Business Label Preview

Business Label Preview Agreement

Client Name:     Provider Name:

Effective Date:

Recitals

WHEREAS, Client engages Provider to develop, proof, and supply a production-ready label design and related print files (the "Label") for identification and packaging of Client's goods; and

WHEREAS, Provider has represented that it possesses the professional skills, technical capacity, and licenses necessary to prepare, proof, and deliver the Label in accordance with the specifications set forth below; and

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

Project Identification

Scope of Work

Provider will prepare production-ready label artwork, supply proof(s), incorporate approved revisions, and deliver print-ready files and proofs to Client in accordance with the specifications below. Provider's obligations include color proofing, dieline compliance, bleed and safe-area verification, and embedding of fonts or outlining as required for print.

Artwork Provided by Client: Yes     Provider to Prepare Artwork: Yes

Approval, Proofs and Revisions

Number of proofs provided:     Revisions included:

Client shall provide final approval in writing by the Approval Deadline:

Payment Terms

Total Fee:

Late Payment Fee: A late fee of % per month will accrue on overdue amounts after a grace period of days. Client will also reimburse Provider for reasonable collection costs and interest to the maximum extent permitted by law.

Term and Termination

This Agreement commences on Start Date: and continues until End Date: unless earlier terminated pursuant to this Section.

Either party may terminate for convenience upon written notice given at least days prior to termination. Termination for material breach is effective immediately upon written notice if the breach is not cured within 15 days of notice.

Confidentiality

Each party (the "Receiving Party") shall hold in confidence all nonpublic information and trade secrets disclosed by the other party (the "Disclosing Party") that is marked confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). The Receiving Party shall not use Confidential Information except to perform its obligations under this Agreement and shall not disclose Confidential Information to any third party except to its employees, contractors, or affiliates who have a need to know and who are bound by confidentiality obligations no less protective than those in this Agreement. The obligations in this paragraph do not apply to information that (a) is or becomes publicly known through no breach of this Agreement, (b) is rightfully received from a third party without restriction, (c) is independently developed without use of the other party's Confidential Information, or (d) is required to be disclosed by law, provided the Receiving Party gives prompt notice and cooperates with reasonable efforts to limit disclosure.

Intellectual Property and Warranties

Client represents and warrants that it has the right to use all trademarks, logos, imagery, text, and other materials provided to Provider for inclusion in the Label and will indemnify and hold Provider harmless from third-party claims arising from Client-provided materials. Provider warrants that the work product delivered will be original to Provider and will not knowingly infringe third-party intellectual property rights. Except as expressly set forth in this Agreement, Provider disclaims all other warranties, express or implied.

Limitation of Liability

Except for liability arising from willful misconduct or breaches of confidentiality or indemnity obligations, neither party shall be liable to the other for consequential, incidental, special, or punitive damages. Each party's aggregate liability for any claim arising under or relating to this Agreement shall not exceed the total fees paid to Provider under this Agreement.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the state or jurisdiction specified by the parties: , without regard to its conflict of law principles.

Entire Agreement

This Agreement, including all exhibits and attachments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations, and communications, whether oral or written. Any modification of this Agreement must be in writing and signed by authorized representatives of both parties.

Miscellaneous Provisions

Notices required under this Agreement shall be sent to the addresses provided below and shall be effective on receipt. If any provision of this Agreement is held unenforceable, the remaining provisions shall remain in full force and effect.

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