Marketing Launch Contract Addendum

MARKETING LAUNCH CONTRACT ADDENDUM

This Marketing Launch Contract Addendum (the Addendum) is made effective as of Effective Date: and amends the existing Marketing Services Agreement dated (the Agreement) between:

Client Name:    Client Address:

Agency Name:    Agency Address:

RECITALS

WHEREAS, the parties entered into the Agreement to govern marketing services; and

WHEREAS, the parties desire to add and describe the scope, deliverables, compensation, and other terms specific to the Launch Campaign identified below; now, therefore, in consideration of the mutual covenants set forth herein, the parties agree to this Addendum under the terms below.

1. CAMPAIGN IDENTIFICATION

2. DELIVERABLES & SCHEDULE

The Agency will provide the following deliverables for the Launch Campaign. Each deliverable shall include the stated format, quantity, and delivery date. Any change to format, quantity, or delivery date must be approved in writing and may be subject to additional fees.

Format:    Quantity:    Due Date:

Format:    Quantity:    Due Date:

Format:    Quantity:    Due Date:

3. COMPENSATION & PAYMENT SCHEDULE

Total Fee for the Launch Campaign: $

Late payment shall accrue interest at the lesser of 1.5% per month or the maximum permitted by applicable law. All deliverables remain the property of the Agency until final payment is received unless otherwise specified below.

4. EXPENSES

Third-party expenses: The Client agrees to reimburse pre-approved out-of-pocket expenses incurred by the Agency in connection with the Launch Campaign. Expense cap: $ unless prior written approval is obtained.

5. USAGE RIGHTS & INTELLECTUAL PROPERTY

Ownership of Deliverables: Pre-existing intellectual property remains with the party that owned it prior to the Agreement. For new, campaign-specific creative work (the Deliverables), the parties agree that:

Grant: Upon full payment, the Agency grants the Client a license to use the Deliverables for the Territory: for the Duration: .

Moral rights waiver: To the maximum extent permitted by law, the Creator irrevocably waives any moral rights in the Deliverables and will procure waivers from contributors as necessary.

6. FTC DISCLOSURE & COMPLIANCE

The Agency and Client acknowledge and agree that any promotional content delivered under this Addendum that constitutes an endorsement or sponsored content must be disclosed in a manner consistent with applicable advertising and consumer protection laws and guidelines.

Agency represents that it will include clear and conspicuous disclosures on influencer and paid posts. Client confirms it has reviewed disclosure language. Compliance acknowledgment: I acknowledge compliance and that disclosures will be included as required.

7. EXCLUSIVITY

Client may elect an exclusivity period during which the Agency and its creators shall not promote competitive products. Exclusivity selected: Yes    No

If exclusivity is selected, exclusivity scope:

8. TERMINATION & KILL FEE

Either party may terminate this Addendum upon written notice of days. If Client terminates without cause after work has commenced, Client shall pay a kill fee equal to of the remaining unpaid fee or the reasonable costs incurred to date, whichever is greater.

9. APPROVALS, REVISIONS & TIMELINES

Client shall provide approvals or consolidated revision requests within business days of submission. The Fee includes up to rounds of revisions per asset; additional revisions will be billed at the Agency's then-current hourly rate.

10. REPORTING & METRICS

11. CONFIDENTIALITY; REPRESENTATIONS; INDEMNITY; LIMITATION OF LIABILITY

Confidentiality: The parties reaffirm all confidentiality obligations in the Agreement and agree that any information exchanged in connection with the Launch Campaign shall be treated as Confidential Information.

Representations and Warranties: Each party represents that it has full power and authority to enter this Addendum and that the Deliverables will not infringe third-party rights. Agency warrants that content will be original and, to the best of its knowledge, factually accurate.

Indemnity: Each party shall indemnify and hold harmless the other from claims arising out of its breach of this Addendum, its willful misconduct, or violations of law, subject to the limitations set forth in the Agreement.

Limitation of Liability: Except for willful misconduct or gross negligence, neither party's aggregate liability for claims arising out of this Addendum shall exceed the total fees paid under this Addendum. Liability cap (if different): $

12. FORCE MAJEURE; GOVERNING LAW; MISCELLANEOUS

Force Majeure: Neither party shall be liable for delays caused by events beyond reasonable control, provided notice is delivered promptly.

Governing Law: This Addendum shall be governed by the laws of the State of , without regard to choice-of-law principles.

Integration: This Addendum, together with the Agreement, constitutes the entire understanding of the parties with respect to the Launch Campaign and supersedes prior proposals and understandings solely to the extent that they conflict with this Addendum. All other terms of the Agreement remain in full force and effect.

13. ATTACHMENTS

By signing below, the parties confirm that they are authorized representatives with the authority to bind their respective entities to the terms of this Addendum.

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