Agreement Regarding

Sponsorship of <Insert Brief Sponsorship Description

at Carnegie Mellon University

I. INTRODUCTION

The purpose of this Agreement is to summarize the mutual understanding of Insert Company Name, a Insert Company Type having a principal place of business located at Insert Company Primary Address (the “Sponsor”), and Carnegie Mellon University, a Pennsylvania non-profit corporation having a principal place of business located at 5000 Forbes Avenue, Pittsburgh, PA 15213 (the “University”), regarding the Sponsor’s sponsorship of the event or activity described below.

II. SPONSORSHIP AMOUNT AND PAYMENT

In consideration for the right to sponsor and to be acknowledged by the University as a sponsor as specified herein, the Sponsor agrees to pay to the University the sponsorship amount of $<Insert Amount>.

[For one-time gift] The foregoing sponsorship amount shall be paid by the Sponsor to the University by <Insert Month DD, YYYY>.

[For multi-year pledge, up to five years] The foregoing sponsorship amount shall be paid by the Sponsor to the University in installments according to the following schedule:

$<Insert Amount> by <Insert Month DD, YYYY>

$<Insert Amount> by <Insert Month DD, YYYY>

$<Insert Amount> by <Insert Month DD, YYYY>

$<Insert Amount> by <Insert Month DD, YYYY>

$<Insert Amount> by <Insert Month DD, YYYY>

[Or alternatively; for rare circumstances] The foregoing sponsorship amount shall be paid by the Sponsor to the University by <Insert Month DD, YYYY>, with payment times and amounts at the discretion of the Sponsor.

Unless otherwise agreed by the parties, the sponsorship amount shall be paid by the Sponsor via wire transfer to the following account of the University on or before the date(s) indicated:

Bank Name: Bank of New York Mellon

Address: Bank of New York Mellon Client Service Center

500 Ross Street

Pittsburgh PA 15262-0001

Beneficiary: Carnegie Mellon University

Account Name: Cash Management Account

Account No.: 1979003

ABA Routing No.: 043000261

SWIFT Code: IRVTUS3N

Reference: <Insert Contribution Reference

The sponsorship amount described in this Section II shall constitute payment by the Sponsor solely for the Sponsor’s right to sponsor and to be acknowledged by the University as a sponsor as specified herein. Such sponsorship amount shall in no manner be considered compensation or reimbursement for services rendered or to be rendered, activities taken or to be undertaken by the University on behalf of the Sponsor, or income from a partnership or joint venture. To the extent that any portion of the sponsorship amount under this Section II would not (if made as a separate payment) be deemed a qualified sponsorship payment under Section 513(i) of the U.S. Internal Revenue Code, such portion of such sponsorship amount and other portion of such sponsorship amount shall be deemed and treated as separate payments.

III. SPONSORSHIP

[INSERT BENEFITS BELOW, AS APPLICABLE. SUGGESTED LANGUAGE COVERING VARIOUS OPTIONS IS HIGHLIGHTED IN YELLOW. DESCRIPTION OF BENEFITS WILL NEED TO BE TAILORED/MATCH THE ACTUAL BENEFITS PROMISED TO SPONSORS, AND MAY NEED TO REFERENCE THE SPONSORSHIP LEVEL (E.G. GOLD LEVEL SPONSOR), ETC., IF APPLICABLE. CONTACT ______WITH ADVANCEMENT OR MARY BETH SHAW WITH OFFICE OF GENERAL COUNSEL IF YOU NEED ASSISTANCE IN DESCRIBING BENEFITS]

The University agrees to identify and acknowledge the Sponsor as a sponsor of the <Insert Brief Sponsorship Description>, by displaying the Sponsor’s logo and other agreed-upon identifying information on <Insert Name of CMU Entity Associated with the Sponsorship>’s marketing, advertising and promotional media in connection with the <Insert Fuller Sponsorship Description>, in a manner (placement, form, content, etc.) reasonably determined by the University in its sole discretion. In addition, the Sponsor’s name/logo will appear on event T-shirt in a manner determined by the University in its sole discretion. The Sponsor agrees to provide to the University in a timely manner all of the necessary content and materials (including logo) for use in connection with such sponsorship, and hereby grants to the University a limited, non-exclusive license to use the Sponsor logo and other identifying information and materials, solely to identify the Sponsor as a sponsor and/or fulfill its obligations hereunder.

Further, as a sponsor, the Sponsor’s <Insert (if applicable) Employee Description, e.g., “engineers”> and recruiters are welcome to attend the event. At the event, the Sponsor’s <Insert (if applicable) Employee Description, e.g., “engineers”> will have the opportunity to mentor students, and recruiters will be able to accept resumes, provide information, and distribute the Sponsor’s free promotional items. The Sponsor will be provided a table in the event sponsors’ room during the event for student outreach.

Also, the Sponsor will have the opportunity to provide a Sponsor-branded award or prize to a team at the event. add award/prize details>.

In addition, the Sponsor will have the opportunity to provide a keynote speech on a relevant topic of interest at the event. add details of when speech will occur and length of speech, e.g., “opportunity to provide a keynote speech (approximately 10 minutes in length) at the celebratory banquet on the last day of the event”, Insert award/prize details

[Please Note: The preparer of the sponsorship agreement must ensure that sponsorship benefits documented above (and/or offered by the University) are permitted/non-taxable as described below, rather than prohibited/taxable benefits as described below.]

PERMITTED/NON-TAXABLE:

·  Sponsor acknowledgment (either in printed media or on event or University website), including the Sponsor’s name, logo, general phone number (but NOT a direct phone number for ordering the Sponsor’s products/services), locations/main address, and main website address (linking to the Sponsor’s product/service ordering webpage is NOT permitted). For example: “This [conference, event, etc.] is sponsored by a generous donation from <Company Name>; <Address>; <General Phone Number>; <Main Website Address/Link>.”

·  Value-neutral displays of the Sponsor’s products or services, and distributing samples of the Sponsor’s products at the event, without pricing, qualitative information, or other indications of savings or value, and without endorsement by the University.

PROHIBITED/TAXABLE:

·  Provision of more than token facilities, services, or other privileges in return for sponsorship payment (note: inviting the Sponsor to a recruiting function is okay).

·  Promise of advertising or acknowledgements in regularly scheduled and published materials (e.g., magazines).

·  Promises of advertising.

·  Promises of exclusivity or exclusive use rights (or equivalent).

The Sponsor may use the University’s name and trademark/logo in connection with the Sponsor’s mention of its sponsorship of the <Insert Brief Sponsorship Description> in various publications, press releases, and publicity vehicles if and to the extent such use does not state or imply that the University endorses the Sponsor or its products or services.

IV. NOTICES

Any notice to the other party under this Agreement must be in writing, signed by the party giving it, and provided either personally, by registered or certified mail (with return receipt requested), by email and/or reputable overnight courier with tracking capabilities (such as, for example, UPS or FedEx) to the appropriate address listed below. Either party may update its contact information by providing written notice to the other party as required by this Section IV.

Sponsor:
Attn: <Insert Name
<Insert Title
<Insert Company Name
<Insert Address
<Insert Address
Tel.: <Insert Number XXX-XXX-XXXX
Email: <Insert Email Address / University:
Attn: <Insert Name
<Insert Title
Carnegie Mellon University
5000 Forbes Avenue
Pittsburgh, PA 15213
Tel.: <Insert Number 412-XXX-XXXX
Email: <Insert Email Address

V. MISCELLANEOUS

The Sponsor recognizes that the University is relying on the Sponsor’s agreement to fund the activity or event specified herein and may authorize expenses in anticipation of the receipt of the Sponsor’s sponsorship payment. Therefore, the Sponsor acknowledges that the Sponsor’s agreement to make the sponsorship payment identified herein, including any unpaid installment of the sponsorship payment, shall constitute the Sponsor’s binding obligation. Further, in the unlikely event that Sponsor’s entire sponsorship payment is not received in a timely manner, the University reserves the right to amend its obligations as specified herein as determined appropriate by it after consultation with the Sponsor.

The University represents that it is qualified as a charitable organization under Section 501(c)(3) of the U.S. Internal Revenue Code. The University’s Federal Tax Identification number is 25-0969449.

This Agreement constitutes the entire agreement and understanding between the Sponsor and the University concerning the subject matter of this Agreement and supersedes all prior agreements and understandings, whether written or oral, between the Sponsor and the University concerning that subject matter.

The Sponsor and the University agree that this Agreement shall be governed by the laws of the Commonwealth of Pennsylvania.

VII. SIGNATURES

The Sponsor and the University, intending to be legally bound, hereby sign this Agreement, effective as of the date that it is fully executed, as set forth below:

For Sponsor: / For University:
<Insert Name of Sponsor Rep. Date
<Insert Title> /
Scott M. Mory Date
Vice President for
University Advancement
<Insert Dean/Other Signer Name> Date
<Insert Dean/Other Title>
<Insert Dean/Other College/Division/Office>
[Insert second signature line, as appropriate]

Sponsorship Agreement for <Insert Company Name Page 4 of 4