Influence Manage — Agency Service Terms
This Agreement (“Agreement”) is by and between the Client (the “Brand” or “Advertiser”) and the Agency (hereafter “Agency,” “we,” “us,” “our”), and governs the terms under which the Agency will facilitate influencer deals or marketing collaborations.
1. Scope of Services
The Agency will introduce, negotiate, or broker influencer marketing deals on behalf of the Client. This may include identifying influencers, presenting brand‑influencer matchups, negotiating rates and deliverables, and coordinating campaign execution.
2. Agency Fee / Compensation
For every deal or collaboration the Agency facilitates and that the Client accepts, the Client agrees to pay the Agency a fee equal to 20% of the total value of the deal (“Agency Fee”).
The Agency Fee becomes earned and payable immediately upon execution of the deal between the Client and the influencer (or influencer’s representative).
The Client must remit payment of the Agency Fee within [insert number] days (e.g. 15 or 30 days) of deal execution, regardless of payment schedule with the influencer.
The Agency Fee applies to any form of compensation under the deal — cash payment, product‑for‑promotion, equity, or other barter — unless otherwise agreed in writing.
3. Invoicing and Payment Terms
Upon deal signing, the Agency will issue an invoice to the Client for the Agency Fee.
Payment is due within the time frame specified above. Late payments may be subject to a late fee of [insert % or flat amount], or other remedies as provided under this Agreement.
All payments shall be made in U.S. dollars and via the payment method specified by the Agency (e.g. wire transfer, Stripe, etc.).
4. No Waiver of Fee
The Client acknowledges that the Agency’s fee is a fundamental part of the business arrangement and compensates the Agency for services rendered in sourcing, negotiating, and facilitating the deal.
Any attempt by the Client to reduce, withhold, renegotiate or avoid the Agency Fee after deal execution — without the Agency’s explicit written consent — constitutes a breach of this Agreement.
In the event of dispute, the Client remains responsible for payment of the Agency Fee as agreed, plus any interest, costs, or legal fees incurred by the Agency in enforcing this Agreement.
5. Representations & Warranties
The Agency represents that it acts as a bona fide intermediary/agent between the Client and influencers; the Agency does not guarantee performance, sales, conversions, or a specific outcome from the influencer deal.
The Client understands and agrees that influencer marketing results vary, and the Agency cannot guarantee a particular level of performance, reach, or revenue.
6. Intellectual Property & Usage Rights
Unless otherwise agreed in writing, all content created by or delivered from the influencer as part of a deal facilitated by the Agency — including creative assets, posts, videos, captions — are subject to the usage, licensing, and ownership terms negotiated between the Client and the influencer.
The Agency is not responsible for guaranteeing rights, licensing, or ownership beyond the scope of its facilitation role.
7. Confidentiality
Both parties agree to keep confidential any sensitive information shared during deal negotiations, including but not limited to influencer payment terms, rate cards, campaign strategy, and business metrics — except where disclosure is required by law or agreed in writing.
8. Termination
Either party may terminate this Agreement with written notice before the execution of a specific influencer deal.
Termination does not affect deals already executed; Agency Fees on such deals remain due and payable according to the terms of this Agreement.
9. Governing Law & Dispute Resolution
This Agreement shall be governed by the laws of the state of [insert state — e.g. California]. Any disputes arising under or related to this Agreement shall first be addressed via mediation or arbitration, before resorting to litigation.
10. Entire Agreement
This Agreement (together with any executed order forms or addenda) constitutes the full and entire agreement between the parties regarding the subject matter herein. It supersedes all prior discussions, proposals, or side‑agreements. Any modifications must be in writing and signed by both parties.
11. Severability
If any provision of this Agreement is found to be invalid or unenforceable, such provision shall be severed, and the remaining provisions shall continue in full force and effect.
