-------------------------------------------------- DRAFT FOR ATTORNEY REVIEW ONLY — NOT LEGAL OR FINANCIAL ADVICE IMPORTANT: PixelMark Studio Pvt Ltd does NOT guarantee specific business results, sales growth, brand recognition, or market success from any design work. Design outcomes depend on many factors outside the Designer's control. PixelMark Studio Pvt Ltd is NOT a trademark attorney and provides NO trademark clearance service. The Client is solely responsible for conducting trademark searches and registering any trademarks before using the designs commercially. This document is a structured preparation draft only. Copyright Act 1957 India ownership and assignment of original logo and brand identity designs as artistic works, trademark clearance obligations which are solely the Client's responsibility and must be confirmed with a qualified trademark attorney before any logo or brand identity is used commercially, Consumer Protection Act 2019 India compliance for design service outcome representations, Digital Personal Data Protection Act 2023 India compliance for handling FreshLeaf Organic Foods Pvt Ltd's brand assets and business information, commercial font license obligations under applicable copyright law for ongoing brand use, GST registration and invoicing obligations under the CGST Act 2017 on graphic design service fees, income tax treatment of design project income under the Income Tax Act 1961, and limitation of liability enforceability under the Indian Contract Act 1872 must all be confirmed with a qualified Indian attorney and tax advisor before this agreement is signed. -------------------------------------------------- GRAPHIC DESIGN CONTRACT — DRAFT FOR ATTORNEY REVIEW Document Ref: GDC-2026-001 Date of Preparation: June 1 2026 DESIGNER: PixelMark Studio Pvt Ltd Mumbai Maharashtra India Email: [designer email] CLIENT: FreshLeaf Organic Foods Pvt Ltd Mumbai Maharashtra India Email: [client email] 1. RECITALS 1.1 PixelMark Studio Pvt Ltd is a brand identity and logo design agency based in Mumbai Maharashtra India with expertise in brand strategy, visual identity systems, product label design, and packaging graphics for food, wellness, and consumer goods brands. 1.2 FreshLeaf Organic Foods Pvt Ltd is an organic food and wellness startup based in Mumbai India seeking a complete brand identity system including logo, brand guidelines, business cards, product labels, and social media templates. 1.3 Both parties confirm their mutual intent to document this graphic design engagement on the terms of this agreement. 2. DEFINITIONS 2.1 Designer: PixelMark Studio Pvt Ltd. 2.2 Client: FreshLeaf Organic Foods Pvt Ltd. 2.3 Project: The brand identity design engagement described in Section 4. 2.4 Deliverables: The specific design outputs listed in Section 4.1. 2.5 Design Concepts: The initial logo design options presented to the Client for selection as described in Section 5. 2.6 Revision: A round of amendments to an approved design stage submitted by the Client in a single consolidated written feedback document. 2.7 Final Files: The complete set of production-ready design files delivered on project completion as described in Section 8. 2.8 Brand Assets: All logo files, color codes, typography selections, and brand guidelines produced under this Project. 2.9 Print-Ready Files: High-resolution CMYK PDF files prepared to print production specifications. 2.10 Background IP: PixelMark Studio Pvt Ltd's pre-existing design elements, templates, techniques, and proprietary creative processes. 2.11 Foreground IP: All original logo designs, brand identity elements, and design work created specifically for FreshLeaf Organic Foods Pvt Ltd under this Project. 2.12 Confidential Information: All FreshLeaf Organic Foods Pvt Ltd's business plans, product strategy, and brand information. 2.13 Governing Law: Laws of Maharashtra India. 2.14 Effective Date: The date both parties sign this agreement. 3. PROJECT SCOPE AND DELIVERABLES 3.1 PixelMark Studio Pvt Ltd will design and deliver the following for FreshLeaf Organic Foods Pvt Ltd: 1. Primary logo design with horizontal, stacked, and icon-only variations. Files: AI, EPS, PDF, PNG (transparent background), SVG. 2. Brand identity system document covering primary and secondary color palette with CMYK, RGB, and HEX values, primary and secondary typeface selections, and visual style guidelines. 3. Brand guidelines PDF document covering logo usage rules, color usage, typography hierarchy, and clear space requirements. 4. Business card design for up to 2 staff members. Files: Print-ready CMYK PDF with bleed and 300 DPI. 5. Product label design for 3 SKUs based on dimensions and print specifications provided by FreshLeaf Organic Foods Pvt Ltd. Files: Print- ready CMYK PDF with bleed and 300 DPI, plus AI source files. 6. Social media profile picture and cover image templates for Instagram, Facebook, LinkedIn, X, and YouTube. Files: PNG and PSD or AI editable templates. 3.2 The following are NOT included: 1. Website design or web development. 2. Packaging structural dieline creation. 3. Motion graphics or animated logos. 4. Photography or product photography. 5. Copywriting or tagline creation. 6. Any deliverable not listed in Section 3.1. 4. DESIGN CONCEPT PRESENTATION 4.1 PixelMark Studio Pvt Ltd will present 3 initial logo design concepts to FreshLeaf Organic Foods Pvt Ltd as a PDF presentation showing each concept in context with brand color and typography direction. 4.2 FreshLeaf Organic Foods Pvt Ltd will select one concept to develop further and provide written selection confirmation within 5 business days of presentation. 4.3 The 2 unselected concepts remain the sole property of PixelMark Studio Pvt Ltd and may not be used by FreshLeaf Organic Foods Pvt Ltd. 5. REVISION ROUNDS 5.1 The project fee includes 3 revision rounds across all Deliverables. 5.2 For each revision round FreshLeaf Organic Foods Pvt Ltd must consolidate all feedback into a single written document submitted via email within 3 business days of receiving designs. Fragmented or sequential feedback requests within the same round will be treated as a single round. 5.3 Additional revision rounds beyond the 3 included rounds will be charged at INR 3,000 per round. 5.4 Post-approval change requests to designs that FreshLeaf Organic Foods Pvt Ltd has already approved in writing are outside scope and will be quoted as additional work. 6. CLIENT FEEDBACK AND APPROVAL 6.1 PixelMark Studio Pvt Ltd will submit each design stage to FreshLeaf Organic Foods Pvt Ltd for written approval before proceeding to the next stage. 6.2 FreshLeaf Organic Foods Pvt Ltd must respond with written approval, revision requests, or rejection within 5 business days of each submission. If no response is received within 5 business days the submission is deemed approved and PixelMark Studio Pvt Ltd may proceed. 6.3 Once FreshLeaf Organic Foods Pvt Ltd approves any design stage in writing PixelMark Studio Pvt Ltd is not responsible for factual errors, FSSAI food labeling non-compliance, trademark conflicts, or other issues the Client should have identified during the approval review. 6.4 Note: FSSAI food packaging labeling requirements for product label designs and any applicable drug and cosmetics act labeling requirements for health and wellness products must be confirmed with a qualified Indian regulatory attorney before any label is sent to print. 7. FILE FORMAT DELIVERY 7.1 On receipt of final payment PixelMark Studio Pvt Ltd will deliver the Final Files to FreshLeaf Organic Foods Pvt Ltd via a shared Google Drive folder including: 1. Vector source files in AI and EPS format for all logo variations and brand marks. 2. Print-ready CMYK PDFs at 300 DPI with bleed for all print deliverables including business cards and product labels. 3. Web-optimized PNG files with transparent background for all logo variations. 4. SVG files for all logo variations for web and digital use. 5. Social media template files in AI or PSD editable format. 6. Brand guidelines PDF. 7.2 All print deliverables are prepared in CMYK color mode. All digital and screen deliverables include RGB and HEX color values. Color accuracy in final print production is the responsibility of FreshLeaf Organic Foods Pvt Ltd's chosen print vendor. 8. FONT LICENSING 8.1 The typefaces selected for FreshLeaf Organic Foods Pvt Ltd's brand identity will be disclosed in the brand guidelines document along with their source and license type. 8.2 FreshLeaf Organic Foods Pvt Ltd is solely responsible for purchasing and maintaining its own commercial licenses for all brand fonts for ongoing use in brand communications, packaging, marketing materials, and digital platforms after this project is complete. 8.3 PixelMark Studio Pvt Ltd will not supply unlicensed font files to FreshLeaf Organic Foods Pvt Ltd. 8.4 Note: Commercial font license obligations under the Copyright Act 1957 India and applicable international copyright treaties for typeface usage in brand identity and product packaging must be confirmed with a qualified Indian attorney. 9. STOCK ILLUSTRATIONS AND ASSETS 9.1 If stock illustrations or licensed graphical assets are incorporated into the design work PixelMark Studio Pvt Ltd will source these from platforms with appropriate commercial licenses. The cost of stock asset licenses will be billed to FreshLeaf Organic Foods Pvt Ltd at actual cost with receipts and prior written approval for any single expense exceeding INR 2,000. 9.2 FreshLeaf Organic Foods Pvt Ltd is responsible for maintaining ongoing license compliance for any licensed stock assets used in brand materials after project completion. 9.3 Note: Stock illustration and asset license obligations under the Copyright Act 1957 India for commercial brand and packaging use must be confirmed with a qualified Indian attorney. 10. PRINT SPECIFICATIONS AND PRODUCTION 10.1 All print-ready files for business cards and product labels will be prepared with 3mm bleed, crop marks, and 300 DPI resolution in CMYK color mode unless FreshLeaf Organic Foods Pvt Ltd's chosen printer specifies different requirements in writing before file preparation. 10.2 PixelMark Studio Pvt Ltd is not responsible for print production quality, color accuracy in print output, print vendor errors, or production costs. FreshLeaf Organic Foods Pvt Ltd should request a print proof from the chosen vendor before approving a full print run. 11. TRADEMARK DISCLAIMER 11.1 PixelMark Studio Pvt Ltd is not a trademark attorney and this Project does not include any trademark clearance search, trademark availability assessment, or trademark registration service. 11.2 PixelMark Studio Pvt Ltd does not warrant that any logo design, brand name, tagline, or visual element created under this agreement is free from conflict with any registered or unregistered third-party trademark. 11.3 FreshLeaf Organic Foods Pvt Ltd is solely responsible for conducting comprehensive trademark searches and for registering any trademarks through qualified legal counsel before using any logo or brand identity commercially. 11.4 Note: Trademark clearance searches under the Trade Marks Act 1999 India and registration with the Office of the Controller General of Patents, Designs and Trade Marks must be confirmed with a qualified Indian trademark attorney before any brand identity is used commercially. 12. NO BUSINESS RESULTS GUARANTEE 12.1 PixelMark Studio Pvt Ltd makes no guarantee, warranty, or representation of specific business results from any design work including sales growth, revenue, brand recognition, customer acquisition, or commercial success. 12.2 Brand and design outcomes depend on many factors outside PixelMark Studio Pvt Ltd's control including market conditions, consumer preferences, distribution strategy, and the quality of FreshLeaf Organic Foods Pvt Ltd's own products and services. 12.3 Note: No-results disclaimer compliance with the Consumer Protection Act 2019 India must be confirmed with a qualified Indian attorney. 13. INTELLECTUAL PROPERTY 13.1 All Foreground IP including all original logo designs, brand identity elements, label designs, and visual Brand Assets created by PixelMark Studio Pvt Ltd specifically for FreshLeaf Organic Foods Pvt Ltd under this agreement transfer to FreshLeaf Organic Foods Pvt Ltd as the Client's property on full payment of all outstanding fees under the Copyright Act 1957 India. 13.2 PixelMark Studio Pvt Ltd retains all Background IP in pre-existing design elements, graphical components, templates, and proprietary creative processes used in delivering the Project. 13.3 FreshLeaf Organic Foods Pvt Ltd receives a perpetual non-exclusive license to use PixelMark Studio Pvt Ltd's Background IP embedded in the Deliverables for FreshLeaf Organic Foods Pvt Ltd's own commercial brand use. 13.4 Note: Copyright Act 1957 India assignment of original artistic works and the timing of IP transfer on full payment must be confirmed with a qualified Indian IP attorney before any design is used commercially. 14. PORTFOLIO RIGHTS 14.1 PixelMark Studio Pvt Ltd may display the completed brand identity and design work in its professional portfolio, website, social media, and award submissions after final file delivery unless FreshLeaf Organic Foods Pvt Ltd requests portfolio confidentiality in writing within 30 days of final delivery. 15. CONFIDENTIALITY 15.1 PixelMark Studio Pvt Ltd will keep all FreshLeaf Organic Foods Pvt Ltd's business plans, product strategy, formulation information, and Confidential Information strictly confidential during the project and for 2 years after completion. 15.2 FreshLeaf Organic Foods Pvt Ltd will keep PixelMark Studio Pvt Ltd's pricing, creative methodology, and proprietary design processes confidential. 16. CREDIT AND ATTRIBUTION 16.1 PixelMark Studio Pvt Ltd may request a design credit on FreshLeaf Organic Foods Pvt Ltd's brand materials or website such as a footer credit reading "Brand Identity by PixelMark Studio". Credit is subject to FreshLeaf Organic Foods Pvt Ltd's agreement and is not a condition of this contract. 17. FEES AND PAYMENT 17.1 The total project fee is INR 85,000 payable in two stages: Stage 1 on signing: INR 42,500 Stage 2 on final file delivery: INR 42,500 17.2 Each payment is due within 7 days of the stage trigger by NEFT to PixelMark Studio Pvt Ltd's nominated bank account. 17.3 PixelMark Studio Pvt Ltd will issue a GST-compliant tax invoice at each stage. 17.4 If payment is not received within 15 days of invoice date interest accrues at 18 percent per annum. 17.5 PixelMark Studio Pvt Ltd may withhold delivery of Final Files until all outstanding fees are paid in full. 17.6 Note: GST registration obligations under the CGST Act 2017 on graphic design service fees, income tax treatment of design project income under the Income Tax Act 1961, and TDS deduction obligations on professional fees must be confirmed with a qualified Indian tax advisor. 18. EXPENSES 18.1 Out-of-pocket expenses including stock illustration licenses, print proof costs, and courier costs incurred on behalf of FreshLeaf Organic Foods Pvt Ltd will be charged at actual cost with receipts. 18.2 For any single expense exceeding INR 2,000 PixelMark Studio Pvt Ltd will obtain FreshLeaf Organic Foods Pvt Ltd's prior written approval. 19. LIMITATION OF LIABILITY 19.1 PixelMark Studio Pvt Ltd's total liability to FreshLeaf Organic Foods Pvt Ltd for any claim arising from this agreement is limited to the total project fees paid. 19.2 PixelMark Studio Pvt Ltd is not liable for indirect, consequential, lost revenue, trademark infringement claims arising from approved designs, or print production quality claims. 19.3 Note: Limitation of liability must comply with the Consumer Protection Act 2019 India and the Indian Contract Act 1872. A qualified attorney must confirm. 20. TERMINATION 20.1 Either party may terminate for convenience with 30 days written notice. 20.2 Either party may terminate for material breach with 14 days written notice and a 14-day cure period. 20.3 On termination: 1. FreshLeaf Organic Foods Pvt Ltd must pay for all work completed and approved to the termination date. 2. PixelMark Studio Pvt Ltd will deliver all completed and paid-for design files within 7 days. 3. IP for all fully paid and approved work transfers to FreshLeaf Organic Foods Pvt Ltd on full payment. 21. GOVERNING LAW AND DISPUTES 21.1 Laws of Maharashtra India govern this agreement. 21.2 Disputes proceed through direct negotiation then binding arbitration in Mumbai. SIGNATURE BLOCK: Note: Both parties must have this agreement reviewed by a qualified Indian attorney and tax advisor before signing. Copyright Act 1957 IP assignment timing, trademark clearance under Trade Marks Act 1999 India, FSSAI food label compliance for product label designs, Consumer Protection Act 2019 no-results disclaimer compliance, DPDP Act 2023 brand asset data compliance, commercial font license obligations, GST on design fees, income tax and TDS obligations, and limitation of liability enforceability must all be confirmed before work commences. PixelMark Studio Pvt Ltd (Designer) Signature: ________________ Name: ____________________ Title: ___________________ Date: ____________________ FreshLeaf Organic Foods Pvt Ltd (Client) Signature: ________________ Name: ____________________ Title: ___________________ Date: ____________________ -------------------------------------------------- This Graphic Design Contract draft was generated by an AI drafting tool as a structured preparation and documentation aid only. It does not constitute legal or financial advice. Graphic design does NOT guarantee business results or trademark clearance. Always have this document reviewed by a qualified attorney before either party signs. --------------------------------------------------