Checklist Drafting Joint Promotion Agreements

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

Document Information

**Document Title:** Checklist: Drafting Joint Promotion Agreements

**Date:** {{date}}

**Prepared By:** {{preparer_name}}

I. Introduction and Parties

1. **Identification of Parties:** Clearly state the full legal names and addresses of all parties involved in the joint promotion. (e.g., {{party_a_legal_name}}, {{party_a_address}}; {{party_b_legal_name}}, {{party_b_address}})

2. **Effective Date:** Specify the date on which the agreement becomes effective. ({{effective_date}})

3. **Purpose of Agreement:** Briefly outline the overall objective of the joint promotion. (e.g., to {{promotion_purpose}})

II. Scope of Joint Promotion

1. **Definition of Promotion:** Clearly define the specific products, services, or brands to be promoted. (e.g., {{promoted_products_services}})

2. **Target Market:** Identify the intended audience or geographical reach of the promotion. (e.g., {{target_market}})

3. **Promotional Activities:** Detail the specific activities each party will undertake. (e.g., {{party_a_activities}}, {{party_b_activities}})

4. **Duration of Promotion:** Specify the start and end dates of the promotional period. (From {{promotion_start_date}} to {{promotion_end_date}})

III. Responsibilities and Contributions

1. **Marketing and Advertising:** Delineate responsibilities for creative development, media buying, and distribution of promotional materials. (e.g., Party A responsible for {{party_a_marketing_responsibility}}, Party B for {{party_b_marketing_responsibility}})

2. **Financial Contributions:** Specify financial contributions from each party, including budget allocation and payment schedules. (e.g., Party A contributes {{party_a_financial_contribution}}, Party B contributes {{party_b_financial_contribution}})

3. **Resource Contributions:** List any non-financial resources each party will provide (e.g., staff, equipment, intellectual property). (e.g., Party A provides {{party_a_resources}}, Party B provides {{party_b_resources}})

4. **Reporting and Communication:** Outline reporting requirements and communication channels. (e.g., Weekly progress reports via {{communication_channel}})

IV. Intellectual Property

1. **Ownership:** Clarify ownership of pre-existing and newly created intellectual property during the promotion. (e.g., Existing IP remains with owner; newly created IP is {{new_ip_ownership}})

2. **License/Usage Rights:** Define any licenses granted for the use of each other's trademarks, logos, or copyrighted material. (e.g., Each party grants {{license_terms}} license to use their marks for the duration of the promotion).

3. **Indemnification:** Include clauses regarding intellectual property infringement.

V. Revenue Sharing and Expenses

1. **Revenue Share:** If applicable, define the mechanism and percentages for sharing revenue generated from the promotion. (e.g., Gross revenue split {{party_a_revenue_share}}% to Party A, {{party_b_revenue_share}}% to Party B)

2. **Expense Management:** Detail how shared expenses will be approved, managed, and reimbursed. (e.g., All shared expenses require written approval from both parties and will be reimbursed mutually on {{reimbursement_schedule}})

3. **Accounting and Auditing:** Specify accounting procedures and audit rights. (e.g., Books and records to be maintained for {{retention_period}} years and subject to audit upon {{audit_notification_period}} days' notice).

VI. Representations and Warranties

1. **Legal Authority:** Each party represents and warrants that it has the legal authority to enter into the agreement.

2. **Compliance:** Each party warrants that its promotional activities will comply with all applicable laws and regulations.

VII. Confidentiality

1. **Definition of Confidential Information:** Clearly define what constitutes confidential information. (e.g., {{confidential_information_definition}})

2. **Non-Disclosure Obligations:** Outline the obligations of each party to protect confidential information. (e.g., Parties agree not to disclose confidential information for a period of {{confidentiality_period}} years after termination).

VIII. Term and Termination

1. **Term:** State the duration of the agreement. (e.g., The agreement commences on {{agreement_start_date}} and continues until {{agreement_end_date}}).

2. **Termination for Cause:** Define conditions under which the agreement can be terminated for cause (e.g., breach of contract, bankruptcy).

3. **Termination for Convenience:** State if either party can terminate for convenience and under what notice period. (e.g., Either party may terminate with {{notice_period}} days' written notice).

4. **Effects of Termination:** Outline the rights and obligations of the parties upon termination.

IX. Governing Law and Dispute Resolution

1. **Governing Law:** Specify the jurisdiction whose laws will govern the agreement. (e.g., The laws of {{governing_country}})

2. **Dispute Resolution:** Detail the process for resolving disputes (e.g., negotiation, mediation, arbitration in {{arbitration_location}} or litigation).

X. General Provisions

1. **Entire Agreement:** State that the document constitutes the entire agreement between the parties.

2. **Amendments:** Require any amendments to be in writing and signed by both parties.

3. **Assignment:** Specify whether the agreement can be assigned to another party. (e.g., Neither party may assign its rights or obligations without the prior written consent of the other party).

4. **Force Majeure:** Include provisions for events beyond the control of the parties.

Signature Block

IN WITNESS WHEREOF, the parties have executed this Joint Promotion Agreement as of the Effective Date.

**PARTY A:**

___________________________

By: {{party_a_signature_name}}

Title: {{party_a_title}}

Date: {{party_a_signature_date}}

**PARTY B:**

___________________________

By: {{party_b_signature_name}}

Title: {{party_b_title}}

Date: {{party_b_signature_date}}