Colorado marketing service contract template

Colorado Marketing Services Agreement

This Colorado Marketing Services Agreement (the “Agreement”) is made and effective as of [Date], by and between:

[Marketing Service Provider's Full Legal Name], a [State] [Business Type, e.g., LLC] with its principal place of business at [Marketing Service Provider's Address], hereinafter referred to as “Provider,” and

[Client's Full Legal Name], a [State] [Business Type, e.g., Corporation] with its principal place of business at [Client's Address], hereinafter referred to as “Client.”

Provider’s contact details: [Provider Contact Person Name], [Provider Phone Number], [Provider Email Address].

Client’s contact details: [Client Contact Person Name], [Client Phone Number], [Client Email Address].

1. Scope of Services

Option A: Provider will provide the following marketing services to Client: [Detailed description of marketing services, including, but not limited to: digital marketing strategy, SEO and SEM, content creation, social media management, paid advertising campaigns, media buying, brand consultancy, graphic design, email marketing, analytics reporting, and event marketing].

Option B: The specific marketing services to be provided are detailed in Exhibit A, attached hereto and incorporated herein by reference.

Option C: (Define specific measurable objectives for each service, aligning with client’s business goals). Key objectives and KPIs include: [List of Key Performance Indicators]

Client’s Business Goals: [Statement of the client's business goals].

2. Deliverables and Timelines

Option A: The key deliverables under this Agreement are as follows: [List of deliverables, e.g., Website audit, social media content calendar, advertising campaign reports].

Option B: Campaign timelines and project milestones are outlined in Exhibit B, attached hereto and incorporated herein by reference.

Option C: The following performance metrics or KPIs will be used to evaluate the success of the marketing activities: [List of KPIs, e.g., Website traffic growth, leads generated, conversions, ad impressions, ROI thresholds].

Approval processes and revision limits: [Detailed descriptions of the approval processes, including the number of permissible revisions].

3. Client Obligations

Option A: Client shall provide the following materials to Provider: [List of materials, data, access, and cooperation required from the client, e.g., brand guidelines, digital assets, audience lists, product information].

Option B: Client shall respond to Provider's requests within [Number] business days.

Option C: Client shall provide all necessary access to [Specify access needed, e.g., website backend, social media accounts, CRM].

4. Third-Party Costs

Option A: Client shall be responsible for all third-party costs, including but not limited to media spend, ad platform costs, and software subscriptions, up to a pre-approved budget of [Dollar Amount].

Option B: All third-party costs exceeding [Dollar Amount] must be approved in writing by Client prior to being incurred.

Option C: Provider shall not markup third-party costs by more than [Percentage]%.

5. Work Location and Logistics

Option A: Services will be provided remotely.

Option B: Services will be provided on-site at Client's premises located at [Client's Address].

Option C: Provider will be reimbursed for reasonable travel expenses incurred in connection with providing services under this Agreement, in accordance with Colorado state travel guidelines.

6. Fees and Payment

Option A: Client shall pay Provider a retainer fee of [Dollar Amount] per month.

Option B: Client shall pay Provider an hourly rate of [Dollar Amount] per hour.

Option C: Client shall pay Provider a flat fee of [Dollar Amount] for the services described in Section 1.

Option D: Performance-based fees will be calculated as follows: [Description of performance-based fee structure].

All fees are subject to applicable Colorado sales or excise taxes.

Late payment penalty: [Specify late payment penalty].

Invoicing: [Describe the invoicing procedure and payment schedule].

7. Intellectual Property

Option A: All original campaign content, copywriting, designs, photographs, and videos created by Provider shall be owned by Client upon full payment.

Option B: Provider retains ownership of its proprietary tools and processes. Client shall have a license to use the deliverables for [Specific Use].

Option C: Data analysis reports shall be jointly owned by Client and Provider.

8. Compliance with Laws

Provider shall comply with all applicable Colorado and federal advertising, business, anti-spam (including CAN-SPAM and Colorado's Commercial Electronic Mail statute), consumer protection, data privacy, and truth-in-advertising laws.

Disclosure obligations for influencer, affiliate, or paid endorsement arrangements under FTC and Colorado-specific regulations will be adhered to by both Provider and Client.

Option A: For cannabis marketing activities, Provider will ensure compliance with all Colorado Marijuana Enforcement Division (MED) regulations.

Option B: For political advertising in Colorado, Provider will ensure compliance with all applicable campaign finance laws.

9. Exclusivity

Option A: This Agreement is non-exclusive.

Option B: This Agreement is exclusive within the [Industry] industry in the [Geographic Market] geographic market.

10. Confidentiality

Both parties agree to hold confidential any sensitive business, marketing, customer, or campaign data accessed during the term of this Agreement.

In the event of a data breach, Provider shall notify Client within [Number] hours in accordance with Colorado Revised Statutes (C.R.S. 6-1-716).

11. Record Keeping

Provider shall maintain accurate records of all campaign data and ad spend logs in accordance with Colorado requirements for business documentation.

12. Warranties

Provider warrants that the services will conform to mutually agreed professional standards expected of marketing agencies in Colorado.

Provider warrants that it holds all necessary licenses and certifications required for providing the services described herein.

13. Dispute Resolution

Any disputes arising out of or relating to this Agreement shall be resolved through negotiation, mediation, and arbitration, in that order.

This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflict of laws principles.

The exclusive jurisdiction for any legal action arising out of or relating to this Agreement shall be in the courts of the State of Colorado, located in [County Name] County.

14. Limitation of Liability

Provider shall not be liable for any consequential damages or lost profits, except as prohibited by Colorado law.

Provider's total liability under this Agreement shall be limited to the amount paid by Client to Provider under this Agreement.

15. Term and Termination

The term of this Agreement shall commence on [Start Date] and continue for a period of [Number] months.

Option A: This Agreement shall automatically renew for successive [Number] month periods unless either party provides written notice of termination at least [Number] days prior to the end of the then-current term.

Option B: Either party may terminate this Agreement for convenience upon [Number] days written notice.

Option C: Either party may terminate this Agreement for material breach if the other party fails to cure such breach within [Number] days after written notice thereof.

Post-termination obligations: [Specify post-termination obligations, including calculation of fees owed or prorated refunds].

16. Change Management

Any modifications to the scope of services must be made in writing and signed by both parties.

17. Remedies for Non-Performance

In the event of service non-performance or missed KPIs, Client shall provide Provider with a written notice and an opportunity to cure such non-performance.

Escalation procedures: [Describe the escalation procedures for resolving performance issues].

Penalties or performance credits: [Specify any penalties or performance credits for non-performance].

18. Indemnification

Client shall indemnify and hold harmless Provider from any third-party claims arising out of Client’s marketing content or non-compliance with laws.

Provider shall indemnify and hold harmless Client from any third-party claims arising out of Provider’s ad placements or intellectual property infringement.

19. Subcontracting

Provider may subcontract certain services under this Agreement, provided that Provider remains responsible for the performance of its subcontractors.

All subcontractors must be properly licensed and insured under Colorado law.

20. Insurance

Provider shall maintain all necessary business licenses, local registrations, and appropriate insurance (such as professional liability, cyber insurance) as required by Colorado law and industry best practice.

21. Assignment

Option A: Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party.

Option B: This Agreement may be assigned by Client in the event of a merger or acquisition.

22. Force Majeure

Neither party shall be liable for any failure to perform its obligations under this Agreement due to a force majeure event, including but not limited to acts of God, war, terrorism, fire, flood, or other natural disasters specific to Colorado.

Procedures for resumption or termination: [Describe the procedures for resuming performance or terminating the agreement in the event of a force majeure event].

23. Signatures

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

Electronic signatures shall be valid in accordance with the Colorado Uniform Electronic Transactions Act.

24. Mandatory Disclosures

[Include any mandatory disclosures for specific regulated marketing activities (for example, political advertising or cannabis marketing in Colorado)]

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

[Marketing Service Provider's Full Legal Name]

By: [Name of Authorized Representative]

Title: [Title of Authorized Representative]

Date: [Date]

[Client's Full Legal Name]

By: [Name of Authorized Representative]

Title: [Title of Authorized Representative]

Date: [Date]