
written consent.
IV. Web Presence
a) Impressive Internet exposure –During just seven weeks leading up to
MerleFest 2001, our site received more than 1,000,000 hits from in excess of
62,000 users. The MerleFest site demonstrates superior "stickiness" with the
average user viewing nearly 20 different pages per visit. We will be glad to
establish reciprocal links between the MerleFest sponsor web pages and your
site. Our URL is <http://www.merlefest.org>.****
b) As a major sponsor ($5000 value and above), Springfield Nuclear Power’s logo
will be included on the MerleFest web site home page.
V. Additional Considerations
a) Springfield Nuclear Power has right of first refusal on this sponsorship
for MerleFest 2005 until July 5, 2004. By signing this agreement the sponsor
pledges to let Art Menius know by that date whether it wishes to renew. After
July 5, 2004 MerleFest is free to offer this opportunity to other partners and
under no further obligation to offer a MerleFest 2005 property to Springfield
Nuclear Power.
c) Sponsors may take advantage of limited side stage seating at the Watson
Stage. As space is available, sponsors with all access credentials may use the
seats on stage right (as one faces the audience). Those doing so should check in
with Brenda "Champ" Bryson, who manages that area. The side stage seating on
stage left (as one faces the audience), the same side of the Watson Stage as
dining, is reserved for festival Patrons and should not be used by sponsors.
d) At Sponsor’s expense, Sponsor may ship raffle items, contest prizes, or
materials for its booth ahead to be stored at MerleFest. Please time these to
arrive by Friday, April 23, 2004. Ship to: MerleFest, Wilkes Community
College, 1328 Collegiate Drive, Wilkesboro, NC 28697 Attn: Receiving/Steve Hall.
Please clearly mark each package on the outside either "MerleFest Raffle
Items," "Contest Prizes," "MerleFest Mall," or "Expo Center Booth Materials."
e) MerleFest can assist, on a limited basis, with reserving motel rooms for
representatives of certain sponsors. If you desire this assistance, please
contact Claire Armbruster (336-838-6130 or clairearmbruster@hotmail.com) using
the "Sponsor Lodging Reservations Form" below by January 24, 2004. Room
rates and minimum stay requirements are established by the individual motel
properties and are totally out of MerleFest’s control, nor can we honor requests
for placement within a specific property. Please understand that the shortage of
housing in Wilkes County during times of such extraordinary demand may require
that you be placed at a property more than a half-hour’s drive from the festival
site.
f) Exhibit space (approx. 10’ x 8’) in the Expo Center (formerly known as
the Sponsor Tent), includes unskirted 2’ x 6’ table and two chairs. MerleFest
can supply a limited number of additional chairs or tables at no charge.
Otherwise, the display shall be constructed at Sponsor’s expense and shall
conform with all zoning, building or other applicable state and local rules,
regulations and codes. The display shall be of high caliber and shall reflect
well on Sponsor and MerleFest.
Exhibitor move in will be after 5 PM on Wednesday, April 28, 2004 and 9 AM until
2 PM on Thursday, April 29, 2004. MerleFest assumes no responsibility for items
lost or stolen from the Expo Center. Sponsor hereby agrees to abide by all
festival rules and regulations concerning the Expo Center and Expo Center
Parking Lot. This includes rulings by the Fire Marshal that are outside of the
festival’s control. NC State Sales Tax-is seven percent (7%). The collecting --
and reporting -- of this tax is the responsibility of all exhibitors who engage
in retail sales. Any exhibitor engaging in retail sales on site must obtain an
NC Sales Tax Number. The phone number for the local NC Sales and Excise Tax
office (725 Main St.; North Wilkesboro) is 336-838-8412. The office is open only
on Wednesdays, 8 AM – 5 PM eastern.
VI Warranties.
(a) MerleFest represents and warrants that:
(i) it has the full right and legal authority to enter into and fully
perform this Agreement in accordance with its terms without violating
the rights of any other person;
(ii) Its trademarks do not infringe the trademarks or trade names or
other rights of any other person;
(iii) it has all government licenses, permits or other authorizations
necessary to conduct the Event as contemplated under this Agreement; and
(iv) it will comply with all applicable laws, regulations and ordinances
pertaining to the promotion and conduct of the Event.
(v) it shall use its best efforts to provide for spectator safety, crowd
control, and security.
(vi) all music played at the Event, whether live, recorded or publicly
broadcast, will be duly licensed for public performance by ASCAP, BMI,
SESAC or such other performing rights societies or copyright owners as
may be required by law, or else in the public domain. Owner will
indemnify and hold Sponsor harmless from and against any liability
arising out of the performance of music at MerleFest.
(b) Springfield Nuclear Power represents and warrants that:
(i) it has the full right and legal authority to enter into and fully
perform this Agreement in accordance with its terms without violating
the rights of any other person;
(ii) Sponsor’s Trademarks do not infringe the trademarks or trade names
of any other person;
(iii) it has all government licenses, permits or other authorizations
necessary to conduct its business; and
(iv) all Products furnished by Sponsor shall be of high quality and
shall be free from product defects and shall be merchantable and suited
for their intended purpose.
VII. Miscellany
(a) Mutual Indemnities. Each party will indemnify, defend and hold harmless the other, its parent, subsidiary and affiliated corporations and their respective directors, officers, employees, agents, successors and assigns, from and against any and all claims, damages, liabilities, losses, government proceedings and costs and expenses, including reasonable attorneys’ fees and costs of suit, arising out of any alleged or actual breach of this Agreement or the inaccuracy of any warranty or representation made by the other or any act or omission by the other in the performance of this Agreement or the purposes hereof.
(b) Confidentiality. The parties hereto agree to maintain in confidence the terms and conditions of this Agreement except to the extent that a proposed disclosure of any specific terms or conditions hereof by either party is authorized in advance by the other party.
(c) This Agreement shall not be deemed to create a joint venture, partnership, principal-agent, employer-employee or similar relationship between MerleFest and Sponsor.
(d) Invalidity. The determination that any provision of this Agreement is invalid or unenforceable shall not invalidate this Agreement, all of said provisions being inserted conditionally on their being considered legally valid, and this Agreement shall be construed and performed in all respects as if such invalid or unenforceable provision(s) were omitted.
(e) Governing Law. This Agreement is subject to and shall be construed in accordance with the laws of the State of North Carolina, except for choice of law provisions. Sponsor and Owner both consent to jurisdiction in the state and federal courts located in North Carolina and hereby waive personal service.
(f) Commissions. Sponsor and MerleFest shall each be responsible for its own sales agency, sponsorship agency, advertising agency or other commissions or brokers fees which either is or may become obligated to pay as a result of or attendant to this Agreement.
(g) Non-Assignment. Neither party shall assign this Agreement without the prior written approval of the other party, except that Sponsor may assign this Agreement to any entity which acquires substantially all of its assets.
(h) Complete Agreement. This Agreement represents the entire agreement between the parties and supersedes all other agreements, if any, express or implied, whether written or oral. Owner has made and makes no representations of any kind except those specifically set forth herein.
(i) Binding Agreement. This Agreement shall be binding upon the parties, their successors and assigns.
(j) Sponsor’s Trademarks. MerleFest may use the Sponsor’s trademarks, label designs, product identifications, artwork and other symbols and devices associated with Sponsor’s Products in order to fulfill the terms of this agreement concerning signage, web sites, publications, and other sponsor recognition. These trademarks and other products are and shall remain Sponsor’s property. MerleFest shall not manufacture or sell, or license the manufacture or sale, of any promotional or other merchandise, except for the festival program and pocket schedule, which bears Sponsor’s Trademarks without Sponsor’s prior written consent.
(k) Sponsor acknowledges that MerleFest does not have the right to
grant the Sponsor use of the names, signatures, photographs or likenesses of any
performer who may appear at the festival in connection with a commercial product
or service, and all such uses by Sponsor must be approved by the individual
performer. Owner does have the right to approve on behalf of individual
performers the use of their names, photographs or likenesses in advertising of
the finalists of MerleFest contests by the sponsors of those specific contests.
(l) Right to Remove Name. Sponsor shall have the right, at any time and
for any reason, to request in writing that Owner remove its name from any and/or
all signage and other materials associated with the Event. Owner shall use its
best efforts to comply with said request, but if Owner will incur any additional
expenses in connection with such compliance, it will notify Sponsor in writing
and obtain Sponsor’s prior written approval. Sponsor will reimburse Owner for
all such approved expenses. Owner shall notify Sponsor if time does not
reasonably permit compliance with Sponsor’s request. Sponsor agrees and warrants
that it relieves MerleFest of this obligation with regard to print materials
already submitted to press. Nothing herein shall relieve Sponsor of its
obligations under this Agreement.
VIII: Term and Termination
(a) Term. This Agreement shall become effective on September 3, 2003 and shall expire on June 30, 2004 ,unless terminated earlier or renewed pursuant to the terms hereof (the "Term").
(b) Termination by MerleFest. Without prejudice to any other rights or remedies that MerleFest may have, MerleFest may terminate this Agreement immediately by delivery of notice to Springfield Nuclear Power at any time if any of the following events shall occur:
(i) Sponsor shall (1) make an assignment for the benefit of creditors, (2) be adjudicated bankrupt, (3) file a voluntary petition in bankruptcy or a voluntary petition or an answer seeking reorganization, arrangement, readjustment of its debts or for any other relief under Title 11 of the United States Code or any successor or other federal or state insolvency law ("Bankruptcy Law"), (4) have filed against it an involuntary petition in bankruptcy or seeking reorganization, arrangement, readjustment of its debts or for any other relief under any Bankruptcy Law, which petition is not discharged within thirty (30) days or (5) shall apply for or permit the appointment of a receiver or trustee for its assets;
(ii) Springfield Nuclear Power shall default under any provision of this Agreement, including use of trademarks, and shall have failed to cure such default within thirty (30) days after it received written notice of such default from Owner; or
(iii) any of the representations or warranties made by Sponsor in this Agreement shall prove to be untrue or inaccurate in any material respect.
(c) Termination by Sponsor. Without prejudice to any other rights or remedies that Springfield Nuclear Power may have, Sponsor may terminate this Agreement immediately by delivery of notice to Owner at any time if any of the following events shall occur:
(i) any of the events described in subparagraph (ii) above shall occur with respect to MerleFest;
(ii) MerleFest shall default under any provision of this Agreement and shall have failed to cure such default within thirty (30) days after it shall receive written notice of such default from Sponsor; or
(iii) any of the representations or warranties made by MerleFest in this Agreement shall prove to be untrue or inaccurate in any material respect.
It is mutually understood and agreed that the Contract Addenda below forms an integral and binding part of this agreement.
In Witness Thereof, the parties have executed this Agreement on the date shown below:
______________________________ _____________________________
Date: _September 3, 2003____ Date: ________________________
Art Menius, Sponsorship & Marketing Coordinator «FirstName» «LastName»
MerleFest Springfield Nuclear Power
2069 Andrews Store Rd. «Address1»
Pittsboro, NC 27312 «City», «State» «Zip»
919-542-3997; Fax: 240-250-7229 «DayPhone»; Fax: «Fax»
artmenius@mindspring.com «Email»
MERLEFEST SPONSORSHIP CONTRACT ADDENDA
1. *Festival Program Advertising Specifications
Please supply these complete ad specs to your ad designer as far ahead of March 1, 2004 as possible.
AD SIZE
Full page (7.75" horizontal x 9.5" vertical)
1/2 page (7.75" horizontal x 4.75" vertical) Upgrade to Full page
(7.75" horizontal x 9.5" vertical) for $180.
1/4 page (3.875" horizontal x 4.75" vertical) Upgrade to 1/2 page
(7.75" horizontal x 4.75" vertical) for $85.
1/8 page (3.875" horizontal x 2.375" vertical) Upgrade to 1/4 page
(3.875" horizontal x 4.75" vertical) for $50.
All ads are to be 4-C unless specified black and white above, and artwork is
to be provided by the sponsor, totally camera-ready including correct sizing by
March 1, 2004.
The completed ads should be mailed directly to Sherry Dancy; MerleFest; P.O.
Box 120; Wilkesboro, NC 28697 (email:
Details: Page Trim = 8.25" x 10". Live Page = 7.75" horizontal x 9.5" vertical. Printed on web offset and saddle stitched. We anticipate a 112 page program.
Whether hard copy, film, or computer file, by "camera-ready" we mean ready to be inserted in the book with all artwork correctly sized and placed and the ad itself correctly sized. Proofs must be included with all film.
For Black & White: Please submit ads as IBM PC format 150 dpi .pdf (preferred), .tiff or .jpeg file OR Pagemaker 6.5 for Windows file with all fonts and graphics included and linked (not embedded) in the file. We can also accept ads on laser print-out at 600 dpi, as PMT, or as film (RRED). Proof requested with film or electronic files. Line screen at 100. Include proof with film ($25 additional fee) or electronic copies.
For Four Color: Standard 4-process colors available. Color ads should be submitted as an IBM PC format 150 dpi .pdf (preferred),.tiff or .jpeg file (colors must be CMYK) OR Pagemaker 6.5 for Windows with all fonts and graphics included and linked (not embedded) in the file. Proof and $25 additional fee must accompany film; 100 line screen; right read emulsion side down (RRED). Color film separations should include one piece per color.
Add $25 for ads submitted on film rather than electronically. Payment due with film.
Please be certain to supply these specifications to your ad designer!
2. **Make check payable to "MerleFest" and send by March 1, 2004 to Ann Parsons; MerleFest, P.O. Box 120; Wilkesboro, NC 28697. (email:
parsonsa@wilkes.cc.nc.us; UPS/FedEx address: Ann Parsons; Wilkes Community College Development; 1328 Collegiate Drive; Wilkesboro, NC 28697)An invoice follows.3. *** If this document specifies that the sponsor is to furnish banners, they should be delivered or mailed to the festival so as to arrive by Friday, April 16, 2004. Banners not received by this date may not be displayed. The festival will determine finally the exact location and positioning of the banners and will be responsible for their display. Ship to: MerleFest, Wilkes Community College, 1328 Collegiate Drive, Wilkesboro, NC 28697 Attn: Receiving/Steve Hall. Please clearly mark the package "MerleFest Sponsor Banner(s)." We shall contact you in March to determine whether you want your banners shipped back to you or stored on campus for next year's MerleFest.
4. **** We need to receive your logo as soon as possible, unless you are certain we have your current logo. This can be checked by visiting the sponsor pages of
www.merlefest.org. We can work with hard copy, but if at all possible, please provide this to us in electronic form as either a .gif, .jpg, .pdf, or .tif file. In any case the computer file will result in a higher quality of appearance. If at all possible, please email the logo as an attached file to <artmenius@mindspring.com>. If you are sending hardcopy or as a file on an IBM formatted, 3.5 inch diskette, please mail it to: Art Menius at 2069 Andrews Store Road; Pittsboro, NC 27312.5.
NOW – Please provide, if new sponsor or your logo has changed since the one used for MerleFest 2003, an electronic copy of your logo in .gif, .jpg, or .tif format for the PC and the URL for your website.
NOW -- Please review the proposed agreement carefully and bring any desired revisions to my attention before signing. If all terms are acceptable, please return a signed copy of this agreement to me by October 31, 2003.
October 7-15, 2003 – Sponsor window of opportunity to purchase Reserved Seats at the Watson Stage by contacting Kathy Gray at 336-838-6133.
January 24, 2004 – Last date to request assistance with motel reservations using the "Sponsor Lodging Reservations Form"
March 1, 2004 - Ad for program must be received by this date prepared according to the specifications in the Sponsor Agreement Addendum above. $25 fee for ads submitted on film.
March 1, 2004 – Sponsor Fee Due
March 24, 2004 - Names of representatives attending MerleFest due & deadline for ordering additional passes. Please use the form above.
April 16, 2004 - If this document specifies that the sponsor is to furnish banners, they should be delivered or mailed to the festival to arrive by Friday. Signage not received by this date may not be displayed.
April 23, 2004 - Advance sponsor shipments (exhibit materials, prizes) to MerleFest due. Ship to: MerleFest, Wilkes Community College, 1328 Collegiate Drive, Wilkesboro, NC 28697 Attn: Receiving/Steve Hall. Please clearly mark each package on the outside either "MerleFest Raffle Items," "Contest Prizes," "MerleFest Mall," or "Booth Materials."
July 5, 2004 - Sponsor has right of first refusal on this sponsorship property for MerleFest 2005 until this date.