Contract 101: Navigating Social Media Influencer Contracts

The ability of influencers to sway consumer behavior has made them invaluable brand partners. But the success of these collaborations hinges on well-structured contracts that protect both parties' interests.

Crafting these agreements can be a little daunting (we’re marketers after all, not lawyers!) We’ll help you simplify the contracting process by sharing useful tips about what to include, what to watch out for, and overall contract best practices when navigating contracts in influencer marketing

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How can you protect your brand in influencer contracts?

The purpose of an influencer contract is to ensure that everyone feels confident and comfortable moving forward with a collaboration. While contracts are legally binding, they also set the tone for your professional relationship and protect your brand by covering all of the worse case scenarios.

For example, termination clauses allow you to end the partnership if the influencer engages in actions that misalign with your brand values, or fails to complete deliverables. You can also negotiate usage rights to maintain control over how your brand is represented.

Striking a balance between protecting your interests and fostering a collaborative atmosphere is key. Use respectful and clear language, and be willing to discuss and negotiate terms openly.

"Remember you’re trying to build a relationship with this person. Try not to be too aggressive with your contract language,"

Mike Newton, Influencer Marketing Strategist.

Common areas to include in your contract may be:

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Clear Expectations and Deliverables

Ensure the contract outlines the content type, format, and quantity of deliverables, along with any specific brand, creative, or compliance requirements or guidelines. This clarity prevents misunderstandings and ensures both parties are on the same page.

Call out any key creative briefing items that might reduce the likelihood of a reshoot. This will save time and create a positive experience for you and the creator.

“Talk about your expectations upfront in negotiations. There shouldn’t be any surprises come time for the contracting stage.”

Mike Newton, Influencer Marketing Strategist.

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Approval Process

You’ll want to avoid unnecessary delays and costly content reshoots if possible. To help mitigate this, we recommend describing your approval process, including sharing who’s involved, the expected turnaround time for feedback loops, and how many rounds of revisions the creator is contractually obligated to provide.

“I like to include a two round approval process in our contracts.”

Delaney Henson, Head of Brand Social & Influencer Talent Marketing at ŌURA.

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Timelines & Deadlines

Clearly define the term, or length, of your partnership as a whole. This usually includes the duration noted in general terms, such as the number of days, weeks, and months.

Go-live date. Include the date the deliverable should go live (also known as a launch date). If your launch date is tied to a larger campaign which may be delayed if other components aren’t ready, mention this in writing.

Milestones. Include any important intermediate deadlines that are important to your brand and process. Examples may be vendor approval documents, payment portal account setup, first content review, final content approval, assets delivered by date, access granted by date, etc. Clear timelines help manage expectations and ensure timely delivery of deliverables.

Production. Make sure you build in enough time for the influencer to shoot and edit the content, especially if the product routine naturally takes time or shoots are taking place outside and are weather dependent. Feedback loops may also take time depending on how many people are involved or if the comments suggest a re-shoot of the content.

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Exclusivity

Exclusivity can be important. If this is a concern, define whether the influencer can represent or mention competing brands in their content (paid or organic) and if they have any competitive brand partnerships they’ve previously negotiated that include in-perpetuity content licenses.

This may not be make or break for you, but you’ll be glad you asked before you ink a new influencer deal—then your boss sends over a competitor's social post featuring the same creator! Exclusivity may be defined for a period of time, and this is a common point of negotiation with creators.

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Licensing & Usage Terms

Licensing terms detail where, how, when, and for how long you plan to use the influencers’ content. Collaborate with internal or external media teams who may want to use the content to understand what their needs and expectations are for the content and factor these requests into the negotiation and contracting process.

So, what are the key licensing terms in an influencer contract? If you want to use influencer content in a paid or advertising capacity, you’ll want to include a specific timeframe for paid usage in the contract. Commonly paid usage license lengths are 30, 60, or 90 days, however, you can ask for any timeframe. Keep in mind that paid licensing length could impact price and exclusivity. You may also decide to wait to negotiate paid licenses until after you see how the creator’s organic content comes out or performs in-platform.

Influencers often value control over their content, so negotiate these terms carefully.

"Creators like the control of where their content goes when it’s organic,"

Milan Freeman, Influencer Marketing Expert and Strategist.

Distinguishing between organic and paid usage can streamline negotiations and clarify expectations. Paid negotiations can take longer and be more complicated than organic or content usage rights.

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Payment Terms

Payment (obviously) is a critical aspect of influencer contracts. Specify the amount, payment method, and timeline (e.g., net 15 [most common] or 30 days). Clarify what actions trigger the payment, such as content approval or campaign completion. Transparent payment terms build trust and demonstrate professionalism.

"You’ll want to specify payment to the creator, including the timeline for payments, how you’ll send payment, and what actions trigger the payment."

Ali Appelbaum, Influencer Marketing Leader, TONAL.

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What are the common redline items in influencer contracts?

Here are the most common sections of influencer contracts that are often “redlined” or negotiated by creators and brands:

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Dispute Resolution and Termination

Include in writing how you’ll handle business if the creator doesn’t hold up their end of the contract. This includes dispute resolution processes and termination clauses. Specify the jurisdiction you'll use for legal disputes (preferably using your brand’s ideal legal location over the creator’s) and outline the conditions under which either party can terminate the contract.

“You always want to have a clause in your contract that will allow you to terminate the contract if the influencer does something controversial or doesn’t align with your brand.”

Milan Freeman, Influencer Marketing Expert.

This protects your brand’s integrity and provides a clear exit strategy if needed. Be detailed in what you’re asking of the creator, as this has a direct impact on what grounds you can use to terminate the agreement.

You’ll also want to have this outlined to protect your brand safety if the creator shifts their content or partnership approach into something that isn’t an appropriate environment for your brand either during your initial term or later on, if you’ve negotiated an in-perpetuity based partnership.

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Indemnification

While not always included in contracts, indemnification clauses can protect your brand from legal liabilities arising from the influencer’s actions. Consider including indemnification clauses based on your specific needs and risk tolerance.

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Usage Rights

It’s a best practice to ask for organic usage rights in perpetuity, but make sure you’re communicating this when negotiating early on. Keep in mind that you may get pushback if you ask for the same term for paid rights.

Many influencers charge separate licensing fees for paid usage rights over and above their fees for organic content creation, UGC, or organic posts. If you prefer to wait to see how the creative performs before asking for paid rights, you can note that you’ll negotiate that separately in your contract terms.

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Term

You may get pushback on the length of your partnership, or how long you’re asking for licensing rights. Planning for longer-term partnerships from the outset will get your brand a lot more value - both in terms of more favorable rates via booking deliverables and setting the right expectations with creators.

“If you’re budget-conscious or a smaller brand with limited funds, you may want to consider negotiating and packaging multiple campaigns over a longer period.”

Molly Savage, Omnichannel Growth Marketing Leader at BOBABAM

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Remember: If you aren’t sure anything, ALWAYS get professional help. A legal expert can help navigate complicated terms and ensure your interests are adequately protected.

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Contracting quick tips

• Know what your non-negotiables are. This can help speed up the contracting process, saving you and the creator valuable time (and of course, your legal team!)
  
  
• Keep contracts simple. A concise, clear document reduces the need for legal review and keeps the signing process moving. Use straightforward language and avoid unnecessary legal jargon.
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• Be wary of copy/paste mistakes. When preparing contracts from a template, it’s easy to get a bit loose with copying and pasting sections into a document. Take the time to run through the contract before sending to ensure you have all the necessary info included. (And if you’re on contract number 12 and are starting to go cross-eyed, don’t hesitate to send it to a colleague for a quick review!)
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• Consolidate feedback. Depending on your company size and the complexity of the partnership, you may need to work with several team members. Collect and consolidate feedback into fewer emails to avoid long email chains and save time.
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• Build in time for negotiations. Contracts rarely move quickly once redlines are introduced. Expect delays and build additional time into your campaign timeline to account for back-and-forth negotiations. This can be even more pronounced when working with bigger creators who work with agents and lawyers.
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• Use an eSignature technology. like Docusign or xodo sign or use a notary to ensure your contract is legally binding and will hold up in court if necessary.
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• Get organized. Put all contracts, content right expiration dates, briefs, and other important influencer documents in a well-documented Dropbox, Google Drive, or other digital file program for easy reference.
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• Think about to do if a creator doesn’t fulfill their deliverables. How you respond will impact the quality and potential duration of your relationship.
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• Create templates for different types of partnerships. Key templates include content generation or UGC, organic posts, paid collaborations, and affiliate partnerships, as they can require different details. Create templates for every type of influencer collaboration and get Legal’s approval of this templated language in advance.
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Crafting a detailed yet simple social media influencer contract will keep your brand and creators protected during your relationship. Don’t forget to set clear expectations up front and remember: Nothing should be a surprise once you get to this stage! If you have an in-house legal team, get them involved early and give them time to respond to requests. If you don’t have an internal team, don’t be afraid to see legal help when necessary.

Making sure the legal side of your partnership is buttoned up is essential, but you also need to tackle the creative side of the equation. In the next chapter, we’re covering how to put together the perfect creative brief!

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What should be included in an influencer contract?

An influencer contract needs to outline the objectives and deliverables of a campaign, including type of content, placement, quantity, and any specific brand or creative requirements. It should cover each stage of the approval process for content, including who is involved, turnaround times, and the number of revisions your brand can ask the creator for. Make sure that timelines are clearly documented for each stage of the campaign, such as go-live dates, milestones, and production schedules. It’s critical that licensing and usage rights for creator content are negotiated, detailing where, when, and for how long the brand can use that content for whitelisting. Finally, dispute resolution, termination clauses, and optional indemnification should be included to protect both parties.

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How do you negotiate an influencer contract?

Make sure you know your non-negotiables upfront to streamline the contract process. Keep language simple and clear to reduce the need for extensive legal review. Remember to build in extra time for the back-and-forth of negotiations, especially when working with larger creators who have talent agents and lawyers. Consolidating feedback from different parties will help to save time and avoid reviewing the same sections or clauses multiple times. Striking a balance between protecting your interests and fostering a collaborative atmosphere with the creator is key to developing a respectful relationship.

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Why is it important to set clear deliverables in an influencer contract?

Setting deliverables prevents misunderstandings between brands and influencers over what is required for a campaign and ensures both parties are aligned on expectations. This reduces the odds of time-consuming reshoots for content, because any creative requirements are outlined before the work starts. If the creator fails to meet any of the deliverables, the brand has grounds to terminate the relationship or fall back on remedies outlined in the contract.