Sales Contract Template for Agency Businesses (UK 2025)
Last updated: February 2025
Why Agency Businesses Need a Sales Contract
Agency sales contracts formalise the commercial agreement for major creative or digital projects that exceed routine retainer or SOW scope. These are typically used for large rebranding projects, website builds, or integrated campaign packages where the total value warrants a formal contract rather than a simple SOW. The contract must address staged payments tied to deliverable milestones, the comprehensive IP transfer package, and termination provisions that protect both parties' interests in complex, multi-month projects.
Key Clauses for Agency
- Staged payment schedule tied to deliverable milestones
- Comprehensive IP transfer package upon full payment
- Project timeline with dependencies and client obligations
- Termination provisions for both parties with work-in-progress handling
Common Mistakes
- Not linking payment milestones to tangible deliverables, making it difficult to withhold payment for inadequate work
- Failing to address what happens to partially completed work if the contract is terminated mid-project
Template Sections
- Payment milestone and deliverable schedule
- IP transfer and licensing provisions
- Termination and work-in-progress handling
FAQ
How should an agency sales contract structure milestone payments?
Link payments to tangible, verifiable deliverables rather than arbitrary dates. A typical structure might be 25% on contract signing, 25% on creative concept approval, 25% on first complete draft, and 25% on final delivery and sign-off. Each milestone should have clear acceptance criteria so both parties know when the payment trigger has been met.
What happens to work in progress if an agency sales contract is terminated?
The contract should address this clearly. Typically the client pays for all work completed to date at agreed milestone rates or hourly rates, and receives deliverables completed to that point. The agency retains IP for any work not paid for. Include provisions for an orderly handover of files and assets, and a reasonable period for the client to transition to alternative providers.
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Get Started FreeThis is guidance for UK businesses, not legal advice. Templates are illustrative. Consult a solicitor for complex matters.
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