​​​​​​THIS SPONSORSHIP AGREEMENT (the “Agreement”), is entered into by and between AFCEA NOVA and Sponsoring Company (Sponsor), and shall become a contract upon execution. This Agreement shall confirm the details of Sponsor’s sponsorship of AFCEA NOVA event(s).
 
The individual executing this Contract represents and warrants that he/she is duly authorized to execute this binding contract on behalf of the Company. 

IN CONSIDERATION of the mutual undertakings and promises of the parties as set forth below, the parties agree as follows: 

1. SPONSORSHIP
AFCEA NOVA and Sponsor will develop and execute the sponsorship in accordance with the terms and conditions set forth in this Agreement and as set forth in any Attachments and/or Exhibits to the Agreement. AFCEA NOVA and Sponsor agree they will perform their duties and responsibilities in a professional manner consistent, at all times, with industry standards and in accordance with applicable laws and regulations.
1.1. In consideration of the rights granted in the Agreement, Sponsor agrees to pay AFCEA NOVA a Sponsorship Fee as defined in this Agreement. For the Sponsorship Fee, AFCEA NOVA agrees to provide Sponsor services as outlined in the AFCEA NOVA Sponsorship Prospectus.
1.2 Sponsorship payment will be due net 30 days from the date of invoice or 7 days prior to the event, whichever is earlier. Failure to remit payment on this schedule may result in loss of onsite and virtual event benefits (e.g., attendance, signage, other recognition).
1.3 A 3.5% credit card fee will be added automatically to sponsorships purchased via credit card (amount will be reflected at checkout). Prices listed in the prospectus apply to sponsorships purchased via check/ACH (an updated invoice without a credit card fee will be sent via email for this payment option within 3 business days of Sponsor commitment).
1.4 Sponsor benefits will begin upon receipt of a signed, by a company authorized agent, fully executable and signed commitment form and/or payment of the sponsorship in full. Deadlines may apply for inclusion in event materials. 
1.5 Use of Space - No sponsor shall sublet, assign or share part of the amenities and/or space allocated to him/her without the written consent of AFCEA NOVA.
1.6 Sponsor Badges and Event Attendance: All company representatives must register for the Event(s) and wear their name badges during the Event(s). The complimentary registrations are intended for company personnel only. Sponsor badges are not transferable onsite at the Event(s) and cannot be shared.
1.7 AFCEA NOVA reserves the right to convert any part of any, or an entire, event to an online virtual format should the need arise per DOD current policy in travel for personnel from DOD or other federal agency. 

2. INTELLECTUAL PROPERTY
2.1 Each party is granted a nontransferable, non-exclusive license to use the other party’s materials, marks and logos (collectively “Intellectual Property”) solely for the promotion and execution of the Sponsorship at the Event as set forth herein and only during the agreed upon period.
2.2 Upon expiration or termination of the Sponsorship, each party will cease using the other party's Intellectual Property and to the extent possible will, at the request of the other party, either destroy or return such Intellectual Property to the other party.
2.3 Registration/Attendee List Usage (only applies to IT Day Sponsorships): The registration list is intended for use of AFCEA NOVA 2022-2023 IT Day sponsors ONLY and for the sole purpose of promoting your company to AFCEA NOVA 2022-2023 IT Day registrants. Use of this list is prohibited for any non-related AFCEA NOVA 2022-2023 IT Day promotion, including promotion of your company at other industry events. Sharing, selling, or any other distribution of the registration list is strictly prohibited. Attendee information collected onsite and online at the conference is subject to the usage for which you describe at the time of collecting that information from attendees. If you receive a request from anyone other than an AFCEA NOVA staff member to sell/provide you with a conference registration/attendee list, it is a scam and should be disregarded.

3. EFFECTIVE DATE, TERM, AND TERMINATION
3.1 Effective Date and Term: Unless the Agreement is terminated earlier in accordance with its terms and conditions, the term of this Agreement shall commence on the Effective Date and terminate at the conclusion of the parties obligations pertaining to the Event. 
3.2 In the event either party commits a material breach of any provision contained within the Agreement, and such breach remains uncured after thirty (30) days written notice specifying the breach, the non-breaching party may terminate the Agreement. Upon expiration or termination of this Agreement each party agrees to timely comply with the terms of Section 2.2 above. In the event this Agreement is terminated for material breach of a party following the commencement of the Event and/or Sponsorship activities, the parties agree nonetheless to cooperate to the extent necessary to avoid interruption of the Event. Such cooperation shall not be construed to waive any claim or defense a party may have.
3.3 In the event of cancellation by Sponsor, AFCEA NOVA shall determine an assessment covering the resale of sponsorship, prior services performed, and other damages related to cancellation, according to the following schedule: 100% cancellation fee upon cancellation. AFCEA NOVA must receive written notification of the cancellation by electronic mail or registered or certified USPS mail. When the date cancellation notice is received, AFCEA NOVA will determine the above assessment charges. In the event of either a full or partial cancellation of sponsorship by a Sponsor, AFCEA NOVA reserves the right to resell canceled sponsorship, regardless of the cancellation assessment. Subsequent resale of canceled sponsorship does not relieve the canceling sponsor of the obligation to pay the cancellation assessment. Appropriate payment must be received within 15 days of cancellation. 
3.4 Should the Event in this Agreement be canceled or postponed by AFCEA NOVA, either prior to the start of the Event or after the Event has officially commenced (determined by the earliest date and time listed in the Event program itinerary), AFCEA NOVA will provide a credit equal to the Sponsor Fee paid under the terms of this Agreement for use at a future AFCEA NOVA Event within a period of one (1) year from the start date of the cancelled Event. Any sponsor credit not used toward a Sponsorship of another AFCEA NOVA event within the one (1) year period following the cancelled event may be applied to AFCEA NOVA event registration fees, or donated to the AFCEA NOVA Educational Foundation, a 501(c)(3) tax exempt organization. After the expiration of the one (1) year period following the cancelled Event any unused sponsor credit not used or applied as provided in Section 3.3 above will be forfeited by the Sponsor.

4. LIMITATION OF LIABILITY
In no event shall either party be liable to the other party for any indirect, incidental, consequential, special, or exemplary damages (even if that party has been advised of the possibility of such damages), arising from breach of this Agreement, or any provision of this Agreement, such as, but not limited to loss of revenue or anticipated profits or lost business.

5. FORCE MAJEURE
Neither party shall be liable to the other in the event its failure to perform its obligations under the terms of the Agreement results from: (i) compliance with any law, ruling, order, regulation or order of any court or government decision (e.g., DOD or Federal agency) or action of competent jurisdiction; (ii) acts of God or other circumstances beyond the reasonable control of the parties; (iii) acts or omissions of the other party; (iv) fires, strikes, embargoes, war, acts of domestic terrorism, civil insurrection or riot, (v) a weather event or curtailment of transportation facilities preventing or unreasonably delaying [at least 25% of] attendees and guests from attending the Event, (vi) epidemic as declared by the World Health Organization (WHO) and the Center for Disease Control (CDC), or (vii) other emergency beyond the party's control making it inadvisable, illegal or impossible to hold the Event in person or virtually or which materially affects a party's ability to perform its obligations here under. Any delay resulting from any of said causes shall extend performance accordingly or excuse performance, in whole or part, as may be reasonable under the circumstances. The terminating party shall endeavor to give notice of termination to the other party as soon as reasonably practicable in an effort to minimize the impact of termination. In the event of a termination as a result of a Force Majeure event as defined above, neither party will have any liability to the other party hereunder.

6. PAYMENT
Sponsorship payment will be due net 30 days from the date of invoice or 7 days prior to the event, whichever is earlier. Failure to remit payment on this schedule may result in loss of onsite and/or virtual event benefits (e.g., attendance, signage, other recognition).
Payment Options: Invoices can be paid via check, ACH, or credit card (+ 3.5% credit card fee); checks should be made payable to AFCEA NOVA and sent to 2800 Eisenhower Ave., Suite 210, Alexandria, VA 22314. Contact AFCEA NOVA office for ACH information info@afceanova.org.