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Marketing Agency Agreement

This template outlines an agreement between a business and a marketing agency, detailing the scope of services, payment terms, and intellectual property. It is suitable for SMEs engaging external agencies for marketing campaigns.

Updated 16d ago
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Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

Marketing Agency Agreement

This Marketing Agency Agreement ('Agreement') is made and entered into on this {{date}} by and between:

{{client_company_name}}, a company duly incorporated under the laws of {{client_jurisdiction}}, with its registered office at {{client_company_address}} (hereinafter referred to as 'Client');

AND

{{agency_company_name}}, a company duly incorporated under the laws of {{agency_jurisdiction}}, with its registered office at {{agency_company_address}} (hereinafter referred to as 'Agency').

The Client and the Agency are hereinafter collectively referred to as the 'Parties' and individually as a 'Party'.

1. Scope of Services

1.1. The Client hereby engages the Agency to provide marketing services ('Services') as detailed in Schedule A attached hereto and incorporated by reference.

1.2. The Agency shall perform the Services in a professional and workmanlike manner, in accordance with industry standards and the specifications outlined in Schedule A.

1.3. Any changes or additions to the Scope of Services must be agreed upon in writing by both Parties through an amendment to this Agreement.

2. Term and Termination

2.1. This Agreement shall commence on {{start_date}} and shall continue for a period of {{agreement_duration}} months, unless terminated earlier in accordance with the provisions herein ('Term').

2.2. Either Party may terminate this Agreement by providing {{notice_period}} days' written notice to the other Party.

2.3. Either Party may terminate this Agreement immediately upon written notice if the other Party commits a material breach of this Agreement and fails to cure such breach within {{cure_period}} days of receiving written notice thereof.

3. Payment and Fees

3.1. In consideration for the Services, the Client shall pay the Agency the fees as set out in Schedule B attached hereto ('Fees').

3.2. All invoices shall be submitted by the Agency on a {{billing_frequency}} basis and are due and payable within {{payment_terms}} days of the invoice date.

3.3. Late payments shall incur interest at a rate of {{interest_rate}}% per annum, compounded monthly.

4. Intellectual Property

4.1. All intellectual property rights, including copyrights, trademarks, and design rights, in any materials created by the Agency for the Client as part of the Services shall vest in the Client upon full payment of the Fees.

4.2. The Agency grants the Client a non-exclusive, royalty-free license to use any pre-existing intellectual property of the Agency incorporated into the Services for the duration of this Agreement and thereafter for the purpose for which they were created.

4.3. The Agency warrants that the Services and materials provided will not infringe on the intellectual property rights of any third party.

5. Confidentiality

5.1. Both Parties agree to keep confidential all non-public information obtained from the other Party during the course of this Agreement ('Confidential Information').

5.2. Confidential Information shall not be disclosed to any third party without the prior written consent of the disclosing Party, except as required by law.

5.3. This confidentiality obligation shall survive the termination of this Agreement for a period of {{confidentiality_period}} years.

6. Indemnification

6.1. The Agency agrees to indemnify and hold harmless the Client from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with the Agency's performance of the Services, including any breach of warranties or intellectual property infringement claims.

6.2. The Client agrees to indemnify and hold harmless the Agency from and against any and all claims, losses, damages, liabilities, costs, and expenses arising out of materials provided by the Client for use in the Services that infringe on any third-party rights.

7. Governing Law and Dispute Resolution

7.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_jurisdiction}}.

7.2. Any dispute, controversy, or claim arising out of or in connection with this Agreement, including its existence, validity, interpretation, performance, breach, or termination, shall be referred to and finally resolved by arbitration administered by {{arbitration_body}} in accordance with its Rules.

7.3. The seat of arbitration shall be {{arbitration_city}}, and the language of the arbitration shall be English.

8. Entire Agreement

8.1. This Agreement, including its Schedules, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral.

Signature Block

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

___________________________ ___________________________

{{client_company_name}} By: {{agency_company_name}}

By: ________________________ Name: _______________________

Name: {{client_signatory_name}} Title: {{agency_signatory_title}}

Title: {{client_signatory_title}}

Date: {{signature_date}}

Witnessed By:

___________________________

Name: {{witness_name}}

Date: {{witness_date}}

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