Creative Services Art Assistant

CREATIVE SERVICES ART ASSISTANT AGREEMENT

This Creative Services Art Assistant Agreement (the Agreement) is made and entered into as of by and between:

Client Name:

Service Provider:

RECITALS

WHEREAS, the Client engages in creative, visual, and production activities requiring assistance with art direction, production preparation, asset management, and related creative tasks; and

WHEREAS, the Service Provider represents that the Service Provider has the skill, experience, and personnel necessary to perform art assistant services and is willing to perform such services on the terms set forth in this Agreement; and

WHEREAS, the parties wish to set forth their respective rights and obligations with respect to the services to be provided by the Service Provider.

SCOPE OF WORK

The Service Provider shall perform the services described above and any reasonably necessary coordination and revisions necessary to complete the deliverables in accordance with the Client’s written direction. Ancillary tasks and out-of-scope work require prior written approval and may be subject to additional fees.

PAYMENT TERMS

Invoices shall be delivered to the Client in writing and are payable within days of receipt, unless otherwise agreed in writing. Late payments shall accrue interest at on the outstanding balance, and the Client shall reimburse the Service Provider for reasonable collection costs and attorney fees incurred to collect overdue amounts.

Client will reimburse reasonable, pre-approved expenses. If checked, describe limits and approval process below.

TERM AND TERMINATION

Term Commencement Date: .

Termination Date (if any): .

Either party may terminate this Agreement for convenience upon days' prior written notice. Either party may terminate this Agreement immediately for cause if the other party materially breaches this Agreement and fails to cure such breach within 10 days after receipt of written notice specifying the breach. Termination shall not relieve the Client of its obligation to pay for services performed and expenses incurred prior to the effective date of termination.

CONFIDENTIALITY

The Service Provider shall maintain in strict confidence all non-public information disclosed by the Client that is designated confidential or that reasonably should be understood to be confidential given the nature of the information ("Confidential Information"). The Service Provider shall not disclose Confidential Information to any third party and shall use Confidential Information only to perform its obligations under this Agreement. Confidential Information does not include information that is or becomes publicly available through no fault of the Service Provider, or information rightfully received from a third party without breach of an obligation of confidentiality.

The Service Provider acknowledges that unauthorized disclosure could cause irreparable harm to the Client for which monetary damages may be inadequate; accordingly, the Client shall be entitled to injunctive relief in addition to any other remedies available at law or in equity.

WORK PRODUCT AND INTELLECTUAL PROPERTY

All work product, inventions, designs, drawings, files, source materials and deliverables created by the Service Provider in performance of this Agreement (collectively, Work Product) shall be considered a work made for hire to the extent permitted by law and, to the extent not so covered, the Service Provider hereby assigns and agrees to assign to the Client all right, title and interest in and to the Work Product. The Service Provider retains no rights to use, reproduce, or exploit the Work Product except as expressly permitted in writing by the Client.

If pre-existing materials or third-party materials are incorporated into the Work Product, the Service Provider shall secure and provide the Client with licenses sufficient for the Client's intended use, and shall disclose any open-source or third-party licensing terms that could affect Client exploitation of the Work Product.

INDEPENDENT CONTRACTOR

The Service Provider is an independent contractor and not an employee, partner, agent or joint venturer of the Client. The Service Provider is solely responsible for all federal, state and local taxes, worker's compensation, insurance and benefits for its personnel.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the state specified below, without regard to conflict of laws principles. The parties agree that any dispute arising out of or relating to this Agreement shall be subject first to good faith negotiation between authorized representatives. If negotiation fails, either party may pursue any available legal or equitable remedies in the courts located in the state specified below.

ENTIRE AGREEMENT; AMENDMENT

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

MISCELLANEOUS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties acknowledge that monetary damages may be inadequate for breaches of confidentiality or intellectual property provisions, and agree that injunctive relief may be appropriate in such circumstances.

SIGNATURES

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