Puppet Design Template

PUPPET DESIGN TEMPLATE

Parties

Designer Name:

Client Name:

WHEREAS

WHEREAS, Designer is engaged in the business of designing and producing puppets, mechanical assemblies, and related design documentation; and

WHEREAS, Client wishes to retain Designer to create a bespoke puppet design and related deliverables described in this Agreement, and Designer agrees to provide such services under the terms set forth below; and

WHEREAS, the parties intend that intellectual property rights, payment terms, delivery schedule, and confidentiality obligations be governed by this written Agreement.

Scope of Work

Designer shall perform design, prototyping, and documentation services for the puppet described below and shall deliver the deliverables identified in this section in accordance with the schedule set forth in this Agreement.

Check all that apply:

Small parts compliance / choking hazard considerations
Flammability standards compliance
Electrical safety for powered components

Deliverables & Schedule

Initial Concept Delivery:

Prototype Delivery:

Final Documentation Delivery:

Payment Terms

Total Contract Amount: $

Late Payment Fee:

Revisions and Change Orders

Designer shall incorporate up to two rounds of minor revisions per deliverable included in the total amount. Additional changes requested by Client that materially alter scope shall be subject to a written change order specifying additional fees and adjusted schedule.

Term and Termination

Agreement Start Date:

Agreement End Date (if applicable):

Either party may terminate this Agreement for material breach if such breach remains uncured for days after written notice. Termination for convenience requires days written notice.

Intellectual Property

Unless otherwise agreed in writing, Designer retains ownership of preliminary concepts, sketches, and underlying design methodologies. Upon full payment of amounts due under this Agreement, Designer grants Client a non-exclusive, perpetual license to use the final approved puppet design documentation for the Client's internal and commercial manufacture, subject to third-party component licenses and moral rights of third-party contributors.

Confidentiality

Each party shall hold Confidential Information of the other in strict confidence and shall not disclose it to any third party except as necessary to perform this Agreement or as required by law. Confidential Information does not include information that (i) is or becomes public through no breach of this Agreement, (ii) was rightfully in the receiving party's possession prior to disclosure, or (iii) is independently developed by the receiving party without use of the disclosing party's Confidential Information.

Warranties; Indemnity

Designer warrants that the services will be performed in a professional manner consistent with industry standards. EXCEPT AS EXPRESSLY PROVIDED, DESIGNER DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. Client shall indemnify and hold Designer harmless from claims arising out of Client modifications to the design, manufacture or distribution of the puppet, except to the extent caused by Designer's gross negligence or willful misconduct.

Governing Law

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

Entire Agreement

This Agreement, including all exhibits and written change orders executed under this Agreement, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and communications, whether written or oral.

Acknowledgment

The parties acknowledge that they have read and understand this Agreement, that they are duly authorized to execute this Agreement, and that execution by electronic signature shall be deemed an original.

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