Before you sign that digital marketing contract…

Today, businesses and organizations increasingly turn to digital marketing firms to achieve that elusive first-page ranking and gain a competitive edge.

Many of our clients tell us that digital marketing firm contracts are overly complicated and full of gobbledygook!

The goal is to build a long-term relationship with a marketing partner. Start off on the right foot by using this primer to help you make sense of a digital marketing firm’s contract.

Most digital marketing contracts include these sections:

1) Objectives + Scope of Work
There are several reasons why business owners may become dissatisfied with their online marketing vendor. The problem I hear most often is a misalignment of objectives and scope of work.

That’s why it’s key to spell out expectations for your metrics, such as first-page placement, impressions, clicks, calls, and conversions.

Projects must be described in detail. For example, if an agency is creating templates for your print and eNewsletter, the number of pages, sections, photos, and videos, and other details belong in the scope of work.

2) Costs
Money misunderstandings can get ugly! That’s why it’s important to know:

The agency’s hourly rates. Often each specialty such as graphic designer, SEO analyst, web developer, etc., has a different hourly rate.

• Charges for third parties. If the agency hires a coder to help with development, then are you billed the coder’s hourly rate or the hourly rate + a markup?
• Costs for photography and fonts. Discuss the agency’s plan to use free photography and fonts versus ones that require a subscription or buyout.
• Recurring fees such as software subscriptions. Is the agency billing you for the software they use to analyze your campaigns or website activity?

3) Payment Schedule
Many agencies include a payment schedule where you pay 15-25% upfront, an additional amount midway during the project, and the balance at the end. It’s a bad model. Rather, agree to paying a percent based on results and deliverables throughout the engagement.

4) Intellectual Property Rights
Intellectual property (IP) rights in a marketing contract may cover:

• Ownership: Who owns the IP rights to content, data, logos, taglines, product names, etc.? Ensure you own the creative, messaging, and any other work you wouldn’t want the agency to use in a pitch to a competitor.
• Confidentiality: Whether the agency is bound to confidentiality obligations regarding the client’s proprietary information.

5) Working Together
Will you have regular in-person meetings, or will Zoom be your hang out? A client of ours recently engaged a marketing firm and their contract included one in-person meeting a month. If the client requests additional face-to-face meetings, then they’ll be charged for them.

What’s the agency’s policy regarding graphic design revisions? How many revisions are included? What’s considered a revision? 

6) Early Termination
A clear and comprehensive explanation of how each party can terminate the relationship belongs in every agency contract. Here are key elements to include:

• Notice period: Specify the required notice period for termination for either party, typically 30 or 60 days.
• Termination conditions: List the conditions under which the contract can be terminated such as breach of contract, non-performance (didn’t meet goals), or mutual agreement.
• Termination process: How do you initiate the termination? A formal, written notice? Email? Registered mail?
• Confidentiality: Ensure sensitive information remains protected.
• Dispute resolution: Specify the process to handle conflicts such as mediation or arbitration.
• Non-compete/non-solicitation: If applicable, include terms regarding non-compete or non-solicitation agreements to prevent conflicts of interests after termination.

7) Legal Review
If your lawyer can keep redlines to a minimum and is pragmatic, their review can be helpful.

Establishing a long term relationship with a marketing partner can help grow your business. Date first by working together on a project basis. If the relationship feels right, then make a commitment to a longer term partnership.

Need help with an agency relationship? Let’s talk! laura@vivalabrand.com