Email Marketing Contract Template
An email marketing contract is a legal document wherein a company retains the service of a professional or agency to perform certain email marketing services. An email marketing agreement substantiates the type of marketing the service provider is to provide to the client.
- Serves as a collaborative contract between the clients and marketing professionals to execute successful email marketing campaigns.
- This email marketing contract template is a general marketing agreement template between a service provider and a client.
- This PDF email marketing agreement template is created to be comprehensive and easy to use.
- An email marketing professional develops digital marketing campaigns to boost a client’s SEO.
- A thorough and well-drafted email marketing services agreement is advantageous to both parties.
What is an Email Marketing Agreement?
An email marketing agreement details the services a marketer intends to provide to a client. A marketer is typically tasked with developing digital email campaigns on a web-based platform. A marketing professional could work as an independent contractor or for a contractor of a marketing agency. Marketing professionals or consultants are usually hired to work on a variety of social media campaigns. Email marketing professionals are well versed in SEO to boost a company’s digital presence.
Email marketing professionals create a digital marketing strategy into an email to be sent to prospective or current customers. Email marketing campaigns can turn a one-time user into a loyal consumer of a particular product or service.
Email marketers are hired across various industries to implement and execute a successful digital marketing campaign, such as:
- Retail chains
- Law firms
- Small boutique businesses
Email marketing is so appealing because it is a modern, relevant, and useful way to inform a client’s customers. Many companies send updates or special offers via email to their customers as well.
Elements of an Email Marketing Agreement
The goal of your email marketing agreement is to be sure it is enforceable. A well-drafted contract means the terms and agreed upon services are clear and unambiguous. Here are the most essential elements of an email marketing agreement:
- Parties– Both the service provider and the client should be at the top of the contract. It is also a good idea to include their location as well. A short description could also be included listing the product or services the client provides.
- Scope of Services– The digital email marketing services offered should be detailed in the contract. The scope of services should clearly define what digital marketing campaigns the service provider is responsible for completing and list any relevant deadlines. If the client has deadlines, such as payment terms and due dates, that should also be included in the agreement.
- Payment Terms – This is a vital part of the contract. The marketing professional must be informed of how much they will be compensated and when. Moreover, the client needs to be aware of the amount they agree to pay, and when payment is due. Moreover, the terms should coincide with the marketer’s deliverables and overall client satisfaction.
- Confidentiality – In order for the email marketing professional to complete their task, they may need access to a client’s confidential and protected information. Both parties should honor and protect each other’s protected proprietary information or trade secrets throughout the duration of the contract. Oftentimes, a client will require the service provider to be bound to permanent confidentiality even after the contract is terminated. Marketing contracts or consultant agreements are usually paired with a separate confidentiality agreement or non-disclosure agreement (NDA).
- Dispute Resolution – If a dispute between the party should arise, it is essential that the agreement has a dispute resolution provision. The provision defines each party’s obligations and efforts to resolve the issue prior to litigation.
Common Mistakes when Drafting am Email Marketing Agreement
The most important sections of an email marketing agreement are the definition of the services and compensation structure.
The scope of services provides the client’s expectations and specifics the marketer’s tasks and services they are to provide (the email marketing services).
The email marketing professional should carefully review the scope of services and verify all of the tasks and digital marketing projects they are responsible for. If either the client or marketer later decides to add any other services outside the scope of the agreement, either a new contract should be drafted, or an amendment can be added to supplement the original agreement. Any agreed-upon modifications or changes should be in writing and signed off on by all parties subject to the contract.
The other common mistake is not including the payment terms. The marketer can list their fees for their services along with any other expenses they may or may not be responsible for. Other payment structures may include an hourly rate or flat fee. All of which should be discussed, agreed upon, and included in the agreement. Implementing all of the above eliminates confusion on the terms agreed upon. Further, it provides a legal remedy should either party breach the fee provision of the contract.
Another essential clause to an email marketing contract is the process should there be a dispute with the invoice. It could include the client’s responsibilities if they have concerns with the invoice and their duties and deadlines to bring up such disputes.
It is important to remember that each state or local agency may have specific statutes, regulations, or other unique rules of what can and cannot be included in contracts. The goal of any contract is to ensure it is enforceable. It is important to consult with an attorney while drafting and finalizing your email marketing agreement to make sure you are protected.
How to get your Email Marketing Agreement Signed
Electronic signatures are exceedingly convenient for all parties involved in a contract. Companies, Clients, and marketing pros alike are always on the go. Electronic signatures make it easy to get an email marketing agreement signed so they can get started developing a successful digital marketing strategy for their client. ApproveMe.com’s software provides a game-changing e-signature solution for your growing company.
Helpful Tools for Marketing Mavens
Marketing professionals are involved with companies creating and developing successful marketing plans. Whether you are an email marketer, consultant, or company seeking a marketing consultant, you need other ways to help your company run smoothly so you can focus on your work and task at hand. Here are a few helpful tools:
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EMAIL MARKETING CONTRACT
This Email Marketing Agreement (“Agreement”), dated on this _____ day of _______, 20__ (the “Effective Date”) is entered into between ___________________ (“Service Provider”) located at _____________________________________________ and _____________________ (“Client”) located at ____________________________________, for the purpose of setting forth the exclusive terms and conditions by which the Client desires to acquire the email marketing services from the Service Provider.
WHEREAS, the Service Provider is in the business of providing promotion and email marketing services, including the design and implementation of certain promotional campaigns;
WHEREAS, the Client is in the business of ________________________________________________ and provides or sells _____________________________ (“Product or Service”).
NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
Scope of Services. Client retains the above Service Provider, and the Service Provider agrees to perform for the Client, certain email marketing services set forth in Exhibit A to this Agreement (the “Services”). Any Service outside of the scope as defined in Exhibit A to this Agreement will require a new Agreement for other services, including separate promotional or email marketing campaigns agreed to by the Parties.
The Service Provider agrees to engage in the best and commercially reasonable efforts to provide the Services to Client in accordance with the terms of this Agreement. The Service Provider further agrees to provide the Services in a professional and diligent manner consistent with industry standards and good business practice, using efforts comparable to those customarily used in promotional and email marketing campaigns of equivalent value and for similar products or services.
Consideration / Compensation. In exchange for the full, prompt, and satisfactory performance of all Services to be rendered to the Client (as determined by the Client), the Client shall provide the Service Provider shall be compensated as follows:
The Service Provider will invoice the Client on the _____ day of each month. The invoice will include any and all services performed under this Agreement as well as any pre-approved expenses.
Payment will be due within _____ days of the invoice date. A late charge of $_______ per month will be added to any invoice not paid on time.
Payments must be made to the Service Provider by credit card, money order, check, or any other approved method of payment accepted by the Service Provider.
Payments must be mailed to:
Expenses. From time to time throughout the duration of this Email Marketing Agreement, the Service Provider may incur certain expenses that are not included as part of the Fee for the Services subject to this Agreement.
The Service Provider agrees to keep an exact record of any and all expenses acquired while performing the Services. The Service Provider will submit an invoice itemizing each expense, along with proof of purchase and receipt, every ______ days upon completion of such Services.
If any one expense if over $_____, the Service Provider agrees to obtain the Client’s written consent before making the purchase.
Invoice Disputes. The Client shall notify the Service Provider in writing of any dispute with an invoice along with any substantiating documentation or a reasonably detailed description of the dispute within _____ Business Days from the date of the Client’s receipt of such invoice subject to dispute.
Client will be deemed to have accepted all invoices for which the Service Provider does not receive timely notification of a dispute and shall pay all undisputed amounts due under such invoices within the period set forth in this Agreement. The Parties shall seek to resolve all such disputes expeditiously and in good faith.
Term and Termination. This Email Marketing Agreement shall be effective on the date hereof and shall continue for a period of _______ ([month[s]/year[s]) or until the expressly agree upon date of the completion of the Services, unless it is earlier terminated in accordance with the terms of this Agreement (the “Term”).
If either Party subject to his agreement fails to follow through with their obligations under this Email Marketing Agreement, the non-breaching Party can terminate this Agreement by providing ____ day written notice to the breaching Party.
The Client understands that the Service Provider may terminate this Agreement at any time if the Client fails to pay for the Services provided under this Agreement or if the Client breaches any other material provision listed in this Email Marketing Agreement in the manner as defined above. Client agrees to pay any outstanding balances within _____ days of termination.
Time is of the Essence. The Service Provider hereby understands and acknowledges that time is of the essence with respect to the Service Provider’s obligations defined in this Agreement and that prompt and timely performance of all such obligations is strictly required.
Supplies and Equipment. The Service Provider, at their own expense, shall furnish their own supplies and equipment necessary to deliver and complete the Services as defined under this Agreement unless otherwise agreed upon by the parties. Should the Client not furnish the agreed upon supplies, the Client understands they will be responsible for reimbursing the Service Provider for all expenses incurred.
Confidentiality and Property Rights. Throughout the duration of this Agreement, it may be necessary for the Service Provider to have access to the Client’s confidential and protected information for the sole purpose of performing the Services subject to this Agreement.
The Service Provider is not permitted to share or disclose such confidential information whatsoever, unless mandated by law, without written permission from the Client. The Service Provider’s obligation of confidentiality will survive the termination of this Email Marketing Agreement and stay in place indefinitely.
Upon the termination of this Agreement, the Service Provider agrees to return to the Client any and all Confidential Information that is the property of the Client.
Further, the Service Provider shall promptly return to the Client all copies, whether in written, electronic, or other form or media, of the Client’s Confidential Information, or destroy all such copies and certify in writing to the Client that such Confidential Information has been destroyed. In addition, the Service Provider shall also destroy all copies of any Notes created by the Service Provider or its authorized Representatives and certify in writing to the Client that such copies have been destroyed.
Intellectual Property Rights and Ownership. All Intellectual Property and related materials, including but not limited to, moral rights, goodwill, trade secrets, applications for registrations or relevant registration, rights to any trademark, trade tress, patent, copyright, trade name, and industrial design (“Intellectual Property”) that is produced or developed under this Email Marketing Agreement. The Service Provider understands that the aforementioned is a “work for hire” and shall be the sole property of the Client. The Client’s use of the Intellectual Property shall not be restricted in any manner.
The Service Provider may not use the Client’s Intellectual Property for any purpose other than contracted for in this Email Marketing Agreement unless the Service Provider has written consent from the Client. The Service Provider shall be responsible for any damages resulting from any unauthorized use of the Client’s intellectual property.
Indemnification and Release. The Service Provider agrees to take all necessary precautions to prevent injury to any persons or damage to property during the term of this Agreement, and shall indemnify, defend and hold harmless the Client, its officers, directors, shareholders, employees, representatives and/or agents from any claim, liability, loss, cost, damage, judgment, settlement or expense (including attorney’s fees) resulting from or arising in any way out of injury (including death) to any person or damage to property arising in any way out of any act, error, omission or negligence on the part of the Service Provider or any of the Service Provider’s employees in the performance or failure to fulfill any Services or obligations under this Agreement.
No Exclusivity. The Parties subject to this Agreement understand and acknowledge that this Agreement is not exclusive. Each Party respectively agree that they are free to enter into other similar Agreements with other parties.
Independent Contractor. Nothing in this Agreement creates any agency, joint venture, partnership, or other form of joint enterprise, employment, or fiduciary relationship between the parties. The Service Provider is an independent contractor pursuant to this Email Marketing Agreement. Neither party has any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other party or to bind the other party to any contract, agreement, or undertaking with any third party.
Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder (“Notice”) shall be in writing and addressed to the parties at the addresses set forth on the first page of this Agreement (or to such other address that may be designated by the receiving party from time to time in accordance with this section). All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), facsimile, or email (with confirmation of transmission), or certified or registered mail (in each case, return receipt requested, postage prepaid).
Dispute Resolution and Governing Law. Parties to this Agreement shall first attempt to settle any dispute through good-faith negotiation. If the dispute cannot be settled between the parties via negotiation, either Party may initiate mediation or binding arbitration in the State of ________________.
If the Parties do not wish to mediate or arbitrate the dispute and litigation is necessary, this Agreement will be interpreted based on the laws of the State of _________________, without regard to the conflict of law provisions of such state. The Parties agree the dispute will be resolved in a court of competent jurisdiction in the State of ______________________.
Legal Fees. Should a dispute between the named Parties arise lead to legal action, the prevailing Party shall be entitled to any reasonable legal fees, including, but not limited to attorneys’ fees.
Further Assurances. Upon a party’s reasonable request, the other party shall, at its sole cost and expense, execute and deliver all such further documents and instruments, and take all such further acts, necessary to give full effect to this Agreement.
Public Announcements. Neither party shall make any statement (whether oral or in writing) in any press release, external advertising, marketing, email marketing, or promotion materials regarding the other party or its business unless: (a) it has received the express written consent of the Other Party; or (b) is required to do so by Law.
Force Majeure. The Service Provider and any of its employees or agents shall not be in breach of this Email Marketing Agreement for any delay or failure in performance caused by reasons out of its reasonable control. This includes, but is not limited to, acts of God or a public enemy; natural calamities; failure of a third party to perform; changes in the laws or regulations; actions of any civil, military or regulatory authority; power outage or other disruptions of communication methods or any other cause which would be out of the reasonable control of the Service Provider.
Warranties and Representations. The Parties to this Agreement fully represent that they are authorized to enter into this Email Marketing Agreement. The obligations and performance of either the Service Provider or the Client shall not infringe upon or violate the rights of any third party or violate any other agreement between the Service Provider or Client or, any other individual, business entity, or formal organization, or interfere with any law and or governmental regulation.
No Assignment. This Agreement shall inure to and be binding upon the undersigned and their respective heirs, representatives, successors and permitted assigns. This Agreement may not be assigned by either party without the prior written consent of the other party.
Severability. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
No Waiver. No waiver of or failure to act upon any of the provisions of this Agreement or any right or remedy arising under this Agreement shall be deemed or shall constitute a waiver of any other provisions, rights or remedies (whether similar or dissimilar).
Amendment. This Agreement may be amended only by a writing signed by all of the Parties hereto.
Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile. email, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.
Electronic Signatures. This Agreement and related documents entered into in connection with this Agreement are signed when a party’s signature is delivered electronically, and these signatures must be treated in all respects as having the same force and effect as original signatures.
Captions for Convenience. All captions herein are for convenience or reference only and do not constitute part of this Agreement and shall not be deemed to limit or otherwise affect any of the provisions hereof.
Entire Agreement. This Agreement constitutes the sole and entire agreement of the Parties regarding the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter. This Agreement may only be amended, modified, or supplemented by an agreement in writing signed by each Party hereto.
[Signatures on Following Page]
IN WITNESS WHEREOF, the undersigned have executed this Email Marketing Agreement effective as of the ____________ day of ________________, 20__ (the “Effective Date”).
Dated: _____________________________ Dated: _______________________________
Service Provider’s Signature Client’s Signature
Service Provider’s Printed Name or Entity Client’s Printed Name or Entity
Service Provider’s Contact Information: Client’s Contact Information:
Address: ______________________________ Address: _____________________________
Phone Number: _________________________ Phone Number: _________________________
Email Address: _________________________ Email Address: _________________________
Email Marketing Services, Campaign, and Promotional Mix
The Service Provider agrees to provide the following email marketing services:
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