Wyoming design service contract template

Wyoming Design Service Contract

Contract Number: [Number]

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

[Provider Full Legal Name], a [State] [Entity Type] with its principal place of business at [Provider Business Address] ("Provider"), and

[Client Full Legal Name], a [State] [Entity Type] with its principal place of business at [Client Business Address] ("Client").

The effective date of this agreement will be [Date].

1. Scope of Services

Option A: Specific Design Service

Provider agrees to provide the following design services to Client: [Detailed description of design services, e.g., graphic design, interior design, architectural design, product design]. This includes [Specific Deliverables, e.g., conceptual sketches, drafts, mockups, prototypes, final designs]. Project objectives: [Clear and measurable goals for the project], Creative direction: [Style guides, brand books, or mood boards], Reference standards: [Industry or regulatory standards], Design phases: [Listing and brief description of design stages]. Deliverables specifications [File formats, color profiles, material specifications].

Option B: General Design Services

Provider will provide design services as requested by Client from time to time, subject to mutually agreed-upon Statements of Work. Each Statement of Work will detail the specific services, deliverables, and timelines.

Option C: Ongoing Design Support

Provider will provide ongoing design support to Client as described in Schedule A, attached hereto and incorporated herein.

2. Client Responsibilities

Option A: Material Provision

Client will provide the following materials to Provider: [List of client-provided materials/assets] by [Date].

Option B: Approval & Permits

Client is responsible for obtaining all required approvals and permits under Wyoming law, including [Specific Permits e.g., building permits, zoning approvals].

Option C: Timely Input

Client will provide timely input and feedback within [Number] days of receiving deliverables.

3. Project Milestones and Deadlines

Option A: Milestone-Based

The Project will be completed according to the following milestones:

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

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

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

Option B: Deliverable Deadlines

Draft 1: [Date]

Revision 1: [Date]

Final Design: [Date]

Option C: Revisions and Feedback

Client is entitled to [Number] rounds of revisions per deliverable.

Written approval is required for each design stage.

4. Location of Services and Travel

Option A: Wyoming-Based

Services will be primarily performed in Wyoming.

Option B: Site Visits

Provider may be required to visit Client's site at [Location]. Client will reimburse Provider for reasonable travel expenses within Wyoming.

Option C: Remote Collaboration

Collaboration will be conducted remotely via [Communication methods and data transfer protocols].

5. Payment Terms

Option A: Fixed Fee

The total fee for the services is [Dollar Amount].

Option B: Hourly Rate

Provider's hourly rate is [Dollar Amount].

Option C: Milestone Payments

Payment Schedule:

[Percentage]% upon execution of this Agreement.

[Percentage]% upon completion of Milestone 1.

[Percentage]% upon final delivery and approval.

Wyoming Sales Tax: Client is responsible for payment of applicable Wyoming sales and use tax.

Invoices will be submitted [Frequency, e.g., monthly].

Late payments will accrue interest at the rate of [Percentage]% per month, not exceeding the maximum legal rate under Wyoming law.

6. Intellectual Property

Option A: Work for Hire

All design work created by Provider under this Agreement shall be considered "work for hire" and owned exclusively by Client.

Option B: Licensing

Provider grants Client a [Type of License, e.g., perpetual, non-exclusive] license to use the design work for [Specific Uses].

Provider retains the right to use the design work in its portfolio.

Option C: Client-Provided Materials

Client retains all rights to Client-provided materials.

7. Confidentiality

Provider agrees to keep all Client information confidential, including [Specific Information, e.g., business plans, trade secrets], for a period of [Number] years.

This obligation survives the termination of this Agreement.

8. Warranties

Provider warrants that the design work will be original and not infringe on the intellectual property rights of any third party.

Provider warrants compliance with applicable codes and laws in Wyoming.

Provider makes no warranty for changes made by Client or third parties.

9. Quality Assurance

Client will have [Number] days to review and accept deliverables.

Provider will rework non-compliant deliverables within [Number] days.

10. Change Management

Changes to the scope of services require a written amendment to this Agreement.

Additional work will be billed at [Rate].

11. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to events beyond its reasonable control, including acts of God, war, or government regulation, as defined under Wyoming law.

12. Termination

Option A: Mutual Agreement

This Agreement may be terminated by mutual written agreement of both parties.

Option B: Breach

Either party may terminate this Agreement for a material breach by the other party, provided [Number] days written notice is given.

Option C: At-Will Termination

Client may terminate this Agreement at any time with [Number] days written notice, subject to payment for services performed.

13. Legal Compliance

Provider shall comply with all applicable Wyoming licensing or registration requirements.

14. Liability and Indemnification

Provider shall be responsible for third-party intellectual property infringement caused by the design work.

Client shall indemnify and hold Provider harmless from any claims arising from Client's use of the design work.

Provider’s total liability under this agreement is limited to [Dollar Amount]. Provider shall not be liable for any consequential damages.

15. Dispute Resolution

Any disputes arising under this Agreement shall be resolved through negotiation, followed by Wyoming-based mediation. If mediation fails, the dispute shall be resolved by arbitration in [City, Wyoming]. The jurisdiction and venue for any legal proceedings shall be the state courts of Wyoming, located in [County] County.

16. Notice

All notices under this Agreement shall be in writing and sent to the addresses listed above via [Acceptable Notice Methods, e.g., certified mail, email].

17. Record Retention

Provider will retain design documentation and billing records for [Number] years.

18. Subcontracting and Assignment

Provider may not subcontract or assign its obligations under this Agreement without the prior written consent of Client.

19. Insurance

Provider shall maintain [Types of Insurance, e.g., professional liability, general liability] insurance with coverage minimums of [Dollar Amount].

20. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming. If any provision of this Agreement is held to be unenforceable, it shall be reformed to the extent necessary to make it enforceable.

21. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications and proposals, whether oral or written. This agreement may only be amended in writing signed by both parties.

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

[Provider Full Legal Name]

By: [Signature]

Name: [Provider Name]

Title: [Provider Title]

[Client Full Legal Name]

By: [Signature]

Name: [Client Name]

Title: [Client Title]