Marketing Banners Design

MARKETING BANNERS DESIGN AGREEMENT

This Marketing Banners Design Agreement (the Agreement) is entered into between Client Name: and Agency/Designer Name: . The Effective Date of this Agreement is .

PARTIES AND CONTACTS

Individual    Corporation/Company    LLC/Partnership

Individual    Corporation/Company    LLC/Partnership

CAMPAIGN SCOPE

Display Ads    Social Media    Email Marketing    Paid Search    Other:

DELIVERABLES AND SCHEDULE

The Agency will produce the following deliverables. Each deliverable includes the number of concepts, final files, and up to the specified number of revisions. Delivery dates are measured from Effective Date.

Format:    Size/Dimension:    Quantity:    Due Date:

Format:    Size/Dimension:    Quantity:    Due Date:

Format:    Size/Dimension:    Quantity:    Due Date:

COMPENSATION & PAYMENT

Late Payment: past due amounts accrue interest at after days.

USAGE RIGHTS & INTELLECTUAL PROPERTY

License Grant: Upon receipt of full payment for the applicable deliverable(s), Agency assigns and transfers to Client all right, title and interest in and to the final deliverables, worldwide and in perpetuity, for Client's marketing and promotional use in the specified channels set out in this Agreement. Agency retains the right to use non-confidential deliverables in its portfolio and self-promotion, provided such use does not disclose Client's confidential information.

REVISIONS, ACCEPTANCE, AND TESTING

Acceptance: Client shall review each submitted deliverable within days. If Client does not provide written rejection with specific defects within that period, the deliverable will be deemed accepted.

COMPLIANCE, EXCLUSIVITY & FTC

The Agency represents that all creative and paid media placements will comply with applicable advertising and consumer protection laws and guidelines. Agency shall ensure that any sponsored or paid content contains a clear and conspicuous disclosure of the commercial relationship in accordance with applicable advertising law and platform policies.

Agency certifies that required disclosures will be included and visible in all banner placements where applicable.

Exclusivity: Client and Agency may elect exclusivity for the campaign term. Exclusive rights require explicit selection and compensation. Exclusive: Yes

TERMINATION

Either party may terminate this Agreement for convenience upon days' written notice. If Client terminates after work has commenced, Client shall pay a kill fee equal to of the remaining unpaid balance plus reasonable costs incurred to date.

WARRANTIES, REPRESENTATIONS AND INDEMNITY

Agency warrants that the deliverables are original, do not infringe third-party intellectual property rights, and that Agency has full authority to enter into this Agreement and to grant the rights herein. Agency agrees to indemnify and hold harmless Client from and against any third-party claims arising from alleged infringement attributable to Agency's work, except to the extent such claim arises from Client-provided materials or Client direction.

CONFIDENTIALITY

Each party shall maintain as confidential all non-public information disclosed by the other party in connection with this Agreement. Confidential information excludes information that is or becomes public through no breach by the receiving party, independently developed without use of the disclosing party's confidential information, or received from a third party without restriction.

LIMITATION OF LIABILITY & GOVERNING LAW

Except for indemnification obligations or willful misconduct, neither party shall be liable for consequential, incidental, special or punitive damages. The aggregate liability of either party under this Agreement shall not exceed the total fees paid to Agency under this Agreement. Governing law:

CHANGE ORDERS

Any change to scope, schedule, or deliverables shall be documented in a written change order signed by both parties. Change orders may incur additional fees charged at the Agency's standard hourly rate of .

MISCELLANEOUS

Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings. Any amendments must be in writing and signed by both parties.

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