Fillable Printable Sample Social Media Marketing Agreement

Sample Social Media Marketing Agreement

Sample Social Media Marketing Agreement #1

This Agreement is made and entered into on the [start date] until [end date], unless

extended by any subsequent written indication.

Between

<Full Agency Name>, having its office at <Mention Registered Office Address> (hereinafter

referred to as “Agency”) of the ONE PART;

And

<Client Name> having its office at <Client address>. (hereinafter referred to as “Client”)

of the OTHER PART

1. BACKGROUND

<Agency Name> has expertise in creating social media marketing and research services.

<Agency Name> operates a service based on this system, which can be provided to <Client

Name>.

<Agency Name> will develop

Social Media Marketing & Social Media Research

for <Client

Name>. Against this background, the Parties have agreed to the terms that follow.

For the period of 1st May 2012 to 31

October 2012, a Social Media Campaign will be built

for <Client Name> on Facebook Twitter, Youtube , <mention all platforms>.

To provide, via <Agency Name>:

<Agency Name> has the right to bill additionally, upon mutual agreement, for any

application development, meetups, <mention all possible services as per rate card> based

on a proforma and email approval from <Client Name>.

2. GENERAL CONDITIONS

The Service supplied under this Agreement shall be subject to <Agency Name>’s general

terms and conditions as set forth in (“Terms & Conditions”).

3. REMUNERATION / INVOICING AND PAYMENT TERMS

The cost for Social Media Management will be <Mention final per month amount> plus

Service Tax per month to be paid within <mention agreed upon duration – can be 10 days to

90 days period>

4. TERMS & CONDITIONS

These terms and conditions constitute an agreement with you and <Agency Name>, a

company incorporated in India, whose registered office is at <Office Address>.

The Retainer amount is subject to increment if the Scope of Work or Duration increases

beyond the deliverables or expectancy.

<Client Name> shall notify the <Agency Name> in writing one(1) month in advance

whenever they would like to discontinue the engagement and vice versa. In case of

termination <Client Name> will pay the amount invoiced till the termination date to

Any notice given by one party to the other pursuant to this Contract shall be sent to the

other party in writing or by fax and confirmed in writing to the other party’s specified

address. The same has to be acknowledged by the receiver in writing.

In cases of dispute, claim & legal action arising out of the contract, the parties shall be

subject to the jurisdiction of courts in Mumbai (India) only.

5. REPRESENTATION AND WARRANTIES –

<Agency Name> hereby represents, undertakes and warrants that the services provided by

<Agency Name> under this Agreement does not violate/infringe, or shall not at any time

during or after this Agreement violate/infringe the intellectual property rights of any third

party IN WITNESS WHEREOF the parties hereto have hereunto set their hands as on the date

of this Agreement:

6. SIGNED, SEALED AND DELIVERED by –

For and on Behalf of <Client Name> For and on Behalf of <Agency Name>

(__________________________________) (__________________________________)

Company: <Client Name> India Pvt. Ltd. Company: <Agency Name>

Place: Place:

Name : Name :

Designation : Designation :

Date: Date:

Sample Social Media Marketing Agreement #2

This Agreement is executed at Mumbai on the ……(date) of ………(month), (_______year )

between <Agency Name>, <Agency Address>, (a company registered under the Indian

Companies Act 1956 and hereinafter referred to as "the Agency" which expression shall

include its successors and assigns) of the one part hereafter also to be referred as “AGENCY”

M/s (XYZ), Add (….) (a company registered under the Indian Companies Act 1956 and

hereinafter referred to as "the Client", which expression shall include its successors and

assigns) of the second part., hereafter also to be referred as the “CLIENT”

It is agreed by and between the Client and the Agency as follows:

AGENCY APPOINTMENT

The Client hereby appoints the Agency to handle all advertising, communication and

related work on social media required for its brand. (Name of the brand …..)

AGENCY SERVICES

The Agency shall provide to the Client, services, which shall include the following:

Setting up social media platforms such as Facebook, Twitter, Youtube, etc

Creating content, engagement as well as ongoing management of these

platforms

Monitoring social media conversations and responding to the same

Managing all social media communication as more clearly elaborated in the

pitch presentation.

COMMENCEMENT AND DURATION

This agreement is deemed to commence from the (DD/MM/YY), and shall remain in

force for (number of) months. The agreement may be renewed thereafter as may be

mutually agreed by both parties.

CONFIDENTIALITY

The Agency shall maintain absolute confidentiality with respect to any confidential

information received from the Client. The Agency shall not disclose any such

information without obtaining Client's specific prior consent, otherwise than in

compliance with statutory requirements.

GOVERNING LAWS

The Client and the Agency shall comply with all statutory regulations. This agreement

will be subject to Mumbai jurisdiction.

AGENCY FEES AND REMUNERATION

The Client agrees to pay the Agency a retainer fee of Rupees (amount)/- only per

month. This amount will be payable at the beginning of the month, upon receipt of

invoice from the Agency.

All out-of-pocket expenses such as outstation travel, stay, etc incurred by the Agency,

as part of this assignment, would be borne by the Client. Such out of pocket expenses

will be incurred by the Agency only after specific approval from the Client.

Similarly charges for any other services including video creation, application

development, media buy, purchase of licensed images and content, etc. if applicable,

will be charged extra.

TAXES

All statutory taxes/levies (including service tax presently levied on advertising services)

shall be borne and paid by the Client to the Agency. Service tax @12.36

%, or as may be prescribed by law from time to time, will be charged on all invoices

raised by the Agency. At time of payment of the fees, the Client may deduct TDS @ 2%

under section 194 C (1). Necessary TDS certificate will be issued by Agency to the

Client, for same.

PAYMENT TERMS

The Client agrees to pay Retainer Fees against Invoices at the beginning of the month

for that particular month. All other Invoices raised on the Client will become payable

within 7 days from the date of all such Invoices.

INDEMNITY

The Agency shall indemnify and keep the Client indemnified against all losses,

expenses or damages that may be suffered by the Client due to any default or breach

of terms by the Agency under this Agreement. The Client shall indemnify and keep the

Agency indemnified against all losses, expenses or damages that may be suffered by

the Agency due to any default or breach of terms by the Client under this Agreement.

10.

NON- SOLICITATION

Both the Client and the Agency hereby covenant that during the term of this agreement

and for a period of one year following its termination or expiration, it shall not, without

the previous written consent of other party, employ or contract the services of any

person who was employed by the party at any time during a period of 12 months

preceding the date on which the offer for employment is made to the party.

11.

FORCE MAJEURE

Neither the Client, nor the Agency, shall be liable for any default, delay or lapse

occurring due to events beyond their control including riot, strike, theft, war, or acts of

God and/or nature.

12.

EVALUATION

The Client and the Agency shall evaluate progress under this agreement at the

beginning of every quarter and take corrective action as may be required.

13.

MODIFICATION IN TERMS

Any changes in the terms and conditions contained herein shall have effect only

prospectively, and shall be valid only if recorded in writing and signed by the authorized

officials of the Client and the Agency.

14.

WAIVER

The failure of either party at any time to enforce any provision of this Agreement, shall

in no way affect its right thereafter to require complete performance by the other party.

Further, waiver of any breach of any provision shall not be held to be a waiver for any

subsequent breaches. Any waiver shall be valid only if it is recorded in writing and

signed by the authorized officials of the Client and the Agency.

15.

TERMINATION

Either party may terminate this agreement by giving 2 months written notice to the

other, without assigning any reason whatsoever. The obligations of the parties shall

continue during the notice period.

16.

ARBITRATION

Any dispute, difference or question arising out of this agreement shall be settled

amicably between the parties, failing which the same shall be referred to arbitration

under the Indian Arbitration Act, and the place of arbitration shall be Mumbai.

17.

NOTICES

Any or all notice to be given by the parties hereto to each other under this agreement

shall be in writing and shall be transmitted (a) by registered post or by courier service

or by personal delivery, as elected by the party giving such notice, at the addresses as

mentioned below:

a) In the case of notice to the Agency at: <Agency Address>

b) In the case of notice to the Client at: <Client Address>

IN WITNESS WHEREOF the parties hereto have executed this Agreement in duplicate through

their respective duly authorized officials on the day, month and year hereinabove mentioned.

For: <Agency Name>

………………………………..

Chief Executive Officer

For: <Client Name>

………………………………..

Sample Social Media Marketing Agreement #3

This Agreement is made on <Date> in Mumbai, India, <Agency Name>, a limited company

incorporated under the provisions of the Companies Act, 1956 having its Registered office at

<Office Address> (hereinafter referred to as “Agency”) of the ONE PART;

And

Xyz having its registered office at … (hereinafter referred to as “Xyz”, which term shall mean

and include its successors and permitted assigns) of the OTHER PART

<Agency Name> and Xyz are here after each referred to as a "Party" and together the

"Parties".

1. SCOPE OF AGREEMENT

The Scope of this Agreement includes digital marketing activities for Xyz as a brand. Social

Media Platforms mutually shortlisted and agreed upon by both parties shall be managed by

<Agency Name>. Anything beyond the scope of the agreement and activities mentioned will

be charged separately.

2. SERVICES TO BE PROVIDED BY <Agency Name>:

It is hereby agreed that <Agency Name> shall provide following professional services on

terms and conditions of this Agreement:

a) <Agency Name> shall conceptualize, design, create strategies & campaigns for

‘ Xyz’

the following Social Media Platforms

-Facebook

-Twitter

-Pinterest

-YouTube

b) <Agency Name> shall provide all ongoing necessary bandwidth, networking, any other

technical support as required

c) <Agency Name> shall be responsible for all the content, creative and communication

done across Social Media platforms from the official accounts of ‘

Xyz’

d) <Agency Name> shall ensure that there is uniform communication across all the Digital

Platforms and if required will sync/replicate the Offline Communication and Campaigns on

the Digital Media

3. GENERAL CONDITIONS

The Service supplied under this Agreement shall be subject to terms and conditions as set

forth hereinafter.

DATA PROTECTION: The data collected during the term of the agreement shall be

exclusively used for Xyz and Xyz shall exclusively own the same. <Agency Name> shall

collect the data in accordance with the privacy laws.

METRICS AND MEASUREMENT: <Agency Name> shall endeavor to measure the volume,

reach, engagement, influence, feedback etc and shall periodically report to Xyz.

4. CONFIDENTIALITY:

<Agency Name> and ‘Xyz’ will maintain in confidence and will not disclose to third parties

without the other’s prior written consent (i) the specific terms of this Agreement; and (ii)

information that is proprietary or confidential to ‘Xyz’ . The confidentiality provisions of this

Agreement will not apply to and will exclude information generally available to the public, or

disclosed to a third party by the owning party without restriction, information rightfully

obtained from other sources, information independently developed by the receiving Party or

information previously known to a Party (and all analyses, compilations, studies or other

documents prepared by the Parties, their agents, employees or professional advisors, which

are based on such non-confidential information)

5. ARBITRATION

Any claim, dispute or difference between the Parties shall be referred to the arbitration of a

sole arbitrator to be jointly appointed by the Parties. If the Parties are unable to jointly agree

to a sole arbitrator then the reference shall be made to an arbitral tribunal comprising of

three arbitrators of which one will be appointed by Xyz, one by <Agency Name> and the

third arbitrator shall be appointed by the aforesaid two arbitrators. All proceedings in any

such arbitration shall be conducted in English. The Arbitration shall take place in Mumbai,

India and shall be governed by the Arbitration and Conciliation Act, 1996 or other law

relating to arbitration in force in India at the relevant time. The arbitration award shall be

binding upon both parties to this agreement (Cost of the Arbitration to be borne equally by

both the parties, in the absence of any order as to costs in the Arbitration Award).

6. REMUNERATION

In consideration of providing the services envisaged underclause 2 hereinabove. Xyz shall

pay <Agency Name> a sum of Rs. …/- (Rupees … only) per month as SMO fee (exclusive of

service tax of 12.36% ) for a period of 1

December 2012 till 30

November 2013 during the

Term of this Agreement. In addition to the same any other platform application development

and media buys on any social media platform are exclusive of the monthly retainer fee for a

period of 1

December 2012 till 30

November 2013.

Remuneration to the Publishers will be paid by Xyz (via <Agency Name> or otherwise) in

accordance with any of the models set out and at payment rates applicable from time to

time with the prior written approval from Xyz.

7. TERM AND TERMINATION

i. This Agreement shall become effective on the Effective Date 1

December 2012 and

shall expire on 30

November 2013. Parties may renew this Agreement on mutually

acceptable terms and conditions after giving 30 (thirty) days prior written notice of

such renewal.

ii. Xyz and <Agency Name> shall have the right to terminate this Agreement, post first 6

months of evaluation, by giving 30 (thirty) days’ notice for any reason whatsoever.

iii. <Agency Name> hereby undertakes to complete all pending assignments being

performed / to be performed by it for Xyz hereunder prior to such a termination and

continue to perform all the Services of a continuous nature till the termination

becoming effective.

iv. In advent of closure of any Service or termination of this Agreement, <Agency Name>

is entitled to temporarily suspend / change / retain usernames and passwords of the

Social Media Platforms managed till such a time the pending dues are cleared by Xyz.

8. MISCELLANEOUS:

a) This Agreement constitutes the entire agreement between the parties hereto in relation

to its subject matter and supersedes all prior agreements and understandings whether oral

or written with respect to such subject matter and no variation of this Agreement shall be

effective unless reduced to writing and signed by or on behalf of each Party.

b) In the event that any term, condition or provision of this Agreement is held to be in

violation of any applicable law, statute or regulation the same shall be deemed to be

severable from the other provisions of this Agreement and this Agreement shall be

construed as if such term, condition or provision had not been contained in this Agreement.

c) Neither Party shall be liable or responsible for any failure or delay to perform any of their

obligations under this Agreement when such failure or delay is due to Force Majeure, which

term shall include fire, riot, strike, lockout, war, civil commotion, accident, breakdown of

plant or machinery, flood, labour unrest, acts of God, omissions or acts of public authorities,

changes in law, regulations or policies of the Government or any other reason beyond the

control of Parties.

d) Any notice to be given by either Party to this Agreement shall be in writing and shall be

deemed to be duly served if delivered by hand, prepaid registered post or through a delivery

service/courier at that Party’s address stated above or any other address which that Party

may have intimated the other Party for this purpose in accordance with the provisions of this

clause.

e) This agreement does not constitute any partnership or joint-venture between the Parties

hereto and is an agreement on principal to principal and non-exclusive basis.

Intending to be bound, the parties do hereby execute this agreement

Read, agreed and accepted Read, agreed and accepted

For Xyz For <Agency Name>

By its Authorized Signatory By its Authorized Signatory

Sample Social Media Marketing Agreement #4

Date: __________________

To, _______________

Re: Letter of Appointment (“LOA”)

Dear Mr. _________,

With reference to our ongoing discussions with you, based on which we have outlined here in

below the terms on which “<Agency Name>” will undertake the following activities as per

the Scope of Work (stated below) for “___”, a brand of _________.:

I. Term:

This letter of appointment is effective from the <Start Date> till the <End Date>

(both days inclusive).

II. Scope of Work/Services:

As the Social Media consultant, in consideration of the full and timely payment as

per the “Compensation Terms” (stated below), <Agency Name> will provide the

following Social Media services to ______ for the brand “______”:

Ongoing Activities:

Platforms to be used:

1. Optimisation of Facebook Page

2. Optimisation of Twitter page

3. Optimisation of the Blog

4. Optimisation of the Youtube Channel

5. Measurement and reporting at the end of the month

III. Compensation Terms

(a) ___________ will be billed an initialization fee of Rs. ________ exclusive of Local taxes

as applicable which is payable by the 10

(tenth) day of the month of

initialization of social media services.

(b) ______ Will be billed a retainer fee of Rs. ______/- (in words_____) per month

exclusive of Local taxes as applicable which will be payable by the 10

(tenth) day

of the month, for the month in which the services are rendered. This fee will be

for the corresponding two months after the month of initialization of social media

services.

_________

(d) Any service rendered beyond the scope of work mentioned above to be charged

additionally.

IV. Termination

Either party can terminate the contract giving one month’s notice. However, in

case of termination of the Letter of Appointment,_________ would be liable to settle

all pending invoices as on the last day of termination.

V. Applicable law and Jurisdiction:

This Letter of Appointment is to be construed in accordance with the laws

prevailing in India and is subject to the exclusive jurisdiction of courts at Mumbai.

In acceptance of the terms of this Letter of Appointment, please return a signed copy of the

same for our records.

Thank you for giving us the opportunity to work with you. We look forward to a long term

association with you.

For and on behalf of <Agency Name>,

_________________

Your Name

Proprietor

Accepted and Agreed to by the Authorised Signatory on behalf of:

__________________

Mr.

Director