Business Digital Letterhead

BUSINESS DIGITAL LETTERHEAD AGREEMENT

This Business Digital Letterhead Agreement (the Agreement) is entered into effective as of by and between Provider Name: with principal address , and Client Name: with principal address .

RECITALS

WHEREAS, Provider is engaged in the business of creating, formatting, and delivering branded digital stationery, including but not limited to electronic letterhead files, templates, and associated graphic elements; and

WHEREAS, Client desires to procure digital letterhead and ancillary deliverables from Provider on the terms and conditions set forth in this Agreement; and

WHEREAS, Provider agrees to provide the deliverables described in this Agreement and Client agrees to pay Provider in accordance with the Payment Terms below.

SCOPE OF WORK

Provider shall prepare and deliver digital letterhead artwork and template files in accordance with the specifications set forth below and as further detailed in the description provided by Client. Deliverables shall be supplied in commonly used digital formats suitable for electronic correspondence and print reproduction, unless otherwise agreed in writing.

Standard deliverables shall include: primary digital letterhead file, one alternate color or layout version, and a PDF proof. Additional items such as social headers, email signature templates, or stationery variants must be specified above and may incur additional fees.

PAYMENT TERMS

All fees are exclusive of taxes. Client shall be responsible for any sales, use, value-added, or similar taxes assessed in connection with the services, unless Client provides a valid tax exemption certificate prior to billing.

INTELLECTUAL PROPERTY; LICENSES

Upon receipt of final payment in full, Provider assigns to Client all worldwide right, title, and interest in and to the final deliverable artwork specifically created for Client under this Agreement, subject to any preexisting third-party materials and the reservation of Provider's right to use non-confidential design concepts in Provider's portfolio. Provider warrants that to Provider's knowledge the deliverables do not infringe third party intellectual property rights.

Provider shall obtain written permission and disclose any third-party licensed components required for the deliverables. Any third-party licenses required will be the responsibility of the Client unless otherwise agreed in writing.

CONFIDENTIALITY

Each party shall hold in confidence and not disclose to any third party any confidential or proprietary information disclosed by the other party in connection with this Agreement. Confidential information includes non-public business information, designs, templates, and pricing, but does not include information that is or becomes publicly available through no fault of the receiving party, or is independently developed by the receiving party without use of the disclosing party's confidential information.

The obligations of confidentiality shall survive termination of this Agreement for a period of three (3) years, except that trade secrets shall remain subject to protection for so long as such information qualifies as a trade secret under applicable law.

TERM AND TERMINATION

This Agreement shall commence on the Effective Date specified above and shall continue until completion of the services described in the Scope of Work, unless earlier terminated in accordance with this section. Start Date: End Date: .

Either party may terminate this Agreement for material breach by the other party if such breach remains uncured for a period of days after written notice. Provider may suspend work and withhold deliverables if Client fails to make timely payments.

ACCEPTANCE; REVISIONS

Client shall review deliverables and provide any requested revisions within seven (7) business days of delivery. Provider will complete up to two rounds of reasonable revisions included in the Fee. Additional revisions or scope changes will be billed at Provider's standard hourly rate or by written change order.

WARRANTY; LIMITATION OF LIABILITY

Provider warrants that services will be performed in a professional manner consistent with industry standards. EXCEPT FOR THE FOREGOING WARRANTY, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT OTHER WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVIDER'S TOTAL LIABILITY ARISING FROM OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNTS PAID BY CLIENT TO PROVIDER UNDER THIS AGREEMENT; IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of without regard to its conflict of laws rules.

ENTIRE AGREEMENT; AMENDMENTS

This Agreement, including any attachments and statements of work expressly incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior agreements and understandings. Any modification or amendment must be in writing and signed by both parties.

ADDITIONAL PROVISIONS

Notices under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as either party may designate in writing. If any provision of this Agreement is held unenforceable, the remaining provisions will remain in full force and effect.

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