Marketing Redesign Template

MARKETING REDESIGN TEMPLATE

Parties and Effective Date

This Marketing Redesign Agreement (the Agreement) is entered into by and between:

Effective Date:

Campaign Overview

Campaign Name:

Scope of Work & Deliverables

The Agency will perform a redesign of specified marketing assets and related services. Deliverables, formats, quantities, and deadlines are set forth below.

Format:    Quantity:    Deadline:

Format:    Quantity:    Deadline:

Schedule, Milestones, and Acceptance

Project Start Date:

Target Completion Date:

Client shall provide written acceptance or rejection within days of delivery. Revisions and acceptance procedures are described in Section: Revisions and Approvals.

Compensation & Payment Terms

Total Fee:

Reimbursable Expenses (if any):

Revisions, Change Orders, and Additional Work

The scope includes rounds of minor revisions per deliverable. Additional work requested by Client will require a written change order and may incur additional fees and timeline adjustments.

Usage Rights, License Grant, and IP Ownership

Upon full payment, Agency grants Client a non-exclusive, non-transferable license to use the final deliverables for the agreed channels and territories described herein. Territory: Duration:

Notwithstanding the foregoing, Agency retains ownership of pre-existing materials and underlying tools, templates, and source files unless expressly assigned. Transfer of exclusive ownership of source files must be specified in writing and may require an additional fee.

FTC Disclosure Compliance

Both parties acknowledge and agree that all influencer or paid promotion content must include clear, conspicuous disclosures consistent with applicable advertising guidance. Agency will propose disclosure language; Client reserves final approval. Agency certifies that all material sponsored by Client will be labeled as paid content where required.

Exclusivity

Is Client requesting exclusivity for the Agency's services in the campaign category?

Yes    No

Confidentiality

Each party will maintain the confidentiality of the other's proprietary information and not disclose such information except as required to perform under this Agreement. Confidential information excludes materials that are publicly known, independently developed, or rightfully obtained from a third party.

Representations, Warranties & Indemnification

Each party represents that it has the authority to enter this Agreement. Agency represents that deliverables will not knowingly infringe third-party rights. Each party agrees to indemnify the other for breaches of representations and will defend against third-party claims where applicable, subject to the limitations and procedures specified herein.

Termination and Kill Fee

This Agreement may be terminated by either party upon written notice. If Client terminates for convenience prior to completion, Client will pay a kill fee equal to the sum of (a) work completed to date, (b) non-cancellable third-party costs, and (c) a termination fee of: .

Records, Reporting and Audit Rights

Agency will maintain records of time and expenses related to the services and will provide periodic reports as agreed. Client may request up to one audit of Agency's records per contract year upon reasonable notice and during normal business hours.

Governing Law and Dispute Resolution

This Agreement will be governed by and construed in accordance with the laws of the state specified below. Parties agree to attempt good faith negotiation prior to initiating any litigation.

Notices

All notices required under this Agreement shall be in writing and delivered to the addresses listed below or such other address as a party may designate in writing.

Miscellaneous

Entire Agreement: This Agreement, including attachments and change orders, constitutes the entire agreement between the parties. No oral modifications shall be binding except by written amendment signed by both parties.

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