Sponsorship Terms & Conditions
Effective Date: May 28, 2026
Last Updated: May 27, 2026
By accepting this estimate, the undersigned company (“Sponsor”) agrees to be bound by the following Terms and Conditions (“Agreement”) with Modern Building Envelope, LLC (“MBE”). These Terms govern all sponsorships, advertising placements, event participation, and related services purchased from MBE.
1. Scope of Services
MBE will provide the products and services listed on the accepted estimate (“Services”) according to the descriptions, quantities, and timelines specified. Services may include newsletter sponsorships, named author articles, MBE Live event seats, industry report sponsorships, sponsored email blasts, trade show ad packages, MBE Verified directory listings, or other MBE products as listed. Any work outside the scope of the accepted estimate requires a separate written agreement and additional fees.
2. Payment Terms
2.1 Payment Due. Invoices are due upon receipt unless otherwise specified in writing. Recurring monthly invoices are due on the date issued.
2.2 Accepted Payment Methods. MBE accepts credit card, ACH bank transfer, and check. Sponsor agrees that recurring payments may be processed automatically via the payment method on file unless Sponsor elects manual payment in writing.
2.3 Payment Required Before Service Delivery. MBE’s obligation to deliver any Service is expressly conditioned on Sponsor being current on all amounts owed to MBE. MBE is not obligated to deliver any Service — including but not limited to publishing an article, running a newsletter sponsorship slot, sending a sponsored email blast, including Sponsor in a trade-show ad package, publishing or maintaining a directory listing, seating Sponsor’s personnel at an MBE Live event, or including Sponsor in any post-event recap — while any invoice is past due. MBE may withhold, pause, remove, or refuse to deliver any Service until Sponsor’s account is brought current, and Sponsor remains fully liable for all amounts owed regardless of any Service withheld.
2.4 Late Payment. Invoices unpaid after thirty (30) days from the invoice date will accrue interest at the lesser of 1.5% per month or the maximum rate permitted by Connecticut law. Sponsor is responsible for all collection costs, including reasonable attorneys’ fees, incurred by MBE in collecting past-due amounts.
2.5 Suspension for Non-Payment. In addition to MBE’s rights under Section 2.3, MBE reserves the right to suspend or terminate Services, including pausing or removing active sponsorships, withholding event seats, removing directory listings, and excluding Sponsor from upcoming editorial recaps and promotional mentions, if any invoice remains unpaid more than fifteen (15) days past the due date. Suspension does not relieve Sponsor of payment obligations for committed terms, and Services missed during a payment-related suspension are forfeited without credit or refund.
2.6 No Refunds. All payments are non-refundable. Sponsor acknowledges that MBE incurs production, editorial, inventory commitment, and category-exclusivity opportunity costs upon acceptance and that refunds are not available for unused placements, missed publication dates caused by Sponsor delay, event no-shows, changes in Sponsor’s marketing strategy, or Services withheld due to Sponsor’s non-payment.
3. Price Escalation
3.1 General Rule. MBE prices increase over time and never decrease. Sponsor’s pricing on the accepted estimate is locked for the duration of the committed term stated on the estimate (e.g., 3 months, 6 months, 12 months).
3.2 Renewal Pricing. Upon expiration of any committed term, Services renew at MBE’s then-current published rate unless Sponsor and MBE agree to alternative pricing in writing prior to renewal. MBE will provide at least thirty (30) days’ written notice of any rate change applicable to Sponsor’s renewal.
3.3 Mid-Term Increases. MBE will not raise rates within a committed term. However, optional add-on services purchased mid-term are billed at MBE’s then-current rates.
3.4 Term Discounts. Multi-month and annual package discounts are offered solely in exchange for term commitment. Sponsor’s right to the discounted rate is conditioned on completion of the full committed term. Per Section 4.3, Sponsor may not terminate for convenience; the discounted total contract value is owed in full.
4. Term Commitment; No Cancellation
4.1 Firm Commitment. Sponsor’s acceptance of the estimate constitutes a binding commitment for the full term and total contract value stated on the estimate. The committed amount is earned by MBE upon acceptance, regardless of Sponsor’s actual use of the Services.
4.2 Monthly Billing Is a Payment Convenience, Not a Subscription. Where Sponsor has elected to pay in monthly installments (e.g., $1,750/month for 12 months, $2,000/month for 6 months), Sponsor acknowledges that the monthly schedule is a payment convenience offered by MBE and does not create a month-to-month or cancellable relationship. The full contract value is owed regardless of monthly payment cadence.
4.3 No Cancellation by Sponsor. Sponsor may not cancel or terminate this Agreement for convenience. Sponsor’s obligation to pay the full contract value continues through the end of the committed term even if Sponsor: (a) ceases to use the Services; (b) experiences changes in marketing strategy, leadership, budget, or ownership; (c) discontinues the product line being advertised; (d) merges with, is acquired by, or otherwise affiliates with another entity; or (e) elects not to attend MBE Live events for which seats have been reserved.
4.4 Acceleration on Default. If Sponsor fails to pay any monthly installment within fifteen (15) days of the due date, the entire remaining contract balance becomes immediately due and payable at MBE’s option, and MBE may suspend Services per Sections 2.3 and 2.5 while continuing to invoice for the full committed amount.
4.5 Termination by MBE for Sponsor Breach. MBE may terminate this Agreement immediately and without refund or credit if Sponsor: (a) fails to pay amounts due; (b) provides creative or content materials that violate Section 6 or Section 8; (c) engages in conduct that damages MBE’s reputation or editorial independence; or (d) breaches any other material term of this Agreement. Termination by MBE for Sponsor breach does not relieve Sponsor of the obligation to pay the full contract value.
4.6 Termination by Sponsor for MBE Uncured Material Breach. Sponsor’s sole termination right is for MBE’s uncured material breach of this Agreement. Sponsor must provide MBE thirty (30) days’ written notice describing the alleged breach in reasonable detail. If MBE cures the breach within the thirty-day period, no termination right arises. If MBE fails to cure, Sponsor may terminate and is entitled only to a pro-rata credit for undelivered Services from the date of termination forward. In no event is Sponsor entitled to recover amounts paid for Services already delivered.
4.7 Event Substitution. If Sponsor is unable to attend a specific MBE Live event for which a seat has been reserved, Sponsor may: (a) substitute different personnel from the same company at no charge with at least seven (7) days’ notice; or (b) request that MBE roll the seat to a future MBE Live event within twelve (12) months, subject to availability and MBE’s reasonable approval. Sponsor is not entitled to a refund, credit toward other Services, or extension of the contract term for missed events. Event seat rolls are a courtesy, not a right, and are not available if Sponsor’s account is past due at the time of the request.
4.8 No Refunds. All amounts paid are non-refundable under all circumstances except as expressly stated in Section 4.6.
5. Sponsor Content and Creative Materials
5.1 Submission Deadlines. Sponsor must provide all creative materials, logos, ad copy, executive headshots, and approval responses by deadlines communicated by MBE. Late submissions may result in placement being skipped without refund.
5.2 License Grant. Sponsor grants MBE a non-exclusive, worldwide, royalty-free license to use, reproduce, display, and distribute Sponsor’s name, logo, trademarks, and submitted creative materials in connection with delivering the Services and in MBE’s own promotional materials (e.g., past-sponsor mentions on the website, recap content, sales decks).
5.3 Sponsor Warranties. Sponsor represents and warrants that all materials submitted: (a) are accurate and not misleading; (b) do not infringe any third party’s intellectual property, publicity, or privacy rights; (c) comply with all applicable laws including FTC advertising regulations; and (d) do not contain defamatory, obscene, or unlawful content.
5.4 MBE’s Right to Reject. MBE reserves the absolute right to reject, modify, or remove any Sponsor content that, in MBE’s sole discretion, violates these Terms, conflicts with MBE’s editorial standards, or is incompatible with MBE’s brand. Rejection of specific creative does not entitle Sponsor to a refund; Sponsor will be given a reasonable opportunity to submit replacement materials.
6. Editorial Independence and Sponsorship Labeling
6.1 Editorial Independence. Sponsor acknowledges that MBE’s editorial content is independent and is not for sale. Sponsorship does not entitle Sponsor to influence the topics, opinions, conclusions, or coverage of MBE editorial content, including any coverage of Sponsor or Sponsor’s competitors.
6.2 Sponsorship Labeling. All sponsored placements will be clearly labeled (e.g., “Sponsored,” “Supported by,” “Sponsor Content”) in accordance with FTC guidelines and MBE editorial policy. Sponsor agrees that such labeling is required and not subject to modification.
6.3 MBE Live Event Themes. Event topics, agendas, and editorial direction for MBE Live events are set solely by MBE. Sponsors do not select or veto event themes.
6.4 No Lead Guarantees. MBE does not guarantee leads, sales, conversions, return on investment, or any specific business outcome. Reporting provided to Sponsor includes only verifiable metrics (e.g., newsletter open rates, click-through rates, ad impressions, event attendee firm composition) and never personally identifiable attendee or subscriber data unless explicitly purchased and consented to by such individuals.
7. Category Exclusivity (Where Specified)
Where the accepted estimate specifies category exclusivity (e.g., MBE Live event seats, Full Series Partner, Anchor Partner), MBE will not sell the same defined category to a competing sponsor within the agreed scope. Categories are defined by MBE in good faith. Sponsor acknowledges that category boundaries may require MBE judgment in cases of overlapping product lines, and MBE’s reasonable category determinations are final. Category exclusivity is conditioned on Sponsor remaining current on all payment obligations; MBE is not obligated to enforce or maintain category exclusivity while Sponsor’s account is past due.
8. Acceptable Use and Conduct
8.1 Professional Conduct. Sponsor and Sponsor’s personnel attending MBE Live events agree to conduct themselves professionally, comply with all venue and host-firm policies, and refrain from disruptive sales behavior, harassment, or any conduct that interferes with the educational nature of the event.
8.2 Host Firm Respect. MBE Live events are hosted inside architecture firm offices at no cost to the firm. Sponsor agrees not to: (a) solicit host-firm personnel for business outside the formal event programming; (b) collect contact information from attendees without explicit consent; (c) distribute materials not pre-approved by MBE; or (d) take photos or recordings without express permission.
8.3 Removal. MBE reserves the right to remove any Sponsor personnel from an MBE Live event for violation of this Section without refund.
9. Intellectual Property
9.1 MBE IP. All MBE content, including articles, newsletters, reports, event materials, the modernbuildingenvelope.com website, the MBE name, the MBE logo, and all derivative works, are the sole property of MBE. Sponsorship grants no ownership rights to MBE intellectual property.
9.2 Sponsor IP. Sponsor retains all rights to its own trademarks, logos, and submitted advertisements, subject to the license granted in Section 5.2.
9.3 Named Author Articles. For Named Author Sponsorship articles: MBE retains copyright in the article as published on modernbuildingenvelope.com. Sponsor receives a perpetual, royalty-free license to republish the article on Sponsor’s owned channels with attribution to MBE. Sponsor assigns all rights for article content to MBE.
10. Disclaimer of Warranties
TO THE FULLEST EXTENT PERMITTED BY LAW, MBE PROVIDES ALL SERVICES “AS IS” AND “AS AVAILABLE.” MBE MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
WITHOUT LIMITING THE FOREGOING, MBE DOES NOT WARRANT: (A) THAT THE SERVICES WILL MEET SPONSOR’S BUSINESS OBJECTIVES; (B) ANY SPECIFIC AUDIENCE SIZE, ENGAGEMENT RATE, OPEN RATE, CLICK RATE, ATTENDANCE NUMBER, OR DEMOGRAPHIC COMPOSITION (PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS); (C) UNINTERRUPTED, ERROR-FREE, OR SECURE OPERATION OF THE MBE WEBSITE, NEWSLETTER PLATFORM, OR EVENT FACILITIES; (D) THAT ANY EVENT WILL ACHIEVE A SPECIFIC ATTENDEE COUNT OR ATTENDEE PROFILE; OR (E) ANY OUTCOME OR RESULT FROM SPONSORSHIP.
11. Limitation of Liability
11.1 No Indirect Damages.
TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITIES, LOSS OF GOODWILL, OR LOSS OF DATA, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
11.2 Liability Cap.
MBE’S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR ANY OTHER THEORY OF LIABILITY, SHALL NOT EXCEED THE TOTAL AMOUNTS ACTUALLY PAID BY SPONSOR TO MBE UNDER THE SPECIFIC ACCEPTED ESTIMATE GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
11.3 Allocation of Risk. Sponsor acknowledges that the pricing of the Services reflects this allocation of risk and that MBE would not enter into this Agreement on different terms.
12. Indemnification and Hold Harmless
12.1 Sponsor Indemnification. Sponsor shall defend, indemnify, and hold harmless MBE, its officers, members, employees, contractors, vendors, host firms, event venues, and affiliates (including but not limited to Fairview Architectural, Pembroke Properties, and any other entity owned or controlled by MBE’s principals) from and against any and all claims, demands, actions, damages, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) Sponsor’s breach of this Agreement; (b) any content, materials, products, or services provided or referenced by Sponsor; (c) any claim that Sponsor’s materials infringe a third party’s intellectual property, publicity, or privacy rights; (d) Sponsor’s products or services advertised through the Services; (e) any conduct of Sponsor’s personnel at MBE Live events or in connection with MBE; or (f) Sponsor’s violation of any law or regulation.
12.2 MBE Indemnification. MBE shall defend, indemnify, and hold harmless Sponsor from and against third-party claims that the MBE editorial content or platform (excluding Sponsor’s submitted materials) infringes a third party’s U.S. copyright, subject to the liability cap in Section 11.2.
12.3 Indemnification Procedure. The party seeking indemnification shall: (a) promptly notify the indemnifying party in writing; (b) tender sole control of the defense and settlement to the indemnifying party; and (c) provide reasonable cooperation at the indemnifying party’s expense.
13. Force Majeure
Neither party shall be liable for any delay or failure to perform (other than payment obligations) due to causes beyond its reasonable control, including without limitation acts of God, natural disasters, pandemics or public health emergencies, government action, war, terrorism, civil unrest, labor disputes, internet or telecommunications failures, supply chain disruptions, or failures of third-party platforms (including Beehiiv, WordPress, Google, social media platforms, and host-firm facilities). If a force majeure event prevents MBE from delivering an MBE Live event, MBE will, at its option, reschedule the event, substitute a virtual event, or provide credit toward a future MBE Live event. No refunds are owed for force majeure events.
14. Independent Contractors; No Agency
The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, employment, franchise, or agency relationship. Neither party has authority to bind the other.
15. Confidentiality
Each party agrees to keep confidential all non-public business information disclosed by the other party in connection with this Agreement, including pricing, audience data, subscriber lists, host-firm relationships, attendee identities, and editorial plans, and to use such information solely for purposes of performing this Agreement. This obligation survives termination for three (3) years.
16. Data and Privacy
16.1 Subscriber Data. MBE does not sell or transfer subscriber, attendee, or audience contact information to Sponsors. Reporting to Sponsors includes aggregated metrics only.
16.2 Sponsor Data. MBE collects and uses Sponsor business contact information to provide the Services, deliver invoices, and communicate about the account. MBE’s general privacy practices are published at modernbuildingenvelope.com.
16.3 No Resale. Sponsor may not scrape, copy, resell, or redistribute any MBE content, subscriber data, attendee data, or audience analytics without MBE’s prior written consent.
17. Governing Law and Dispute Resolution
17.1 Governing Law. This Agreement is governed by the laws of the State of Connecticut, without regard to its conflict of laws principles.
17.2 Good Faith Negotiation. The parties agree to attempt in good faith to resolve any dispute by direct negotiation between executives with authority to settle for at least thirty (30) days before pursuing other remedies.
17.3 Arbitration. Any dispute not resolved through negotiation shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, conducted in Hartford, Connecticut, by a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction. Each party bears its own costs and attorneys’ fees, except as otherwise provided in Section 2.4.
17.4 Injunctive Relief and Collection. Notwithstanding Section 17.3, MBE may seek injunctive relief in court to protect intellectual property, confidential information, or editorial independence, and may pursue collection of past-due amounts in court without arbitration.
17.5 Waiver of Jury Trial and Class Actions. Each party waives any right to a jury trial and any right to participate in a class action with respect to disputes under this Agreement.
18. Notices
Notices to MBE must be sent to office@modernbuildingenvelope.com with a copy to info@modernbuildingenvelope.com. Notices to Sponsor will be sent to the email address on the accepted estimate. Notices are effective upon delivery confirmation or three (3) business days after sending, whichever is earlier.
19. Assignment
Sponsor may not assign or transfer this Agreement without MBE’s prior written consent. MBE may assign this Agreement in connection with a merger, acquisition, reorganization, or sale of substantially all of its assets.
20. Entire Agreement; Amendments
This Agreement, together with the accepted estimate, constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications, proposals, and agreements, whether oral or written. Any pre-printed terms on Sponsor purchase orders or other documents are expressly rejected. This Agreement may be amended only in writing signed by both parties, except that MBE may update these Terms for future estimates by posting the updated version, which will apply to any new estimates accepted after the update date.
21. Severability and Waiver
If any provision of this Agreement is held unenforceable, the remaining provisions remain in full force, and the unenforceable provision shall be modified to the minimum extent necessary to make it enforceable. No waiver of any breach is a waiver of any subsequent breach.
22. Survival
Sections 2 (payment of outstanding amounts), 3.4, 4.3, 4.5, 5.2, 9, 10, 11, 12, 15, 16, 17, and any other provisions that by their nature should survive, shall survive termination of this Agreement.
Acceptance. Sponsor’s acceptance of the estimate to which these Terms are attached, including by electronic signature, click-acceptance in Wave, payment of any invoice issued under the estimate, or commencement of any Services, constitutes Sponsor’s binding agreement to these Terms.
