Marketing Printing Collaterals

MARKETING PRINTING COLLATERALS AGREEMENT

This Marketing Printing Collaterals Agreement (the Agreement) is entered into by and between Client Name: and Service Provider Name: . Effective Date: .

WHEREAS

WHEREAS, Client requires printing and production services for marketing materials including but not limited to brochures, flyers, posters, and point-of-sale displays (Collectively, the Collaterals); and

WHEREAS, Service Provider represents that it has the expertise, facilities and personnel to produce the Collaterals in accordance with the specifications and schedule set forth herein; and

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, the parties agree as follows:

SCOPE OF WORK

Service Provider shall provide design preparation, pre-press proofing, printing, finishing, and delivery of the Collaterals in accordance with the specifications below and any approved proofs. Specific deliverables, quantities, substrate, color requirements, and finishing instructions shall be set out in the Scope of Work description.

PROOFS, APPROVALS AND REVISIONS

Service Provider shall provide proofs for Client approval prior to production. Client shall review proofs and provide written approval or consolidated change requests within business days of receipt. Delays in approval that extend production schedule shall not constitute a breach by Service Provider and may result in additional charges.

PAYMENT TERMS

Client shall pay Service Provider the fees set forth below in consideration for the Services. All amounts are payable in United States dollars unless otherwise agreed in writing. Taxes (if any) are the responsibility of the Client unless a certified exemption is provided in writing.

Late payments shall accrue interest at the rate of on the outstanding balance, or the maximum rate permitted by law, whichever is lower.

DELIVERY AND ACCEPTANCE

Delivery terms: Collaterals will be delivered to Delivery Address: . Risk of loss passes to Client upon delivery to the carrier or upon Client pickup, as applicable.

Client shall inspect delivered Collaterals within business days and shall provide written notice of any nonconformity. Failure to provide timely written notice constitutes acceptance.

INTELLECTUAL PROPERTY AND OWNERSHIP

Client retains ownership of Client-provided artwork and trademarks. Service Provider retains ownership of prepress tooling, plates, and internal production materials unless otherwise agreed in writing. Upon full payment of all sums due, Service Provider assigns to Client the deliverables specifically created for the Collaterals and identified in the Scope of Work, subject to preexisting third-party rights.

CONFIDENTIALITY

Each party shall keep confidential all non-public information disclosed by the other party for the purposes of this Agreement and shall use such information solely to perform its obligations. Confidential information does not include information that is or becomes public through no breach of this Agreement, or that is rightfully received from a third party without restriction.

TERM AND TERMINATION

Term: This Agreement commences on Start Date: and continues until End Date: , unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for material breach if the breaching party fails to cure the breach within days after receiving written notice. Either party may terminate without cause upon days' written notice to the other party. Upon termination, Client shall pay Service Provider for all work performed and non-cancelable commitments incurred through the effective date of termination.

WARRANTIES, INDEMNITY AND LIMITATION OF LIABILITY

Service Provider warrants that printed Collaterals will conform to the approved proofs and will be free from defects in materials and workmanship for a period of days after delivery. Except as expressly stated, Service Provider disclaims all other warranties, express or implied.

Each party agrees to indemnify and hold harmless the other from third-party claims arising from its breach of this Agreement or from its negligence or willful misconduct. Neither party shall be liable for consequential, incidental, or punitive damages. The aggregate liability of either party for direct damages arising out of or in connection with this Agreement shall not exceed the total amount actually paid by Client to Service Provider under this Agreement.

INSURANCE

Service Provider shall maintain commercial general liability and, where applicable, product liability insurance in amounts reasonable for the scope of work and shall provide evidence of insurance upon Client request. Insurance shall not limit Service Provider's indemnification obligations.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. The parties agree to attempt to resolve disputes in good faith, and to submit unresolved disputes to binding arbitration in accordance with the parties' written arbitration agreement or, absent such agreement, arbitration rules mutually agreed at the time of dispute.

ENTIRE AGREEMENT; AMENDMENTS

This Agreement, including any attached exhibits and approved proofs incorporated by reference, constitutes the entire agreement between the parties and supersedes all prior negotiations and understandings. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS

Assignment: Neither party may assign this Agreement without the prior written consent of the other party, except that Service Provider may assign to an affiliate or in connection with a sale of substantially all of its assets. Notices: All notices under this Agreement must be in writing and delivered to the addresses set forth below or to addresses subsequently designated in writing.

Sign Now