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What should a marketing agency contract include?

Quick answer

A marketing agency contract should define the scope of work and deliverables, fees and payment terms, how ad spend is billed and whether any markup applies, ownership of accounts, content and data, reporting frequency and metrics, contract length and notice period, confidentiality, and what happens to assets and access when the relationship ends.

What should a marketing agency contract include? — answered by UpSocially

Scope and deliverables

  • Channels covered: Google, Meta, SEO, LinkedIn, email.
  • Monthly deliverables: number of creatives, posts, landing pages, articles.
  • What is excluded and how extra work is priced.

Fees and ad spend

  • Monthly fee, setup fees and payment dates.
  • How ad spend is paid — directly by you or through the agency.
  • Any markup or percentage of spend, stated clearly.

Ownership

  1. Ad accounts, analytics, Google Business Profile, website and domain belong to you.
  2. Creatives, copy and content produced for you are yours once paid for.
  3. Lead data and customer information remain yours.

Reporting and reviews

  • Reporting frequency and format.
  • Key metrics: leads, cost per lead, sales or bookings.
  • Regular review meetings.

Term and exit

  • Minimum term, if any, and notice period.
  • Handover obligations: access transfer, files and documentation.
  • Timeline for removing agency access.

Confidentiality and compliance

Include confidentiality, data protection responsibilities and, for regulated industries such as healthcare, an obligation to follow advertising rules. Have a lawyer review the final contract; this is general guidance, not legal advice.

Watch for these clauses

Be cautious of automatic renewals with long notice periods, clauses that let the agency keep your accounts or creative files, and vague scopes like “social media management” without numbers. Ask for changes before signing rather than hoping to negotiate later.

Agency contract checklist
ClauseWhat to confirm
ScopeChannels and monthly deliverables
FeesFee, setup costs, payment terms
Ad spendBilling method and any markup
OwnershipAccounts, content and data are yours
ExitNotice period and handover

Key takeaways

  1. Define deliverables and exclusions clearly.
  2. State ad spend billing and any markup in writing.
  3. Secure ownership and a clean handover on exit.
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