Marketing Signage Letter

MARKETING SIGNAGE LETTER

Parties and Effective Date

This Marketing Signage Letter (the "Letter") is entered into by and between Client Name: and Signage Provider / Agency Name: .

Effective Date: ,

Contact and Entity Details

Campaign and Signage Overview

Deliverables — Signage Specifications

Installation Deadline: ,

Removal Deadline: ,

Installation, Compliance, and Permits

Provider will perform installation and removal in accordance with all applicable codes, ordinances, and venue requirements. Provider is responsible for obtaining all permits, approvals and third-party consents required to install and display the signage unless otherwise stated in this Letter. Provider shall supply copies of all permits to Client upon request.

Compensation and Payment

Invoice Due Date: ,

Usage Rights and Intellectual Property

Client grants Provider a non-exclusive, non-transferable license to use Client trademarks, logos and approved imagery solely for the fabrication, installation, display and removal of the signage described in this Letter for the term and territory specified below. Any use beyond the signage scope requires prior written consent from Client.

Exclusivity

Exclusivity (if any) applies as follows. Select one:

FTC Disclosure Compliance

Both parties acknowledge that any promotional content or on-site signage that could be perceived as an endorsement must include clear and conspicuous disclosure of material connections. Provider will ensure all signage and related promotional material comply with applicable advertising and disclosure laws and will provide sample proofs to Client for approval prior to production.

Termination; Cure; Kill Fee

Termination for convenience by either party requires written notice delivered to the other party not less than days prior to the requested termination date. Termination for material breach by either party shall permit the non-breaching party to terminate if the breach is not cured within days after written notice.

If termination occurs after production has commenced, the parties agree the Provider shall be paid the agreed Kill Fee specified above and reasonable costs actually incurred through the effective date of termination.

Insurance; Indemnification; Liability

Provider shall maintain commercial general liability insurance and workers' compensation as required by law. Provider shall maintain minimum general liability limits of .

Each party shall indemnify, defend and hold harmless the other party from and against any third‑party claims, liabilities, losses, damages and expenses arising from the indemnifying party's breach of this Letter, negligence or willful misconduct in performance of its obligations.

Intellectual Property Ownership

Client retains all right, title and interest in its pre-existing trademarks, logos and copyrighted materials. Provider retains ownership of Provider's pre-existing designs and fabrication methods. Ownership of any new creative materials specifically commissioned and paid for by Client under this Letter will be as follows unless otherwise agreed in writing: Client will own final artwork delivered for the signage; Provider retains the right to use non-confidential images of completed work for portfolio and promotional purposes unless Client marks work as confidential and provides written restriction.

Governing Law and Dispute Resolution

This Letter will be governed by the laws of the governing_state: without regard to its choice of law rules. The parties agree to seek amicable resolution of disputes in good faith before initiating litigation.

Miscellaneous

Entire Agreement: This Letter, together with any exhibits and approved proofs, constitutes the entire agreement between Client and Provider regarding the subject matter and supersedes all prior agreements and understandings. Modifications must be in writing and signed by authorized representatives of both parties.

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