Marketing Media Copy

MARKETING MEDIA COPY AGREEMENT

This Marketing Media Copy Agreement (the "Agreement") is entered into as of by and between Service Provider Name: and Client Name: .

WHEREAS

WHEREAS, Service Provider is engaged in the business of creating written and audiovisual marketing media copy including but not limited to advertisements, scripts, social media posts, and promotional content (the "Copy"); and

WHEREAS, Client desires to engage Service Provider to prepare and deliver Copy for the Client's marketing campaigns subject to the terms and conditions set forth in this Agreement; and

WHEREAS, the parties wish to set forth the scope, deliverables, payment, ownership, and approval procedures in writing.

SCOPE OF WORK

Service Provider will create marketing media copy in accordance with the specifications and deliverables described below. Deliverables will conform to the format, length, and delivery schedule agreed by the parties. Client will provide necessary background materials and approvals in a timely manner.

REVISIONS AND APPROVAL

Client is entitled to rounds of substantive revision per deliverable without additional fee. Additional revisions requested by Client beyond the included revisions will be billed at . Service Provider will provide draft copy for Client review; Client must provide approval or consolidated revision requests within calendar days of receipt to avoid schedule delays.

PAYMENT TERMS

Late payments shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law on amounts outstanding more than days after invoice. In addition to interest, Client shall be responsible for reasonable collection costs and attorneys' fees incurred to collect overdue amounts.

TERM AND TERMINATION

This Agreement shall commence on the Start Date: and shall continue until the End Date: unless earlier terminated pursuant to this section.

Either party may terminate this Agreement for convenience upon days' prior written notice. Either party may terminate immediately for material breach where the breaching party fails to cure such breach within 15 days after receipt of written notice of breach. Upon termination, Client shall pay Service Provider for all work performed to date and any non‑cancelable expenses incurred.

CONFIDENTIALITY

Each party (the "Receiving Party") shall maintain in confidence all non-public information disclosed by the other party (the "Disclosing Party") and shall not disclose such information to any third party except as necessary to perform its obligations under this Agreement. Confidential information shall not include information that is or becomes publicly available through no fault of the Receiving Party, is already rightfully in the Receiving Party's possession, or is independently developed. The confidentiality obligations set forth herein shall survive termination of this Agreement for years.

INTELLECTUAL PROPERTY AND LICENSE

Upon Client's payment in full of all fees due for the applicable deliverable, Service Provider assigns to Client all right, title and interest in and to the final delivered Copy exclusively for the purposes and channels specified in the Scope of Work. Service Provider retains the right to use non-confidential elements of the Copy in its portfolio and for self-promotion unless Client has provided written notice restricting such use. Service Provider warrants that the Copy is original and does not infringe third-party rights and that any third-party materials incorporated in the Copy will be properly licensed by Service Provider or Client as agreed in writing.

If the parties agree that Service Provider will incorporate Client-supplied trademarks or copyrighted material, Client represents and warrants that it has the right to grant such use and will indemnify, defend and hold Service Provider harmless from any claims arising from Client-supplied materials.

REPRESENTATIONS, WARRANTIES AND INDEMNITY

Each party represents that it has the full right, power and authority to enter into this Agreement. Service Provider warrants that the Copy delivered shall materially conform to the agreed specifications. Client shall indemnify and hold Service Provider harmless from any claims, liabilities, damages and expenses arising from Client's materials, instructions, or use of the Copy inconsistent with the terms of this Agreement. Service Provider shall indemnify Client for third-party claims alleging that the Copy infringes third-party intellectual property rights to the extent arising from Service Provider's breach of its warranties hereunder.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. Venue for any dispute arising out of or relating to this Agreement shall be in the state or federal courts located in that state.

ENTIRE AGREEMENT

This Agreement, together with any exhibits, attachments, and accepted statements of work, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral. Any amendment to this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS PROVISIONS

Neither party may assign this Agreement without the prior written consent of the other party, except that either party may assign to an affiliate or in connection with a merger or sale of substantially all of its assets. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Sign Now