(a) If either party breaches any provision of this agreement and if such breach is not cured within thirty (30) days after receiving written notice from the other party specifying such breach in reasonable detail, the non-breaching party shall have the right to terminate this agreement by giving written notice thereof to the party in breach, which termination shall go into effect immediately on receipt.
(b) Termination for Convenience. Either party may terminate this Agreement with or without cause by giving the other party one (1) calendar month’s notice of termination. Termination of this agreement must be requested by in writing, either digital or physical.
(c) Either party has the right to terminate this agreement where the other party becomes insolvent, fails to pay its bills when due, makes an assignment for the benefit of creditors, goes out of business, or ceases production.
(d) Early Termination will be subject to a termination fee up to $2500, this fee will be determined on a sliding scale based off of the percentage of work completed and the scope of work detailed.
(e) Any and all labor completed (partial or full) shall be subject to payment based on the percentage of entire project completion. (e.g. if 90% of work is already completed, the client is responsible for 90% of agreed payment total) If payment for services rendered is not provided by the client at termination of the contract, the agency withholds the right to keep all assets until such a time that payment is made.
(f) Upon termination of this contract, the Agency shall transfer, assign and make available to the client or their representative, any assets originally belonging to the client and provided to the agency, subject, however, to any rights of third parties of which the agency has informed the client. Agency reserves the right to hold any assets developed by the agency during the duration of the contract. Any released assets owned and developed by the Agency during the duration of this contract shall be mutually agreed upon in writing. Availability of released assets will be subject to the following (1) All assets will be readily available to the Client for up to 72 hours following termination. After 72 hours all assets will be removed from Agency hosting and stored for up to 7 days on an external drive, at which time all assets will be permanently deleted. (2) If the Client has not acquired all assets within 72 hours, it is the client’s responsibility to request assets within the following 7 days. (3) Agency is not responsible or liable for Clients failure to receive assets within the 72-hour window or the additional 7 day period. (4) Agency is not responsible for providing a backup of assets for the Client past the time frame mentioned above.
(g) Agency agrees to give all reasonable cooperation toward transferring, with approval of third parties in interest, all contracts and other arrangements with advertising media or others for advertising space, facilities and talent, and other materials yet to be used, and all rights and claims thereto and therein, upon being duly released from the obligation thereof. Client recognizes that talent contracts with members of certain labor unions or guilds generally cannot be assigned except to signatories to the collective bargaining agreements governing the services rendered by such talent.
(h) Upon termination, no rights or liabilities shall arise out of this relationship, regardless of any plans which may have been made for future advertising, except that any non-cancelable contracts made on the Client’s authorization and still existing at termination hereof, which contracts were not or could not be assigned by Agency to the client or someone designated by the Client, shall be carried to completion by the agency and paid for by the Client.
(i) Client agrees to give the Agency a written notice no later than (30 business days) prior to the termination of all marketing services.