Outdoor Yard Signs Template

OUTDOOR YARD SIGNS TEMPLATE

This General Business Agreement ("Agreement") is entered into as of Date: by and between Client Name: (Client) and Service Provider Name: (Provider).

RECITALS

WHEREAS, Client desires to have outdoor yard signs produced, delivered and, if specified, installed at one or more locations to promote Client's business, event or campaign; and

WHEREAS, Provider is engaged in the business of designing, manufacturing, printing and installing outdoor signage and represents that it has the experience, personnel and equipment necessary to furnish the services described in this Agreement; and

WHEREAS, the parties desire to set forth in writing the terms and conditions under which Provider will perform services and supply materials for the fabrication, delivery and installation of outdoor yard signs.

SCOPE OF WORK

Provider will perform the following work and deliverables in accordance with the terms of this Agreement. Specific quantities, dimensions, materials, installation methods and site locations shall be described below and in the Scope of Work detail.

PAYMENT TERMS

Total Contract Price: $

Deposit due on execution: $ . Balance due upon completion/delivery: $ . Alternatively, payment schedule:

Final invoice is due within days of invoice date. Late payment shall accrue a late fee equal to dollars or interest at per month, whichever is greater, calculated from the invoice due date until paid in full.

DELIVERY, INSTALLATION & SITE ACCESS

Delivery date (estimated): . Installation date (if applicable): .

Client represents that Client has obtained all required permissions, easements or property owner consents for sign placement. Provider may rely on Client's representation and is not responsible for removal of signs placed without proper authorization. If Provider is to obtain permits, additional fees and timelines may apply as set forth in the Scope of Work.

TERM AND TERMINATION

Term Start Date: . Term End Date (if applicable): .

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within days after receipt of written notice. Either party may terminate for convenience upon days' prior written notice; in such event, Client shall pay Provider for all work performed and materials purchased through the effective date of termination.

CONFIDENTIALITY

"Confidential Information" means non-public business, technical and financial information disclosed by one party to the other, whether marked confidential or reasonably understood to be confidential. Each party agrees to (i) maintain Confidential Information in strict confidence, (ii) use Confidential Information only to perform its obligations under this Agreement, and (iii) limit access to Confidential Information to employees, contractors and agents who have a need to know and are bound by confidentiality obligations at least as protective as those herein. Confidential Information shall not include information that (a) is or becomes publicly available through no fault of the receiving party, (b) was rightfully known by the receiving party prior to disclosure, or (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information.

INTELLECTUAL PROPERTY; LICENSES

Client warrants that Client owns or has licensed all rights to use any trademarks, logos, images or other material provided to Provider for incorporation into the signs. Client grants Provider a limited, non-exclusive license to reproduce Client-provided materials solely for the purpose of performing under this Agreement. Provider retains all rights in Provider's preexisting designs and any design work created by Provider for Client until full payment is received, at which time ownership transfers as expressly provided in the Scope of Work.

INDEMNIFICATION

Each party shall indemnify, defend and hold harmless the other party, its officers, directors and employees from and against any third-party claims, damages, liabilities, costs and expenses (including reasonable attorney fees) arising out of the indemnifying party's breach of this Agreement, negligence or willful misconduct in connection with performance 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 conflicts of law principles.

ENTIRE AGREEMENT

This Agreement, together with any attachments, exhibits and accepted purchase orders expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, negotiations and representations, whether written or oral. Any modification to this Agreement must be in writing and signed by both parties.

NOTICES

MISCELLANEOUS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The headings in this Agreement are for convenience only and shall not affect interpretation. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party, except that Provider may subcontract portions of the work provided that Provider remains responsible for performance.

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