What Is A Marketing Service Agreement?

A Marketing Service Agreement is a contract between a marketing agency (the service provider) and their client that outlines the terms under which the service provider will deliver marketing services in New Zealand. 

Marketing agencies in New Zealand may offer a variety of services, such as marketing strategy consulting, content creation, digital marketing, social media management, or PPC (pay-per-click) advertising. The specific services provided can differ significantly. 

A Marketing Services Agreement ensures that the scope of services is clearly defined, the fee structure is agreed upon, and the intellectual property rights of both parties are safeguarded.  

What Does A Marketing Service Agreement Cover in New Zealand? 

Statement of Work

Given the diverse range of services offered to clients, a Marketing Service Agreement typically includes two key components: a Statement of Work and Standard Terms. 

The Statement of Work functions as a detailed “order form” that allows the service provider to specify the particular services they will provide to the client. 

This enables the marketing agency to tailor the key terms of the contract for each client through a Statement of Work, while maintaining consistent legal conditions in the Standard Terms across all clients. 

The Statement of Work is often presented as a table at the beginning of the contract, detailing:

• the name of the client; 
• the services to be provided; 
• the project’s start date; 
• the duration of the project;
• the timing of deliverables (including any deadlines or schedules, if applicable); 
• the fees for each service (including whether services are billed monthly or as a fixed fee); 
• the payment terms (such as due dates for invoices); and
• any Special Conditions that modify the Standard Terms. 

A well-drafted Marketing Service Agreement clearly outlines the services the marketing agency will provide, ensuring that the scope of services is well-defined and aligns with the client’s expectations. 

Standard Terms

The Standard Terms will differ for each marketing agency, depending on the services they offer. 

However, most Marketing Services Agreements in New Zealand will include terms related to the following aspects of the service provider and client relationship: 

Client Obligations

Marketing agencies typically require access to the client’s website, social media accounts, or data to perform their services effectively. 

Consequently, the Agreement usually obligates the client to provide all necessary documentation, information, and assistance to the service provider, including passwords, reports, and confidential business information. 

The Marketing Service Agreement also commonly includes provisions to protect confidential information shared by the client, ensuring it is not misused. 

Intellectual Property

Intellectual property is a crucial aspect of creative industries, including marketing and digital services. 

It is vital that all parties understand and agree on who owns the intellectual property that exists prior to the relationship (often referred to as “existing IP”) and who will own the intellectual property created during the provision of services (commonly known as “developed IP”). 

The client is typically required to grant the service provider a licence to use their content as necessary to perform the services. In doing so, the client usually warrants that their content does not infringe on any third party’s IP rights. 

Furthermore, the marketing agency may retain ownership of any IP created during their engagement with the client, granting the client a licence to use this IP to benefit from the services provided. 

For example, if your business engages a marketing agency to create a new social media campaign, the agency may keep the IP rights to the campaign and use it in their portfolio when seeking new clients. 

Limitation of Liability

Limitation of liability clauses define the extent of the service provider’s liability should something go awry during the provision of their services. 

This clause is beneficial for the marketing agency as it limits the potential compensation the client can claim in the event of a dispute. 

Termination

All service agreements should include a clause that outlines how either party may terminate the contract.  

Termination clauses are essential to ensure that the service provider cannot abandon the client mid-project and that the client cannot terminate the agreement without compensating the service provider for work completed up to the point of termination. 

Need Help?

If you require assistance with drafting a Marketing Services Agreement in New Zealand, our team is here to help! You can reach us on 0800 002 184 or [email protected]. 

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