Marketing Mooncake Promotion

MARKETING MOONCAKE PROMOTION

This Marketing Mooncake Promotion Agreement (the Agreement) is entered into by and between Brand/Client Name: and Agency/Creator Name: .

Effective Date: . This Agreement sets forth the parties' rights and obligations for the creation, publication, promotion, and licensing of campaign creative and related deliverables described below.

RECITALS

WHEREAS, Brand engages Agency to develop, produce, and distribute promotional materials for a mooncake promotion campaign in accordance with the terms and conditions set forth herein; and WHEREAS, Agency has the experience and capacity to provide the services described below.

CAMPAIGN OVERVIEW

Social Media (Instagram / Facebook / TikTok)
Video Platforms (Short-form/YouTube)
Email Marketing / Newsletters
In-store / Event Activation
Other:

DELIVERABLES AND SCHEDULE

Agency shall produce and deliver the following items (each a Deliverable). All Deliverables must conform to the specifications and deadlines set forth below.

Format:    Quantity:    Deadline:

Format:    Quantity:    Deadline:

COMPENSATION AND PAYMENT

Total Fee (exclusive of VAT and approved expenses): .

Deposit: due upon execution. Final Payment: due within days of invoice.

Reasonable, pre-approved out-of-pocket expenses will be reimbursed upon submission of receipts. Disputed invoices must be raised in writing within days.

USAGE RIGHTS, LICENSES, AND INTELLECTUAL PROPERTY

Subject to full payment, Agency hereby grants Brand a non-exclusive / exclusive (select one) license to use the Deliverables as follows:

License Type:    Territory:    Duration:

Unless expressly assigned below, Agency retains ownership of pre-existing intellectual property and the underlying raw materials. Final published Deliverables shall be treated as: Assigned to Brand Retained by Agency

EXCLUSIVITY

Agency exclusivity: Agency will not promote competing mooncake or similar seasonal products for the duration stated in the Duration field.
If exclusivity selected, scope and compensation for exclusivity:

FTC DISCLOSURE COMPLIANCE

Agency/Creator shall comply with applicable endorsement and advertising disclosure obligations. All paid promotions and material connections shall be clearly and conspicuously disclosed in each post using a disclosure that communicates the material connection (for example, but not limited to, “#ad” or “Sponsored by Brand”) at the time of posting.

Agency hereby certifies that the following disclosure language will be used for social posts: . Agency will ensure disclosure is prominent and consistent with platform norms.

TERMINATION AND KILL FEE

Either party may terminate this Agreement upon written notice to the other party. Notice Period: days.

If Brand terminates without cause after Agency has commenced work, Brand shall pay Agency a kill fee equal to: , plus reimbursable expenses incurred through termination date.

WARRANTIES, REPRESENTATIONS, AND INDEMNIFICATION

Each party represents and warrants that it has the authority to enter into this Agreement and that its performance will not violate any third-party right. Agency warrants that Deliverables will be original and will not infringe third-party intellectual property rights.

Indemnification: Agency shall indemnify and hold harmless Brand from any claims arising out of Agency's breach of the foregoing warranties, and Brand shall indemnify Agency for claims arising from Brand-supplied materials or Brand's failure to pay. The parties' liability for direct damages shall be limited to the total fees paid under this Agreement, except for willful misconduct or gross negligence.

CONFIDENTIALITY

Each party will keep confidential all non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential. Confidential information may only be used to perform obligations under this Agreement.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by the laws of: without regard to conflict of laws principles. The parties shall seek to resolve disputes in good faith; failing resolution, disputes will be resolved by binding arbitration in the designated jurisdiction unless otherwise agreed in writing.

NOTICES

MISCELLANEOUS

Amendments must be in writing and signed by authorized representatives. If any provision is held unenforceable, the remaining provisions shall remain in full force. This Agreement constitutes the entire agreement between the parties with respect to the subject matter herein.

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