The Energy Huddle Sponsorship Terms and Conditions
 

1. Definitions and Interpretation

   1. Definitions: In these Terms and Conditions, unless otherwise expressly stated the following terms will have the following meanings: “The Energy Huddle” means the The Energy Huddle Limited entity specified on the Booking Form; “Energy Huddle” means The Energy Huddle, and any of The Energy Huddles’ subsidiaries and holding companies from time to time (and subsidiaries of those holding companies); “Agreement” means the Booking Form and these Terms and Conditions; “Booking Form” means the Event Sponsorship Booking Form relating to the Event which sets out the Event details, Fees, Sponsor Obligations and Sponsorship Rights; “Event” means each event specified in the Booking Form; “Event Marks” means the Event name and marks; “Fee” means the sponsorship fee specified in the Booking Form; “Sponsor” means the person or entity identified as such on the Booking Form and its employees, contractors, suppliers and agents; “Sponsor IP” means the name of the Sponsor, its logo(s) and any other trade marks, service marks, brand names, logos, copyright or any other intellectual property rights, whether registered or unregistered, anywhere in the world, owned by the Sponsor and any other intellectual property materials or information provided to The Energy Huddle by the Sponsor pursuant to this Agreement; “Sponsor Materials” means all promotional, advertising and marketing materials in whatever form provided by the Sponsor, together with any associated artwork, design, slogan, text and other collateral marketing signs that The Energy Huddle has approved for use at the Event; “Sponsor Obligations” means the Sponsor Obligations specified in the Agreement ; “Sponsorship Rights” means the rights and Sponsorship Rights specified in the Booking Form; “Terms and Conditions” means these terms and conditions as amended from time to time; “VAT” means Value Added Tax or any other tax of a similar nature and unless otherwise expressly stated all references to all other sums payable are exclusive of tax; and “Venue” means the venue and/or online platform for the Event specified in the Booking Form or as otherwise determined in accordance with the Agreement.
      1.2 Interpretation: In this Agreement (unless otherwise specified) (a) references to any statute or statutory provision are to that statute or statutory provision as from time to time amended, extended, or re- enacted; (b) a ‘person’ includes any individual, company, firm, corporation, partnership, joint venture, association, institution, trust or government (whether or not having a separate legal personality); (c) clauses are references to clauses of these Terms and Conditions; (d) one gender include all genders and references to the singular include the plural and vice versa; (e) any phrase introduced by the terms “including”, “include”, “in particular” or any similar expression will be construed as illustrative and will not limit the sense of the words preceding those terms; and (f) headings are for reference purposes only and do not otherwise form part of this Agreement.
      1.3 Priority: In the event of a conflict between these Terms and Conditions and the Booking Form, the Booking Form agreed by The Energy Huddle will prevail.
      
       

   2. Applications and Acceptance of Terms
      2.1 Applications: Applications for sponsorship must be made using The Energy Huddle’ official Booking Form.
      2.2 Offer: Submission of a signed Booking Form constitutes an offer from a Sponsor for the Sponsorship Rights at, or in relation to, the Event(s) and acceptance of these Terms and Conditions. A signatory on a Booking Form will be deemed to have full authority to sign the Booking Form on behalf of the Sponsor.
      2.3 Acceptance: The Energy Huddle reserves the right to accept or reject any Booking Form from any potential Sponsor. A binding Agreement incorporating these Terms and Conditions will come into force only when The Energy Huddle has signed and returned the Booking Form.
       

   3. Fees
      3.1 Fee: The Fee is specified on the Booking Form. Unless different payment terms are set out in the Booking Form agreed to by The Energy Huddle, the Fee and any other additional fees that become payable are payable in full without deduction or set-off, together with all applicable taxes (including without limitation any applicable VAT or GST) within 30 days after The Energy Huddle has issued an invoice or the first day of the Event, whichever is earlier. The Fee is not refundable in whole or in part other than as expressly set out at clauses 6.1 and 6.2.
      3.2 Payment: The Sponsor will pay the Fee into any bank account and by any method of payment that The Energy Huddle shall reasonably request.
      3.3 Interest: Without prejudice to any other remedy that may be available to The Energy Huddle, The Energy Huddle shall be entitled (where permitted by law) to charge interest of up to 3% above the base lending rate of the Bank of England (per annum) in respect of any overdue payment.
       

   4. Provision of Sponsorship Rights
      4.1 Sponsorship Rights: Subject to receipt of the Fee and clause 4.2, The Energy Huddle will provide (a) the Sponsorship Rights to the Sponsor, and (b) until the end of the Event, a non-transferable, non-exclusive, royalty- free license to use the Event Marks to the Sponsor solely in order to (i) comply with the Sponsor Obligations, and (ii) promote the Sponsor’s sponsorship of the Event in accordance with this Agreement.
      4.2 Substitutions: If, for any reason, The Energy Huddle cannot provide any of the Sponsorship Rights, The Energy Huddle will inform the Sponsor as soon as reasonably practicable. The Energy Huddle may, in its sole discretion, substitute alternative Sponsorship Rights in respect of the same Event with an equivalent value of the relevant Sponsorship Rights without any liability to the Sponsor.
      4.3 Attendance costs: Except where any alternative arrangements are agreed in the Booking Form, the Sponsor will be responsible for all costs that the Sponsor incurs in relation to its attendance at the Event (including, without limitation, costs related to travel, temporary staff, technology and exhibition space). The Sponsor will be responsible for the cost of any food and beverage and other goods and services ordered or requested by the Sponsor at the Event.
      4.4 Instructions: Sponsor will promptly comply with all reasonable instructions and directions issued by or on behalf of The Energy Huddle (including instructions issued by the Venue) in connection with the Event and the Event promotion (including, without limitation, any instructions or directions given in relation to the use of the Venue). The Energy Huddle will not be responsible for any failure or delay in providing any of the Sponsorship Rights where such failure occurs directly or indirectly as a result of the Sponsor’s failure or delay in complying with any of The Energy Huddles’ or the Venue’s reasonable instructions or directions.
      4.5. Sponsor IP: Sponsor will, promptly but no later than seven days after acceptance of the Booking Form by The Energy Huddle, supply The Energy Huddle with the Sponsor IP and other information specified in the Booking Form in a suitable format and/or as reasonably requested by The Energy Huddle. The Sponsor acknowledges that in providing the Sponsorship Rights, The Energy Huddle is reliant on the Sponsor’s timely provision of the Sponsor IP and other information.
      4.6 The Energy Huddle IP: Nothing in this Agreement or the Booking Form provides the Sponsor with any ownership of, or interest in, the Event, any recording of the Event, the Event Marks or any other intellectual property of The Energy Huddle.
       

   5. Sponsor Obligations
      5.1 Use: Sponsor undertakes to perform and fulfil the Sponsor Obligations pursuant to this Agreement.
      5.2 Delegate Terms: Sponsor agrees to and must comply with, and ensure any of the Sponsor’s delegates or representatives that attend the Event as a Sponsorship Right have been shown, consent to and comply with, the Delegate Terms and Conditions for the Event, which are incorporated into these Terms and Conditions. The Sponsor undertakes and warrants that, before providing the names of any of its delegates to The Energy Huddle, it will obtain the consent of those individuals to be named on the Event’s delegate list to be used only for networking purposes in connection with the Event.
      5.3 Promotional support: Without limiting any of the Sponsor Obligations, Sponsor will support the Event through appropriate marketing and promotional channels and collaborate with The Energy Huddle on any appropriate joint marketing or promotional projects relating to the Event.
      5.4 Approval: Sponsor must, prior to distributing any Sponsor Materials that it is permitted to distribute at the Event under the Booking Form, provide copies to The Energy Huddle for its approval (not to be unreasonably withheld). Sponsor is solely responsible for meeting all costs relating to the Sponsor Materials (including reprinting costs if The Energy Huddle’ approval is not obtained prior to printing). The Sponsor shall not use The Energy Huddle’s Marks for any purposes without Organiser’s prior written consent. The Energy Huddle shall not be responsible for any omissions, mis- quotations or other errors in any materials relating to the Event.
      5.5 Compliance: Sponsor will ensure that any Sponsor Materials and activities of the Sponsor at the Event (a) are only distributed and/or occur in the locations and manner set out in the Booking Form or otherwise approved by The Energy Huddle; (b) comply with all applicable laws and regulations; (c) comply with any instructions or directions issued by or on behalf of The Energy Huddle; and (d) do not infringe the rights of any third party, or contain any inaccuracies of fact. Sponsor undertakes to withdraw from the Event any materials or cease any activities which The Energy Huddle may reasonably object on the grounds of legality or which The Energy Huddle considers are disruptive to the Event. Sponsor will not display directly or indirectly, advertise or give credit to any products or services, other than those agreed in advance in writing with The Energy Huddle.
      5.6 License of Sponsor IP: The Sponsor hereby grants to The Energy Huddle a worldwide, non-exclusive, sub-licensable and royalty free licence to use the Sponsor IP solely in connection with the Event including, without limitation, the promotion of the Event and any after-Event literature or marketing materials. The Energy Huddle has no obligation to update or to make any consequential changes to collateral, documentation or materials if Sponsor changes any Sponsor Marks following entry into this Agreement.
      5.7 Sponsor warranties: The Sponsor warrants that all Sponsor IP provided to The Energy Huddle (a) is true, accurate and not misleading; (b) is owned by the Sponsor; (c) is not offensive, abusive, indecent, defamatory, obscene or menacing in any way; and (d) does not, and its use in connection with the Event shall not, infringe the Intellectual Property rights of any third party.
      5.8 Indemnity: The Sponsor shall indemnify and hold harmless The Energy Huddle (and its employees, affiliates, agents and subcontractors) (“Indemnified Parties”) from and against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other professional costs and expenses) suffered or incurred by any Indemnified Person arising out of or in connection with any claim made against any Indemnified Person for actual or alleged infringement of a third party's intellectual property rights arising out of or in connection with use of the Sponsor IP by the The Energy Huddle Group in connection with the Event and any after-Event literature or marketing materials.
      5.9 Right not to use: The Energy Huddle reserves the right to delete or remove the Sponsor IP from any materials if it believes, in its sole discretion, that the Sponsor IP is in breach or may breach the provisions of this clause 5.
      5.10 Reputation: Sponsor will not, and will procure that none of its employees, agents or contractors do, or omit to do, anything which may: (a) bring the Event or The Energy Huddle into disrepute; (b) damage the goodwill of the Event or The Energy Huddle; or (c) be prejudicial to the image and/or reputation of the Event or The Energy Huddle.
      5.11 Reservation of meeting rooms: Sponsorship Rights stated in the Booking Form may entitle the Sponsor to hire a private meeting room for the Event (“Meeting Room”). The booking of the Meeting Room is conditional on the Sponsor completing registration and payment of the delegate fee for the Event, for a minimum of two delegates per Meeting Room, either: (a) by no later than three months before the Event; or (b) at the point of purchase of the Sponsorship Rights if the Event takes place within three months; failing which The Energy Huddle reserves the right to cancel the booking, resell the Meeting Room to a third party and refund the applicable Fee for the Meeting Room (as itemised in the Booking Form, or if not specified in the Booking Form calculated in good faith by The Energy Huddle as the amount that reflects the total sums paid by Sponsor at the date of cancellation minus the value of other Sponsorship Rights).
       

   6. Event Changes, Cancellation, or Termination
      6.1 Event Changes: The Energy Huddle reserves the right to alter the advertised content, timing, date and/or location of the Event where necessary at any time and without liability to Sponsor provided that the Event, as altered, is substantially similar to the Event as set out in the Booking Form. The Energy Huddle will provide Sponsor with notice of any alterations as soon as is reasonably practicable.
      6.2 Event Cancellation: If The Energy Huddle cancels the Event other than due to a force majeure event, Sponsor will be entitled to either: (i) receive a credit for a future event held by The Energy Huddle group less an amount (calculated in good faith by The Energy Huddle) reflecting the value of any Sponsorship Rights the Sponsor has received in advance of cancellation) (“Received Sponsorship Rights”), or (ii) terminate this Agreement with immediate effect and obtain a refund (calculated in good faith by The Energy Huddle) of an amount that reflects the total sums paid by Sponsor at the date of cancellation minus the value of any Received Sponsorship Rights.
      6.3 Relief: The Energy Huddle will not be in breach of this Agreement or otherwise be liable to Sponsor for any failure or delay in providing the Sponsorship Rights or performing its obligations under this Agreement as a result of an event or series of connected events outside of The Energy Huddle’s reasonable control and/or the reasonable control of The Energy Huddle’s sub-contractors and/or suppliers as applicable (including any Venue), including (without limitation) supplier or contractor failure, speaker or participant cancellation or withdrawal, venue damage, unavailability or cancellation, health scares, industrial dispute, governmental regulations or action, military action, fire, flood, disaster, civil riots, acts of terrorism or war.
      6.4 Termination: Without prejudice to any other rights it may have, The Energy Huddle may terminate the Agreement by notice in writing:
      (a) if the whole or any part of the amounts due from the Sponsor to The Energy Huddle are not paid within 30 days of the due dates or prior to the Event;
      (b) if the Sponsor is in breach of any of its obligations under this Agreement and has not remedied such breach (if capable of remedy) within thirty (30) days of written notice from The Energy Huddle detailing such breach
      (c) if the Sponsor becomes insolvent, or enters into liquidation (other than voluntary liquidation for the purposes of amalgamation or reconstruction) or if an administrator, administrative receiver or receiver is appointed in respect of the whole or any part of its assets, or if it makes an assignment for the benefit of, or composition with its creditors generally or being an individual is the subject of a bankruptcy petition or bankruptcy order
      (d) if the Sponsor undergoes a change of Control where “Control” means the power of a person to secure either by means of the holding of shares or the possession of voting power in or in relation to Sponsor or by virtue of any powers conferred by Sponsor’s articles of association or other document regulating, or arrangement in respect of, Sponsor that its affairs are conducted in accordance with the wishes of that person and references to a “change of Control” are to the obtaining of control by a person who did not at any time prior there to have Control.
      6.5 Following termination of this Agreement howsoever caused: (a) The Energy Huddle shall no longer be required to provide the Sponsorship Rights; (b) the Licensee shall immediately pay to The Energy Huddle any sums that have become due for payment; and (c) any clauses that are intended by their nature to survive, shall survive such termination, including clauses 5.6, 5.8, 7 and 8.
      6.6 Termination of this Agreement by The Energy Huddle shall be without prejudice to and shall not in any manner affect any liability under this Agreement on the part of the Sponsor which may then be subsisting or accrued, or any obligation of a continuing nature, including payment of the Fee.
      
       

   7. Insurance & Liability
      7.1 The Sponsor is responsible for safeguarding its own possessions, materials and property at the Venue.
      7.2 The Sponsor is fully responsible and liable for any loss or damage caused by the Sponsor, whether to any property (including the Event venue or any other venue at which the Sponsor receives Sponsorship Rights) or to individuals at the Event. The Sponsor will indemnify and hold harmless the Indemnified Parties and the applicable venue owner and/or event platform provider from and against all liabilities, costs, expenses damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other professional costs and expenses) suffered or incurred by the Indemnified Parties and/or the applicable venue owner and/or event platform provider arising out of or in connection with the Sponsor’s attendance and sponsorship of the Event.
      7.3 Sponsor agrees and undertakes to secure appropriate insurance from a reputable insurance firm to cover all liabilities and risks including personal, public and product liability claims. The Energy Huddle will be entitled to review any such insurance policy from time to time.
      7.4 The Energy Huddle does not make any warranty as to the Event in general, and in particular in relation to the presence or absence of any third party at the Event. The Energy Huddle shall not be liable for the absence of any third party from attending the Event. The Energy Huddle does not guarantee any minimum number of delegates at the Event.
      7.5 The Energy Huddle will not be liable for (a) any indirect, consequential, economic or special losses, damage, costs or expenses (b) loss of revenue or profits, (c) loss of sales or business; (d) loss of or damage to goodwill (e) loss, damage, destruction by theft, fire or any other cause, of possessions, materials or property of the Sponsor or any other person.
      7.6 Subject to clause 7.7, the total aggregate liability of The Energy Huddle, its employees, sub-contractors and agents, to Sponsor or any other party arising out of or in connection with this Agreement whether the action is grounded in contract or tort (including negligence) or in any other law, and whether common law or statute, will in no event exceed the Fee actually paid to The Energy Huddle by Sponsor.
      7.7 Nothing in this Agreement will be construed as limiting the liability of either party for fraud or for death or personal injury caused by that party’s negligence.
       

   8. General Provisions
      8.1 Variations: No variation, amendment or extension of the Agreement will be valid unless it is made in writing and signed by a duly authorised signatory of each party.
      8.2 Assignment: Sponsor will not assign the benefit and/or the burden of the Agreement or any rights under it without the prior written consent of The Energy Huddle.
      8.3 Waiver: No delay or omission or failure to exercise any right or remedy provided under the Agreement will constitute a waiver of the right or remedy or a waiver or any other rights or remedies and no single or partial exercise of any right or remedy under the Agreement will prevent any further exercise of the right or remedy or the exercise of any other right or right or remedy. All rights and remedies contained in the Agreement will be cumulative and not exclusive of any rights and remedies provided by law.
      8.4 Confidentiality: Sponsor undertakes not to disclose to any third party, other than to its professional advisors or as required by law or as agreed by The Energy Huddle in writing in advance, any confidential information, including the terms and conditions of this Agreement (and the Fee) and any information relating to the business or affairs of The Energy Huddle that it has received in connection with this Agreement. The duties of Sponsor under this clause 8.4 will survive the expiration or earlier termination of the Agreement.
      8.5 Severability and Enforceability: Sponsor accepts that all the terms in the Agreement, including the exclusion and the limitation of liability provisions, are reasonable. If any provision of the Agreement is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, that will not affect or impair the legality, validity or enforceability in that jurisdiction of any other provision of the Agreement. The parties will negotiate in good faith to replace such illegal, invalid or unenforceable provision with a valid provision which, as far as possible, has the same legal and commercial effect as that which it replaces.
      8.6 Data Protection: The Energy Huddle will process personal data (being information defined as personal data under applicable data protection laws) provided by the Sponsor and its delegates in accordance with the terms and conditions that apply to the Event and the The Energy Huddle Privacy Policy available at https://www.The Energy Huddlemedia.com/en/privacy-policy. If provided with any personal data by The Energy Huddle (including any personal data of delegates of the Event), the Sponsor will only use that data for the purposes outlined in the Booking Form and process that personal data in accordance with all applicable data protection laws, including Regulation 2016/679 (General Data Protection Regulation) (EU) together with any implementing, supplemental or superseding legislation (including but not limited to the Data Protection Act 2018 (UK)). The Sponsor will indemnify and hold harmless the Indemnified Parties from and against all liabilities, costs, expenses damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other professional costs and expenses) suffered or incurred by the Indemnified Parties arising out of or in connection with the Sponsor’s breach of this clause and/or use and processing of personal data provided by The Energy Huddle.
      8.7 Restricted Entity: The Sponsor confirms that neither the Sponsor, any delegate of the Sponsor attending the Event nor any party that Controls the Sponsor is a Restricted Entity. The Energy Huddle may terminate these Terms and Conditions immediately without penalty or liability by written notice to the Sponsor in the event that the Sponsor, any of the Sponsor’s delegates or any party that Controls the Sponsor is or becomes a Restricted Entity.
      For purposes of this clause 8.7, “Restricted Entity” means (i) any individuals or entities listed against whom sanctions have been levied on by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”), the U.S. Department of State, the United Nations Security Council, the European Union, Her Majesty’s Treasury US Department of Treasury’s Office of Foreign Assets Control’s Specially Designated Nationals and Blocked Persons List (US) or the Consolidated List of Targets (UK) or any list national or international body or organization of an equivalent nature and/or any list national or international body or organization which updates or replaces those lists entities from time to time, and (ii) any individuals or entities with whom The Energy Huddle is prohibited from dealing pursuant to any applicable sanctions regime or any other law, regulation or executive order; and “Control” means the power of a person to secure either by means of the holding of shares or the possession of voting power in or in relation to the Sponsor or by virtue of any powers conferred by the Sponsor’s articles of association or other document regulating, or arrangement in respect of, the Sponsor that its affairs are conducted in accordance with the wishes of that person.
      8.8 Third Parties: Any member of the The Energy Huddle Group has the right under the Contracts (Rights of Third Parties) Act 1999 or otherwise to enforce and rely on the terms of this Agreement. Any member of The Energy Huddle Group may exercise the rights of any other member of The Energy Huddle Group on its behalf. Except as otherwise set out in this clause, the parties agree that no third party will be entitled to enforce any rights under the Agreement. The limitations on The Energy Huddle’ liability and exclusions of The Energy Huddle’ liability set out in this Agreement shall apply to all members of the The Energy Huddle Group that are the recipients of any claim under or in relation to this Agreement, so that the aggregate liability of the The Energy Huddle Group shall not exceed the liability of any one member of the The Energy Huddle Group under that clause.
      8.9 Notices: Any notices to be served on either Sponsor or The Energy Huddle by the other will be sent by pre-paid recorded delivery post, or electronic mail to the address of the other as set out in the Booking Form, and will be deemed to be received by the addressee within 72 hours of posting or on sending it by electronic mail to the correct electronic mail address; provided that no message is received by the sender that such electronic message was not delivered.
      8.10 Entire Agreement: The Agreement represents the whole and only agreement between the parties in relation to the participation of Sponsor at the Event and supersedes any previous agreement whether written or oral between all or any of the parties in relation to that subject matter. Accordingly, all other terms, conditions, representations, warranties and other statements which would otherwise be implied (by law or otherwise) will not form part of the Agreement.
      8.11 No Reliance: Sponsor acknowledges that in entering into the Agreement it places no reliance on any representation, warranty or other statement of fact or opinion.
      8.12 Governing Law and Jurisdiction: The parties agree that where The Energy Huddle Media, Inc. is the The Energy Huddle entity listed on the Booking Form, these Terms and Conditions will be governed by New York law and the federal and state courts of New York, New York, shall have exclusive jurisdiction over any suit, action, proceedings or dispute arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims) and the legal relationships established by this Agreement, as applicable. Where any other The Energy Huddle entity, including The Energy Huddle Limited, is the entity listed on the Booking Form (or where no entity is indicated on the contact page for the Event), the governing law will be the laws of England and Wales, and the English courts will have exclusive jurisdiction.
      8.13 Language: The Agreement is drawn up in the English language. If the Agreement is translated into any language other than English, then in the event of any dispute, the English language version will prevail.
      8.14 Independent Contractors: Each of the parties to the Agreement are independent contractors with respect to each other and nothing in the Agreement will create any association, partnership, joint venture or agency relationship between them.
      
      Last Updated: March 2025