Marketing Rebranding Template

Marketing Rebranding Agreement

Parties and Project Identification

Recitals

WHEREAS, Client Name: desires to engage Agency Name: to perform a marketing rebranding program; and

WHEREAS, Agency represents that it has the professional expertise, personnel, and resources necessary to deliver the services described in this Agreement; and

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows effective as of Effective Date:

Scope of Work

Agency shall provide marketing, branding, creative and implementation services directed to rebranding Client's products, services, and corporate identity. Services shall include strategy, brand architecture, visual identity, messaging, brand guidelines, website creative direction, collateral templates, social assets, and a rollout plan as further described below.

Payment Terms

Client shall pay Agency the fees and reimburse expenses described below in full accordance with the schedule. All amounts are stated in U.S. dollars and are exclusive of applicable taxes unless otherwise stated.

Term and Termination

This Agreement will commence on Start Date: and will continue until End Date: unless earlier terminated as provided below.

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least Notice Period (days): days prior to the effective date of termination. Either party may terminate for material breach if the breaching party fails to cure the breach within thirty (30) days of written notice.

Confidentiality

Each party shall protect the other's Confidential Information using at least the same degree of care that it uses to protect its own confidential information, but no less than reasonable care. Confidential Information means non-public information disclosed in connection with this Agreement, whether oral, written, electronic, or other form. Confidential Information does not include information that is independently developed, becomes publicly available through no fault of the receiving party, or is rightfully obtained from a third party without restriction.

Intellectual Property

Subject to Client's payment in full of all fees due under this Agreement, Agency hereby assigns to Client all right, title and interest in and to final deliverables created specifically for Client under this Agreement, including all copyrights therein. Agency retains ownership of pre-existing materials, tools, processes, and templates used in performing the services.

Change Orders

Any changes to the scope, schedule, or fees shall be documented in a written change order signed by both parties. Change orders shall set forth the additional work, impact on schedule, and any additional fees or credits.

Representations, Warranties and Indemnification

Each party represents that it has the right to enter into this Agreement. Agency warrants that deliverables will not knowingly infringe third-party intellectual property rights. Agency shall defend, indemnify and hold Client harmless from third-party claims arising from Agency's breach of this warranty, except to the extent such claim arises from Client's approved or provided materials.

Limitation of Liability

Except for liability arising from breach of confidentiality, willful misconduct, or indemnity obligations, neither party's aggregate liability to the other for any claim arising out of or relating to this Agreement shall exceed the total fees paid by Client to Agency under this Agreement in the six (6) months preceding the claim.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of:

Entire Agreement; Amendments

This Agreement, together with all exhibits, attachments, and signed change orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. No amendment will be effective unless in writing and signed by authorized representatives of both parties.

Miscellaneous Provisions

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

Notices

Notices under this Agreement shall be in writing and delivered to the addresses set forth above or to such other addresses as a party may designate in writing. Notice is effective upon receipt.

Sign Now