Marketing Campaign Google Package

MARKETING CAMPAIGN GOOGLE PACKAGE

This Marketing Campaign Google Package Agreement (the "Agreement") is entered into by and between Brand/Client Name: with principal address: (hereafter "Brand"), and Agency/Creator Name: with principal address: (hereafter "Agency").

Effective Date: . This Agreement sets forth the terms under which Agency will provide Google advertising and campaign management services for Brand pursuant to the package described below.

1. Campaign Overview

Campaign Name:

2. Scope of Services & Deliverables

Agency agrees to provide the following deliverables as part of the Google Package. Each deliverable shall be subject to the timelines and acceptance criteria set forth below.

3. Campaign Timeline & Milestones

4. Compensation & Payment

Fee for Services (excluding Google ad spend): $ .

Client-paid Google Ad Spend Budget: $ . Agency is not responsible for payment of platform invoices unless otherwise agreed in writing.

Late Payment: Agency may suspend services for unpaid invoices more than days past due and charge interest at .

5. Usage Rights, IP & License

License Grant: Subject to full payment, Agency grants Brand a non-exclusive, non-transferable, worldwide license to use campaign creative and assets delivered under this Agreement for the campaign term and any renewal period expressly agreed in writing. Third-party assets and licensed materials are provided subject to their original license terms.

Ownership: Unless otherwise agreed in writing, Agency retains ownership of Agency pre-existing intellectual property and account configurations; Brand retains ownership of Brand-provided materials and assets.

6. FTC Disclosure Compliance

Creator/Agency and Brand shall comply with applicable consumer protection laws and guidance requiring clear, conspicuous, and accurate disclosures on sponsored content or ads. Where endorsements, paid placements, or sponsored messages are used, disclosures must be present in the ad creative and visible to the audience. Agency will advise on appropriate disclosure language; Brand and Agency are each responsible for their respective compliance.

7. Exclusivity

Brand exclusivity: Agency exclusivity: Neither party may assign or offer services for direct competitors during the Term unless agreed in writing. If exclusivity is selected, the parties shall specify scope and compensation below.

8. Termination & Kill Fee

Term: This Agreement commences on the Effective Date and continues until completion of the services unless terminated earlier in accordance with this Section. Either party may terminate for convenience with days' prior written notice.

Kill Fee: If Brand terminates for convenience after campaign setup is complete, Brand shall pay a kill fee equal to of unpaid scheduled fees plus reimbursable costs.

9. Confidentiality

Each party will treat the other's confidential information with reasonable care and will not disclose it except to employees or contractors who have a need to know. Confidential information does not include information that is or becomes publicly available other than through a breach of this Agreement.

10. Indemnification & Liability

Indemnification: Each party agrees to indemnify, defend, and hold harmless the other party from third-party claims arising from that party's breach of representations, willful misconduct, or infringement of third-party rights, subject to the limitations below.

Limitation of Liability: Except for indemnity obligations, gross negligence, or willful misconduct, neither party's aggregate liability under this Agreement shall exceed the total amounts paid or payable by Brand to Agency under this Agreement in the prior twelve (12) months.

11. Reporting, Measurement & Optimization

Reporting Frequency: Agency will provide performance reports at the following cadence: .

Measurement: Agency will use campaign tracking, conversion pixels, and platform analytics to measure campaign performance. Discrepancies between Brand and Agency measurement shall be discussed in good faith and resolved by reference to platform reporting where applicable.

12. Approvals, Revisions & Creative Acceptance

Approval Process: Brand will review and approve campaign creative within business days of submission. Two rounds of minor revisions are included; material additional revisions are billable at Agency's standard hourly rates.

13. Miscellaneous

Governing Law: This Agreement will be governed by the laws of the state or jurisdiction selected by the parties below. Governing jurisdiction:

Entire Agreement: This Agreement, together with any attachments and statements of work executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings.

14. Campaign Access & Security

Access: Brand will provide Agency with necessary access to Google Ads accounts, analytics, and other platforms. Credentials shall be provided via secure means and Agency will maintain appropriate administrative controls. Agency may request limited access to third-party platforms for campaign delivery.

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