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Unformatted text preview: Ad Agency Agreement Template
The purpose of this tool is to help you develop an ad agency agreement. How to Use this Template
Complete the following sections and have this agreement reviewed by legal. Advertising and Marketing Serv ices Agreement
Agreement Between Enter Agency Name Here And Enter your Company Name Here Date: DD/MMMM/YYYY Table of Contents 1. Description of Services 3 2. Fees and Terms 3 3. Duration 4 4. General Conditions 4 It is hereby agreed upon, by and between, ______________________, hereinafter
referred to as CLIENT, and _________________, hereinafter referred to as AGENCY,
that the CLIENT will retain AGENCY to provide the products and services necessary
to conduct advertising and marketing campaigns as agreed to by b oth parties
starting on the 1st day of ________, 200___. 1. Description of Services:
CLIENT engages AGENCY to render, and AGENCY agrees to ren der to CLIENT, certain services in connection with Advertiser's planning, preparing and placing of
advertising for certain of CLIENT’s products as follows:
A. Analyze CLIENT’s current and proposed products and services and present
and potential markets.
B. Create, prepare and submit to CLIENT for its prior approval advertising ideas
C. Prepare and submit to CLIENT for its prior approval estimates of costs and
expenses associated with proposed advertising ideas and programs.
D. Design and prepare, or arrange for the design and preparation of,
E. Perform such other services as CLIENT may request from time to time such
as, but not limited to, direct mail advertising preparation, speech writing,
publicity and public relations work, market research and analysis.
F. Order advertising space, time or other means to be used for publication of
CLIENT’s advertisements, at all times endeavoring to secure the most efficient
and advantageous rates available. G. Proof for accuracy and completeness of insertions, di splays, broadcasts, or
other forms of advertisements.
H. Audit invoices for space, time, material preparation and charges. 2. Fees and Terms:
A. Fees: Upon execution of this agreement, CLIENT agrees to pay AGENCY a
retainer fee based on a ____________________RETAINER PACKAGE at the
rate of $___________ per month. CLIENT will be charged by AGENCY for
additional products and or services as ordered by the CLIENT that are not
included in the __________RETAINER PACKAGE at the price(s ) posted on the AGENCY PRODUCTS/SERVICES list which is considered as part of this
agreement. CLIENT agrees to pay AGENCY all pre-approved delivery charges,
along with reasonable out of pocket miscellaneous expenses and travel to a
maximum of $200 USD/day, on products and or services ordered by the
CLIENT and provided by the AGENCY.
B. Terms: All bills for products and or services ordered by the CLIENT are to be
paid to AGENCY as ordered or as a debit from funds pre -paid by the CLIENT
to the AGENCY at least fifteen days prior to the 1st. of the associated month
and held by the AGENCY in a non interest bearing account. All bills not paid
shall bear an interest at the rate of 18% per annum. 3. Duration:
This agreement shall be for a period of _________, commencing on ____________.
This agreement shall thereafter be automatically renewed for consecutive six month
periods until canceled by either party as provided herein. Either party can cancel said
agreement upon sixty days written notice by certified mail, addressed to:
A. CLIENT Address
B. AGENCY Address 4. General Conditions:
A. CLIENT agrees to indemnify and hold AGENCY harmless from and against any
and all claims relating to this Agreement arising out of acts of conduct of
CLIENT including, but not limited to, any financial obligations incurre d by
AGENCY on behalf of CLIENT and attorney fees required to defend the
AGENCY. CLIENT is responsible to review all creative and advertisements to
ensure compliance with all local and/or federal regulations.
B. In the event that CLIENT cancels or terminates this Agreement, and/or work
has been done prior to the termination, CLIENT agrees to pay all costs
incurred, including any future non-cancelable commitments after the termination becomes effective.
C. In the event that it should be necessary or proper for e ither party to bring
any action arising under or in connection with this Agreement the prevailing
party shall be entitled to recoup all costs and reasonable attorney fees incurred in connection therewith, including reasonable attorney fees through
and including post-judgment and appellate proceedings. This Agreement shall
be enforced and governed by the laws of __________________ . The
jurisdiction and venue for any such litigation shall solely and exclusively
D. CLIENT agrees and understands that AGENCY shall act on behalf of CLIENT
but will not be liable for payment of media and purchases placed on behalf of
CLIENT that have not been paid to AGENCY by CLIENT.
E. Upon payment in full to AGENCY, CLIENT shall not own any rights to any
products/services or work and materials created by the AGENCY except as
provided for in this agreement. CLIENT is leasing the use of the products /
services and work and Material provided by the AGENCY for CLIENT’S
exclusive use for advertising at the dealership(s) listed in this agreement for
the duration and under the terms of this agreement.
F. All products and or services provided by the AGENCY are for the exclusive use
of the CLIENT for the dealership(s) listed in this agreement and may not be
copied or sold to another party. G. Miscellaneous: The CLIENT hereby represents and warrants that the CLIENT
has full legal right and authority to execute, deliver, and perform under this
Agreement, and that the officer’s execution of this Agreement on behalf of the
CLIENT is with the full knowledge of the CLIENT and with the power and
authority to do so. This Agreement is not assignable by the parties without
the prior written consent of the other. This Agreement constitutes the entire
Agreement between the parties hereto relating to the subject matter hereof,
and supersedes all prior written or oral agreements, commitments, representations, or understandings with respect to the matters provided for
herein, and no modification shall be binding unless set forth in writing and
duly executed by each party hereto.
IN WITNESS THEREOF, the parties hereby affix their hands and seals the day and
year first above written.
BY_______________________ BY_________________________ Witness___________ Date______ Witness___________ Date______ ...
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