ADVERTISING / MARKETING SERVICES AGREEMENT
This Agreement is made on [Effective Date] between [Agency Name] and [Client Name].
1. Parties. This Advertising / Marketing Services Agreement is made between [Agency Name], of [Agency Address] (the "Agency"), and [Client Name], of [Client Address] (the "Client"), together the "Parties".
2. Scope and Deliverables. The Agency shall provide the advertising and marketing services described in Schedule A, including [strategy, creative, media buying, digital campaigns, social media and reporting], and deliver the agreed campaign deliverables and metrics.
3. Term. This Agreement is effective from [Effective Date] for [Number] months, renewable by mutual written consent.
4. Fees, Payment and GST. The Client shall pay agency fees of Rs. [Amount] per [Period] plus approved media and production costs, exclusive of GST, which shall be charged at the applicable rate on valid tax invoices. Payment is due within [Number] days. TDS shall be deducted as per law. Media spends shall be pre-approved by the Client.
5. Obligations. The Agency shall perform the Services professionally, comply with advertising codes and applicable laws, and obtain necessary approvals. The Client shall provide brand guidelines, approvals and timely payment.
6. Intellectual Property. On full payment, all campaign creatives and deliverables developed specifically for the Client vest in the Client, subject to the Agency retaining its pre-existing tools and third-party licensed assets.
7. Confidentiality. Each Party shall protect the other's Confidential Information and use it only to perform this Agreement.
8. Indemnity. The Agency shall indemnify the Client against claims that its creatives infringe third-party rights; the Client shall indemnify the Agency against claims arising from Client-supplied materials or product claims.
9. Termination. Either Party may terminate on [Number] days notice, or immediately for material breach uncured within [Number] days. Fees and committed media costs up to termination remain payable.
10. Governing Law, Jurisdiction and Arbitration. This Agreement is governed by the laws of India, subject to the exclusive jurisdiction of the courts at [City]. Disputes shall be referred to a sole arbitrator under the Arbitration and Conciliation Act, 1996, seated at [City], in English.
For [Agency Name]
Authorised Signatory
For [Client Name]
Authorised Signatory