Business Mailer

BUSINESS MAILER

This Business Mailer Agreement (the Agreement) is made and entered into by the parties identified below for the creation, production, distribution, and management of a commercial mail campaign under the terms set forth herein.

Parties

Whereas

WHEREAS, Client desires to engage Service Provider to design, produce and distribute a targeted postal mailer and related materials (the Mailer) to prospective or existing recipients in accordance with the terms of this Agreement; and

WHEREAS, Service Provider has represented that it has the experience, personnel, equipment and resources necessary to perform the services and to procure any necessary third-party services required to produce and distribute the Mailer; and

WHEREAS, the parties wish to set forth their agreement in writing to avoid misunderstandings and to allocate responsibilities, costs and liabilities associated with the Mailer.

Campaign Identification

Scope of Work

Service Provider shall perform the services described below in a professional manner consistent with industry standards. Services include creative development, artwork preparation, printing procurement, postal presort and postage management, sorting, fulfillment, and delivery to the postal service or other carriers as specified.

Client will provide recipient list Service Provider will procure list

Payment Terms

Client shall pay Service Provider for the services and third-party costs as set forth below. All fees are due in U.S. dollars unless otherwise agreed in writing. Client shall be responsible for taxes applicable to the services.

If any undisputed amount is not received when due, Client shall pay a late fee calculated as: or (enter one or both formats).

Term and Termination

This Agreement commences on the Start Date and continues until the End Date unless earlier terminated as provided below.

Either party may terminate for material breach if the breaching party fails to cure within the notice period set forth above. Termination shall not relieve Client of the obligation to pay for services performed and third-party costs incurred through the effective date of termination.

Confidentiality

Each party shall maintain in confidence all non-public information disclosed by the other party in connection with this Agreement and shall not use or disclose such information except as required to perform its obligations under this Agreement or as required by law. Confidential information does not include information that is or becomes publicly available other than by breach of this Agreement, is independently developed, or is rightfully received from a third party without restriction.

Indemnification and Liability

Client shall defend, indemnify and hold harmless Service Provider from and against any claims, liabilities, losses or expenses arising from Client-supplied materials, content, or instructions that infringe third-party rights or are unlawful. Service Provider shall defend, indemnify and hold harmless Client for claims arising from Service Provider's gross negligence or willful misconduct in performing the services. Neither party's liability shall exceed the total fees paid under this Agreement, except for liability arising from willful misconduct or indemnification obligations.

Approvals and Materials

Client must provide timely approvals, brand assets, and accurate recipient lists. Delays caused by Client approvals or late delivery of materials may result in adjusted delivery schedules and additional charges.

Client Approval Received: Final artwork and mailing list approved    Date:

Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to conflict of laws principles. The parties will attempt in good faith to resolve disputes promptly by negotiation. If negotiation fails, the parties submit to the exclusive jurisdiction of the state and federal courts located in the governing state.

Entire Agreement

This Agreement, together with any attachments or written proposals expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior negotiations, representations, or agreements, whether written or oral. Any amendment or modification must be in writing and signed by both parties.

Miscellaneous

If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force. Neither party may assign this Agreement without the prior written consent of the other, except to a successor in interest by merger or sale of substantially all assets.

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