Terms of Business Template for Marketing Businesses (UK 2025)
Last updated: February 2025
Why Marketing Businesses Need a Terms of Business
Marketing terms of business establish the standard framework for all client engagements across campaigns, retainers, and project work. These must address the particular challenges of marketing services including the distinction between service delivery and business outcomes, ownership of creative work and campaign assets, management of third-party media spend on the client's behalf, and the right to claim credit for campaign results in agency marketing materials and award submissions.
Key Clauses for Marketing
- Creative IP ownership and transfer upon payment
- Third-party media spend management and liability
- Performance reporting obligations and metric definitions
- Right to credit, showcase work, and submit for industry awards
Common Mistakes
- Not clearly separating the agency's liability for service delivery from liability for business outcomes influenced by external market factors
- Failing to address which party bears the financial risk for committed third-party media spend if the client terminates early
Template Sections
- IP ownership and payment-conditional transfer
- Media spend management and client liability
- Performance reporting and attribution terms
FAQ
Who bears the risk for committed media spend if a marketing client terminates?
Your terms should clearly state that the client is liable for all non-cancellable third-party media commitments made with the client's authority. Include provisions requiring client pre-approval for media commitments above a specified threshold, regular reporting on committed spend, and clear cancellation notice periods aligned with media booking deadlines.
Can a marketing agency use client campaign results in their own marketing?
Only if your terms of business permit it. Include a clause granting the agency the right to reference the client relationship and campaign results in proposals, case studies, and award submissions, subject to agreed confidentiality restrictions. Some clients will negotiate restrictions, so having the default permission in your standard terms gives you a starting position.
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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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