Oklahoma design service contract template

Oklahoma Design Service Contract

This Oklahoma Design Service Contract (the "Agreement") is made and entered into as of [Date] by and between:

[Service Provider Name], a [State of Incorporation/Organization, e.g., Oklahoma corporation] with its principal place of business at [Service Provider Address], and, if applicable, Oklahoma business registration number [Oklahoma Business Registration Number] (hereinafter referred to as "Service Provider"),

and

[Client Name], a [State of Incorporation/Organization, e.g., Oklahoma limited liability company] with its principal place of business at [Client Address], and, if applicable, Oklahoma business registration number [Oklahoma Business Registration Number] (hereinafter referred to as "Client").

1. Scope of Services

Option A: The Service Provider agrees to provide the following design services to the Client: [Description of Design Services, e.g., Website design, graphic design, architectural design, etc.]

Option B: The Service Provider agrees to perform the design services described in Exhibit A, attached hereto and incorporated herein by reference.

2. Deliverables

Option A: The following deliverables will be provided by the Service Provider: [List of Deliverables with details, e.g., Sketches, digital files in specified formats, print-ready files, etc.]. Content details: [Content details, e.g., Number of pages, features included, dimensions]. File Specifications: [File specifications, e.g., File formats, resolutions, color models].

Option B: Deliverables are detailed in Exhibit B, attached hereto and incorporated herein by reference.

3. Project Timeline

Option A: The project timeline is as follows:

Milestone 1: [Milestone Description], Completion Date: [Date]

Milestone 2: [Milestone Description], Completion Date: [Date]

Milestone 3: [Milestone Description], Completion Date: [Date]

Final Delivery Date: [Date]

Option B: The project timeline is detailed in Exhibit C, attached hereto and incorporated herein by reference.

4. Client Responsibilities

Option A: The Client shall be responsible for providing the following materials to the Service Provider: [List of Materials, e.g., Logos, text, brand guidelines, site measurements]. Deadline for providing materials: [Date].

Option B: Client shall provide feedback on deliverables within [Number] Oklahoma business days of receipt.

Option C: Client shall actively participate in design reviews and provide timely and constructive feedback.

5. Service Location

Option A: The design services will be performed remotely.

Option B: The design services will be performed on-site at [Service Provider Address].

Option C: The design services will be performed at the Client's premises located at [Client Address]. Travel reimbursement will be at the current Oklahoma state mileage rate.

6. Fees and Payment

Option A: Fixed Price: The total fee for the services is [Dollar Amount].

Option B: Hourly Rate: The hourly rate for the services is [Dollar Amount] per hour.

Option C: Phased Billing:

Deposit: [Dollar Amount] due upon signing of this Agreement.

Milestone 1 Payment: [Dollar Amount] due upon completion of Milestone 1.

Milestone 2 Payment: [Dollar Amount] due upon completion of Milestone 2.

Final Payment: [Dollar Amount] due upon final delivery and acceptance of the Deliverables.

Oklahoma sales/use tax will be applied where applicable. Late payments will accrue interest at the statutory rate permitted by Oklahoma law, currently [Interest Rate]% per annum, after a grace period of [Number] days.

7. Intellectual Property

Option A: Upon full payment, all intellectual property rights in the Deliverables shall be assigned to the Client.

Option B: The Service Provider grants the Client a non-exclusive license to use the Deliverables for [Specific Use].

Option C: The Service Provider retains the right to showcase the work in their portfolio.

The Service Provider retains ownership of pre-existing assets and design tools used in the creation of the Deliverables.

8. Confidentiality

Both parties agree to maintain the confidentiality of each other's confidential information, including but not limited to client data, project details, and trade secrets, in accordance with the Oklahoma Uniform Trade Secrets Act.

This obligation of confidentiality shall survive the termination of this Agreement.

If either party is compelled by an Oklahoma court order to disclose confidential information, they shall provide the other party with prompt notice.

9. Quality Assurance

Option A: The Client is entitled to [Number] revisions to the Deliverables.

Option B: The Client must request changes within [Number] Oklahoma business days of receiving the Deliverables.

Option C: The Service Provider warrants that the Deliverables will conform to the specifications outlined in this Agreement for a period of [Number] days after acceptance, excluding modifications made by the Client or misuse.

10. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters (e.g., tornadoes common in Oklahoma), public emergencies, or governmental regulations.

In the event of a force majeure event, the affected party shall promptly notify the other party and shall use commercially reasonable efforts to mitigate the impact of the event.

11. Change Orders

Any changes to the scope of services or deliverables must be documented in a written change order and approved by both parties.

The change order shall specify the additional services, fees, and any adjustments to the project timeline.

12. Termination

Option A: For Cause: Either party may terminate this Agreement for cause if the other party breaches a material provision of this Agreement and fails to cure such breach within [Number] days after written notice.

Option B: For Convenience: This Agreement may be terminated by mutual written agreement of both parties.

Upon termination, the Client shall pay the Service Provider for all work completed up to the date of termination.

Upon termination, all unfinished deliverables shall become the property of the Service Provider.

13. Breach of Contract

In the event of a breach of this Agreement, the non-breaching party shall be entitled to pursue all remedies available under Oklahoma contract law, including but not limited to damages, specific performance, and injunctive relief.

Oklahoma law will govern the determination of damages.

14. Insurance and Bonding

The Service Provider shall maintain professional liability insurance in the amount of [Dollar Amount].

15. Compliance with Laws

The Service Provider shall comply with all applicable Oklahoma state regulations, including licensing requirements for design disciplines. For example, architects must be licensed with the Oklahoma Board of Architects.

16. Data Protection and Privacy

Both parties shall comply with all applicable Oklahoma and federal regulations regarding the storage and handling of personal information obtained during the design process.

17. Dispute Resolution

The parties shall first attempt to resolve any disputes arising out of or relating to this Agreement through good faith negotiation.

If negotiation fails, the parties agree to submit the dispute to mediation or arbitration in [City, Oklahoma].

This Agreement shall be governed by and construed in accordance with the laws of the State of Oklahoma, and the exclusive jurisdiction for any legal action arising out of this Agreement shall be in the courts of the State of Oklahoma.

18. Amendments and Notices

All amendments to this Agreement must be in writing and signed by both parties.

All notices required or permitted under this Agreement shall be in writing and delivered by electronic mail or postal delivery.

19. Assignment

Neither party may assign this Agreement without the prior written consent of the other party.

20. Subcontracting

The Service Provider may subcontract certain services with prior written notice to the Client. All subcontractors must meet applicable Oklahoma licensing requirements.

21. Record Keeping and Audit Rights

If the Client is a state or local public agency, the Service Provider shall comply with all applicable Oklahoma record-keeping obligations and audit rights.

22. Severability

If any provision of this Agreement is held to be invalid or unenforceable under Oklahoma law, the remaining provisions shall remain in full force and effect.

23. Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications and proposals, whether oral or written.

24. Waiver

No waiver of any provision of this Agreement shall be effective unless in writing and signed by the waiving party.

25. Survival

The provisions of Sections 7 (Intellectual Property), 8 (Confidentiality), and 17 (Dispute Resolution) shall survive the termination of this Agreement.

26. Legal Review

Each party acknowledges that they have had the opportunity to consult with an Oklahoma-licensed attorney regarding this Agreement.

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

[Service Provider Name]

By: [Service Provider Authorized Signatory Name]

Title: [Service Provider Title]

[Client Name]

By: [Client Authorized Signatory Name]

Title: [Client Title]