PPC Agency Service Agreement
Form for Pay-per-Click Agency Services
Last Updated: Nov. 19, 2024
A PPC Agency Service Agreement is a document that outlines the terms and conditions between a PPC agency and their clients. It covers the scope of services, payment terms, responsibilities of both parties, confidentiality agreements, and any other important details relevant to the partnership.
This agreement serves as a legally binding contract to protect both parties involved and ensure a smooth and successful collaboration.
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Do you need a PPC Agency Service Agreement?
When working with a PPC agency, it is crucial to have a service agreement in place to outline the terms and conditions of the partnership. This agreement will detail the scope of work, payment terms, and other important aspects of the relationship to protect both parties involved.
By having a PPC agency service agreement, you can ensure that expectations are clear and that both parties are on the same page throughout the duration of the partnership.
Read on to learn more about PPC Agency Service Agreements, including:
What's included in a PPC Agency Service Agreement?
Here are some key components that are typically included in a PPC Agency Service Agreement:
- Introduction
- Services Provided
- Payment Terms
- Term and Termination
- Confidentiality
- Intellectual Property Rights
- Performance and Reporting
- Liability and Indemnification
- Dispute Resolution
- Miscellaneous
- Signatures
How do I write a PPC Agency Service Agreement?
Below we'll go over the common provisions and include sample language for each to help guide you.
1. Introduction
The introduction sets the stage for the agreement, clearly laying out the intentions and responsibilities of both parties involved - the PPC (Pay-Per-Click) agency and the client.
It serves as the foundation for the contractual relationship, defining the scope of services to be provided and establishing the framework within which the partnership will operate.
This Pay-Per-Click (PPC) Service Agreement is made effective as of [Date], between [PPC Agency Name], herein referred to as "Agency," and [Client Name], herein referred to as "Client," to govern the provision of PPC advertising services.
2. Services Provided
This section specifies the exact PPC services the agency will provide, including but not limited to setting up and optimizing client ad accounts across various platforms, conducting in-depth keyword research to identify high-performing keywords, crafting compelling ad copy that drives clicks and conversions, strategically managing campaigns to maximize ROI, and delivering detailed performance reports to track progress and identify areas for improvement.
The Agency shall provide the Client with comprehensive PPC services, including but not limited to account setup, keyword selection, ad copywriting, campaign monitoring, and monthly performance reporting.
3. Payment Terms
Your payment terms explains the fees for the services, payment schedule, any upfront deposits required, and acceptable payment methods. This section provides transparency and clarity regarding the financial aspect of the agreement.
It includes a breakdown of the monthly fee for the PPC services, any additional costs that may be incurred, the timeline for payment, and the methods by which payments can be made. By clearly outlining these details, both the PPC agency and the client can ensure a smooth and efficient payment process throughout the duration of the agreement.
Client agrees to pay the Agency a monthly fee of [Amount] for the PPC services provided. Payment is due within 30 days of invoice receipt. The first month's payment, as a deposit, is due upon signing this agreement.
4. Term and Termination
In this section, you specify the duration of the agreement, outlining the specific timeframe for which the PPC services will be provided. It also includes the conditions under which either party can terminate the agreement early, such as breach of contract or failure to meet performance expectations.
Additionally, this section details any obligations that must be fulfilled by both the PPC agency and the client upon termination, such as final payment of fees, return of any confidential information, and the transition of account ownership.
This agreement is valid for 12 months from the effective date and may be terminated by either party with 30 days written notice. Upon termination, all unpaid fees become immediately due.
5. Confidentiality
This clause protects both parties' confidential information and prohibits its disclosure without written consent, ensuring that sensitive data and proprietary information remain safeguarded at all times.
This confidentiality clause serves as a vital safeguard, instilling trust and security in the partnership between the PPC agency and the client, and upholding the integrity of the agreement.
Both parties agree to keep confidential information received from the other party secret and not to disclose it to any third party without written consent.
6. Intellectual Property Rights
In this section, you specify who owns the creatives, ad copy, and any other materials created during the agreement. This provision ensures that all intellectual property rights related to the PPC services provided belong to the client, allowing them to maintain ownership and control over the content and materials developed by the agency.
By clearly defining ownership rights, both parties can operate with transparency and confidence in the creative process and the use of any materials produced.
All ad creatives and copy developed by the Agency under this agreement shall remain the property of the Client. The Agency retains the right to use such materials for promotional purposes unless otherwise agreed.
7. Performance and Reporting
This is an important clause that describes the agency's obligations regarding performance tracking encompass closely monitoring key metrics such as click-through rates, conversion rates, and overall campaign performance to ensure optimal results for the client. Reporting frequency will be on a monthly basis, providing detailed insights into campaign progress, expenditure breakdown, and actionable recommendations for continuous improvement.
The types of reports to be provided will include comprehensive summaries of ad performance, budget allocation, audience targeting effectiveness, and strategic insights to drive future campaign success.
The Agency will provide monthly performance reports to the Client, detailing campaign results, expenditure, and recommendations for improvement.
8. Liability and Indemnification
This section is where you can limits the agency's liability in case of non-performance and outlines indemnification responsibilities by both parties. This provision ensures that the PPC agency will not be held accountable for circumstances beyond their control that may result in non-performance, while also outlining the client's responsibility to indemnify the agency against any claims or liabilities that may arise from the PPC advertising services provided.
By clearly defining these limits and responsibilities, both parties can operate with transparency and confidence in the event of unforeseen challenges or disputes.
The Agency's liability under this agreement shall be limited to the total fees paid by the Client. Both parties agree to indemnify each other against any claims arising from third-party copyright infringements.
9. Dispute Resolution
On your dispute resolution clause, you can describe the process for resolving any disputes that arise from the agreement, including negotiation, mediation, and arbitration. This structured approach ensures that any disagreements or conflicts that may arise between the PPC agency and the client are addressed in a timely and efficient manner. Negotiation allows both parties to openly discuss their concerns and work towards a mutually beneficial solution.
If negotiation proves unsuccessful, mediation provides a neutral third party to help facilitate communication and find a resolution. As a final resort, arbitration offers a formal process where an impartial arbitrator makes a binding decision to settle the dispute. This comprehensive dispute resolution process aims to maintain the integrity of the partnership and ensure that any issues are resolved in a fair and orderly fashion.
In the event of a dispute, parties agree to first attempt resolution through negotiation. If unresolved, disputes will proceed to mediation, and as a last resort, arbitration.
10. Miscellaneous
This section covers general contract provisions such as the agreement's governing law, which specifies that any disputes or legal matters arising from the agreement will be governed by the laws of the state or country where the agreement is enforced. The amendment process outlines the procedure for making changes or modifications to the agreement, requiring any amendments to be in writing and signed by both parties to be valid.
Additionally, assignment restrictions detail any limitations on the transfer of rights or obligations under the agreement to a third party without the consent of the other party.
11. Signatures
This section serves as the official signing ceremony, where both parties' authorized representatives affix their signatures to the agreement, solidifying its legal validity and binding nature.
By signing the document, the PPC agency and the client acknowledge their acceptance of the terms and conditions outlined in the agreement, committing to fulfilling their respective obligations and responsibilities in the partnership. The signatures signify mutual consent and agreement, establishing a formal and contractual commitment to the collaborative PPC services outlined in the agreement.
Agency Signature: _________________________
Client Signature: _________________________
Frequently Asked Questions
What happens if I want to increase my ad spend?
You can usually increase your ad spend at any time, but it's best to communicate changes with your agency in advance. The agreement might specify procedures or notice periods for adjusting your ad spend.
Who owns the ad accounts and creative assets?
The agreement should specify ownership of all accounts and creative assets. Typically, the client retains ownership of the PPC accounts and any creatives produced by the agency during the engagement.
What performance guarantees does the agency provide?
While agencies often avoid giving explicit performance guarantees due to the nature of PPC, they may commit to specific key performance indicators (KPIs) or improvement metrics. Details about performance expectations can be found in the "Performance and Reporting" section.
What if I'm not satisfied with the results?
The agreement may include a dispute resolution clause or steps to address dissatisfaction, such as re-evaluation of strategies, additional reporting, or meetings to discuss adjustments.
Can the PPC agency subcontract parts of the work?
Some agencies subcontract work to specialists or third parties. The agreement should state whether subcontracting is allowed and under what conditions.
Are there any additional costs beyond the quoted service fee?
The agreement should clearly outline any potential additional costs, such as third-party tools, ad design, or special reports that might incur extra charges.