Business Newsletter Template

BUSINESS NEWSLETTER TEMPLATE & PRODUCTION AGREEMENT

This Newsletter Production and Distribution Agreement (the "Agreement") is made effective as of by and between:

Client Name:    Client Address:

Service Provider Name:    Provider Address:

WHEREAS

WHEREAS, Client desires to engage Service Provider to prepare, produce and distribute a periodic business newsletter (the "Newsletter") in accordance with the terms set forth herein; and

WHEREAS, Service Provider represents that it has the experience, personnel and resources necessary to perform the services described in this Agreement and agrees to perform such services in a professional manner; and

WHEREAS, the parties desire to set forth their respective rights and obligations with respect to the production, approval, distribution and payment for the Newsletter;

SCOPE OF WORK

Service Provider shall provide editorial, design, formatting, distribution and related services for the Newsletter as described below. Specific deliverables, timelines and acceptance criteria shall be set forth in the Scope of Work.

Weekly    Biweekly    Monthly    Quarterly

NEWSLETTER TEMPLATE

Issue Number:    Issue Date:

PAYMENT TERMS

Total Fee for Services: $

Late Payment Fee: % per month on overdue balances. Client shall also be responsible for reasonable collection costs and attorneys' fees incurred by Service Provider in collecting overdue amounts.

TERM AND TERMINATION

Term Commencement Date:    Term Expiration Date:

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Termination for cause shall be permitted where the non‑breaching party provides written notice specifying the breach and a reasonable cure period of not less than 10 days where curable.

CONFIDENTIALITY

Each party acknowledges that in the course of performance it may receive Confidential Information of the other party. "Confidential Information" means non-public information disclosed in tangible or intangible form and identified as confidential or that reasonably should be understood to be confidential given the nature of the information. Each party agrees to: (a) hold Confidential Information in strict confidence; (b) not disclose Confidential Information to third parties except to those employees, contractors and agents who need access to perform the Agreement and who are bound by confidentiality obligations no less protective than those hereunder; and (c) use Confidential Information only to perform obligations under this Agreement. Confidential Information does not include information that is or becomes publicly available through no fault of the receiving party, already in the receiving party’s possession without restriction, lawfully obtained from a third party without breach, or independently developed without reference to the disclosing party’s Confidential Information.

INTELLECTUAL PROPERTY

Unless otherwise agreed in writing, Client retains ownership of Client materials and content provided to Service Provider. Service Provider grants Client a perpetual, royalty-free license to use the final Newsletter content for its intended business purposes. Service Provider retains ownership of its pre-existing templates, tools and methodologies, and grants Client a non-exclusive license to any software deliverables necessary for use of the Newsletter.

GOVERNING LAW

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 consent to the exclusive jurisdiction of state and federal courts located within that state for resolution of disputes arising from this Agreement.

ENTIRE AGREEMENT; AMENDMENT

This Agreement, together with any appendices or exhibits expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior discussions, representations and agreements. Any amendment or modification to this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS PROVISIONS

Independent Contractor: Service Provider is an independent contractor and nothing in this Agreement creates an employment, agency or joint venture relationship. Notices: All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth above or as otherwise designated in writing. Severability: If any provision is held invalid, the remaining provisions shall remain in full force and effect.

APPROVAL AND PUBLICATION WORKFLOW

SIGNATURES

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