How to write an influencer agreement. Because, whilst nobody goes into a relationship thinking it will turn sour, the professional will agree guardrails to keep the relationship on track.
A few years ago I bought a house. It was a wreck of a house. But it had potential. I had the house gutted. Took it back to brick and engaged a builder to put it back together again.
The build didn’t go according to plan. Relations with the builder broke down. Fortunately I had a signed JCT building contract in place. It laid out the specifications for the build, the payment structure, how sign off was to be agreed and how to settle a dispute.
No one intentionally enters a new relationship thinking it will turn sour. Both parties of a savvy, professional relationship will agree terms in writing ahead of formalising any work. A written agreement helps clarify any uncertainty and gives both parties something to fall back on if there are any problems.
Here is a list of 19 items to consider when drawing up an agreement with an influencer.
Influencer agreement 20 point checklist
#1 The basics - names, date and campaign description
Get the basics right. Capture in writing the name(s) of the the influencer(s) you will be working with on this programme. Include your brand name as the customer, too.
Ensure you add the effective date of the agreement. You will also want to include a short description of the work to be done.
#2 Length of relationship
Influence is accretive; it strengthens over time. Influencer marketing is more effective when planned over the long term.
How long do you plan this influencer relationship to last? Whether the intention is for it to be short lived via a one-off campaign, or to evolve over years, capture the intention here in your influencer agreement.
#3 Amount to be paid
The question about whether to pay or not pay influencers has raged for as long as influencer marketing has been ‘a thing’. The answer isn't binary.
It depends on what you're trying to achieve and who you're using to help you achieve it. As a rule influencers should be paid for their time when creating content. But not for their endorsement.
It's a sellers market. Influencer costs are rising accordingly. Savvy brands are building performance related pay into their agreements.
What compensation is your brand offering? Flat fee? Performance incentive? Product, service or experience in kind? Whatever it is, make sure it is captured in your influencer agreement.
#4 Payment structure
Limit your exposure to risk by staggering payments. For example, instead of handing over all the cash upfront consider parting with half of the payment at signature. A further quarter payment once the agreed content has been created and published. The balance being settled once agreed metrics have been achieved and you have received analytics for the campaign.
#5 Payment terms
Manage expectations by stating your terms of payment. You might agree, for example, to pay the creator within thirty (30) days of receipt of the creator’s invoice - subject to the staggered invoice agreement.
#6 Creative briefing session
The best influencer work is achieved through co-creation. Influencers are influential because they consistently create compelling content which resonates with their followers. Brands should trust that they’ve effectively vetted their chosen influencer. And that he/she/they is/are the most appropriate fit for the brand.
But you and the influencer should hold a creative briefing session. This is where the brand describes both the communication messages and the corporate objectives they will be measured against.
If you have requirements for an influencer to participate in a creative briefing session agree this in writing in the influencer agreement.
#7 Approval procedure
Approval procedure for content prior to its publication. As already noted influencer marketing works best when it is co-created and the brand relinquishes control; ceding control to the influencer.
This is why it is vital to spend time following the 4S Filter of search, surface, screen and select during the influencer identification stage.
It is during this process that you thoroughly test and ensure the influencer not only has access to your target audience but that she shares the same brand values and tone of voice as your brand. She should always adhere to disclosure regulations, too. More on that later.
Do you have an approval procedure in place? If so it’s a good idea to address your expectations with the influencer upfront. This should happen before these are laid out in an influencer agreement.
What collateral exactly is to be created? Are you expecting a vlog, a blog post, an Instagram post, a Tweet. Whatever it is, capture it in writing.
Are there any penalties for late posting? Consider including a schedule of services which lays out collateral by type and by frequency.
#9 Frequency of deliverables
Capture how often the influencer’s posts are to be published to her social media channels. Agree the types of collateral and their length.
#10 Influencer content promotion
Is the influencer expected to promote the branded content on her other social media platforms? If so be clear about which channels you expect the influencer to promote their content on, how many times and when these promotions should take place.
Retweeting the same message five times in one day at midnight in the target audience’s time zone will be a detriment rather than benefit to your campaign. Agree a promotion schedule upfront.
#11 Content ownership and derivative content
The influencer agreement should include a section allowing you to be able to re-post, modify, adapt and translate the sponsored content.
You should be able to use the influencer’s name, logo and photo in connection with the work, too.
Do you want the influencer to be able to review and request edits to derivative content you’ve created based on their work?
Decide how long you and your brand should be able to have this right. Forever or for a period of time? Whatever your decision, make a written note of it in your influencer agreement.
#12 Content Inclusions
Will there be #hashtags be used in the campaign?
Will the branded content include tracking links and coupons/promo codes?
Agree this upfront and make sure they are clearly written into the influencer agreement. Make sure they are typo-free, too!
#13 Publication date
Is there a single publication time and date? Or, is the content publication to be staggered across several hours or days? Be explicit with the expectation? Capture any penalty agreements for not publishing on time. If there are to be several posts consider creating a schedule of services which captures the times, dates and collateral types to be published.
#14 Influencer disclosure guidelines
The influencer agreement is a good place to remind the influencer about disclosure regulations in the jurisdiction the content will be published. Capturing this information in writing won’t negate any comeback to you if the branded content falls foul of the regulators. But it will both focus the minds of both parties. It also demonstrates good faith at the outset.
Consider giving a copy of the most recent disclosure regulations to the influencer. Get them to acknowledge receipt, too.
#15 Exclusion list
You should include a clause which forbids mentioning any competitors or brands unless expressly permitted by you in writing.
Define explicitly who you mean by competitor.
Ask the influencer to confirm in writing that they have no existing agreement with any of your competitor list. Get their written assurance that they will not enter into an influencer agreement with a competitor during the contract term including the term of restrictive covenant (see below).
#16 Restrictive covenant
Define the period of time the influencer should be prohibited from entering a contract with a competitor until after the influencer agreement has expired. Make sure you define exactly who you mean by competitor (see above).
#17 Sunset clause
How long should the sponsored content remain on the influencer’s social media channels? Is the expectation in perpetuity? Or only for the life time of the campaign?
Some BANJO influencers remove sponsored content from their social media timelines a matter of days after posting. They do this so as not to offend their followers with too much sponsored content - and so that future brands might offer then partnership deals.
#18 Cancellation clause
It’s always prudent to include a cancellation clause. This can be activated on the basis of non-performance, poor performance, or breaking brand rule guidelines.
You will have de risked many of these points through a thorough vetting process of the influencer, by staggering payment and by holding a creative briefing session.
Be specific about what is acceptable and unacceptable.
#19 Morality clause
Brands can not immunise themselves from the chances of influencers making poor decisions. You can, however, greatly reduce the risk of such fracas fomenting.
Working with influencers is a dynamic process. The relationship doesn’t begin and end with using algorithms to identify online creators based on reach, relevance and resonance alone.
Instead, brands need to continually validate and measure influencers’ fit against the company’s values, both at brand and corporate levels.
Brands should also include both a cancellation clause and a morality clause.
84% of influencer contracts don’t include a morality or break clauses according to new research undertaken by CONNEC+S, an influencer marketing agency that surveyed 2,000 influencers.
The company has put together a pro forma text for a morality clause and cancellation clause. You can download a copy from the CONNEC+S website.
Their morality clause captures incidents such as:
- Failure by the influencer to conduct herself with due regard to public morals;
- Action by the influencer which brings the influencer into public disrepute, contempt, scorn, or ridicule;
- Action of the influencer which tends to shock, insult or offend the community or damage Client or Brand’s reputation
#20 No image manipulation
Take care that the advertorial or sponsored content hasn't been passed through post-production techniques which might be seen to exaggerate the effects of an advertised product. Advertising watchdogs might consider such advertised claims (including visual claims) could mislead consumers. You can read more about influencer marketing and image manipulation here.
Hopefully you will never have to refer to your influencer agreement. Having one in place will demonstrate your commitment to professionalism. It will ensure that all parties know exactly what is expected of them. It might even help you get more budget for your next campaign.