Signage Business Agreement

SIGNAGE BUSINESS AGREEMENT

This Signage Business Agreement ("Agreement") is made effective as of by and between Client Name: and Contractor Name: .

RECITALS

WHEREAS, Client desires to procure design, fabrication and installation of exterior and/or interior signage as more specifically described in this Agreement and in the Scope of Work; and

WHEREAS, Contractor represents that it has the experience, personnel, equipment and licenses necessary to perform the services, to comply with applicable codes, and to obtain required permits or approvals; and

WHEREAS, the parties intend to set forth the terms and conditions under which Contractor will provide signage design, fabrication, delivery and installation at the Project Location:

SCOPE OF WORK

Contractor shall perform the services described below in a professional manner and in accordance with industry standards. The Scope of Work shall include design, materials procurement, fabrication, finishing, surface mounting or freestanding installation, wiring (if applicable), cleanup, and reasonable project coordination.

PAYMENT TERMS

Total Contract Price: $ . This price covers the goods and services described in the Scope of Work, except for taxes and permit fees where applicable.

Deposit: Client shall pay an initial deposit of $ upon execution of this Agreement to commence design and procurement.

Invoicing and Payment: Contractor shall submit invoices in accordance with the Payment Schedule. Unless otherwise agreed in writing, Client shall pay all undisputed invoices within calendar days of receipt. Overdue amounts shall bear interest at (or the maximum lawful rate if lower). Client shall also be responsible for any collection costs, including reasonable attorneys' fees, incurred by Contractor to collect overdue amounts.

TERM AND TERMINATION

Term: This Agreement shall commence on the Start Date: and shall continue in effect until the End Date: , unless earlier terminated as provided herein.

Either party may terminate this Agreement for material breach if the breaching party fails to cure the breach within days after written notice. Either party may terminate for convenience upon providing days' prior written notice to the other party. Upon termination, Client shall pay Contractor for all work performed and materials ordered to the date of termination, subject to any offsets permitted by law.

CONFIDENTIALITY

Each party shall keep confidential all proprietary and non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential. Confidential information does not include information that: (a) is or becomes publicly known through no breach of this Agreement; (b) is rightfully received from a third party without restriction; (c) is independently developed without use of the other party's confidential information; or (d) is required to be disclosed by law or order of a court or governmental authority, provided that the disclosing party gives prompt notice to the other party to permit protective measures.

PERMITS, COMPLIANCE AND WARRANTIES

Contractor shall obtain all permits, inspections and approvals required for the performance of the Work unless otherwise agreed in writing. Contractor warrants that materials furnished shall be new and of good quality and that installation will be performed in a workmanlike manner for a period of days from completion. Warranty remedies are limited to repair or replacement of defective work unless otherwise agreed.

INSURANCE AND INDEMNITY

Contractor shall maintain commercial general liability and workers' compensation insurance in commercially reasonable amounts and provide certificates on request. Contractor shall indemnify, defend and hold harmless Client from and against claims, damages and liabilities arising from Contractor's negligence or willful misconduct in performing the Work, except to the extent caused by Client's negligence.

INTELLECTUAL PROPERTY

All designs, drawings and artwork created by Contractor for the Project shall remain the property of Contractor until full payment is received. Upon full payment, Contractor assigns to Client all rights necessary for Client's use of the signage at the installed location. Contractor retains the right to use non-confidential images of the completed work for marketing and portfolio purposes.

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 any attachments or documents incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, representations and understandings. Any amendment must be in writing and signed by both parties.

NOTICES

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