Advertising Art Document

ADVERTISING ART DOCUMENT

Parties and Effective Date

This Advertising Art Document (the "Agreement") is made effective as of by and between:

Recitals

WHEREAS, Client desires to commission certain advertising artwork and collateral for the project titled "" (the "Project"); and

WHEREAS, Artist/Agency has expertise in creating artwork, layouts, and digital assets for advertising and is willing to perform the services described herein under the terms set forth below; and

WHEREAS, the parties agree to memorialize their rights and obligations with respect to creation, delivery, payment and license of the artwork.

Scope of Work

Artist/Agency shall create, develop and deliver the advertising artwork, original source files and final deliverables as set forth below. Detailed description of services, deliverables, quantities, dimensions, and technical specifications:

Payment Terms

Client agrees to pay Artist/Agency the total fee in consideration for the services and license set forth in this Agreement as follows:

Late payments incur a late fee of on any unpaid amount, calculated monthly and compounded as allowed by law. Artist/Agency may suspend delivery of remaining work until payment is current.

Term and Termination

This Agreement begins on and will terminate on unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for cause upon written notice if the other party materially breaches any obligation and fails to cure the breach within days after receipt of written notice. Upon termination, Client shall pay Artist/Agency for work performed and expenses incurred up to the effective date of termination.

Confidentiality

Each party shall maintain in confidence all non-public information disclosed by the other party in connection with the Project ("Confidential Information"). Confidential Information does not include information that is (i) publicly known through no breach of this Agreement; (ii) rightfully received from a third party without restriction; or (iii) independently developed without use of the other party's Confidential Information. The receiving party shall not disclose Confidential Information except to employees or subcontractors who need to know and who are bound by confidentiality obligations at least as protective as those in this Agreement.

Intellectual Property and License

Unless otherwise agreed in writing, Artist/Agency retains ownership of all original artwork, sketches and source files created prior to or during the Project. Upon receipt of final payment in full, Artist/Agency grants Client a non-exclusive, worldwide, transferable license to use the final deliverables for the following uses and media:

If Client requires assignment of copyright or exclusive rights, such transfer must be expressly set forth and paid for separately. Client shall not remove any embedded metadata or digital signature unless agreed in writing. Artist/Agency hereby waives moral rights to the extent permitted by law for the uses permitted in this Agreement.

Revisions and Approvals

Client is entitled to of revisions included in the Total Fee. Additional revisions beyond the included rounds will be billed at and must be approved in writing by Client prior to performance.

Delivery and Acceptance

Artist/Agency will deliver final files via the agreed delivery method: on or before .

Client shall have days from delivery to review and either accept the deliverables or provide written notice of defects. Failure to provide timely written notice constitutes acceptance.

Credits and Attribution

Unless waived in writing, Client shall provide credit to Artist/Agency where reasonable and customary in the following manner:

Representations, Indemnification and Limitation

Each party represents that it has the full right and authority to enter into this Agreement. Client warrants that materials provided to Artist/Agency for incorporation into the artwork do not infringe third-party rights. Client agrees to indemnify, defend and hold harmless Artist/Agency from claims arising from Client-provided materials, except to the extent caused by Artist/Agency's breach.

Except for willful misconduct or gross negligence, neither party will be liable for consequential, incidental, or punitive damages. The Artist/Agency's aggregate liability for any claim arising under this Agreement will not exceed the Total Fee paid by Client for the Project.

Governing Law; Entire Agreement

This Agreement shall be governed by the laws of the state of without regard to its choice-of-law principles. This Agreement, including any exhibits or attachments, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral. Amendments must be in writing and signed by authorized representatives of both parties.

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