Orange County NC Website
a:806 McCulloch Street,Suite 102,Raleigh,NC 27603 p:919.544.2193 w:cleaninc.com <br />The Client will own all rights to all versions of advertising projects that have been invoiced and paid for.This <br />includes camera-ready output,negative film,reels,and press plates,where applicable.Electronic files of Client <br />projects are also owned by the Client but will remain in the Agency’s custody for the contract period. <br />Confidentiality <br />The Agency shall maintain the confidentiality of all information designated by the Client as being secret or <br />confidential. <br />Liability <br />Indemnification: <br />•We agree to exercise our best judgement in the preparation and placement of all advertising and <br />publicity for the Client,with a view to avoiding claims,suits,or proceedings being made or instituted <br />against the Client or the Agency.It is mutually agreed,however,that to the extent allowed by <br />applicable law,the Client will indemnify the Agency against any loss the Agency may incur as the <br />result of any claims,suits,or proceedings made or brought against the Agency based upon any <br />advertising or publicly that the Agency prepared for the Client and that the Client approved before its <br />publication or broadcast. <br />•The Client will also indemnify the Agency to the extent allowed by applicable law against any loss the <br />Agency may sustain as a result of any claim,suit,or proceeding made or brought against the Agency <br />based upon any advertising element (i.e.,photographs,artwork,etc.)that is furnished by the Client and <br />that allegedly violates the personal or property rights of any person or corporate entity if the Client <br />approved in writing the use of said advertising element before its publication or broadcast. <br />•The Agency shall not be held liable for failure of media or suppliers to meet their obligations.•The <br />Agency shall not be liable for delay,or omission,or error,in any advertisement in the absence of willful <br />fault or neglect. <br />•Nothing in this agreement shall be deemed to require the Agency to undertake any campaign or <br />prepare any advertising or publicity that in the Agency ’s judgement is misleading,libelous,unlawful, <br />indecent,or otherwise prejudicial to the Agency or the Client ’s interest. <br />Term and Termination <br />This Agency of Record contract shall begin July 1,2023 and continue for the next fiscal year until <br />terminated by either party giving ninety (90)days’advance notice in writing.The contract may also be <br />terminated sooner,providing that all invoices for completed work and/or work in progress at the time of <br />termination are paid in full.In the event of termination,the Client will be responsible for expenses and <br />charges approved prior to termination,including media ordered and production ordered. <br />Assignment <br />This Agreement is not assignable by the Agency without the express written permission of the Client. <br />Governing Law <br />DocuSign Envelope ID: 748B1B59-8971-48E1-8D31-C296098593AFDocuSign Envelope ID: F58DEB3D-D027-4315-B5DC-5EF4F920FC7B