Sponsorship Terms and Conditions

These terms and conditions (“Terms and Conditions”) are incorporated into the Sponsor Agreement (the “Sponsor Agreement”) executed by and between the Forum of Incident Response and Security Teams, Inc., a North Carolina nonprofit corporation (“FIRST”) and the “Sponsor” and is effective from the date signed through July 31, 2027 (“Termination Date”).

These Terms and Conditions refer to FIRST and the Sponsor as the “Parties” and may refer separately to either as a “Party.”

The Event (the “Event”) is defined as the 39th Annual FIRST Conference to be held June 13-18, 2027.

The Sponsorship Acknowledgements & Benefits (the “Sponsorship Acknowledgements & Benefits”) are based on the level of Sponsor support, and defined as such items including, but not limited to, Event admission, co-branding of soft goods, food & beverage, entertainment, and VIP opportunities. FIRST will arrange and bear all costs and expenses related to Sponsorship Acknowledgements & Benefits.

Acceptance & Eligibility

Sponsorship (“Sponsorship”) opportunities are granted on a first-come, first-served basis. Eligible organizations should share in FIRST’s mission of ensuring a safe Internet for all. Acceptance of a Sponsor does not indicate an endorsement by FIRST of the Sponsor or any of its programs, products, or services.

The Sponsor hereby agrees to pay the fee associated with the level of sponsorship selected in the Sponsor Agreement (the “Sponsor Fee”). Unless otherwise set forth in the Sponsor Agreement, payment is due upon receipt of the Sponsorship invoice. Acceptable payment methods include corporate check, corporate wire transfer, credit card, ACH transaction, or international bank transfer. By providing payment information, Sponsor authorizes FIRST and its authorized representatives to debit the credit card, or initiate or receive funds by bank account indicated for the fee amount of Sponsorship due at acceptance of the Sponsorship invoice. If the Sponsorship payment remains unpaid on terms outlined within the Sponsorship invoice, FIRST will suspend provision of all or part of the Sponsor Agreement and cancel the Sponsorship.

All fees are stated in USD.

Sponsor shall be responsible for any applicable taxes on the Sponsor Fee.

Sponsor shall be responsible for any banking or administrative fees such that the net amount FIRST receives equals the amount described within the Sponsor Agreement.

Please refer to the sponsorship invoice for payment terms and payment instructions.

Use of Names and Logos

During the Term of this Sponsor Agreement, Sponsor grants to FIRST a free, limited, non-exclusive, nontransferable, nonassignable, irrevocable right and license to use the Sponsor’s name and logo provided by Sponsor solely for the purpose of providing the Sponsorship Acknowledgments & Benefits, and otherwise fulfilling its obligations under these Terms and Conditions. Sponsor has the right to publicly announce and promote its Sponsorship of the Event using the FIRST name as follows: “[Sponsor] is [or was] a proud Sponsor of the [Event]” or in similar language approved in advance by FIRST. In any online announcement, a link to www.first.org must be provided by Sponsor. Any use of the FIRST logo or any use of the FIRST name other than the language set forth above, requires the prior written review and approval of FIRST. In no event shall Sponsor use FIRST’s name or logo in connection with the sale of a product or service. Upon request, Sponsor will provide FIRST with copies of any Sponsor materials that use the FIRST name or logo. Sponsor’s right to use the FIRST name and/or logo will terminate one (1) year after the Event, or earlier upon FIRST’s written notice of termination (the “Term”). Both Parties further agree not to use each other’s intellectual property in any way that would imply commercial endorsement of the other, or demean, defame, embarrass, diminish or cause any harm to the other.

Sponsorship Scope

Unless otherwise expressly identified in the Sponsorship Agreement, Sponsor will be a non-exclusive sponsor of the Event, and FIRST reserves the right to have other sponsors. Sponsor acknowledges that all Sponsorship Acknowledgements & Benefits provided by FIRST relate only to the identified Event, and not similar FIRST events held in other locations, or at any other time.

Sponsor agrees to meet all published deadlines provided by FIRST. Failure to meet stated deadlines may impact the quality of the Event. FIRST bears no responsibility for any issues that may arise due to Sponsor not meeting deadlines, and reserves the right to cancel the Sponsor’s participation with no recourse by the Sponsor.

Policy on Suitcasing, Outboarding, Competing Events, and Subletting

In order to protect FIRST’s valued Sponsors, exhibitors and their investment in attending the Event, FIRST rules strictly prohibit “suitcasing” or “outboarding” by individuals, attendees, or companies who transact business at the Event or at official Event hotel(s), who have not purchased a Sponsorship or exhibit or display space. By suitcasing or outboarding the show, an individual, attendee, or company gains an unfair competitive advantage over Event exhibitors that have invested money and other resources to exhibit. Event rules also prohibit any individuals, attendees, or companies from scheduling an event that competes with an official event sanctioned and publicized by FIRST. “Competitive events” seek to draw conference attendees away from an official event sanctioned by FIRST and are therefore detrimental to the success of the official event, and the investment by Event sponsors. “Suitcasing” refers to those non-exhibiting companies or persons who go to the Event as an attendee, but “work the aisles” from their suitcase/briefcase and solicit business in the aisles or lobby area. “Outboarding” refers to non-exhibiting companies that set up exhibits or events at off-site locations, hotel hospitality suites, or restaurants, and encourage Event attendees to leave the conference and spend time with them. “Competitive Events” are any events that compete for conference attendees by being scheduled during the same or overlapping timeframe as an official event scheduled by FIRST, whether the event is educational, an exhibition, or a social event. Also, Sponsors may not sublet or assign any part of their display space, nor advertise or display goods or services other than their own, except with the express written approval of FIRST. Those found to be in noncompliance with this policy may, in the sole and absolute discretion of the FIRST, be asked to leave the Event, and may no longer be welcomed at, or allowed to attend, exhibit, or sponsor, at any future FIRST events.

Force Majeure

Neither Party shall be liable by reason of any failure or delay in the performance of Event obligations hereunder on account of war, government authority, disaster, fire, acts of God, recommendations by the World Health Organization (WHO) or similar organization against non-essential travel to or from the Event location, or other emergencies, any of which make it illegal, impracticable, or impossible for FIRST, the Event hotel(s), or convention centers to provide the facilities and/or services for the Event, or make it illegal, impracticable, or impossible for the Sponsor to utilize the hotels or convention centers for the Event.

Cancellation

FIRST Sponsorship opportunities are limited and require advance funding. Sponsorship commitments are non-cancellable and non-refundable.

Indemnity

Each Party agrees to indemnify and hold harmless the other Party, its members, directors, officers, employees, agents, affiliates, successors, and assigns, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses, including reasonable attorneys’ fees, or disbursements of any kind or nature whatsoever, which may be imposed on, incurred by, or asserted against the indemnified Party directly arising out of the obligations outlined in the Terms and Conditions, except to the extent such loss arises out of the gross negligence or willful misconduct of the indemnified Party.

Code of Conduct and Nondiscrimination

FIRST is committed to providing safe, productive, and welcome event environments. Sponsors are expected to behave professionally and to adhere to and comply with the FIRST Code of Conduct. If you are subject to or witness unacceptable behavior, or have any other concerns, please notify a community organizer as soon as possible by visiting the registration desk or emailing conduct@first.org.

Attendee List

The attendee list shall remain the property of FIRST. Applicable Sponsors are granted a limited, one-time, nonexclusive license to use the list for legitimate correspondence related to the Event, and to describe such Sponsor’s product or service being featured at the Event only. Sponsor may not transfer the list to another party nor allow another party access to the list. A sponsor violating these restrictions may be subject to an infringement claim and/or theft of intellectual property claim. In addition, Sponsor may not be allowed to sponsor subsequent FIRST events, at the sole discretion of FIRST.

Privacy Policy

FIRST uses its best efforts to comply with all applicable data protection laws in sharing appropriate data with Sponsors. Sponsors who receive the personal data of attendees shall comply with all applicable data protection laws. Reference is made to the FIRST Privacy Policy.

Governing Law

This Agreement will be governed by and construed in accordance with the laws of the State of North Carolina, in the United States, without giving effect to any conflicts or choice of law rules.

Entire Agreement

This Sponsor Agreement and the Exhibits hereto constitute the entire agreement between the Parties with regard to the subject matter hereof.