Service Agreement

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Letter of Agreement for Public Relations and Marketing Services

This letter describes terms under which Lenda Brewer (Consultant) will provide Public Relations and Marketing services to ______________________ (Client), and serves as the contract between the two parties.

Purpose
The purpose of this agreement is to provide (client) with high level professional expertise in marketing, public relations, advertising and mass media communications opportunities through news and media channels.

Services
Consultant will provide to Client public relations and marketing counsel and services as an independent contractor and not as an employee or agent of the Client.

Services may include but not limited to:
Acting Modeling
Administrative related
Advertising
Basic Design
Consultations
Conference Festival Assisting
Copywriting
Digital Advertising
Digital Strategy
Event and/or Media Production
Marketing
On Call Location Sales Assisting
Public Relations writing/communications
Social Media Management
Training and Development
Tutoring
Website evaluations or updates

Meeting and Counsel
Consultant will be available and will make reasonable efforts to attend all Client business functions related to the purpose of this agreement and to be available in person, by telephone and email during normal agreed upon common business hours. Consultant will provide advice and counsel as required. Counsel may include recommendations to responsible Client staff and representatives as to channels and methods of communication.

Meetings are scheduled at least 3-7 days in advance. Additional appearances to specific events will be determined on a case by case basis depending on fulfilled work assignment for the paid week arranged.

Writing
Consultant will write press releases and other written communications for public distribution, as directed. Planning, research, strategic goal setting, branding maintenance, draft. Up to 3 revisions may be included to provide client with options to choose from.

Concept or Campaign creation
Discussion of concept, event or project will be discussed within one to two meetings for specific details and proofing for approval prior to media submission. Additional changes that are significantly different than the original agreed upon concept or campaign may be at an extra service fee based on any additional time involved to recreate towards a deadline submission.

Any work that may require additional weekly hours above the set agreed time, may be charged up to a 20% interest fee per additional hour. Rush jobs with less than 3-5 days notice of major changes in order to meet a deadlines submission may be charged at up to 50% more of the agreed upon normal rate fee, per day per hour.

Distribution
Media distribution lists, whether by mail or electronic means, and research required to establish and maintain effective distribution.

Media Contact
Consultant to establish and maintain effective contact with media representatives.

Ordinary Expenses
Typical and ordinary expenses, such as local travel within a 10 mile radius and normal office expenses, are included. Business communication (emails, text, calls) are considered work related activities and will be billed on an hourly basis.

Non Ordinary Expenses
Additional charges may be requested if materials used exceed more than $10 per project., parking fee reimbursements, lunch meetings, or similar expenses that are not deemed ordinary office day to day expenses. This may include supplies needed for specific media kits for mass distribution.

Services Not Covered
Payment to vendors, third party businesses, subcontractors, additional software rental or media kit rentals, production rentals, or similar outside services necessary to execute clients projects fall under the responsibility of client expenses. Consultant’s funds will not be requested to cover any initial or partial expenses the client has agreed to initiate toward additional services dependent on external service providers Separate independent media sources bills and invoices will be directly addressed to client and they are responsible to pay those bills in full. This may include television commercial spots, Facebook Ads, Digital ads, or large amounts of print.

Software or certain equipment rental kit agreements will be included in rate negotiations between the Client and Consultant on a case by case or per project basis.

No promises of fulfillment of performed tasks will be given on behalf of another party without their expressed consent. Example, members of the team may not express a promise that another staff member may perform a task or job without consulting the one doing the task first.

Additional features of other parties in any press releases or media correspondence must be expressly discussed prior to creation. This is due to additional space on the pages, consideration of correspondence communications, time performed either equally or wholly to one party or the other, and fair representation of payscale of additional work.

No final booking confirmations will be made without the consent of assigned booking managers. Interviews may be taken in to consideration on a case by case basis. Any booking rates will be held confidentially.

No specific sales arrangement will be expected. Variables of attendance or communication amounts for bookings, interviews, and performance events can happen. The main services requested are advertising marketing efforts.

Fees and Billing
Client will be retained for public relations consulting services, as above, with the listed fee agreement:

Pay Agreement
Payment and invoicing will occur bimonthly. Each will be sent covering the date ranges of the 1st-15th and 16th-31st of each month. Invoices will be submitted the Monday following the date ranges. Payment is expected at least 14 days after the submission date.

Reservation fee
A Reservation fee may be required to secure services requested and will be used toward the first 2 weeks of services. This may equal up to at least 80 hours of work at a rate of $40 an hour or a minimum of $300 for the first $300 worth of services. Any additional billable hours will be invoiced.

Full final payment will be made within 15 days (full days including business days) after the job assignment is complete for a month’s time.

After the first 60 days, a pay scale review evaluation will be done. The above billing agreement is for the first 2 months of service, after which, a review evaluation will be done to analyze amount of services performed and future expectations of services that . A new contract will be developed reflecting any new agreements.

Schedule
Not to exceed 40 hours a week during the first 2 months performed during normal business hours unless otherwise requested. Work performed on the weekends may be evaluated on a case by case basis.

PAYMENTS
Full payment per invoice is due within 14 days of receiving the invoice.

Late payment or ISF policy
Payment can be made by check or Paypal. If any payment has not cleared within the normal 5-7 day bank transfer process, a 10% interest will be charged for the first week of delay and 20% interest for each week after any payment is late.

Invoice
Invoices submitted to client will show dates, hours and itemization of services performed. Dates will be clearly noted. Invoices will be sent electronically with a time date stamp of when it was sent. Invoices will either be designed by Lenda Brewer in a PDF file or through the PayPal system.

Terms
This agreement is effective as of _____________________for a term of 2 months. This agreement may be terminated without cause by either party upon a 30-day written notice. If this agreement is terminated prior to the end of that period, Client agrees to pay all obligations of projects that was previously scheduled for the entire month. For example, if Client terminates the contract anytime within a month’s agreement, the full month will still be owed.

The agreement will be governed by the laws of the State of residences of either party and the federal laws of Unites States of America. Both parties agree to amicably determine a resolution within a 30 day termination period. If an agreement is not met, both parties agree to seek solutions through the arbitration process first before seeking court legal counsel.

If an agreement can not be made through the arbitration process, both parties can continue to seek legal counsel. Any litigation between the two parties related to this agreement shall be exclusively determined by the county or state courts with jurisdiction in either city or state the parties reside in determined by the court system. Client will pay for any travel arrangements necessary if Consultant is required to appear in any court proceedings. The Consultant will be awarded reasonable attorney fees and costs from Client regardless of who is the prevailing party in any such proceedings. This agreement supersedes any agreements, either oral or written, between the parties hereto, and contains all the covenants and agreements between the parties hereto. Any modification of this agreement will be effective only if it is in writing by the parties to be charged. This agreement is executed in either city or state both parties reside in, on the day and year mentioned above.

Confidentiality
Both parties agree not to disseminate or use for its own purpose, either during or after the termination of the contract, any confidential information imparted by Client. Lenda Brewer agrees to use reasonable controls to restrict dissemination of such information. Lenda Brewer understands that all information Client provides shall be considered sensitive and confidential unless expressly declared otherwise.

Property
Any design, writing samples, forms will become mutual properties of both parties during the agreement. If the business relationship has severed, client may only use the designs and property created by Lenda Brewer, until within the final 30 days of partnership or a final additional fee of $2,000 can be received as bought usage outright of materials. Otherwise, they will cease using specific written styles, formats, or design explicitly created by Lenda Brewer.
All property belonging to Client, such as email accounts, corporate financial accounts, official press passes or specific identification representing Client will be return with full authorization and access within 30 days after any separation of business partnership. Instructions will be provided on how to deliver the materials. Any of these materials may be changed in an effort to control security measures, which may include passwords, pin numbers, design of press passes and the like. It is advisable to change and update security measures such as log ins, keys and passwords of all personnel with access to sensitive proprietary access once a business relationship has severed.

Both parties agree to not act ill willfully toward each other that may be deemed libel, defamation of character, or slander. Truth and accuracy will be represented in a professional manner.

Any amendment changes will be previously discussed before applying in writing, within a week prior to the change.

Both parties will act in good faith of confidentiality and sensitivity toward any exchange of materials plus information. Professional behavior and respect will be exhibited.

Exclusivity and Confidentiality
During the time of partnership, both parties will solely require services between each other. Representing or requesting another entity that performs similar skills would be considered a conflict of interest and could lead to misrepresentation. All propriety dealings will be held confidentially, including post business relationships out of exercising an extension of act of good faith.

This agreement is mutually accepted between both parties:
Electronic Signature is accepted with receipt through email, pdf version.

NDA
Non disclosure agreements may be used during the business relationship, however, if any action is deemed unethical or illegal in practice, the signed parties are not expected to be silenced to cover up such dealings. Any whistleblower retaliation or retaliation actions against the party reporting will not be tolerated. The NDA covers confidential propriety information or property, not unethical or illegal business practices.

Statue of limitations are set by governing law but will not prevent the violated party from speaking publicly nor attempting to report to law enforcement of previous actions as a character reference to any cases toward current statue of limitations time limits.

Basis of termination of contract

Consultation
Consultation advice and direction are given on a professional basis to promote the Clients product or services accurately truthfully following all applicable laws governed by state, federal or international entities. Any determent of those laws will be deemed as unethical practices and will be reported to governing agencies in order to minimize risk to the public and association with the Client encouraging such practices.

Unethical behavior
Any disrespecting unethical behavior expressed by the Client directly or indirectly to Consultants, vendors, suppliers or any additional representatives will not be tolerated. Regardless of size of staff or company represented, business relationships are expected to uphold similar law abiding respectable treatment toward anyone dealing with the business.

Three strikes
A maximum of 2 verbal warnings will be given to address the undesirable disrespecting behavior. If a third violation has occurred, the business relationship can be severed, viewed as a breach by the Client, and payment of services will be expected to be paid in full with an additional 2 weeks of paid services as a good faith effort to finalize any remaining details to relinquish the duties to another appointed representative assigned by the Client. Certain documents may be retained and not handed over to the Client if they are deemed as personal works.

Retaliation
Any retaliatory acts may be recorded, documented and submitted to any legal entity to prevent further harassment. During the final 2 weeks of relinquishing the business relationship, a third party witness may be present during relationship communications. This may include a trusted colleague, law enforcement, or attorney. No unwilling participants will be recruited in the involvement during the final stages of releasing of the breached contract.

________________________________Date:__________ ___________________________________Date:__________
Lenda Brewer Client

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