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Agreements and Contracts

Who has time to re-invent the wheel? This ever-growing collection of sample agreements and contracts, used by actual associations and business partners, is designed to generate ideas for all association professionals.

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ACCE Reseller Agreement  Organization: American Chamber of Commerce Executives , http://www.acce.org Description: This reseller agreement, submitted by the American Chamber of Commerce Executives, clearly defines the relationship between ACCE and the reseller, the discount schedule based on volume, and key terms of the agreement such as copyright and payment terms. Contact: Catherine Lada , clada@acce.org

AIHA Logo Usage Policy  Organization: American Industrial Hygiene Association , http://www.aiha.org Description: This sample logo policy/agreement, contributed by the American Industrial Hygiene Association, details the manner in which members can use the association’s logo while ensuring they aren’t representing themselves in a manner implying they’re acting as an agent of the association. Contact: Kim Bacon , kbacon@aiha.org

Ad Licensing Agreement  Organization: Investment Management Consultants Association , http://www.imca.org Description: This agreement is used by the IMCA national office to license their advertisements to members and chapters. Contact: Beau Ballinger , Bballinger@imca.org

Association-Related Foundation Affiliation Agreement  Organization: Venable LLP , http://www.venable.com Description: The relationship between associations and their related foundations can be a precarious one, fraught with potential pitfalls. Help protect the separate legal and tax status of both organizations by reviewing the key features of this model affiliation agreement. Contact: Jeffrey S. Tenenbaum Esq. , jstenenbaum@venable.com

Confidentiality Agreement for the Sharing of Documents  Organization: Venable LLP , http://www.venable.com Description: Does your association need to make a contract on the sharing of documents between two parties? Here is something that can help. This sample confidentiality agreement, submitted by Venable LLP, outlines a sharing of documents arrangement between two parties. Contact: Jeffrey S. Tenenbaum Esq. , jstenenbaum@venable.com

Consulting Agreement  Organization: Venable LLP , http://www.venable.com Description: This sample consulting agreement, submitted by Venable LLP, covers key provisions such as services to be provided, fee, termination, independent contractor status, expenses, conflict of interest, and more to make sure your basis are covered when hiring a consultant. Contact: Jeffrey S. Tenenbaum Esq. , jstenenbaum@venable.com

Contract Approval Form  Organization: Venable LLP , http://www.venable.com Description: This one-page form specifies the parties to the contract and the date it was sent to legal counsel for approval and signature. It also includes a line to fill out for unresolved issues. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

Corporate Sponsorship Agreement  Organization: Venable LLP , http://www.venable.com Description: For many associations, sponsorships are a critical ingredient for producing products, programs and services for their members. But what are the legal ramifications of entering into a sponsorship relationship? And how can you ensure that the sponsorship dollars you receive will remain tax-free? This model corporate sponsorship agreement will shed light on this important area of association tax law. Contact: Jeffrey S. Tenenbaum Esq. , jstenenbaum@venable.com

Corporate Sponsorship Agreement 2  Organization: Venable LLP , http://www.venable.com Description: This Model Corporate Sponsorship Agreement has clauses on sponsorship, the license of intellectual property, qualified sponsorship payments and confidentiality. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

Educational Grant and Sponsorship Memorandum of Understanding  Organization: Association Innovations, LLC , http://www.associationinnovationsllc.com Description: This MOU, developed by the Association Innovations defines the working relationship and objectives of both parties, logistics, ownership and more. Review this sample to get a sense of what you may include in your own, similar, MOU. Contact: Clark Thomas, MPA, CAE , cthomas@associationinnovationsllc.com

Employee Severance Agreement  Organization: Venable LLP , http://www.venable.com Description: This sample severance agreement for association employees in Virginia includes a space for acknowledgement that the form had been received and the length of time the employee has to accept the terms of the agreement. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

Enhanced Severance Agreement and General Release  Organization: Venable LLP , http://www.venable.com Description: This severance agreement and general release, submitted by Venable LLP, helps to ensure that all bases are covered when an employee exits an organization—including the return of keys and other company materials, the deadline for outstanding expense report submissions, and severance pay. Contact: Jeffrey S. Tenenbaum Esq. , jstenenbaum@venable.com

Equal Opportunity Clauses for Subcontracts of Federal Contracts  Organization: Venable LLP , http://www.venable.com Description: These clauses on equal opportunity are to be included in all subcontracts exceeding $10,000 under federal government prime contracts. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

Independent Contractor Agreement  Organization: Bonanno Law Office Description: This sample independent contractor agreement, developed by Joseph G. Bonanno, Esq., details the duties to be performed the contract and the association as well as defines the relationship between the two parties. Contact: Joseph G. Bonanno, Esq. , law@jgbesq.com

Independent Contractor Agreement (for Corporation)-Condensed  Organization: Venable LLP , http://www.venable.com Description: This five page sample independent contractor agreement, developed by Venable LLP., details the duties to be performed the contract and the association as well as defines the relationship between the two parties. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

Independent Contractor Agreement (for Corporation)-short  Organization: Venable LLP , http://www.venable.com Description: This eight page sample independent contractor agreement, developed by Venable LLP., details the duties to be performed the contract and the association as well as defines the relationship between the two parties. Includes attachments for description of work and project budget. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

Independent Contractor Agreement (for Individuals)  Organization: Venable LLP , http://www.venable.com Description: This sample individual independent contractor agreement details the duties to be performed the contract and the association as well as confidentiality, copyright, trademark, title to works made for hire, and conflicts of interest. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

License Agreement Between American Association and European Management Company  Organization: Venable LLP , http://www.venable.com Description: This agreement between an American Association and a European Management Company, submitted by Venable LLP, is designed to outline the activities, responsibilities and terms between the association and company delivering education on the topics of association and organizational leadership in Europe and Asia. Contact: Jeffrey S. Tenenbaum Esq. , jstenenbaum@venable.com

Linking Agreement  Organization: Venable LLP , http://www.venable.com Description: If your association website is like most, you have included links to everything from allied organizations to for-profit, content-rich sites to subsidiary sites to the Internet homes of your members or suppliers. But what are the legal implications of linking? Can your association be held liable for content on a linked site? Review this model association linking agreement to help create your own agreement and protect and safeguard your organization. Contact: Jeffrey S. Tenenbaum Esq. , jstenenbaum@venable.com

Loan Agreement between an Association and a Subsidiary  Organization: Venable LLP , http://www.venable.com Description: This sample agreement is made between an association and a related subsidiary for a loan supplied by the association to the subsidiary to cover start-up and establishment costs. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

Logo Usage Licensing Agreement  Organization: Bonanno Law Office Description: This sample logo usage licensing agreement, developed by Joseph G. Bonanno, Esq., establishes the ability for an organization to use the association’s name and mark under very specific terms and also includes mandatory standards and specifications. Contact: Joseph G. Bonanno, Esq. , law@jgbesq.com

Master Agreements for Corporate Donations  Organization: Venable LLP , http://www.venable.com Description: This agreement sets the terms for a limited license under which a company can use the association's name and acronym in connection with the sale of products. There is no endorsement of the product, but the use of the name and acronym informs the purchasers that the association receives a portion of the sales proceeds. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

Memorandum of Understanding  Description: Is your association looking to do a workshop as a cosponsor with another association? Then, this sample may be able to help. This comprehensive and concise agreement lists what one association will do to fulfill their workshop cosponsorship responsibilities.

Model Content Licensing and Linking Agreement  Organization: Venable LLP , http://www.venable.com Description: This model agreement outlines the terms of sharing association content (articles, photos, and other works) and links with a corporation. It protects the association's intellectual property and defines the relationship between the two parties. Contact: Jeffrey S. Tenenbaum , jstenenbaum@venable.com

NAA - Sample Consulting Services Agreement  Organization: Newspaper Association of America , http://www.naa.org Description: This comprehensive sample consulting services agreement, provided by the Newspaper Association of America, is a great tool for associations looking to create one. This 4-page sample covers 16 points between the two parties. Contact: Margaret Vassilikos , margaret.vassilikos@naa.org

NAA - Sample Contractual Agreement  Organization: Newspaper Association of America , http://www.naa.org Description: This comprehensive sample contractual agreement, provided by the Newspaper Association of America, is a great tool for associations looking to update their current one. The agreement is divided into two sections: policy and procedures. Contact: Margaret Vassilikos , margaret.vassilikos@naa.org

NATA Liability Release  Organization: National Athletic Trainers Association , http://www.nata.org Description: This sample liability release template was submitted by the National Athletic Trainers Association. The sample template is designed for NATA to be released from responsibility for loss, injury, claim or damage in connection with the use of NATA equipment. Contact: Karen Peterson, SPHR , karenp@nata.org

PMA Country Representative Agreement  Organization: Produce Marketing Association , http://www.pma.com Description: This sample contract, submitted by the Produce Marketing Association, is for use between the association and consultants in their target countries working to help PMA better understand, reach, and market to members and non-members in those countries. Use this sample contract both for ideas of what to consider when working on an international agreement as well as for ideas of how a similar program may benefit your association. Contact: Paula Gonzalez , pgonzalez@pma.com

Royalty Agreement for Association Endorsements  Organization: Venable LLP , http://www.venable.com Description: Does your association endorse various products or services? Have you minimized your taxes and liabilities from these arrangements? This model royalty agreement can help protect your association from liability pitfalls and maximize your tax-free royalty income from endorsements. Contact: Jeffrey S. Tenenbaum Esq. , jstenenbaum@venable.com

Taxable Subsidiary Affiliation Agreement  Organization: Venable LLP , http://www.venable.com Description: Is your association currently operating or exploring the option of creating a taxable subsidiary? Do you know how to manage the association-subsidiary relationship in a manner that successfully navigates the legal and tax pitfalls? Review this model affiliation agreement to understand some of the basic issues and potential liabilities involved. Contact: Jeffrey S. Tenenbaum Esq. , jstenenbaum@venable.com

Translation Memorandum of Agreement  Description: This sample contact can be used if you intend to have your copyrighted material translated into another language and distributed by a third party.

Disclaimer: The materials on this website are great idea generators, but are certainly no substitute for a lawyer. Nothing in these resources should be construed as legal advice—even the legal sounding stuff. If you need legal advice, consult your organization's attorney.