Marketing Publications Template

MARKETING PUBLICATIONS TEMPLATE

This Marketing Publications Agreement (the Agreement) is entered into as of by and between Client Name: with Address: and Service Provider Name: with Address: .

Recitals

WHEREAS, Client desires to prepare and publish marketing collateral, publications, and related promotional materials (the Deliverables) to promote Client's products or services; and

WHEREAS, Service Provider has the expertise and resources to prepare, design, edit, and produce the Deliverables described in this Agreement; and

WHEREAS, the parties wish to set forth the terms and conditions under which the Deliverables will be produced, reviewed, approved, and published.

Scope of Work

Service Provider shall perform the services set forth in this Scope of Work and the schedules attached or incorporated herein. The Scope of Work shall include specifications, formats, quantities, timelines, and approval procedures for each publication.

Print materials (brochures, flyers)   Digital publications (PDFs, e-brochures)   Social media assets   Other:

Payment Terms

Client shall pay Service Provider for the services and Deliverables as follows:

All invoices are due net upon receipt unless otherwise specified above. Client shall notify Service Provider in writing of any disputed amounts within ten (10) business days of invoice receipt; undisputed amounts remain payable in accordance with this Agreement.

Term and Termination

This Agreement shall commence on and shall continue in effect until unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for convenience upon days' prior written notice to the other party. Either party may terminate immediately for material breach if the breach is not cured within thirty (30) days after written notice specifying the breach.

Upon termination, Client will pay Service Provider for services performed and expenses incurred through the effective date of termination. Service Provider shall deliver any completed or in-progress Deliverables to Client upon receipt of final payment for work performed through termination.

Intellectual Property and Use of Deliverables

Unless otherwise agreed in writing, upon full payment of all fees due under this Agreement, Service Provider assigns to Client all right, title and interest in the final Deliverables created specifically for Client hereunder. Service Provider retains ownership of pre-existing materials, templates, source files, and non-substantive components provided by Service Provider.

Confidentiality

Each party agrees to maintain in confidence all Confidential Information disclosed by the other party. "Confidential Information" means non-public information disclosed in any form that is designated as confidential or that reasonably should be understood to be confidential given its nature and the circumstances of disclosure.

Confidentiality obligations shall survive termination of this Agreement for a period of years, except for trade secrets which shall be protected for so long as they remain trade secrets under applicable law. Permitted disclosures include disclosures required by law or to professional advisors under confidentiality obligations.

Approval and Publication

Client shall provide timely feedback and approvals in accordance with the Deliverables Schedule. Service Provider is entitled to two rounds of reasonable revisions for each Deliverable unless additional revisions are agreed in writing. Additional revisions will be invoiced at the hourly rate agreed by the parties.

Representations; Warranties; Indemnity

Each party represents that it has the full power and authority to enter into this Agreement. Service Provider warrants that Deliverables will not knowingly infringe third-party intellectual property rights and that all third-party materials incorporated will be licensed for the intended uses. Client shall indemnify and hold Service Provider harmless from claims arising from Client-provided content, materials, or approvals.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflicts of law principles.

Entire Agreement

This Agreement, together with any schedules or exhibits executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral. Any amendment must be in writing and signed by both parties.

Miscellaneous

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

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