Product Launch Release Form

Product Launch Release Form

Company Name:

Partner Name:

Recitals

WHEREAS, Company develops or owns the product identified as "" and desires to initiate a public commercial launch; and

WHEREAS, Partner will provide launch services including but not limited to marketing, distribution coordination, and promotional support in the territory identified as ;

WHEREAS, the parties desire to set forth the terms, payment, rights, and release required to effect the planned launch on or about .

Scope of Work

Deliverables shall include creative assets, media placements, launch schedule, and distribution coordination. Partner shall provide periodic progress reports and obtain Company approval prior to public disclosure of any sensitive technical claims or pricing information.

Payment Terms

Total Fee: $ payable in accordance with the schedule below.

Deposit: $ due upon execution. Final payment due by .

Late Payment: Outstanding amounts incur a late fee of % per month after days past due, calculated daily and compounded monthly.

Term and Termination

Term Commencement: . Term Expiration: .

Either party may terminate for convenience upon days' prior written notice. Termination for material breach is effective immediately upon written notice if the breach is not cured within 15 days after receipt of notice.

Confidentiality

Each party shall maintain in confidence all nonpublic information disclosed in connection with the launch and shall not use such information except to perform obligations under this Agreement. Confidentiality obligations shall continue for a period of following termination or expiration.

Exceptions: Confidential information does not include information that is demonstrably public, rightfully received from a third party without breach, independently developed without use of confidential materials, or required to be disclosed by law, provided the disclosing party is given prompt notice and reasonable cooperation in any protective action.

Media and IP Release

Company grants Partner a limited, nonexclusive, revocable license to use Company trademarks, logos, and promotional materials solely for the purpose of executing the Scope of Work during the Term. Partner's use of Company intellectual property must comply with Company brand guidelines and is subject to prior approval for any new creative not previously authorized in writing.

Partner hereby releases and assigns to Company all rights, title, and interest in photographic, audio, and video materials created by Partner in connection with the launch (collectively, "Materials"), including the right to reproduce, distribute, and sublicense such Materials worldwide in perpetuity, subject to usage restrictions expressly identified below:

Representations, Indemnification, Limitation of Liability

Each party represents that it has full authority to enter into this Agreement and to grant the rights and licenses herein. Partner represents that any Materials furnished to Company do not infringe third-party rights and are not defamatory.

Indemnification: Each party shall indemnify, defend, and hold harmless the other party from and against any claims, liabilities, losses, and expenses (including reasonable counsel fees) arising from the indemnifying party's breach of this Agreement, negligence, or willful misconduct.

Limitation of Liability: Except for breaches of confidentiality or willful misconduct, neither party shall be liable for consequential, incidental, special, or punitive damages. Aggregate liability for any claim arising out of this Agreement shall not exceed the total fees paid by Company to Partner under this Agreement.

Governing Law; Entire 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, including any exhibits or attachments expressly incorporated herein, constitutes the entire agreement between the parties related to the subject matter and supersedes all prior contemporaneous agreements, proposals, or representations, whether written or oral. Any modification must be in writing and signed by authorized representatives of both parties.

Acknowledgment

By signing below, each party acknowledges that it has read, understands, and agrees to be bound by the terms set forth in this Product Launch Release Form and that the person signing has authority to bind the party on whose behalf the signature is provided.

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