event-sponsor-agreement

Event Sponsor Agreement

This skill does not give legal advice and never produces a signable document. Its output is a term sheet - a structured clause checklist, with example language options and open questions marked - that a qualified lawyer in the event's own jurisdiction turns into a contract. Every path through this skill ends at counsel.

Say this to the user at the start and again at handoff. An organizer who signs this skill's output unreviewed has been failed by it.

You formalize a deal that is already closed:

• samber/dev-event-organizer-skills@event-sponsor-value-proposition fixed what may honestly be promised.
• samber/dev-event-organizer-skills@event-sponsor-pricing fixed the tiers and caps.
• samber/dev-event-organizer-skills@event-sponsor-prospectus published them.
• samber/dev-event-organizer-skills@event-sponsor-outreach handed you a yes.

You never re-price a tier, invent a benefit, or widen a cap. You turn what was sold into language, and hand the signed deliverables list to samber/dev-event-organizer-skills@event-sponsor-fulfillment.

One drafting principle governs everything below, and it comes straight from litigation: courts read force-majeure and cancellation clauses narrowly and literally.

• In NetOne, Inc. v. Panache Destination Mgmt. (D. Haw. 2020), a deposit refund was denied because the clause did not expressly provide for one. The court declined to "effectively re-write the parties['] contracts to include language that could have been (but was not) used."
• In Sanders v. Edison Ballroom LLC (N.Y. Sup. Ct. 2021), a $45,219.28 deposit was ordered returned because the clause expressly said it would be.

Same doctrine, opposite outcomes, decided entirely by what the text promised. Every branch you draft names its remedy in words.

Every ranking below is a default, not a law; it shifts with context and with who executes it. After the interview, re-rank all four menus against what you know about this organizer - any of the following overturns a default rung:

• An in-house or pro-bono lawyer.
• A fiscal sponsor whose own contract templates apply.
• A venue contract whose insurance requirements flow straight down.
• A single volunteer treasurer chasing invoices.

Interview

Ask one question at a time, multiple-choice where possible. Questions 6-8 exist because the menus below diverge sharply on time-to-effect, durability and effort - their default orderings cannot be picked for the user.

1. Which pole does the event sit on: community-run (volunteer organizers, published no-attendee-list rules) or company/foundation-run (paid team, consent-bounded lead retrieval already sold)? This decides whether a data clause is draftable at all.
2. What exactly was sold, per sponsor: which tier, at which price, with which perks and which deadlines? Pull it from the signed rate card and prospectus. A perk that is not in either does not enter the contract.
3. Were any caps published - per-tier sponsor counts, single-exclusive surfaces? Name the exact numbers. Exclusivity language may never be looser than the cap the prospectus already printed.
4. Who is the contracting entity on the organizer side: an incorporated non-profit, a company, a fiscal sponsor, or unincorporated volunteers? Unincorporated organizers carry personal exposure and need counsel before anything else in this skill runs.
5. What is the jurisdiction and governing law, and does the organizer already have a lawyer, a fiscal sponsor's legal team, or nobody yet? This is the handoff target; identify it before drafting, not after.
6. By what date must the sponsor be able to sign - when does the invoice have to land? (A near date promotes the shortest-to-draft rungs and makes a long counsel negotiation the binding constraint.)
7. Is this a one-off agreement or a template meant to be reused across sponsors and editions? (A reusable template promotes the higher-effort rungs once and amortizes them; a one-off does not.)
8. What is the effort ceiling: a volunteer treasurer with a template, or a lawyer with time to negotiate clause by clause? (This answer decides the force-majeure and insurance menus almost alone.)
9. What happens physically at the event that an insurer would care about - alcohol served, sponsor demos with physical risk, sponsor-supplied vehicles or heavy equipment - and does the venue contract already require any of this cover?

Community-run vs company/foundation-run

The axis that changes the contract is who owns the event, the same split the rest of this collection's sponsor block argues:

• Community-run - volunteer organizers, often unincorporated or fiscally sponsored. The organizer's own published rules bound what the contract may promise: no attendee contact lists, no purchasable program influence. Bargaining power is low, counsel is usually pro-bono or absent, and the sponsor's own paper often arrives instead. Favors short, single-sentence remedies and the pro-rata force-majeure shape.
• Company/foundation-run - a legal entity with staff and, usually, counsel. Consent-bounded lead retrieval may be contracted where it was genuinely sold. Higher-effort rungs (elected credit windows, layered insurance, negotiated indemnity) become affordable. Note that the published contracts quoted throughout sit at this pole, so treat community-pole adjustments as judged rather than established practice.

Neither pole changes the not-legal-advice constraint, and neither pole makes a clause enforceable that the jurisdiction does not recognize.

Workflow

1. Run the interview, stating the constraint before it: what you produce is a term sheet for a lawyer, never a contract and never legal advice. Confirm the contracting entity (Q4) and the counsel target (Q5) before drafting a single clause. If the organizer is unincorporated with no legal support, say so plainly: that is a structural exposure this skill cannot draft around, and it belongs to samber/dev-event-organizer-skills@event-team-structure.
2. Build the deliverables schedule as an exhibit, one row per sold perk: perk, specification, delivery surface, hard deadline, responsible party. Every row traces to the rate card or prospectus (Q2). This exhibit is samber/dev-event-organizer-skills@event-sponsor-fulfillment's input and the single thing most worth getting exact.
3. Draft the payment terms: schedule (menu below), an express late-payment interest rate, and a non-payment clause. Interest is only recoverable if the contract says so - verified rates run 12-18% per annum. Add the obligation-survives-non-attendance sentence and the immediate de-branding remedy; both appear in published contracts. See references/clause-library.md.
4. Draft cancellation as two separate clauses, never one symmetric section. Sponsor withdrawal gets the refund posture from the menu below. Organizer cancellation is a different and narrower remedy in every published example - pro-rata net of the organizer's incurred expenses, sometimes zero after a cutoff. Merging them into one mutual "cancellation" section is the most common structural error in this document.
5. Draft the force-majeure clause: name the triggering events expressly (post-COVID practice names pandemic and epidemic rather than relying on generic "act of God"), then name the remedy in words per the menu below. Never leave the remedy implied.
6. Draft the exclusivity section only if exclusivity was actually sold - the PyCon US 2020 contract carries none at all. When sold, it needs all three enforceability elements together and must honor the published cap exactly. See references/exclusivity-and-renewal.md.
7. Draft liability, indemnification and insurance. Indemnification is a negotiated term with two real shapes (one-sided organizer-favoring, or mutual) - present both rather than hardcoding one. Take the insurance posture from the menu below.
8. Draft the code-of-conduct clause binding the sponsor's own staff, with an organizer ejection right and the no-refund consequence stated in the same clause. This is confirmed across conferences and hackathons of very different sizes; it is a default, not an option.
9. Draft logo and brand licensing as reciprocal by default: a limited, non-exclusive, promotion-only licence each way, each subject to the other party's brand guidelines, expiring automatically at agreement end unless extended in writing.
10. Draft term, termination and renewal: a cure period (default 30 days, the most common verified length), termination for convenience and for cause, and the renewal mechanic. Confidentiality, data handling, governing law and the general provisions close the document.
11. Mark every open question, every jurisdiction-dependent clause and every figure you could not confirm with an explicit flag, then hand the whole term sheet to counsel (Q5), stating there again that it is not a contract and not legal advice. Name in the handoff what you drafted from an example clause versus what you left for them to decide.
12. On countersignature, hand the deliverables exhibit to samber/dev-event-organizer-skills@event-sponsor-fulfillment and the payment milestones to whoever invoices.

If your harness has persistent memory, record per sponsor:

• The sold tier and its exhibit.
• The chosen rung on each of the four menus, and why.
• The cure period.
• The exclusivity category definition, if any.
• The counsel who reviewed it.
• The signature and payment dates.

Next edition's agreements start from that record rather than from a blank template.

The compliance-cost axis appears below only on the two menus whose rungs genuinely diverge on the review they trigger and the reversibility they cost. On the other two, every rung is the same single clause reviewed once, so the axis would be noise.

Payment schedule

How the fee is collected. Real tech and professional-event sponsorship skews hard toward large upfront commitments, not even installments. Ranking (default, not a law - Q6 and Q8 re-rank):

• effort (invoices raised, balance dates tracked, chases run): staged deposit plus balance > 100% at signing
• value, cash banked before the organizer's own sunk costs land: 100% at signing > staged deposit plus balance
• value, top-tier deals a sponsor's procurement will actually approve: staged deposit plus balance > 100% at signing
• efficiency: 100% at signing > staged deposit plus balance

Two value lines because the axes genuinely disagree: the schedule that banks the most money is not the schedule that closes the biggest deal.

Dominance check: 2 rungs, 1 pair, zero strict-dominance relations - clean only by construction, and by-construction is never a pass. The one mechanism is the disagreement just named: each rung wins one value axis and loses the other, so neither is at least equal on both and effort is never reached.

A two-rung menu has nothing else to check. The efficiency call rests on the argument below, not on a passed check.

• 100% at signing or on application - the default, and the dominant pattern on real cards (AFCEA FedID: "a 100% deposit… is due at signing"; PyCon US 2020: full payment must accompany the form to secure the space; SCCE: in full within 15 days of invoice). One invoice, one chase, no collections exposure.
• Staged deposit plus balance - the starved option: high on the deal-capture value axis, high on effort, so efficiency never picks it. Real shapes are a majority deposit rather than an even split (TMS Awards: 80% on signup, 20% three months out, collapsing to 100% if signed inside three months; AWMA: 50% with the application, balance by a fixed date). Promotion conditions: a top-tier sponsor whose procurement cannot release the full amount before a fiscal boundary, a sponsorship large relative to that sponsor's budget, or a signature more than a year before the event.
• Deleted, not demoted: invoicing after the event. The payment schedules above all collect between half and all of the fee before doors open. Post-event invoicing hands away the organizer's only leverage - the perks are already delivered, the remedies above (perk hold, immediate de-branding) no longer exist, and samber/dev-event-organizer-skills@event-sponsor-fulfillment's payment gate becomes unenforceable. A sponsor who cannot pay before the event gets a staged schedule, not a post-event one.

Whichever rung you pick, the late-payment interest clause and the non-payment clause are always drafted - they are not menu options.

Sponsor-withdrawal refund posture

What the sponsor gets back if it pulls out. Two genuinely different postures exist in real published terms, and neither is universal - present both and let the organizer choose by risk tolerance and leverage, rather than silently defaulting. Ranking (default, not a law - Q7 and Q8 re-rank):

• effort (drafting, plus administering notice dates and partial refunds): graduated multi-tier > two-tier cutoff > hard no-refund
• value (early signatures a sponsor's risk policy would otherwise withhold, net of revenue given back): graduated multi-tier == two-tier cutoff > hard no-refund
• efficiency: two-tier cutoff > hard no-refund > graduated multi-tier

The == tie is argued: a sponsor's procurement checks whether a refund exists and by which date, not how many steps the ladder has - the third step adds administration without moving the signature. The efficiency ordering is argued too: the two-tier cutoff buys nearly all of a ladder's deal-closing value for one sentence, while the hard no-refund is cheaper still and gives that value up entirely.

• Two-tier cutoff - the default: a refund above a dated line, none below it (IBTTA: 50% before a fixed date, none after). PyCon US 2020 gives the citable conference calendar - 75% at 120 days, 50% at 80 days, none after - and PyData shows the same pattern compressing to a single-digit-day scale for a meetup or a hackathon.
• Hard no-refund - real and widely used: "no refunds" (ATD/MCI), "non-refundable under any circumstances" (CLOC), or non-refundable except on organizer fault (IPE). Cheapest to draft and administer; the trade is that a cautious sponsor signs later or not at all. NCSI's published rationale - the organizer sustains substantial losses on a cancellation - is usable sourced justification language.
• Graduated multi-tier - the starved option: highest deal-closing value, highest administration, so efficiency never picks it (NARI Atlanta runs three steps: refund less a 10% fee, then 50%, then none). Promotion conditions: a top-tier deal whose legal team negotiates this ladder line by line, or a lead time long enough that a single cutoff is too blunt.
• Deleted, not demoted: an undated "refunds at the organizer's discretion" clause. Every example above names a date or names "none". A discretionary promise is the shape that produces the dispute, and per _

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