Business Magazine Template

Business Magazine Template

Parties and Effective Date

This Business Magazine Template (the "Agreement") is entered into on by and between:

Recitals

WHEREAS, Publisher operates a periodic business magazine and related digital publications (collectively, the "Publication") and offers editorial, advertising, and production services; and

WHEREAS, Client desires to engage Publisher to provide magazine publication services, including but not limited to editorial placement, advertising insertion, and associated production services in accordance with the terms and specifications set forth in this Agreement; and

WHEREAS, Publisher is willing to accept such engagement and perform the services subject to the terms and conditions of this Agreement.

Scope of Work

Publisher shall provide the services specified below for the Issue identified by Client. Services include editorial placement, design, production, printing coordination, and digital distribution as applicable. Exact deliverables, sizes, format, and deadlines are to be described by Client and accepted by Publisher in writing.

Advertising and Production Specifications

Client shall supply advertising materials in the formats and resolutions required by Publisher. Publisher will provide a production schedule and file specifications. Failure to meet specifications or deadlines may result in delays or additional charges.

Full color Spot color Black & white

Payment Terms

Client shall pay Publisher the amounts set forth below in consideration for the services and deliverables. All amounts are exclusive of taxes unless otherwise stated. Payment not received when due is subject to the late fee set forth below.

Deposit required: due upon execution.

Balance due by:

Late fee: on unpaid balances after due date.

Term and Termination

This Agreement commences on the Effective Date and continues until publication of the Issue and final settlement of all amounts, unless earlier terminated as provided herein.

Start Date:    End Date:

Either party may terminate this Agreement for cause if the other party materially breaches any obligation and fails to cure the breach within after written notice. Termination shall not relieve Client of obligations to pay for services performed through the effective date of termination.

Confidentiality

"Confidential Information" means non-public business, technical, financial, or creative information disclosed by one party to the other in connection with this Agreement. Each party shall: (a) maintain the confidentiality of Confidential Information using at least the same degree of care it uses to protect its own confidential information but no less than reasonable care; (b) not disclose Confidential Information to third parties except to its employees, contractors or agents who have a need to know and are bound to confidentiality; and (c) use Confidential Information solely to perform its obligations under this Agreement.

Confidential Information does not include information that is: (i) generally available to the public other than by breach of this Agreement; (ii) rightfully in the receiving party's possession prior to disclosure; or (iii) rightfully obtained from a third party without restriction.

Intellectual Property and Use Rights

Client grants Publisher a non-exclusive, royalty-free license to reproduce and publish Client-supplied materials and advertisements for the purposes of performance under this Agreement in the Publication and associated digital channels for the Issue and any archived use as reasonably necessary. Unless expressly agreed in writing, Publisher retains all rights in Publisher-created content, designs, and layouts.

Warranties and Indemnification

Client warrants that all materials provided do not infringe third-party rights and that it has authority to grant the licenses herein. Client shall indemnify, defend and hold Publisher harmless from any claims, damages, liabilities, costs and expenses (including reasonable attorney fees) arising from Client materials, representations, or breach of this Agreement.

Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the state of , without regard to conflict-of-law principles. The parties agree to attempt good-faith negotiation prior to commencing litigation; remedies shall include injunctive relief and monetary damages as appropriate.

Entire Agreement and Amendments

This Agreement, including any attachments, statements of work, or addenda expressly incorporated herein, constitutes the entire agreement between the parties regarding the subject matter and supersedes all prior negotiations, understandings, and agreements. No amendment or modification shall be effective unless in writing and signed by an authorized representative of each party.

Miscellaneous Provisions

If any provision of this Agreement is held invalid, the remaining provisions shall remain in full force. Neither party may assign this Agreement without the prior written consent of the other, except that Publisher may assign to an affiliate or in connection with a sale of substantially all of its assets.

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