Marketing Campaign Spots

MARKETING CAMPAIGN SPOTS

Effective Date:

Parties

Brand Entity Type: Corporation LLC Individual

Agency Entity Type: Corporation LLC Independent Creator

Campaign Details

Start Date:    End Date:

Deliverables (Spots)

Document each spot below. Add additional deliverable rows in the parties' project files as needed.

Format:    Duration (seconds):    Quantity:

Format:    Duration (seconds):    Quantity:

Compensation & Expenses

Total Fee (USD):

Deposit Due on Signing:    Final Payment Due (MM/DD/YYYY):

Expense Reimbursement: Agency will be reimbursed for pre-approved expenses up to

Usage Rights & License

Grant: Agency hereby grants Brand a limited, transferable, sublicensable, worldwide license to use the delivered spots for the campaign purpose described herein for the duration specified below. Use beyond the campaign requires separate written agreement.

License Term End Date:

Exclusivity: Brand requires exclusivity for the campaign period. If checked, specify exclusive categories and duration below.

Approvals, Revisions & Deliverable Acceptance

Approval Process: Agency shall submit drafts and masters to Brand. Brand shall provide consolidated feedback within business days of delivery. Failure to respond within that period constitutes deemed acceptance.

FTC Disclosure Compliance

The parties acknowledge that any paid or sponsored content must include clear, conspicuous disclosure consistent with applicable advertising laws and guidelines. Agency will include required disclosure language within each spot and on associated placements where required. Brand is responsible for final review and sign-off on disclosure placement when content is scheduled for distribution.

Agency confirms responsibility for providing draft disclosure text: Brand confirms responsibility for final disclosure placement:

Intellectual Property & Ownership

Ownership: Unless otherwise agreed in writing, Agency retains ownership of pre-existing materials and underlying creative concepts. Upon full payment, Agency grants Brand the campaign license set forth above to use the delivered final masters. Brand shall own final spot masters created specifically for the campaign only to the extent expressly transferred in this Agreement.

Termination & Kill Fee

Either party may terminate this Agreement for material breach if the breaching party fails to cure within business days after written notice.

Termination without cause by Brand after work has commenced requires payment of a kill fee equal to: and reimbursement of approved expenses.

Representations, Warranties & Indemnities

Each party represents and warrants that it has the full right, power, and authority to enter this Agreement and to grant the rights granted herein. Agency represents that deliverables will not infringe third-party rights and, to the extent necessary, Agency will obtain releases and licenses. Each party agrees to indemnify, defend, and hold harmless the other from claims arising from breach of the foregoing representations, except to the extent caused by the indemnitee's own gross negligence or willful misconduct.

Confidentiality

General Provisions

Governing Law & Venue: The parties agree that this Agreement will be governed by the laws chosen by the parties below. Parties will attempt in good faith to resolve disputes by negotiation, then mediation, before pursuing litigation.

Assignment: Neither party may assign this Agreement without the prior written consent of the other, except that Brand may assign to an affiliate or purchaser of substantially all of Brand's assets related to the campaign.

Acceptance

By signing below, each party acknowledges that it has read, understands, and agrees to be bound by the terms of this Marketing Campaign Spots Agreement.

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