This Marketing Contract (hereinafter referred to as “Contract”) is made and entered into on Effective Date (hereinafter referred to as “Effective Date”)
By and Between
Sender Company (hereinafter referred to as “Company”) having its registered office at Sender Company Office Address, and;
Client Company (hereinafter referred to as “Client”) having its registered office at Client Company Address.
The Company and Client are individually referred to as “Party,” and collectively as “Parties.”
WHEREAS the Client wishes to engage the Company to market, promote, and sell its Product(s) (hereinafter referred to as “Product(s)”), and the Company agrees to provide the same according to the terms and conditions of this Contract.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the adequacy and sufficiency of which is hereby acknowledged, the Parties hereto agree as follows:
The following terms and conditions shall prevail under any circumstances.
During the term of the Contract, the Company shall perform Services for the Client in connection with the planning, research, advertising, marketing, consulting, and/or digital marketing services. The Company shall provide the following Services (hereinafter referred to as “Services”) to the Client:
(a) Plan and provide a branding strategy for the Client
(b) Create upgraded label designs for the current packaging of the Client’s Product(s)
(c) Promote the Product(s) on social media
(d) Add more Services, if any
If the Client wishes to assign additional projects to the Company beyond the Services outlined in the scope of work, the Company agrees to accept such projects only upon additional compensation being paid to the Company.
This Contract shall start on the Effective Date and shall continue for a time period of Contract Term unless otherwise extended with the mutual agreement of both the Parties.
In consideration of the Services provided by the Company, the Client agrees to pay the Company a flat monthly fee of Total Monthly Fee.
The Client shall reimburse the Company for reasonable out-of-pocket travel expenses, including transportation, lodging, mileage, and meals incurred in rendering Services (hereinafter collectively referred to as “Expenses”).
(a) All intellectual property rights arising out of the Services rendered to the Client exclusively shall become the property of the Client upon completion of payment to the Company.
(b) All rights, titles, and interests that the Parties owned prior to the Effective Date, whether created, developed, or used in the performance of this Contract, shall at all times remain owned by the respective Parties.
For the term of this Contract, the Company shall have the exclusive rights to market the Product(s)/Services of the Client.
The Client shall grant the Company a non-exclusive, non-transferable, royalty-free license to use the Client's trade names, logos, trademarks, etc., in order to perform the Services.
The Client acknowledges that the Company, in the rendition of the Services hereunder, may engage third-party suppliers and subcontractors (hereinafter referred to as “Subcontractors”) from time to time to provide certain services.
(a) The Company hereby represents that it has the expertise, knowledge, experience, and all the mandatory licenses, certificates, and permits needed to render the said Services.
(b) Both Parties agree to uphold all the laws and legal requirements of the state of Governing Law.
(c) In addition, the Company shall conform to moral, ethical, and relevant professional standards pertaining to the delivery of Services in the course of executing all the obligations and Services under this Contract.
(d) The Company warrants to render the said Services in the most efficient and timely manner.
(e) The Company shall take special care that all the roles and responsibilities undertaken as per the terms and conditions of this Contract are executed while providing the Services.
(f) The Client acknowledges that the Company shall not be held responsible for any hindrance which is out of the scope and responsibility of the Company to control or avoid.
The Company shall keep the Client informed with respect to the work being carried out to render the Services with updated reports on a monthly basis. Both Parties agree to conduct a Meeting Frequency meeting to discuss this report and any upcoming tasks related to this Contract.
The Parties to this Contract agree that each shall treat all information provided by a Party to the other during the term of this Contract as confidential. All confidential information provided by a Party hereto shall be used by the other Party solely for the purposes of rendering Services pursuant to this Contract and shall not be disclosed to any third party without the prior consent of such providing Party.
Either Party may terminate this Contract if any Party fails to perform any of its obligations under this Contract or if there is a breach of any of the warranties provided herein, and if such failure is not cured within Number of days to remedy breach day(s) (unless extended by the Party) after written notice to the Party at fault, the Parties shall be entitled to seek and obtain all remedies available to them in law.
This Contract may be terminated by either Party, with or without cause, by giving Termination Notice Period in Days day(s) prior written notice to the other Party.
Upon expiration or termination of this Contract for any reason, each party shall promptly return to the other party all documents and other material containing confidential information.
The Client agrees to indemnify the Company from and against any claim, damages, cost, loss, expense, or any kind of liability arising out of or in connection with this Contract for any act or non-performance of an act by the Client as per the terms and conditions herein.
Neither Party shall be liable to the other Party for indirect, special, or consequential damages arising out of this Contract hereunder, including but not limited to loss of profits or equipment or other costs.
Under this Contract, the Client hires the Company as an independent contractor. The Client and the Company shall not establish any partnership, joint venture, or employer-employee relationship.
In the event of any dispute arising in and out of this Contract between the Parties, it shall be resolved by arbitration. There shall be Number of Arbitrators arbitrator(s), who shall be appointed by Arbitration Appointing Party Name. The venue of arbitration shall be Location of Arbitration, and the Seat shall be State of Seat. The arbitrators' decision shall be final and binding on both Parties.
Neither Party may assign this Contract or the rights and obligations thereunder to any third party without the prior express written approval of the other Party, which shall not be unreasonably withheld.
The Parties agree that this Contract shall be governed by the laws of Governing Law. In the event the Parties do business in different states, this Contract shall be governed by the laws of Jurisdiction.
In the event any provision of this Contract is deemed to be invalid or unenforceable, in whole or part, that part shall be severed from the remainder of this Contract, and all other provisions shall remain in full force and effect as valid and enforceable.
No modification or waiver of the provisions of this Contract shall be valid or binding on either Party unless in writing and signed by both Parties.
Neither of the Parties will be liable for failure or delay to perform obligations under this Contract, which have become practicably impossible because of circumstances beyond the reasonable control of the applicable Party.
The Parties acknowledge that this Contract sets forth and represents the entire contract between both Parties. If the Parties are willing to change/add/modify any terms, they shall be in writing and signed by both Parties.
Any notices required or permitted by this Contract shall be in writing and delivered by certified mail or courier to the mentioned addresses of the Parties, respectively.
IN WITNESS WHEREOF, the Parties agree to the terms and conditions set forth above as demonstrated by their signatures as follows:
Client Company
Sender Company
Name:
Name:
Signature:
Signature:
Date:
Date: