Marketing Logo Design Proposal

MARKETING LOGO DESIGN PROPOSAL

This Marketing Logo Design Proposal (the Agreement) is entered into between:

Brand/Client Name:

Client Contact (email/phone):

Designer/Agency Name:

Designer Contact (email/phone):

Project Overview

Campaign / Project Name:

Primary Channels:

Scope of Work & Deliverables

Designer will provide the following deliverables and services consistent with the schedule and specifications below.

Color Variations (number):

Include Source/Vector Files: Yes      Include Basic Brand Style Guide: Yes

Timeline & Milestones

Project Start Date:

Due Date:

Due Date:

Due Date:

Compensation & Payment

Total Fee (USD):

Deposit Due:

Expenses & Third-Party Costs Reimbursable: Yes

Usage Rights, Ownership & License

Ownership of final logo files will transfer to Client upon receipt by Designer of final payment in full, subject to the retained rights below and subject to Client's compliance with this Agreement.

Grant of Rights: Upon full payment, Designer assigns to Client exclusive rights to use, reproduce and display the final logo for the following territory/duration: Territory:    Duration:

Exceptions: Designer retains the right to display the work in portfolios and promotional materials and retains ownership of any underlying templates, tools, or pre-existing elements not created specifically for Client.

Exclusivity: Exclusive assignment for the specified territory is: Yes

FTC Disclosure Compliance

Both parties acknowledge and agree that all marketing and promotional uses of the logo and associated creative must comply with applicable consumer protection and advertising laws, including disclosure obligations. Client is responsible for ensuring any endorsements, partnerships, or promotional uses meet disclosure requirements; Designer will cooperate in preparing compliant collateral upon request.

Termination; Kill Fee

Either party may terminate this Agreement by providing written notice to the other party. Notice Period (days):

Kill Fee: If Client terminates after work has commenced, Client will pay Designer for all work performed to date plus a kill fee equal to % of the remaining unpaid contract value.

Confidentiality

Each party agrees to keep confidential all non-public information received from the other party that is marked confidential or would reasonably be understood to be confidential. Confidential information does not include information that is or becomes publicly available through no fault of the receiving party.

Representations, Warranties & Indemnity

Designer represents and warrants that the deliverables are original to Designer and do not infringe third-party intellectual property rights. Designer will indemnify and hold Client harmless against any third-party claims arising from Designer's breach of this warranty, provided Client gives prompt written notice and allows Designer to control the defense.

Client represents that any materials provided to Designer (including trademarks, copy, and images) are owned or licensed by Client and that Client has authority to grant the rights necessary for use in the deliverables. Client will indemnify Designer for claims arising from Client-supplied materials.

Limitation of Liability: Except for liability arising from willful misconduct or gross negligence, neither party's aggregate liability to the other under this Agreement will exceed the total fees paid by Client to Designer under this Agreement.

Change Orders

All requests for work outside the Scope of Work shall be submitted in writing as a change order. Change orders will state the additional services, impact on schedule, and any additional fees. Additional work will not proceed until Designer issues a written change order and Client approves it.

Acceptance & Approvals

Deliverables will be deemed accepted when Client provides written approval or fails to provide written objections within calendar days of delivery. Minor adjustments within the included revision rounds shall be performed as part of the agreed revisions.

Governing Law & Dispute Resolution

Governing Law:

The parties agree to attempt to resolve disputes through good faith negotiations and, if unresolved, through mediation prior to initiating litigation. Each party is responsible for its own attorneys' fees except as otherwise provided by law or a court order.

Additional Provisions

This Agreement constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior proposals, negotiations, or agreements, whether written or oral. Any amendment must be in writing and signed by both parties.

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