Branding Virtual Assistant Template

BRANDING VIRTUAL ASSISTANT TEMPLATE

This General Business Agreement (the Agreement) is entered into as of between the parties identified below.

WHEREAS

WHEREAS, Service Provider provides branding, creative strategy, social media support, content planning, and virtual assistance services related to brand execution and delivery; and

WHEREAS, Client wishes to engage Service Provider to perform branding virtual assistant services under the terms set forth in this Agreement; and

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties agree as follows.

PARTIES

SCOPE OF WORK

Service Provider will perform virtual assistant services in support of Client's brand, which may include but are not limited to: brand asset organization, content calendar preparation, social post drafting, copy editing, template creation, influencer outreach support, and administrative tasks necessary to execute branding activities. Specific deliverables, milestones, and acceptance criteria are set forth below and in the Scope of Work field.

PAYMENT TERMS

Client shall pay Service Provider the compensation set forth below in consideration for the Services. Unless otherwise agreed in writing, fees specified are exclusive of taxes and reimbursable expenses.

TERM AND TERMINATION

The term of this Agreement will commence on and will expire on unless earlier terminated in accordance with this Agreement.

CONFIDENTIALITY

Each party acknowledges that during the term of this Agreement it may receive Confidential Information of the other party. Confidential Information means non-public business, technical, marketing, strategic, financial, creative, and customer information, including drafts, templates, strategies, lists, and inquiries. Each party shall: (a) hold Confidential Information in strict confidence; (b) use Confidential Information only for the purposes of performing this Agreement; and (c) not disclose Confidential Information to any third party except as expressly permitted.

Exceptions: Confidential Information does not include information that is independently developed without use of Confidential Information, already rightfully known by the receiving party, becomes publicly known through no breach of this Agreement, or is rightfully received from a third party without restriction. If disclosure is compelled by law or valid legal process, the receiving party shall provide prompt written notice to permit the other party to seek protective measures.

INTELLECTUAL PROPERTY

Ownership of Deliverables: Unless otherwise agreed in writing, Service Provider hereby assigns to Client all right, title, and interest in and to final deliverables created specifically for Client under this Agreement that are paid in full. To the extent any deliverable does not qualify as a work made for hire, Service Provider assigns all rights in such deliverables to Client upon full payment.

Service Provider shall retain ownership of its pre-existing intellectual property, methodologies, templates, and tools (Pre-existing IP). Service Provider grants Client a non-exclusive, non-transferable license to use any Pre-existing IP incorporated in deliverables solely for Client's internal business purposes, subject to full payment.

LIMITATION OF LIABILITY & INDEMNITY

Limitation of Liability: Except for liability arising from willful misconduct, fraud, or breach of confidentiality or intellectual property obligations, neither party's aggregate liability for claims arising out of or relating to this Agreement shall exceed the total amount paid by Client to Service Provider under this Agreement in the twelve (12) months preceding the claim.

Indemnity: Each party shall defend, indemnify and hold the other harmless from third-party claims arising out of its breach of this Agreement, negligence or willful misconduct, provided that the indemnified party provides prompt written notice and reasonable cooperation.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state indicated below without regard to conflict of laws principles. The parties consent to the exclusive jurisdiction and venue of courts located in that state for resolution of disputes.

MISCELLANEOUS

Independent Contractor: Service Provider is an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, or agency relationship between the parties.

Assignment: Neither party may assign this Agreement without the prior written consent of the other, except to a successor in interest in connection with a merger or sale of substantially all assets.

Notices: All notices required or permitted under this Agreement shall be in writing and delivered to the addresses provided above or to such other address as a party may designate by notice. Notices are effective upon receipt.

ENTIRE AGREEMENT

This Agreement, together with any exhibits, schedules or statements of work executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written agreements, proposals and communications. Any modification or waiver must be in writing and signed by both parties.

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