Effective Date: June 9, 2025
Welcome to Clarity Media Partners. Please read these Terms of Use (“Agreement”) carefully before using our website and services.
This document combines general terms applicable to all users of the Clarity Media Partners platform (Section 1) with specific terms governing sponsorship transactions facilitated through the platform between Event Organizers and Sponsoring Companies (Section 2). Clarity Media Partners, LLC operates as a technology intermediary connecting Show Organizers and Sponsors and does not directly participate in the sale or delivery of sponsorships beyond providing the tools and infrastructure to facilitate such transactions.
Definitions:
'User' refers to any individual or entity accessing or using the
Clarity Media Partners platform.
'Organizer' refers to the entity organizing an event and
offering sponsorships.
'Sponsor' or 'Company' refers to the entity purchasing
sponsorship services.
Clarity Media Partners," or the "Platform," refers to Clarity Media Partners LLC, including its website located at https://app.claritymediapartners.com and all associated applications, services, and related technologies.
For the purposes of this Agreement, the User, the Organizer, the Sponsor (or Company), and Clarity Media Partners, LLC (also referred to as the “Platform”, or “Clarity Media Partners”) are collectively referred to as the Parties, and each individually as a Party, where applicable based on context and role within a given transaction or interaction facilitated by the Platform.
1. Parties
These Terms of Use form a binding agreement between you (“User”) and Clarity Media Partners, LLC (“we”, “us”, “our”, the “Company”). References to “website”, “site”, or “platform” mean https://app.claritymediapartners.com and related software/applications.
2. Acceptance of Terms
By creating an account, accessing, or using any part of the Clarity Media Partners Platform (via web or mobile), you expressly agree to be bound by the following, each of which is hereby incorporated by reference and forms a binding part of this Agreement:
● These Terms of Use;
● Our Privacy Policy; and
● Any additional terms presented and accepted in connection with specific features, purchases, or services on the Platform;
If the User does not agree to all of the terms set forth in this Agreement, the User must not access or use the Clarity Media Partners platform or any of its associated services.
Clarity Media Partners may update or modify these Terms from time to time at its discretion. Material changes will be communicated to the User at least thirty (30) days in advance through reasonable means, such as email or in-platform notifications. The User’s continued access to or use of the Clarity Media Partners platform after such changes take effect shall constitute the User’s acceptance of the revised Terms.
3. Permitted Use and Restrictions
The User may access and use the public areas of the Clarity Media Partners platform solely for internal business purposes, subject to these Terms and the Clarity Media Partners Privacy Policy. Clarity Media Partners collects, uses, stores, and discloses personal data in accordance with its Privacy Policy. By using the platform, the User consents to the collection and processing of their personal data as outlined therein.
The User agrees not to:
● Access the platform via automated means (e.g., scripts, bots) unless specifically authorized;
● Resell, sublicense, transfer, assign, or distribute the platform, its services, or content;
● Modify, create derivative works, frame, or mirror the platform or its content;
● Use the platform for any unlawful purpose.
All rights not expressly granted are reserved.
4. User Content and Content Guidelines
The User is solely responsible for all content submitted, posted, or displayed through the Clarity Media Partners platform. Content must not:
● Be defamatory, obscene, abusive, harassing, hateful, or otherwise objectionable;
● Promote illegal activities or discrimination;
● Infringe on privacy, impersonate others, or misrepresent identity;
● Mislead, deceive, or incite or promote violence.
The User further agrees not to use the platform to:
● Transmit viruses, malware, or other harmful code;
● Engage in phishing, data scraping, or unauthorized data harvesting;
● Exploit, harass, or stalk others;
● Disseminate misinformation or engage in disinformation campaigns.
Clarity Media Partners reserves the right, at its sole discretion, to monitor, remove, or edit any content that violates these guidelines. Violation of this section may result in the suspension or permanent termination of the User’s account.
5. Account Registration and Security
The User is responsible for maintaining the confidentiality of their login credentials and for all activities conducted under their account. The User must notify Clarity Media Partners immediately upon suspecting any unauthorized access.
The User must be at least 18 years of age, capable of entering into a binding contract, and not prohibited from using the Service under applicable law.
6. Intellectual Property
All content on the platform is protected by copyright and other intellectual property laws. Except for limited rights granted here, all rights are reserved by Clarity Media Partners and its licensors.
7. Purchases, Fees, and Billing
When making purchases through the Clarity Media Partners platform, the User authorizes Clarity Media Partners or its designated payment processors to charge the User’s selected payment method for any applicable fees and taxes. All purchases are nonrefundable unless expressly stated otherwise. The User is responsible for all applicable taxes and charges.
For Sponsoring Companies (each, a “Sponsor”), Clarity Media Partners will generate and issue an invoice on behalf of the Organizer detailing the fees owed. The standard payment terms for Sponsors are net thirty (30) days from the invoice date. All payments must be made directly to the Organizer in accordance with the instructions provided on the invoice.
In the event of any billing dispute, the User should promptly contact Clarity Media Partners Customer Support or the applicable payment provider. Clarity Media Partners maintains specific contact information in the Contact section of this Agreement for all notifications of complaints and inquiries regarding pricing policies, in compliance with California Civil Code Section 1789.3.
8. Modification & Termination (User Account)
Clarity Media Partners reserves the right to update or modify these Terms at any time. Material changes will be communicated to the User at least thirty (30) days in advance through email or in-app notifications. The User’s continued use of the Clarity Media Partners platform after such changes take effect constitutes acceptance of the revised Terms. If the User does not agree to the changes, the User may terminate their account before the changes become effective.
The User may terminate their account at any time. Clarity Media Partners may modify, suspend, or terminate the User’s account and access to the platform at its sole discretion, with or without notice.
Upon termination:
● The User’s right to access and use the Clarity Media Partners platform ceases immediately.
● Certain provisions of this Agreement, including but not limited to ownership, indemnification, and limitation of liability, shall survive termination.
● Clarity Media Partners may retain the User’s account information for backup, archival, legal, or regulatory purposes, in accordance with applicable law and internal retention policies.
9. Safety and Interactions
The User is solely responsible for their interactions with other users of the Clarity Media Partners platform. Clarity Media Partners does not verify, endorse, or guarantee the content or conduct of any user and is not responsible for any damages, losses, or liabilities arising from the User’s interactions with other users or from the use of any third-party websites or services linked through the platform.
10. Third-Party Links and Services
The Clarity Media Partners platform may contain links to third-party websites or services. Clarity Media Partners does not control, endorse, or assume any responsibility for the content, policies, or practices of such third parties, and shall not be liable for any damages or losses incurred by the User in connection with the use of or reliance on any third-party websites or services.
11. Disclaimers
The Service is provided “as is” and “as available.” We disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not guarantee uninterrupted, error-free service or the accuracy of any content.
12. Limitation of Liability
To the fullest extent permitted by law, Clarity Media Partners and its affiliates are not liable for any indirect, incidental, special, consequential, or punitive damages, or for loss of profits, data, or goodwill, arising from your use of the Service. Our total liability will not exceed the greater of the amount you paid us or $100.
13. Service Availability
We aim to maintain a platform availability of 99.5% uptime per calendar month, excluding periods of scheduled maintenance, emergency maintenance, or downtime caused by events beyond our reasonable control (including force majeure events). While we make commercially reasonable efforts to ensure reliable service, we do not warrant uninterrupted or error-free operation of the platform.
Support inquiries will be acknowledged within one (1) business day, and we will make reasonable efforts to resolve issues promptly based on their severity and impact.
14. Arbitration and Dispute Resolution
The parties agree that any dispute, claim, or controversy arising out of or relating to this Agreement, including its interpretation, performance, breach, termination, or validity (“Dispute”), shall be resolved exclusively through binding arbitration administered by JAMS in accordance with its Comprehensive Arbitration Rules and Procedures (or such other rules as the parties may mutually agree), before a single arbitrator seated in Dallas County, Texas. Prior to initiating arbitration, the initiating party shall provide written notice describing the nature of the Dispute and the relief sought, and both parties shall make good faith efforts to resolve the matter informally within ten (10) days. If unresolved, either party may proceed with arbitration, and the arbitrator’s decision shall be final, binding, and enforceable in any court of competent jurisdiction. Each party shall bear its own legal fees and costs, unless otherwise provided by the applicable arbitration rules or awarded by the arbitrator. Both parties agree that any arbitration or proceeding shall be limited to the dispute between both parties individually. The user agrees not to participate in any class action, consolidated, or representative action.
15. Governing Law and Venue
These Terms are governed by the laws of Texas, USA, unless required by local law. All parties to this agreement agree that any non-arbitrable claims will be litigated exclusively in Dallas, Texas.
16. Indemnification
The User agrees to indemnify and hold harmless Clarity Media Partners and its affiliates against any claims, damages, losses, or expenses arising from theirr use of the Service or violation of these Terms.
17. Force Majeure
Neither party shall be liable for any delay or failure to perform its obligations under this Agreement (except for payment obligations) if such delay or failure results from events beyond its reasonable control and not due to its own fault or negligence, provided that such events could not have been avoided or mitigated through commercially reasonable efforts. Such events may include, but are not limited to, natural disasters, acts of God, pandemics or public health emergencies resulting in government-imposed restrictions, labor strikes, civil disturbances, war, terrorism, fire, utility outages, or compliance with any applicable law or governmental order. The affected party shall promptly notify the other party of the occurrence of such an event and shall use reasonable efforts to resume performance as soon as practicable.
18. Miscellaneous
● If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
● The failure of any Party to enforce any right or provision under these Terms shall not constitute a waiver of such right or provision.
● The User may not assign or transfer any rights or obligations under these Terms without the prior written consent of Clarity Media Partners. Clarity Media Partners may assign or transfer its rights and obligations under these Terms without restriction.
● All notices or communications required or permitted under these Terms may be delivered electronically via email or through certified mail to the designated contact information provided by the parties.
● Sections relating to intellectual property, limitation of liability, indemnification, dispute resolution, governing law, and any other provisions that by their nature should survive termination shall survive the termination of this Agreement.
19. Contact
For questions, complaints, or notices, contact:
Clarity Media Partners LLC
539 W. Commerce St #7900
Dallas TX 75208
Email: support@claritymediapartners.com.
This section outlines the standard terms and conditions that apply between an Event Organizer (“Organizer”) and a Sponsoring Company (“Company”) for a sponsorship transaction facilitated through the Clarity Media Partners Platform.
1. License to Use Event Organizer Intellectual Property
As a sponsor, the Company is granted a revocable, non-exclusive, non-assignable, non-transferable, limited license to use the Organizer's trademarks ("Event Organizer Trademarks") strictly according to this Agreement in connection with its sponsor status.
Company's Use: The Company may refer to itself as "A Sponsor of the Event Organizer" and may include Event Organizer Trademarks near this statement.
Restrictions on Use: The Company must not use Event Organizer Trademarks or the sponsor designation in a way that implies the Event Organizer is the seller or provider of Company products/services, or that the Event Organizer endorses or guarantees their quality or safety. The Company also cannot create any combination name or trademark with the Event Organizer Trademarks.
Prior Approval: The Company must submit all materials using Event Organizer Trademarks or the sponsor designation to the Event Organizer for prior approval before distribution. Approval or rejection is expected within seven (7) business days. Approved content can be reused within twelve (12) months if the Agreement is in force without re-authorization, but the Event Organizer retains sole discretion to approve or reject content.
Third-Party Use: The Company cannot permit any third party to use Event Organizer Trademarks or the sponsor designation without the Event Organizer's prior written consent, unless explicitly authorized by this agreement.
Costs: All expenses related to the Company's use of Event Organizer Trademarks or the sponsor designation are the sole responsibility of the Company.
Termination of License: The Event Organizer can immediately terminate the license if it reasonably believes the use diminishes the value of its trademarks or designation, or does not comply with usage policies.
Event Organizer Warranty: The Event Organizer warrants it has the rights to grant the license, that there are no outstanding rights that would impair the granted rights, and that its trademarks do not infringe third-party rights.
2. License of Company Intellectual Property
In connection with the sponsorship, the Company grants the Event Organizer a revocable, limited, non-exclusive, non-transferable license to use Company names, trademarks, and copyrights ("Company Property") solely to identify the Company as a sponsor of the event.
Company Approval: The Company retains the right to review and approve in advance all uses of its intellectual property by the Event Organizer, subject to the Company's sole discretion. Approval or rejection is expected within seven (7) business days.
Company Warranty: The Company warrants it has the rights to grant the license to the Event Organizer, that there are no outstanding rights that would impair the granted rights, and that the Company Property does not infringe third-party rights.
3. Fees
In consideration for the sponsorship and related benefits, the Company shall pay a specified fee ("Fee"), as detailed on the Platform. This Fee constitutes the total purchase price invoiced to the Company. Payment for the total amount is processed through the Clarity Media Partners Platform.
As noted in Section 1, Clarity Media Partners will generate and issue an invoice to the Company with Net thirty (30) days payment terms, payable directly to Clarity Media Partners.
All payments must be made directly to Clarity Media Partners according to the instructions provided on the invoice issued by Clarity Media Partners.
4. Termination
Non-Payment: If the Company fails to pay the invoice issued by Clarity Media Partners for the Fee within Net thirty (30) days of invoice receipt, the Organizer is notified, and Clarity Media Partners provides written notice to the Company. The Company has an additional fifteen (15) days ("Payment Cure Period") from Clarity Media Partners’ notice to pay. If payment is not received, the Organizer can unilaterally terminate. Termination for non-payment is a material breach, and the Company must immediately pay the balance of the unpaid Fee as liquidated damages.
Material Breach: Either Party may terminate for cause (other than non-payment) if the other Party fails to comply with its obligations, representations, or warranties, provided written notice is given and the breaching party has thirty (30) days to cure. Misuse of a Party's intellectual property is an exception, allowing immediate termination with no right to cure at the non-infringing Party's option.
Mutual Agreement: The sponsorship transaction can be terminated immediately upon the mutual written agreement of both Parties.
Actions Upon Termination: Upon termination or expiration, the Company must immediately stop using the Event Organizer Trademarks. Termination does not release a Party from paying fees owed for periods prior to or after termination, except as specified in the Cancellation section.
5. Cancellation
The Company may cancel with written notice according to specified terms:
Cancellation up to ninety (90) days prior to the Event: Full refund of the Fee less direct production costs incurred by the Event Organizer.
Cancellation between eighty-nine (89) days and sixty (60) days: Refund of 50% of the Fee.
Cancellation within sixty (60) days (unless due to government restrictions preventing in-person attendance): No refund of the Fee.
Cancellation by the Event Organizer: Full refund of the Fee.
6. Confidential Information
Each Party acknowledges that certain non-public information received is confidential and proprietary ("Confidential Information"). Parties agree to hold Confidential Information in strict confidence and not disclose it to third parties, except as required by law, contract, or authorization. This obligation survives termination or expiration. Confidential Information excludes publicly available information, information known prior to receipt, information received from a third party without wrongdoing, or independently developed information.
7. Indemnification
Event Organizer Indemnity: The Event Organizer shall indemnify the Company from liabilities, losses, damages, claims, costs, and expenses (including attorneys' fees) from third-party claims related to:
● The event, including advertising and promotion.
● Any negligent act or omission by the Event Organizer or its personnel.
● Use of Company Property not expressly permitted by the Agreement.
● Breach of the Event Organizer's representations or warranties.
● Claims that the Event Organizer's intellectual property infringes third-party rights. Costs and expenses must be paid as they occur. The Event Organizer cannot settle without the Company's prior written consent.
Company Indemnity:
The Company shall indemnify and hold the Event Organizer harmless from liabilities, losses, damages, claims, costs, and expenses (including attorneys' fees) resulting from third-party claims related to:
● Any negligent act or omission by the Company or its personnel.
● Breach of the Company's representations or warranties.
● Claims that the Company's intellectual property infringes third-party rights. Costs and expenses must be paid as they occur.
Survival: These indemnification obligations continue after the Agreement terminates or expires.
8. Tax-Exempt Status
If applicable, the Parties agree that the activities align with the Event Organizer's non-profit status. The Agreement does not imply Event Organizer approval, endorsement, or certification of Company products or services.
9. Insurance
Both Parties shall maintain sufficient insurance coverage, including commercial general liability (no less than $1,000,000) and workers compensation as required by law, to cover their obligations, including indemnification.
10. Recordings; Release
The Company grants the Event Organizer the irrevocable, royalty-free right to record, copy, use, and reuse the likeness of Company agents (voice, image, photos, social media postings, etc.) made during or in connection with attendance at the sponsored programs, for use in any media for an unlimited term. (as a work made for hire or via assignment of rights). The Company will not receive compensation for the use of their likeness. The Company waives claims against the Event Organizer related to the use of likeness, including privacy, publicity, defamation, and other rights. The Event Organizer shall submit examples of proposed uses of the materials to the Company for prior written approval in its sole discretion.
11. Notices
All notices, permissions, and other communications required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given when sent by electronic mail.
Notices to you (the "User") will be sent to the email address designated in your company account setup as the official email address for terms of service and contract correspondence. It is your responsibility to keep this email address current.
An email notice will be deemed given on the business day it is sent, provided that the sender does not receive a notification of delivery failure. If an email notice is sent on a non-business day or after 5:00 PM in the recipient's time zone, it will be deemed given on the next business day.
Electronic Communications
You consent to receive communications from us electronically, including emails and in-platform messages. You agree these communications satisfy any legal requirement for written communication.
12. Waiver
Failure by either Party to enforce any provision does not waive that provision or the right to enforce it later. A waiver of one breach does not waive subsequent breaches or other terms.
13. Third-Party Service Providers
We may use third-party service providers (e.g., payment processors, analytics vendors) in delivering our Services. Your information may be shared with these providers solely for service provision and is governed by their respective terms and privacy policies.
14. Representations and Warranties (Event Organizer)
The Event Organizer represents and warrants that it will perform its services using skilled personnel, professionally, in compliance with applicable laws, and in conformity with Agreement requirements.
15. Limitation of Liability
Company Responsibility: The Company assumes total responsibility and risk for use of its products/services by any person. The Company shall indemnify and hold the Event Organizer harmless for all liabilities and claims from users of Company products/services, including attorneys’ fees.
Event Organizer Warranty Disclaimer: The Event Organizer makes no express or implied warranties regarding Company products/services, including title, non-infringement, merchantability, quality, durability, or fitness for a particular purpose.
Event Organizer Responsibility: The Event Organizer assumes total responsibility and risk for use of its products/services by any person. The Event Organizer shall indemnify and hold the Company harmless for all liabilities and claims from users of Event Organizer products/services, including attorneys' fees.
Company Warranty Disclaimer: The Company makes no express or implied warranties regarding Event Organizer products/services, including title, non-infringement, merchantability, quality, durability, or fitness for a particular purpose.
Limitation on Damages: Except for claims based on gross negligence, willful misconduct, misuse of intellectual property, or indemnification claims, neither Party shall be liable for indirect, incidental, special, punitive, exemplary, or consequential damages, nor for lost profits or revenues, arising from any sponsorship transaction. The Company's total liability to the Event Organizer for any cause (except those listed as exceptions) is limited to general money damages actually incurred by the Event Organizer.
16. Relationship of Parties
The Parties are strictly independent contractors; no other relationship (joint venture, agency, etc.) is intended or authorized. Neither Party can enter agreements on behalf of the other.
17. Assignment
Neither Party to the agreement may assign or transfer the Agreement or any rights/obligations without the other Party's prior written consent.
18. Integration and Modification
These terms and conditions are the entire agreement among the Parties, superseding all prior agreements and negotiations.
19. Severability
If any provision is found void or invalid, the remaining provisions remain in effect, and the invalid provision is modified to the least degree necessary to fix the invalidity.
20. Supplemental Governance
To the extent that any matter, term, or condition related to the relationship between the Organizer, the Sponsor (or Company), and Clarity Media Partners is not expressly addressed in this Section 2, the provisions of Section 1 shall apply and govern such matters, including but not limited to applicable laws, dispute resolution procedures, limitation of liability, force majeure, and other general terms and conditions. Section 1 is hereby incorporated by reference to supplement and support the interpretation and enforcement of this Section 2.
21. Headings Section headings are for convenience only and do not affect the meaning of the provisions.