Marketing Agreement Market My Biz

Marketing Agreement Market My Biz

Parties

Client Name:

Service Provider Name:

Recitals

WHEREAS, Client desires to engage Service Provider to provide marketing, advertising, and promotional services in accordance with the terms set forth herein; and

WHEREAS, Service Provider represents that it has the expertise, personnel, and resources necessary to perform such services and is willing to render those services under the terms of this Agreement; and

WHEREAS, the parties wish to set forth their mutual rights and obligations relating to the marketing services to be provided by Service Provider to Client.

Scope of Work

Service Provider will perform the marketing services described below. The parties agree that the detailed scope, milestones, and deliverables are as set out in this section and any attachments incorporated by reference.

Primary deliverables may include, but are not limited to: social media content creation and scheduling, search engine optimization, paid advertising campaign setup and management, email marketing campaigns, analytics reporting, and strategic consultation. Specific deliverables, quantities, and timelines shall be set forth in the Detailed Scope and any written change orders signed by both parties.

Payment Terms

Client shall pay Service Provider the fees described below in consideration for the services rendered under this Agreement. Fees are exclusive of applicable taxes and out-of-pocket expenses unless otherwise stated.

Invoices are due within days of invoice date. Late payments shall incur interest at the rate of per month (or the maximum permitted by law), plus reasonable collection costs.

Term and Termination

This Agreement commences on the Start Date and continues until the End Date, unless earlier terminated in accordance with this section.

Start Date:    End Date:

Either party may terminate this Agreement for convenience upon providing the other party with no less than days' prior written notice. Either party may terminate immediately for material breach if the breach is not cured within 30 days after written notice. Termination for cause does not relieve Client of payment obligations for services performed and expenses incurred through the effective date of termination.

Confidentiality

For purposes of this Agreement, "Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including business plans, marketing strategies, client lists, pricing, and technical data.

Each party shall (a) use Confidential Information solely to perform its obligations under this Agreement, (b) restrict disclosure to employees, contractors, and advisors who need to know and are bound by confidentiality obligations at least as protective as those herein, and (c) implement reasonable safeguards to protect Confidential Information from unauthorized use or disclosure. Confidential Information does not include information that is or becomes publicly available through no fault of the receiving party, that is rightfully received from a third party without restriction, or that is independently developed without the use of the disclosing party's Confidential Information.

The obligations of confidentiality under this Agreement shall survive termination for a period of years.

Intellectual Property

Unless otherwise agreed in writing, Service Provider grants to Client a perpetual, non-exclusive, non-transferable license to use deliverables produced under this Agreement for Client's business operations. Service Provider retains ownership of its pre-existing materials, methodologies, and templates. Client warrants that materials provided to Service Provider do not infringe third-party rights and that Client has the rights necessary to authorize Service Provider to use such materials in performing the services.

Indemnification and Limitation of Liability

Each party shall indemnify and hold harmless the other party from claims arising out of its breach of this Agreement, negligence, or willful misconduct. Except for indemnification obligations or breaches of confidentiality, neither party's aggregate liability for any claim arising out of this Agreement shall exceed the total fees paid by Client to Service Provider in the six (6) months preceding the claim. Neither party shall be liable for consequential, incidental, or punitive damages.

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 agree that disputes will be resolved in the competent courts located in that state unless the parties agree in writing to alternative dispute resolution.

Entire Agreement

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

Execution

The persons signing below represent and warrant that they are authorized to bind their respective parties to this Agreement.

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