Naming rights and multi-year partnership agreement

Reference template · v1.1 · Partner and Rights Holder

A brand takes the naming rights (or a long-term partnership) of a stadium, league, festival, venue or event for several years.

Reference template, not legal advice. Consult your lawyer.

Reference template only, not legal advice. Laws, stamp duty and tax treatment vary by State and by deal. Have your lawyer review and adapt this document before anyone signs it. Live Aware (operator of Arena) provides these as starting points and is not a party to agreements between users.

On an Arena deal, open the deal and choose Generate draft agreement to get this template filled in with the parties, deliverables, fee and dates.

1. Parties

This agreement is made on [agreement.date] between:1. [partyA.org], represented by [partyA.name] ([partyA.email]) (the "Partner"); and2. [partyB.org], represented by [partyB.name] ([partyB.email]) (the "Rights Holder").Each a "Party" and together the "Parties". Registered address, PAN / GSTIN and authorised signatory of each Party: [to be completed].

2. Grant of naming rights

The Rights Holder grants the Partner the right to name [deal.title] as "[Partner name] [asset]" (the "Name") for the Term, and to be identified with it in the Territory [India]. The Rights Holder shall use the Name consistently on signage, tickets, websites, maps and listings, broadcast and media references it controls, and shall request third parties to do so.

3. Term and year-by-year fees

Term: [deal.start] to [deal.end]. Total contract value [deal.value] ([deal.terms]), payable year by year as set out on the Arena deal, each later year escalated by the agreed percentage, plus GST as applicable. Payments are made directly between the Parties outside Arena; TDS shall be deducted where required.

4. Deliverables

Each contract year the Rights Holder shall deliver:[deal.deliverables]with a yearly proof report (reach, activations, attendance) shared within [30] days of the year end.

5. Renewal and right of first refusal

The Parties shall start renewal talks no later than [90] days before the renewal date ([date]). Until the ROFR deadline the Partner may match any bona fide third-party offer for the naming rights within [30] days of written notice of its terms.

6. Signage and costs

Initial signage change-over costs are borne by [the Partner / the Rights Holder]; on expiry the Rights Holder removes the Name within [90] days at [__]'s cost.

7. Make-good and termination

If the asset is unavailable or the Name is not used as agreed for more than [30] days in a contract year, the fee for that year is reduced pro rata or an equivalent make-good is provided. Either Party may terminate for an uncured material breach on [60] days' notice.

8. Cancellation

Either Party may cancel this agreement by written notice. If it is cancelled before any deliverable has started, amounts paid shall be refunded within [30] days, less costs already committed with the other Party's written approval. After work has started, the cancelling Party shall pay for deliverables already provided and costs reasonably committed up to the date of the notice, and amounts paid for deliverables not yet provided shall be refunded pro rata within [30] days.

9. Confidentiality

Each Party shall keep the terms of this agreement and any non-public information received from the other Party confidential, using it only to perform this agreement, for the term and [2] years after it ends, except where disclosure is required by law.

10. Data protection

Each Party shall process personal data received under this agreement only for its purpose and in line with the Digital Personal Data Protection Act, 2023 and applicable rules.

11. Termination

Either Party may terminate on [30] days' written notice if the other Party materially breaches this agreement and does not cure the breach within that period. Fees for deliverables accepted before termination remain payable.

12. Liability and indemnity

Each Party indemnifies the other against third-party claims arising from its breach of this agreement or of law. Neither Party is liable for indirect or consequential loss. Total liability is capped at [the fee under this agreement], except for fraud, wilful misconduct or breach of confidentiality.

13. Force majeure

Neither Party is liable for delay or failure caused by events beyond its reasonable control (including natural disasters, epidemics, government action or cancellation of the underlying event). The Parties shall agree in good faith on rescheduling or a pro-rata refund.

14. Governing law and disputes

This agreement is governed by the laws of India. Disputes shall first be discussed in good faith for [30] days, then referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996, seated in [city], in English. Courts at [city] have exclusive jurisdiction for interim relief.

15. General

This agreement is the entire agreement on its subject and may be changed only in writing signed by both Parties. Stamp duty shall be borne by [Party] as per the applicable State Stamp Act. This agreement may be signed electronically and in counterparts. Live Aware (operator of Arena) provides the Arena platform only and is not a party to this agreement.

16. Signatures

For [partyA.org]: Name ____________ Designation ____________ Signature ____________ Date ________For [partyB.org]: Name ____________ Designation ____________ Signature ____________ Date ________