TERMS AND CONDITIONS
1. EVENT IDENTIFICATION AND LOCATION. The official name of the event is The CURE SMA Walk for Graham, hereafter referred to as EVENT. s
2. OFFICIAL DATES. The official dates of the EVENT is from August 3, 2024, unless the EVENT is canceled, or the dates are changed in the best interests of CURE SMA and its constituents.
3. TERM OF AGREEMENT. This Agreement will continue until the conclusion of the EVENT, unless and until terminated earlier by either party as set forth in Section 9, Termination or Section
11(G), Force Majeure, below.
4. SPONSORSHIP ARRANGEMENT AND OBLIGATIONS OF CURE SMA. During the Term of this Agreement, CURE SMA hereby agrees to identify and acknowledge SPONSOR as a sponsor
of the EVENT, as permitted in connection with qualified sponsorship payments.
5. SPONSORSHIP ARRANGEMENT AND OBLIGATIONS OF SPONSOR. SPONSOR shall provide to CURE SMA all necessary logos and other information, content, and materials (in printed,
electronic and/or other form) for use in connection with its sponsorship of the EVENT.
6. PAYMENT OF SPONSOR’S CONTRIBUTION
a. In consideration for the right to be a sponsor of the EVENT and to be acknowledged by CURE SMA as a SPONSOR of the EVENT, SPONSOR agrees to pay the total amount
of Sponsorship fees outlined above, to be paid in a single lump-sum upon execution of this Agreement and receipt of invoice by an authorized representative of SPONSOR.
b. The sponsorship payment described above shall constitute payment by SPONSOR solely for SPONSOR’ right to sponsor and to be acknowledged by CURE SMA as a
SPONSOR of the EVENT.
c. No sponsorship cancellation refunds will be granted due to ongoing promotions.
7. CANCELLATION OF THE EVENT. Should CURE SMA cancel the EVENT in the best interest of CURE SMA or its constituents, or in the best interests of the success of the EVENT or its
attendees, and not reschedule, CURE SMA will apply SPONSOR payment as a 100% tax deductible donation to CURE SMA, or, at the request of SPONSOR, return to SPONSOR 100% of its
SPONSOR payment. Should CURE SMA reschedule EVENT for another date in the same fiscal year (July 1 – June 30), SPONSOR may elect to apply or, at the option of SPONSOR, apply
SPONSOR’ payment to the same EVENT on its next scheduled date under the same terms and conditions set forth in this Agreement as long as it falls within previously stated time frame.
8. RELATIONSHIP OF THE PARTIES. The relationship of the parties to each other is that of independent contractors. Nothing herein shall create any association, joint venture, partnership, or
agency relationship of any kind between the parties. Neither party is authorized to incur any liability, obligation, nor expense on behalf of the other, to use the other’s monetary credit in conducting any activities under this Agreement, or to represent that CURE SMA is in the business of providing the products and/or services provided by SPONSOR.
9. TERMINATION. This Agreement shall terminate: (i) at the conclusion of the EVENT; or (ii) at any time upon the mutual written consent of both parties, or (iii) upon the occurrence of a breach
of a material provision by one (1) of the parties hereto, if such breach is not cured within a commercially reasonable time (not to exceed ten (10) days) after written notice of such breach is
received by the breaching party from the injured party identifying the matter constituting the material breach.
10. MISCELLANEOUS TERMS
a. Waiver. Either party’s waiver of, or failure to exercise, any right provided for in this Agreement shall not be deemed a waiver of any other or future right under this Agreement.
b. Assignment. This Agreement may not be assigned, or the rights granted hereunder transferred or sub-licensed, by either party without the express prior written consent of the other party.
c. Heirs, Successors, and Assigns. This Agreement shall be binding upon and inure to the benefit of each party, its subsidiaries, affiliates, related entities, partners, shareholders, agents,
officers, directors, employees, heirs, successors, and assigns, without regard to whether it is expressly acknowledged in any instrument of succession or assignment.
d. Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which taken together shall constitute one (1) and the
same instrument.
e. Entire Agreement. This Agreement: (i) constitutes the entire agreement between the parties hereto with respect to the subject matter hereof; (ii) supersedes and replaces all prior
agreements, oral and written, between the parties relating to the subject matter hereof; and (iii) may be amended only by a written instrument clearly setting forth the amendment(s) and
executed by both parties.
f. Severability. All provisions of this Agreement are severable. If any provision or portion hereof is determined to be unenforceable in arbitration or by a court of competent jurisdiction, then the
remaining portion of the Agreement shall remain in full effect.
g. Force Majeure. Neither party shall be liable for failure to perform its obligations under this Agreement due to events beyond its reasonable control making performance illegal, impossible, or
commercially impracticable, including, but not limited to, health related events, strikes, riots, wars, acts of terrorism, fire, acts of God, and acts in compliance with any applicable law,
regulation, or order of any governmental body. The party so affected by such an event must give written notice to the other party within a commercially reasonable time.
h. Notices. Any notice pertaining to this agreement must be in writing and will become effective when delivered and received by the fulfillment contact outlined herein by one of the following
methods:
i. Letter sent by certified mail or by overnight carrier, return receipt requested, postage prepaid to intended recipient, or hand-delivered with signed receipt.
iii. Electronic mail (email) transmission: Notice by email is effective when the sender of the email has written notice from the intended recipient that the email was received.