Marketing eDM Lifecycle Document

MARKETING eDM LIFECYCLE DOCUMENT

This Marketing eDM Lifecycle Document (the "Document") sets out the campaign requirements, responsibilities, approvals, delivery schedule, legal terms and payment obligations between the parties identified below for the production, deployment and management of electronic direct mail communications (eDMs).

PARTIES

Client Name:

Client Address:

Agency / Creator Name:

Agency Address:

CAMPAIGN SUMMARY

Primary Target Audience:

SCHEDULE & TIMELINE

Campaign Launch Date:    Campaign End Date:

DELIVERABLES

Number of eDM Variants:

Due Date:    Acceptance Criteria:

Due Date:    Acceptance Criteria:

CREATIVE & CONTENT SPECIFICATIONS

Accessibility Requirements (e.g., alt text, color contrast):

APPROVALS & REVIEW CYCLES

Number of Review Rounds:    Standard Review Turnaround:

LIST SEGMENTATION & DATA HANDLING

Data Processing Requirements:

ESP & DEPLOYMENT RESPONSIBILITIES

Email Service Provider (ESP) / Platform:

TRACKING, METRICS & REPORTING

Primary Metrics:

COMPENSATION & PAYMENT

Total Fee:    Currency:

Expenses Reimbursable:   If checked, describe:

USAGE RIGHTS & INTELLECTUAL PROPERTY

Grant of License: Agency grants Client a license to use the final eDM creative for the Territory: for the Duration: .

Ownership: Unless otherwise agreed in writing, Agency retains ownership of pre-existing materials and tooling; Client receives ownership of final copy and assets created specifically for this campaign upon full payment, subject to the license and third-party rights.

FTC DISCLOSURE & COMPLIANCE

Both parties shall comply with applicable advertising and marketing laws and requirements for disclosures. Agency warrants that all required consumer disclosures (including any paid or sponsored content disclosures) will be clearly presented in the eDM where applicable, and that no misleading claims shall be made.

Client confirms that the offers, claims and promotions provided to Agency are accurate and that Client has obtained all necessary authorizations for the use of third-party intellectual property and consumer data.

Compliance Acknowledgement:   Both parties acknowledge responsibility for required disclosures and submit examples of final copy for review.

EXCLUSIVITY

Exclusivity Requested:   If checked, Territory:   Period:

If exclusivity is granted, any breach by the Client permitting conflicting placements shall entitle the Agency to a remedy including a pro rata fee or termination for cause.

TERMINATION & KILL FEE

Either party may terminate this Document by providing days' written notice. Termination for cause may be immediate where a material breach remains uncured after notice.

Kill Fee: If Client terminates without cause after Agency has commenced work, Client shall pay a kill fee equal to plus documented out-of-pocket expenses.

CONFIDENTIALITY & DATA PROTECTION

Each party shall maintain reasonable security protections and shall not disclose personal data processed in connection with this Document except as required by law or as necessary to perform its obligations.

REPRESENTATIONS, WARRANTIES & INDEMNITY

Each party represents that it has the full right, power and authority to enter into and perform its obligations under this Document. Agency warrants that deliverables will not infringe third-party intellectual property rights and will comply with applicable laws. Client warrants to have all rights to the offers and consumer data provided.

Limitation of Liability: Except for liability arising from gross negligence, willful misconduct, or indemnity obligations for IP infringement, neither party's aggregate liability shall exceed the total fees paid under this Document for the applicable campaign.

MISCELLANEOUS

Governing Law: . Notices shall be delivered in writing to the addresses provided above.

This Document constitutes the full agreement between the parties with respect to the subject matter herein and supersedes prior understandings and proposals.

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