The copyright on all material written by HC Marketing will pass to the Client once final payment has been made in full. HC Marketing retains the right to the copyright on all material written by the copywriter until final payment has been made. The Client confirms that they own the copyright for any draft, written materials or images supplied to HC Marketing to incorporate within the project. Should there be a copyright dispute between the Client and a third party regarding any such material, HC Marketing is indemnified against any claim that is made with regards to a breach of copyright.
HC Marketing will write, as required, a maximum of two drafts. HC Marketing will produce each draft to an agreed deadline and will expect feedback, amendments or revisions within seven days following receipt of each draft, unless an alternative timescale is arranged and agreed otherwise. If no feedback, amendments or revisions are received within seven days, or within the agreed timescale, then the draft shall be assumed satisfactory and payment will become due as above. If further information is required for project completion, this information should be provided within seven days. If the requested information has not been received within this timescale, payment will become due as above.
In the unlikely event that work submitted by HC Marketing contains errors or changes which affect its intended use or meaning and which result in loss or expense to the customer, HC Marketing’s liability shall be limited to the cost of the services provided. Final proofreading should always be undertaken by the Client before publication of any materials written, edited or otherwise processed by HC Marketing. HC Marketing will accept no liability for and loss of expense to the customer because of third party actions.
HC Marketing shall provide to Client the services and deliverables (collectively, the “Services”) described in this Agreement. Client shall provide to HC Marketing the information described in this Agreement as HC Marketing may from time to time reasonably request to perform the Services.
“Confidential Information” means any information disclosed by either party to the other (including without limitation, documents & trade secrets). Each party agrees not to use any Confidential Information of the other party for any purpose other than as contemplated by this Agreement. Each party agrees that it shall take reasonable measures to protect the secrecy of and avoid disclosure and unauthorized use of the Confidential Information of the other party.
Termination for Cause. This Agreement may, by written notice, be terminated by a party for cause if any of the following events occur:
HC Marketing may terminate for cause if Client (i) terminates or suspends its business, (ii) becomes insolvent, admits in writing its inability to pay its debts as they mature, makes an assignment for the benefit of creditors, or becomes subject to direct control of a trustee, receiver or similar authority, or (iii) becomes subject to any bankruptcy or insolvency.
Effect of Termination
If Client terminates this Agreement for any reason, Client agrees to pay HC Marketing within 30 days for all services performed by HC Marketing up to the date of cancellation that have not previously been paid. Additionally, if Client terminates this Agreement other than for cause, then Client shall pay to HC Marketing, as a cancellation fee and not as a penalty, an amount equal to the sum of the service charges for the remainder of the term of this Agreement. Rights and obligations under this Agreement which by their nature should survive shall remain in effect after the termination or expiration of this Agreement.
