Expanded Reputation Protection Clause

Past Work Disclosure and Acknowledgment: LIAM IAN LLC ("Provider") acknowledges that it has engaged in various projects and services in the past, including but not limited to art, design, photography, and business support services. Provider further acknowledges that certain past projects may have involved sensitive or controversial subject matter, such as adult content, political advocacy, or culturally sensitive topics.
Non-Disclosure and Confidentiality: Provider agrees to maintain strict confidentiality regarding any sensitive information disclosed by clients ("Client"), including but not limited to details of past work, proprietary methodologies, trade secrets, and client data. Provider shall not disclose such information to any third party without the prior written consent of Client, and shall implement appropriate security measures to protect the confidentiality and integrity of such information.
Non-Disparagement and Public Statements: Provider agrees not to make any public statements or disclosures that could negatively impact the reputation or interests of Client, its affiliates, or its stakeholders. This includes refraining from making disparaging remarks or disclosures about Client's business, products, services, or personnel, whether through traditional media channels, social media platforms, or other means of communication.Example: Provider shall not publicly criticize or denigrate Client's branding strategy, creative direction, or corporate culture, nor shall Provider disclose any confidential information obtained during the course of their business relationship.
Indemnification: Client agrees to indemnify, defend, and hold harmless Provider from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorney's fees) arising out of or related to any negative public perceptions or reputational harm that may arise as a result of Provider's past work or associations, provided that Provider has complied with the terms of this Reputation Protection Clause.Example: In the event that Client's reputation is negatively impacted by public outcry or media backlash stemming from Provider's past involvement in controversial projects, Client shall bear the financial responsibility for defending against any resulting legal claims or regulatory actions.
No Liability for Past Work: Provider agrees that Client shall not hold Provider liable or responsible for any negative public perceptions or reputational harm that may arise as a result of Provider's past work or associations, regardless of whether such work or associations were disclosed to Client prior to entering into the agreement.Example: If Provider's involvement in producing adult-themed content for a previous client becomes public knowledge and leads to reputational damage for Client, Provider shall not be held financially or legally liable for such consequences, provided that Provider acted in accordance with the terms of their agreement with Client.
Notification of Potential Risks: Provider shall promptly notify Client of any known or potential risks to Client's reputation or interests that may arise in connection with Provider's past work or associations. Provider shall cooperate with Client in implementing measures to mitigate such risks to the extent reasonably practicable, including but not limited to issuing public statements, conducting damage control campaigns, or seeking legal injunctions against defamatory or misleading statements.Example: If Provider becomes aware of impending media coverage regarding its involvement in a controversial project that may adversely affect Client's reputation, Provider shall immediately inform Client and work collaboratively to develop a strategy for addressing the situation, such as issuing a preemptive press release or seeking injunctive relief to prevent publication of defamatory content.
Continuing Obligations: The obligations and protections provided under this Reputation Protection Clause shall survive the termination or expiration of any agreement between Provider and Client, ensuring that both parties remain bound by their commitments to safeguard each other's reputation and interests even after the conclusion of their business relationship.
Governing Law and Jurisdiction: This Reputation Protection Clause shall be governed by and construed in accordance with the laws of [Specify Jurisdiction], without regard to its conflict of law principles. Any dispute arising out of or related to this clause shall be resolved exclusively in the state or federal courts located in [Specify Jurisdiction], and the parties hereby submit to the exclusive jurisdiction of such courts.Example: In the event of a dispute regarding the interpretation or enforcement of this Reputation Protection Clause, the parties agree to submit to the jurisdiction of the courts of [Specify Jurisdiction], where this clause shall be interpreted and enforced in accordance with the laws of [Specify Jurisdiction].

Effective Friday, April 26, 2024. This statement and clause serves as policy for LIAM IAN LLC™ and any subdivision or subsidiary entity or project authored, designed, coordinated, cultivated and/or owned by LIAM IAN LLC™.

DOC - RPEx (or ExRP) - Expanded Reputation Protection - 2024 - GENERATED BY CHAT GPT. - 2024.02.17.04.27.118 . 00.00 . L01 . D01