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MARKETING AND ADVERTISING SERVICES AGREEMENT

1. Introduction

This Marketing and Advertising Services Agreement (the "Agreement") is entered into on this [date], between Jane Doe (the "Client"), having a principal place of business at [address], and GlobalRetail Marketing Inc (the "Service Provider"), a company organized and existing under the laws of the State of [state], having its principal place of business at [address]. The Client and the Service Provider shall hereinafter collectively be referred to as the "Parties" and individually as a "Party."

2. Marketing and Advertising Services

2.1. Scope of Services

The Service Provider shall, during the term of this Agreement, provide the Client with marketing and advertising services, which may include but not be limited to, strategy development, content creation, advertising campaign management, and analysis of campaign performance (collectively, the "Services").

2.2. Advertising Channels

The Services shall be provided through various advertising channels, which may include, but not be limited to, social media platforms, search engines, websites, email marketing, print materials, and other media channels as mutually agreed upon by the Parties (collectively, the "Advertising Channels").

2.3. Compliance with Laws

The Service Provider shall ensure that the Services and all advertising materials are in full compliance with all applicable federal, state, and local laws, regulations, and guidelines governing marketing and advertising in the United States.

3. Fees and Payment Terms

3.1. Fees

For the Services, the Client shall pay the Service Provider a fee based on the agreed-upon percentage of the marketing budget spent on Advertising Channels or a flat fee, as specified in Exhibit A attached hereto (the "Fees"). Fees, along with any other additional costs or expenses incurred by the Service Provider, shall be invoiced monthly, unless otherwise agreed upon by the Parties.

3.2. Payment Terms

Payment shall be due within thirty (30) days of receipt of a proper invoice from the Service Provider. Payments not made within this timeframe shall accrue interest at a rate of 1.5% per month or the highest rate allowed by law, whichever is lower.

4. Performance Metrics

4.1. Performance Metrics and Goals

The Service Provider's performance shall be measured against specific metrics and goals established by the Parties prior to the commencement of the Services and as set forth in Exhibit B attached hereto (the "Performance Metrics").

4.2. Reporting and Review

The Service Provider shall provide monthly reports to the Client, detailing the performance of the Services against the agreed-upon Performance Metrics. The Parties shall periodically review the reports to ensure the objectives and goals are being met and, if necessary, adjust the Services as needed.

5. Term and Termination

5.1. Term

The Agreement shall commence on the date first above written and continue until terminated by either Party in accordance with the provisions of this Agreement (the "Term").

5.2. Termination for Convenience

Either Party may terminate this Agreement for any reason or no reason upon thirty (30) days' written notice to the other Party.

5.3. Termination for Breach

Either Party may terminate this Agreement upon written notice to the other Party in the event of a material breach of this Agreement by the other Party, provided that such breach remains uncured after ten (10) days of the breaching Party's receipt of written notice of the breach.

6. Confidentiality

Each Party agrees that any confidential information shared by the other Party, including but not limited to business plans, marketing strategies, and customer data, shall be kept confidential, and shall not be disclosed to third parties or utilized for any purpose other than as authorized by this Agreement.

7. Intellectual Property Rights

All advertising materials, content, and other works and intellectual property created or developed by the Service Provider for the Client under this Agreement shall be the sole and exclusive property of the Client.

8. Indemnification

Each Party agrees to indemnify and hold harmless the other Party against any and all claims, losses, liabilities, costs, and expenses, including reasonable attorney's fees, arising from any breach or alleged breach of this Agreement by the indemnifying party.

9. Governing Law and Venue

This Agreement shall be governed by and construed in accordance with the laws of the United States and the State of [state]. Any dispute arising out of or in connection with this Agreement shall be resolved in the state and federal courts located in [county], [state].

10. Miscellaneous

10.1. Entire Agreement

This Agreement, including any Exhibits attached hereto, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous agreements and understandings, whether written or oral, relating thereto. This Agreement may be amended, modified, or supplemented only by a written instrument duly executed by both Parties.

10.2. Counterparts

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

10.3. Severability

If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, unenforceable, or contrary to applicable law, the remaining provisions of this Agreement shall remain in full force and effect.

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

_________________________ _________________________
Jane Doe, Client [Authorized Signatory]
GlobalRetail Marketing Inc, Service Provider

Exhibit A: Fees and Payment Schedule

Exhibit B: Performance Metrics and Goals