Business Office Logos

BUSINESS OFFICE LOGOS AGREEMENT

Effective Date:

Client Name:

Client Address:

Provider Name:

Provider Address:

RECITALS

WHEREAS, Client operates a business requiring professional visual identity assets for its offices, marketing materials and internal documents; and

WHEREAS, Provider is engaged in graphic design services and has represented that it is qualified to design, prepare and deliver logo artwork and related files in exchange for the fees set forth herein; and

WHEREAS, Client and Provider desire to set forth the terms under which Provider will create and deliver Business Office Logos and how rights to use those logos will be allocated.

SCOPE OF WORK

PAYMENT TERMS

Late fee: on overdue amounts, and Client will reimburse Provider for reasonable collection costs, including attorneys' fees.

TERM AND TERMINATION

Term Start Date:

Term End Date (if applicable): — or until final delivery and payment are complete.

Either party may terminate this Agreement for material breach if the breaching party fails to cure within the notice period above. Upon termination, Client shall pay Provider for all work performed and deliverables completed through the date of termination; Provider shall deliver completed artwork subject to payment and any retained rights set forth below.

CONFIDENTIALITY

Each party agrees that all confidential information disclosed by the other party in connection with this Agreement, including business plans, trade secrets, proprietary designs and non-public branding strategies, shall be held in confidence and not disclosed to third parties except as required by law. Confidential obligations survive termination for a period of three (3) years.

OWNERSHIP, LICENSES AND DELIVERY

Upon full payment of amounts due, Provider will:

Assign full copyright and ownership of final logo artwork to Client (exclusive rights).

Alternatively, grant Client a perpetual, worldwide, non-exclusive license for the agreed uses; Provider retains the right to use non-confidential elements in portfolio and promotional materials.

Delivery Conditions: Final deliverables will be delivered in the file formats specified above and accompanied by a delivery manifest. Provider will not deliver native source files that would reveal proprietary methodologies unless expressly agreed and paid for.

WARRANTIES, REPRESENTATIONS AND INDEMNITY

Provider warrants that the logos delivered are original works and do not knowingly infringe third-party intellectual property rights. Client warrants that any materials or marks provided to Provider are authorized for use. Each party agrees to indemnify and hold the other harmless from third-party claims arising from breaches of these warranties, except to the extent caused by the indemnified party's acts or omissions.

GOVERNING LAW

This Agreement is governed by and construed in accordance with the laws of the state of , without regard to 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 and supersedes all prior proposals, negotiations and agreements, whether written or oral. Any amendment must be in writing signed by authorized representatives of both parties.

ACCEPTANCE, TIMING & REVISIONS

Additional revisions beyond the included number will be billed at .

MISCELLANEOUS

Notices: Any notice required under this Agreement must be in writing and delivered to the addresses set forth above or such other address as a party designates in writing.

Severability: If any provision of this Agreement is held unenforceable, the remaining provisions shall remain in full force and effect.

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