Marketing Spec Sheet

MARKETING SPEC SHEET

This Marketing Spec Sheet (the "Spec") documents material campaign specifications and commercial provisions agreed between the parties below. Client Name: Agency/Creator Name: Effective Date:

Campaign Overview

Social Media Email Display Advertising Search Influencer Other:

Deliverables & Schedule

The Agency shall deliver the following items in accordance with the specifications and delivery schedule below. Each deliverable must meet the acceptance criteria set forth in this Spec.

Format:   Quantity:   Due Date:

Format:   Quantity:   Due Date:

Format/Platform:   Quantity:   Due Date:

Compensation & Expenses

Total Fee (USD):   Deposit:   Balance Due:

Reimbursable Pre-approved Expenses: Yes    Expense Cap (if any):

Usage Rights & Intellectual Property

License Grant: The Agency hereby grants the Client a Non‑Exclusive Exclusive license to use the final delivered content, subject to the terms below. Territory: Duration:

Unless otherwise agreed in writing, the Agency retains ownership of underlying intellectual property, including raw footage, source files, and creator materials. Client receives rights only as expressly granted above. Any sublicensing, transfer, or assignment requires prior written consent.

FTC Disclosure & Compliance

The Agency and Creator shall ensure that any endorsements, paid posts, or sponsored content comply with applicable advertising and disclosure requirements. Creator agrees to include clear, conspicuous disclosures on paid content indicating the material connection to the Client.

Creator confirms: Will comply with disclosure requirements, including prominent labeling of sponsored posts, and will provide examples of disclosures for Client approval prior to publication.

Exclusivity & Non-Compete

Exclusive Engagement Requested: Yes    If checked, exclusivity applies to: Term:

During any exclusivity period, the Agency shall not produce or publish content that materially promotes direct competitors defined as:

Termination & Cancellation

Either party may terminate for convenience upon days' written notice. Termination for cause may occur immediately upon material breach that is not cured within 10 days of written notice.

Kill Fee upon termination without cause: . The kill fee reflects work performed and non-recoverable third-party costs incurred through the termination date.

Representations, Warranties & Indemnity

Each party represents that it has full power and authority to enter this Spec and that performance will not violate third-party rights. The Agency warrants that final deliverables will not infringe third-party intellectual property rights and will secure any necessary licenses for third-party materials.

Indemnification: The Agency agrees to indemnify and hold harmless the Client from liabilities, losses, or claims arising from Agency's breach of the foregoing warranty, negligence, or willful misconduct. The Client agrees to indemnify the Agency for claims arising from Client-provided materials or directions that infringe third-party rights.

Approval Contact & Logistics

Confidentiality

Both parties agree to maintain the confidentiality of non-public business information exchanged in performance of this Spec. Confidential information may be used only to perform obligations hereunder and may not be disclosed except as required by law.

Miscellaneous

Governing Law: This Spec shall be governed by the laws of the jurisdiction mutually agreed upon in writing. Any amendments must be documented in writing and executed by authorized representatives of both parties.

Notices: Notices required under this Spec shall be delivered to the addresses provided below. Client Address: Agency Address:

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