Exploration Summit Media Sponsorship and
Merchandise Purchase Agreement
Last Updated: July 25, 2026
Important Notice
Please read this Media Sponsorship and Merchandise Purchase Agreement carefully before purchasing an Exploration Summit Media Sponsorship or merchandise.
Exploration Summit is developing a hands-on science and technology museum, but the museum’s location, financing, construction, exhibits, and opening date have not been finalized. Exploration Summit does not guarantee that the museum will open by any particular date.
Media Sponsorships and Merchandise Purchases offered under this Agreement do not depend on the physical museum being acquired, constructed, or opened. Payments made under this Agreement are not held in escrow or restricted for future museum construction. These funds are available for immediate use by Exploration Summit, subject to Exploration Summit’s obligation to provide the purchased sponsorship benefits or merchandise.
Exploration Summit is operated as a for-profit business and is not currently recognized by the Internal Revenue Service as a Section 501(c)(3) charitable organization. Media Sponsorship payments and Merchandise Purchases made to Exploration Summit are not tax-deductible charitable contributions.
1. Parties and Scope of Agreement
This Media Sponsorship and Merchandise Purchase Agreement (“Agreement”) is between Exploration Summit and the person, company, or organization purchasing a Media Sponsorship or merchandise (“Purchaser”).
When the Purchaser buys a Media Sponsorship, the Purchaser may also be referred to as “Sponsor.”
“Exploration Summit” means the Exploration Summit legal entity identified on the applicable checkout record, sponsorship confirmation, invoice, receipt, or order confirmation.
This Agreement applies only to:
Media Sponsorships purchased and paid for at the time of checkout;
other Marketing-Only Sponsorships expressly identified as being governed by this Agreement;
Merchandise Purchases;
orders containing both a Media Sponsorship and merchandise; and
other purchases that can be substantially fulfilled without the acquisition, construction, or opening of the physical Exploration Summit museum.
This Agreement does not apply to the sponsorship of a physical exhibit, gallery, room, garden, installed feature, architectural element, museum area, or other Museum Asset unless the checkout record expressly states otherwise.
Museum Asset Sponsorships are governed by the separate Exploration Summit Sponsorship Reservation Agreement and the applicable Sponsorship Schedule.
2. Definitions
2.1 Media Sponsorship
A “Media Sponsorship” is a paid sponsorship that can be substantially fulfilled without the acquisition, construction, or opening of the physical museum.
Media Sponsorships may include:
website recognition;
social media recognition;
email or newsletter recognition;
digital advertising;
video or broadcast recognition;
printed marketing;
event recognition;
promotional campaigns;
flags or other promotional displays;
inclusion in fundraising or public-awareness materials; and
other opportunities expressly identified as Media Sponsorships during checkout.
The exact benefits included with a Media Sponsorship will be identified in the applicable sponsorship listing, checkout record, invoice, order confirmation, or other written description presented at the time of purchase.
2.2 Merchandise Purchase
A “Merchandise Purchase” means the purchase of apparel, promotional items, commemorative products, accessories, printed materials, or other physical goods intended to be delivered to the Purchaser.
Unless expressly stated otherwise, an item that must be installed in or at the future museum is not treated as ordinary merchandise and is not governed by this Agreement.
2.3 Sponsorship Benefits
“Sponsorship Benefits” means the recognition, advertising, promotional exposure, placement, content, access, or other benefits expressly included with the purchased Media Sponsorship.
2.4 Custom Merchandise
“Custom Merchandise” means merchandise that is personalized, engraved, printed, manufactured, ordered, or modified specifically for the Purchaser.
2.5 Order Record
“Order Record” means the applicable checkout record, sponsorship confirmation, invoice, receipt, product listing, merchandise description, or order confirmation identifying the specific items or Media Sponsorship purchased.
3. Direct Online Purchase
Media Sponsorships governed by this Agreement are purchased directly online and paid for at the time of checkout.
The applicable Order Record will identify, as applicable:
the name of the Media Sponsorship;
the Sponsorship Benefits;
the sponsorship price;
the expected recognition period;
the Purchaser’s or Sponsor’s public-facing name;
merchandise ordered;
merchandise quantities and prices;
shipping or delivery charges;
applicable taxes;
and any additional terms specific to the purchase.
The Order Record is incorporated into this Agreement.
4. Payments
Purchaser must pay the full amount shown during checkout.
Unless otherwise stated:
all payments must be made in U.S. dollars;
payment is not complete until collected funds have been received;
a returned check, reversed transaction, failed transfer, or successful chargeback constitutes nonpayment;
required charges will be disclosed before payment;
Purchaser is responsible for providing accurate payment, billing, shipping, and contact information; and
Exploration Summit may suspend undelivered Sponsorship Benefits or merchandise fulfillment while a payment is overdue, reversed, disputed, or subject to chargeback.
The amount charged may include:
Media Sponsorship fees;
merchandise prices;
shipping and handling;
applicable sales or use taxes;
customization charges;
and other charges disclosed before payment.
Exploration Summit may cancel an order if payment cannot be verified or collected.
5. No Escrow or Restricted-Fund Requirement
Payments for Media Sponsorships and Merchandise Purchases are not subject to the Museum Asset escrow or restricted-fund requirements contained in the Exploration Summit Sponsorship Reservation Agreement.
These funds may be deposited into Exploration Summit’s operating account and used immediately at Exploration Summit’s discretion because the applicable Sponsorship Benefits or merchandise can be provided without the physical museum being present.
Exploration Summit remains contractually responsible for providing the purchased Sponsorship Benefits or merchandise in accordance with this Agreement and the applicable Order Record.
Purchaser acknowledges that funds paid under this Agreement may be used for any lawful Exploration Summit business purpose, including:
business operations;
employee or contractor compensation;
marketing;
fundraising;
professional services;
merchandise production;
order fulfillment;
technology;
events;
museum development;
administrative expenses;
and other purposes selected by Exploration Summit.
6. Combined Transactions
If an order includes both a Media Sponsorship and merchandise, each portion of the purchase is governed by the terms applicable to that portion.
For example:
the Media Sponsorship portion is governed by the Media Sponsorship cancellation and refund policy;
the merchandise portion is governed by the Merchandise Return Policy;
shipping charges apply only as stated during checkout; and
a refund for one portion of the order does not automatically require a refund of the other portion.
If an order includes a Museum Asset Sponsorship in addition to a Media Sponsorship or Merchandise Purchase, the Order Record may separately allocate the total payment among the applicable categories.
Only the amount expressly allocated to the Museum Asset Sponsorship will be subject to the separate Museum Asset escrow or restricted-fund provisions.
7. No Ownership, Investment, or Management Rights
A Media Sponsorship payment or Merchandise Purchase provides only the Sponsorship Benefits or products described in this Agreement and the applicable Order Record.
A payment does not provide Purchaser or Sponsor with:
ownership of an exhibit or Museum Asset;
ownership of museum property;
stock, equity, or another ownership interest in Exploration Summit;
voting or governance rights;
profit-sharing rights;
interest, repayment, or investment returns;
a security interest in Exploration Summit property;
authority to bind Exploration Summit;
control over the museum project;
control over exhibit design or scientific content; or
authority over Exploration Summit employees, contractors, policies, or operations.
The transaction is not a loan, investment, partnership, joint venture, franchise, or securities offering.
8. Media Sponsorship Benefits
Sponsor will receive only the Sponsorship Benefits identified in the applicable Media Sponsorship listing or Order Record.
Benefits may include:
display of Sponsor’s name or logo;
website recognition;
social media recognition;
digital advertising;
printed marketing recognition;
email or newsletter recognition;
event recognition;
promotional campaign recognition;
media recognition;
or other specifically stated benefits.
Exploration Summit does not promise a benefit unless it is identified in the applicable Order Record or separately confirmed in writing.
8.1 Recognition Period
The Order Record will identify the recognition period when the Media Sponsorship has a defined term.
Unless otherwise stated:
recognition may begin after payment is received;
recognition may not begin until Sponsor provides acceptable name, logo, and other required materials;
delays caused by Sponsor’s failure to provide required materials do not constitute a breach by Exploration Summit;
Exploration Summit may provide benefits at different times during the recognition period; and
Exploration Summit is not required to provide every benefit on the same date.
If the Media Sponsorship is connected to a specific campaign, event, publication, or scheduled promotion, the recognition period may be limited to that campaign, event, publication, or promotion.
8.2 Format and Placement
Exploration Summit controls the reasonable:
size;
placement;
format;
frequency;
production method;
appearance;
scheduling;
and presentation
of Sponsor recognition, subject to the minimum benefits described in the applicable Order Record.
Concept images, sample placements, preliminary layouts, and examples are illustrative unless expressly identified as binding requirements.
Exploration Summit may make reasonable formatting or placement changes for technical, design, accessibility, platform, operational, legal, or marketing reasons, provided that Sponsor receives the material benefits included with the purchased Media Sponsorship.
8.3 Platform and Publication Changes
Exploration Summit may change:
its website design;
social media platforms;
email provider;
printed materials;
advertising formats;
campaign schedules;
event formats;
or other communication channels.
If a purchased benefit becomes unavailable because a platform, publication, campaign, or event is discontinued or materially changed, Exploration Summit may provide a reasonably comparable replacement benefit.
9. Sponsor Name, Logo, and Materials
Sponsor grants Exploration Summit a nonexclusive, royalty-free license to use Sponsor’s approved:
legal name;
public-facing name;
logo;
trademarks;
photographs;
descriptions;
and other Sponsor-provided materials
solely to administer and fulfill the Media Sponsorship.
Exploration Summit may allow its designers, printers, website providers, social media providers, marketing contractors, event contractors, and other service providers to use the materials for the same limited purpose.
Sponsor represents that:
it owns or has permission to use the materials it provides;
the materials do not infringe another party’s rights;
the materials are lawful and accurate;
the person submitting the materials has authority to do so; and
Exploration Summit’s authorized use of the materials will not violate another agreement.
Exploration Summit may resize, crop, reformat, or adjust the placement of Sponsor’s logo as reasonably necessary but may not materially alter the logo’s design without Sponsor’s approval.
Sponsor is responsible for providing materials in the requested file type, dimensions, quality, and format.
If Sponsor does not provide required materials by a stated deadline, Exploration Summit may:
use Sponsor’s legal or public-facing name without a logo;
use previously approved materials available to Exploration Summit;
postpone benefits that require the missing materials;
or omit a time-sensitive benefit that cannot reasonably be rescheduled.
Failure to provide required materials does not automatically entitle Sponsor to a refund.
10. Exploration Summit Intellectual Property
Exploration Summit retains ownership of:
the Exploration Summit name and trademarks;
its website content;
marketing materials;
museum designs;
exhibit concepts;
renderings;
photographs and videos produced by Exploration Summit;
educational materials;
campaign designs;
and other Exploration Summit intellectual property.
Sponsor may not use Exploration Summit’s name, logo, renderings, designs, photographs, videos, or other intellectual property without prior permission, except to make an accurate factual statement that Sponsor is an Exploration Summit sponsor.
11. No Endorsement
The sponsorship relationship does not mean that:
Exploration Summit endorses Sponsor’s products, services, political positions, religious positions, or activities;
Sponsor endorses every position or activity of Exploration Summit; or
either party has authority to speak for the other.
Neither party may make an unauthorized statement implying a broader endorsement, agency relationship, or partnership.
12. Sponsor Eligibility and Content Standards
Exploration Summit may reject, remove, suspend, or require modification of sponsor names, materials, statements, products, or content that it reasonably determines:
are unlawful, fraudulent, deceptive, obscene, or defamatory;
infringe another party’s rights;
promote illegal conduct or unsafe activity;
are inappropriate for a family-oriented museum or audience;
contain political campaign advocacy;
materially conflict with Exploration Summit’s educational mission;
create a material legal, safety, accessibility, insurance, or regulatory concern; or
create a substantial and objectively reasonable risk of reputational harm.
When practical, Exploration Summit will allow Sponsor to provide replacement materials before canceling a paid Media Sponsorship.
13. Reputational Harm and Sponsor Conduct
Either party may request removal of its name and logo from future public-facing materials if the other party engages in conduct that:
involves a criminal conviction for fraud, violence, abuse, or serious dishonesty;
becomes the subject of credible and serious public allegations of unlawful or unethical conduct;
creates a substantial and objectively reasonable risk of reputational harm; and
makes continued public association commercially unreasonable.
The parties will confer in good faith before cancellation unless immediate temporary removal is reasonably necessary.
Removal requested by Sponsor does not automatically create a refund right for:
Sponsorship Benefits already delivered;
expenses already incurred;
or third-party obligations already committed.
If Exploration Summit cancels a Media Sponsorship under this section, Sponsor will receive any proportional refund available under Section 18 after deducting the value of benefits delivered and reasonable costs already incurred or committed.
14. Exclusivity
Sponsor receives no product, industry, naming, geographic, media, or category exclusivity unless the applicable Order Record expressly grants it.
Any exclusivity provision must define:
the protected category;
the scope of the exclusivity;
the recognition period;
permitted exceptions;
existing sponsors excluded from the restriction; and
whether donors, vendors, event sponsors, grantors, Museum Asset sponsors, or general business partners are excluded.
A general description such as “exclusive sponsor” applies only within the scope expressly identified in the Order Record.
15. Public Announcements
Exploration Summit may publicly identify Sponsor after the Media Sponsorship has been paid.
Routine sponsor listings, website recognition, social media posts, advertisements, signs, printed materials, and factual acknowledgments consistent with approved Sponsor materials do not require separate approval.
A major joint press release containing a quotation attributed to the other party requires that party’s prior approval.
16. No Guaranteed Museum Opening Date
Sponsor and Purchaser acknowledge that Exploration Summit is developing a hands-on science and technology museum and that the museum project depends on matters that may include:
fundraising;
financing;
property acquisition or leasing;
zoning and land-use approval;
building design;
permitting;
construction;
exhibit availability;
governmental approval;
insurance;
labor and material availability;
economic conditions;
and other matters outside Exploration Summit’s direct control.
Exploration Summit may announce estimated, anticipated, targeted, or projected dates for property acquisition, construction, exhibit installation, or opening.
Unless a separate written agreement expressly describes a date as guaranteed, every date is an estimate and not a binding promise.
Exploration Summit does not guarantee:
that the museum will open by a particular date;
that construction will begin by a particular date;
that the museum will be located at a particular property;
that the museum will initially open at a particular size;
that every proposed exhibit will be included at opening;
that the museum will open all areas at the same time; or
that the museum project will follow a particular construction or financing plan.
A delay, phased opening, relocation, redesign, reduction in initial size, change in financing strategy, or failure of the physical museum to open does not by itself constitute a breach of this Agreement.
16.1 Media Sponsorships Do Not Depend on Museum Opening
Media Sponsorships governed by this Agreement are purchased for the Sponsorship Benefits described in the Order Record.
Because those benefits can be provided before or without the physical museum opening:
the Media Sponsorship payment is not held pending the museum’s opening;
a museum delay does not automatically extend the sponsorship term;
a museum delay does not automatically create additional Sponsorship Benefits;
a museum delay does not automatically create a refund right; and
the Sponsor’s rights are determined by whether the purchased Media Sponsorship benefits have been provided.
16.2 Merchandise Does Not Depend on Museum Opening
A delay in or failure of the physical museum to open does not create a cancellation, return, or refund right for merchandise that has otherwise been properly produced, shipped, delivered, or fulfilled.
17. No Attendance or Commercial Guarantee
Exploration Summit does not guarantee:
museum attendance;
website traffic;
social media views or impressions;
email open or click rates;
media coverage;
advertising reach;
customer inquiries;
sales;
Sponsor revenue;
public response;
brand awareness;
return on investment;
or any particular economic or marketing result.
Any attendance estimates, market data, demographic information, fundraising projections, financial projections, website statistics, social media statistics, or opening plans are informational and may change.
Sponsor is purchasing the specifically described Sponsorship Benefits, not a guaranteed marketing result.
18. Media Sponsorship Cancellation and Refund Policy
Media Sponsorship payments are available for immediate use by Exploration Summit and are not conditioned on the physical museum opening.
18.1 Cancellation Before Fulfillment Begins
Sponsor may request cancellation before Exploration Summit begins fulfilling the Media Sponsorship.
If Exploration Summit approves the cancellation before fulfillment begins, Exploration Summit will refund the amount paid, less:
nonrefundable payment-processing fees;
banking or transfer fees that cannot reasonably be recovered;
and actual third-party expenses already incurred or irrevocably committed for the Media Sponsorship.
“Fulfillment begins” when Exploration Summit first performs work specifically associated with the purchased Media Sponsorship, including:
designing sponsor recognition;
preparing or scheduling advertising;
producing printed materials;
publishing website or social media recognition;
ordering signs, flags, or promotional materials;
paying a third-party vendor;
reserving limited advertising space;
or delivering another Sponsorship Benefit.
18.2 Cancellation After Fulfillment Begins
After Exploration Summit begins fulfilling the Media Sponsorship:
no refund is owed for Sponsorship Benefits already provided;
Exploration Summit may deduct actual costs already incurred or irrevocably committed;
any refund for material undelivered benefits will be calculated on a reasonable proportional basis;
time-sensitive benefits that Sponsor caused Exploration Summit to miss are considered fulfilled when Exploration Summit was ready and able to provide them;
Sponsor is not entitled to a refund solely because Sponsor no longer wishes to receive recognition; and
Sponsor is not entitled to a refund solely because the museum opening is delayed or the museum project changes.
When calculating a proportional refund, Exploration Summit may consider:
the number and material value of benefits delivered;
design and administrative work completed;
third-party costs;
advertising or placement commitments;
the portion of the recognition period already completed;
and whether a reasonable replacement benefit was offered.
18.3 Cancellation by Exploration Summit Without Sponsor Breach
If Exploration Summit cancels a Media Sponsorship for reasons not caused by Sponsor, Exploration Summit will provide either:
reasonably comparable replacement Sponsorship Benefits accepted by Sponsor; or
a proportional refund for material Sponsorship Benefits not delivered.
Exploration Summit may deduct the value of benefits already delivered but will not charge a separate administrative cancellation fee.
18.4 Sponsor Breach or Unacceptable Materials
If Exploration Summit cancels a Media Sponsorship because Sponsor:
materially breaches this Agreement;
provides unlawful or infringing materials;
fails to provide required materials after reasonable notice;
initiates an improper chargeback;
misrepresents its identity or authority;
or violates the Sponsor eligibility and content standards,
Sponsor will not be entitled to a refund for benefits already delivered or expenses already incurred or committed.
Any additional refund will be determined according to the proportional refund rules in this section.
18.5 No Results-Based Refund
No refund is owed solely because the Media Sponsorship produces fewer:
views;
impressions;
clicks;
inquiries;
customers;
sales;
donations;
event attendees;
or other results
than Sponsor expected.
18.6 Refund Timing
Exploration Summit will ordinarily initiate an approved Media Sponsorship refund within 30 calendar days after:
the refundable amount has been determined;
Sponsor has provided any reasonably required payment information; and
any chargeback or payment dispute has been withdrawn or resolved.
Refunds will ordinarily be issued through the original payment method when reasonably possible.
Bank and payment-processor processing times are outside Exploration Summit’s control.
19. Merchandise Order Cancellation
Purchaser may request cancellation of a Merchandise Purchase before the order enters production, customization, processing, or shipment.
Exploration Summit will make a reasonable effort to honor the cancellation request but cannot guarantee that an order can be stopped after fulfillment begins.
If an order is canceled before fulfillment begins, Exploration Summit will refund the merchandise price and any unearned shipping charges, less nonrefundable payment-processing fees when permitted by law.
Once Custom Merchandise enters production, the order may not be canceled unless Exploration Summit agrees otherwise.
Once merchandise has shipped, the order is governed by the Merchandise Return Policy.
20. Merchandise Return Policy
20.1 Standard Merchandise
Unless a product listing states otherwise, standard, noncustom merchandise may be returned within 30 calendar days after delivery.
To qualify for a return, the merchandise must be:
unused;
unworn;
unwashed;
unaltered;
undamaged after delivery;
in resalable condition;
and returned with its original packaging, tags, accessories, and documentation when applicable.
Purchaser must provide proof of purchase.
Exploration Summit may decline a return that does not satisfy these conditions.
20.2 Return Authorization
Purchaser must contact Exploration Summit before sending merchandise back.
Exploration Summit may require:
the order number;
the Purchaser’s name and contact information;
the reason for the return;
photographs of the merchandise;
photographs of damage or defects;
and confirmation that the merchandise satisfies the return conditions.
Sending merchandise back without following the provided return instructions may delay or prevent the refund.
20.3 Customer-Preference Returns
For returns based on size, color, preference, changed mind, accidental order, or another reason not caused by Exploration Summit:
Purchaser is responsible for return shipping;
original shipping and handling charges are not refundable;
Purchaser bears the risk of loss or damage until Exploration Summit receives the return;
and Exploration Summit may deduct any unpaid return-shipping or restocking costs disclosed before the return.
Exploration Summit recommends using a trackable shipping method.
20.4 Defective, Damaged, or Incorrect Merchandise
Purchaser should inspect merchandise promptly after delivery.
A claim involving defective, damaged, incomplete, or incorrect merchandise must be submitted within 14 calendar days after delivery.
Purchaser may be required to provide photographs or other reasonable evidence.
When Exploration Summit confirms that it sent defective, damaged, incomplete, or incorrect merchandise, Exploration Summit will provide an appropriate remedy, which may include:
replacement;
repair;
completion of missing items;
store credit accepted by Purchaser;
or a refund.
Exploration Summit will pay reasonable return-shipping costs when a return is required because of Exploration Summit’s error or a confirmed product defect.
Damage caused by misuse, improper care, normal wear, unauthorized alteration, or failure to follow product instructions is not considered a product defect.
20.5 Nonreturnable Merchandise
Unless defective, damaged upon delivery, or incorrectly fulfilled, the following are not returnable:
personalized or Custom Merchandise;
engraved or monogrammed items;
merchandise printed or produced specifically for Purchaser;
gift cards;
digital products or downloads;
clearance or final-sale items clearly identified before purchase;
used, worn, washed, altered, or damaged merchandise;
merchandise returned after the applicable return period;
hygiene-sensitive products after packaging has been opened;
and merchandise identified as nonreturnable in the product listing.
Custom Merchandise will not be considered defective solely because of:
an error in text, spelling, dates, names, colors, sizing, or other information supplied or approved by Purchaser;
reasonable differences between screen colors and printed colors;
minor variations inherent in printing, embroidery, engraving, or manufacturing;
or a design approved by Purchaser before production.
20.6 Exchanges
Exploration Summit may offer exchanges when replacement merchandise is available but does not guarantee that the same item, size, color, or design will remain in stock.
When an exchange is unavailable, Exploration Summit may issue a refund in accordance with this policy.
Purchaser may be responsible for shipping costs associated with a customer-preference exchange.
20.7 Merchandise Refund Amount
An approved merchandise refund may include:
the purchase price of the approved returned item;
applicable taxes associated with that item;
and original shipping charges only when the return results from Exploration Summit’s confirmed error or a defective product.
The refund ordinarily will not include:
original shipping for customer-preference returns;
expedited shipping charges;
gift-wrapping charges;
customization charges for correctly produced Custom Merchandise;
or return-shipping costs not caused by Exploration Summit.
20.8 Merchandise Refund Timing
Exploration Summit will ordinarily inspect a returned item and initiate an approved refund within 10 business days after receiving it.
Refunds will ordinarily be issued through the original payment method when reasonably possible.
Financial institutions and payment processors may require additional time to post the refund.
20.9 Lost or Undeliverable Orders
Purchaser is responsible for providing a complete and accurate shipping address.
If an order is returned because Purchaser supplied an incomplete or incorrect address or failed to accept delivery:
Purchaser may be responsible for additional shipping charges;
original shipping charges may not be refundable;
and Custom Merchandise may not be refundable.
Purchaser must notify Exploration Summit promptly if tracking information shows that an order was delivered but the Purchaser did not receive it.
Exploration Summit may require Purchaser to cooperate with a carrier investigation before providing a replacement or refund.
21. Product Descriptions and Availability
Exploration Summit makes reasonable efforts to display merchandise accurately.
Actual products may vary slightly from photographs or digital displays because of:
screen settings;
printing processes;
manufacturing tolerances;
material variations;
lighting;
photography;
and product updates.
Exploration Summit may:
correct product-description or pricing errors;
limit quantities;
discontinue products;
substitute packaging;
or cancel an order when a product is unavailable.
If Exploration Summit cancels an unavailable merchandise order, it will refund the amount paid for the canceled item and any associated unearned shipping charges.
Exploration Summit will not substitute a materially different product without Purchaser’s agreement.
22. Shipping and Delivery
Any estimated shipping or delivery date is an estimate unless expressly guaranteed in writing.
Exploration Summit is not responsible for delays caused by:
carriers;
severe weather;
labor disruptions;
supply-chain interruptions;
customs;
incorrect addresses;
manufacturer delays;
or other circumstances outside Exploration Summit’s reasonable control.
Risk of loss passes to Purchaser when the merchandise is delivered to the address provided by Purchaser, except to the extent otherwise required by law.
23. For-Profit Status and Tax Treatment
Exploration Summit is operated as a for-profit business and is not currently recognized by the Internal Revenue Service as an organization described in Section 501(c)(3) of the Internal Revenue Code.
Payments made to Exploration Summit under this Agreement:
are commercial sponsorship payments or purchases for the recognition, merchandise, or other benefits described;
are not charitable contributions to a Section 501(c)(3) organization;
are not represented by Exploration Summit as tax-deductible charitable donations; and
will not result in a charitable-contribution receipt.
A business Sponsor may be able to treat some or all of a Media Sponsorship payment as an advertising, marketing, promotional, or other business expense when allowed by applicable tax law.
Exploration Summit does not provide tax, accounting, or legal advice and makes no representation or warranty regarding the federal, state, or local tax treatment of any payment.
Each Sponsor and Purchaser is responsible for consulting its own accountant, tax advisor, or attorney.
If a future payment is made directly to a separate tax-exempt Exploration Summit foundation or another qualified charitable organization, that payment will be governed by separate terms identifying the receiving entity and the applicable charitable-contribution treatment.
Exploration Summit will not describe a payment to its for-profit entity as a charitable contribution, tax-deductible donation, or charitable gift.
24. Purchaser Information and Privacy
Exploration Summit may collect and use Purchaser’s:
name;
company;
title;
contact information;
billing information;
shipping information;
order details;
logo;
sponsorship materials;
and business information
to:
process the payment;
fulfill the order;
provide Sponsorship Benefits;
communicate about the purchase;
maintain business records;
prevent fraud;
comply with law;
and conduct sponsor and customer relations.
Payment-card information may be processed by third-party payment providers and will be handled according to the provider’s applicable terms and privacy practices.
Exploration Summit may use service providers for:
payment processing;
website hosting;
email;
printing;
shipping;
order fulfillment;
analytics;
and marketing administration.
Exploration Summit will not sell Purchaser’s payment-card information.
25. Mutual Responsibility for Third-Party Claims
Each party will be responsible for third-party claims, damages, and reasonable expenses arising from:
that party’s material breach of this Agreement;
that party’s negligence or willful misconduct;
unlawful conduct by that party;
or infringement caused by materials supplied by that party.
Exploration Summit’s responsibility includes claims arising from materials created solely by Exploration Summit, except to the extent caused by Sponsor-provided information or materials.
The party seeking protection must provide reasonable notice of the claim and reasonable cooperation in the defense.
Neither party may enter into a settlement that admits wrongdoing by or imposes nonmonetary obligations on the other party without that party’s approval.
26. Limitation of Liability
Except for:
fraud;
willful misconduct;
intellectual-property infringement obligations;
indemnification obligations;
confidentiality obligations;
amounts expressly refundable under this Agreement;
or rights that cannot legally be limited,
neither party will be liable to the other for indirect, incidental, special, punitive, exemplary, or consequential damages.
Subject to the exceptions above, each party’s aggregate contractual liability will not exceed the amount paid or payable under the applicable Order Record.
27. Force Majeure
Neither party is responsible for delay or failure caused by circumstances outside its reasonable control, including:
natural disasters;
wildfire;
fire;
flood;
severe weather;
epidemic or pandemic;
war;
terrorism;
civil disorder;
governmental action;
labor disruption;
utility failure;
supply-chain interruption;
material shortage;
cyberattack;
platform outage;
printing delay;
shipping delay;
or casualty affecting Exploration Summit or a service provider.
The affected party will provide reasonable notice when practical and resume performance when reasonably possible.
When a force majeure event permanently prevents a material Media Sponsorship benefit from being provided, Exploration Summit may provide a reasonably comparable replacement benefit or a proportional refund for the affected undelivered benefit.
28. Assignment
Sponsor or Purchaser may not transfer or assign its Media Sponsorship or purchase rights without Exploration Summit’s written approval.
Exploration Summit may assign this Agreement to:
an affiliated Exploration Summit entity;
an Exploration Summit foundation;
a successor owner or operator;
a fulfillment or operating entity;
or a successor resulting from a merger, restructuring, sale, or transfer of substantially all relevant assets.
The receiving entity must assume Exploration Summit’s material obligations under this Agreement.
29. Relationship of the Parties
Exploration Summit and Sponsor or Purchaser are independent contracting parties.
This Agreement does not create:
a partnership;
joint venture;
fiduciary relationship;
agency relationship;
employment relationship;
franchise;
lending relationship;
or authority for either party to bind the other.
30. Dispute Resolution
Before filing a lawsuit, the parties will attempt in good faith to resolve a dispute through discussions between authorized representatives.
A party asserting a breach must provide written notice describing the dispute and the requested resolution.
If the dispute is not resolved within 30 calendar days after notice, either party may request nonbinding mediation in El Paso County, Colorado. The parties will share the mediator’s fees equally unless they agree otherwise.
A party may seek immediate temporary or permanent court relief concerning:
intellectual-property rights;
confidential information;
unauthorized use of a name or logo;
or conduct likely to cause irreparable harm.
Unless a court orders otherwise or applicable law provides otherwise, each party will pay its own attorneys’ fees and litigation expenses.
31. Governing Law and Venue
This Agreement is governed by the laws of the State of Colorado, without regard to conflict-of-law principles.
Any court proceeding arising from this Agreement must be brought in:
a state court located in El Paso County, Colorado; or
the United States District Court for the District of Colorado when federal jurisdiction exists.
32. Notices
Purchaser must maintain current contact information with Exploration Summit.
Formal notices may be delivered to the email or mailing address provided during checkout or in the most recent written update.
Notice is effective:
when personally delivered;
one business day after confirmed overnight delivery;
three business days after certified mail is deposited;
or when an email is delivered without an automated failure notice.
Routine order confirmations, shipping notices, sponsor communications, logo approvals, campaign updates, and refund communications may be sent by email.
33. Agreement Version and Future Revisions
The version of this Agreement accepted in connection with Purchaser’s payment governs that transaction.
Exploration Summit may revise this Agreement for future Media Sponsorships and Merchandise Purchases.
A later website revision does not retroactively change an existing purchase unless:
Purchaser and Exploration Summit agree to the change;
or the change is required by law and is applied only to the extent legally necessary.
Exploration Summit may make nonmaterial administrative changes to contact information, procedures, payment instructions, or service providers, provided the change does not materially reduce Purchaser’s contracted benefits or rights.
34. Entire Agreement
This Agreement, the applicable Order Record, and any later written amendment constitute the complete agreement concerning the Media Sponsorship or Merchandise Purchase.
They replace prior oral or written discussions, preliminary descriptions, concept images, emails, presentations, or website statements concerning the same purchase.
Sample images, preliminary layouts, estimated audience information, projected opening dates, and marketing plans are not binding except to the extent expressly incorporated into the Order Record.
35. Amendments
A material amendment must be accepted by both Purchaser and Exploration Summit in writing or through an approved electronic process.
An oral statement does not amend this Agreement.
36. Waiver
A party’s failure to enforce a provision on one occasion does not waive its right to enforce that provision later.
A waiver must be clearly stated in writing and applies only to the specific matter described.
37. Severability
If a provision of this Agreement is found invalid or unenforceable, it will be modified only to the minimum extent necessary to make it enforceable.
The remaining provisions will continue in effect.
38. No Third-Party Beneficiaries
This Agreement benefits only Exploration Summit, Purchaser or Sponsor, and their permitted successors and assigns.
It does not create enforceable rights for:
Sponsor’s customers;
museum visitors;
employees;
contractors;
lenders;
other sponsors;
or members of the public.
39. Survival
Provisions concerning refunds, returns, intellectual property, tax treatment, liability, dispute resolution, governing law, and obligations that by their nature continue after fulfillment or cancellation will survive the completion or termination of this Agreement.