News Release Template

NEWS RELEASE PRODUCTION AND DISTRIBUTION AGREEMENT

This News Release Production and Distribution Agreement (the Agreement) is made as of by and between:

Client Name:

Provider Name:

RECITALS

WHEREAS, Client desires to prepare, approve and distribute a news release concerning Client's products, services or corporate developments; and

WHEREAS, Provider is engaged in the business of preparing, editing, and distributing news releases and has the capability and expertise to provide such services on the terms set forth in this Agreement; and

WHEREAS, the parties wish to memorialize their agreement governing production, approval, distribution, compensation, confidentiality and related matters.

SCOPE OF WORK

Provider will produce and/or coordinate the release and distribution of the news release (the Work) in accordance with Client instructions and the deliverables identified below. Provider's obligations include drafting, editing, client review cycles, formatting, asset handling, and distribution to agreed media lists.

Standard deliverables (select applicable): Headline Subhead Release Body Boilerplate Media Assets Distribution List/Service

NEWS RELEASE TEMPLATE (TO BE COMPLETED AND APPROVED)

Release Status: For Immediate Release Embargoed Until Embargo Date:

Release Date:   Dateline (City):

MEDIA CONTACT

PAYMENT TERMS

Client shall pay Provider the fees specified below in consideration for the Work. Fees exclude applicable taxes and reasonable pre-approved expenses.

Overdue amounts will accrue interest at from the due date until paid. Provider may suspend distribution for nonpayment after days' written notice.

TERM AND TERMINATION

This Agreement commences on Start Date: and continues until End Date: unless earlier terminated as provided herein.

Either party may terminate for convenience upon days' advance written notice. Either party may terminate for material breach if the breach remains uncured for 30 days following written notice. Termination will not relieve Client of payment obligations for Work performed or approved prior to termination.

CONFIDENTIALITY

Each party acknowledges that it may receive confidential information of the other party in connection with the Work. Confidential information shall include non-public business, marketing, technical, financial, and personnel information disclosed in writing or designated verbally at disclosure and confirmed in writing within 10 days. Each party shall (i) hold confidential information in strict confidence; (ii) not disclose it to third parties except to employees, contractors or agents who have a need to know and are bound by confidentiality obligations; and (iii) use such information only to perform obligations under this Agreement. The obligations of confidentiality do not apply to information that is or becomes public through no breach of this Agreement, is rightfully received from a third party without restriction, or is independently developed.

INTELLECTUAL PROPERTY; USAGE RIGHTS

Provider grants Client a non-exclusive, non-transferable license to use the final approved release and associated media assets for Client's marketing and public relations purposes. Provider retains the right to use non-confidential examples of the Work in Provider's portfolio. Client represents and warrants that it has rights to all materials supplied to Provider and will indemnify Provider for any third-party claims arising from Client-supplied content.

LIMITATION OF LIABILITY

EXCEPT FOR WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS. IN NO EVENT SHALL A PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE TOTAL FEES PAID BY CLIENT TO PROVIDER UNDER THIS AGREEMENT.

GOVERNING LAW

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

ENTIRE AGREEMENT

This Agreement, including the Scope of Work and any attachments signed by the parties, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, proposals and communications, whether oral or written. Any amendments must be in writing and signed by authorized representatives of both parties.

NOTICES

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

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