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How to Negotiate an Influencer Contract, for Creators

A closeup photo of a man's hands to the left of the photo showing him holding a pen out with his right hand and pushing some paperwork with his left hand towards the hands of a woman on the right side of the photo. The woman's hands are clasped and she's not accepting the paper or the pen. She's not taking the first offer and will stay tough as she negotiates her influencer contract.

When someone hands you a contract, the safe thing to do is to hire a lawyer to review it. But lawyers are expensive. And when you’re a nano, micro, or even a mid-tier influencer, those legal fees might eat up all the money you’ll make from the project. In other words, most of the time, it makes no sense to hire a lawyer. So, what’s a creator to do? You’ll have to negotiate and review the influencer contract yourself.

This sounds daunting if you’ve never negotiated a contract before. What’s more, negotiating a contract isn’t just about the final dollar value. It has a lot to do with some of the other parts of the contract.

In this article, we’ll take you through the different sections of a typical influencer contract. And, we’ll show you what you should pay attention to, and how you can make trades to end up with a better deal.

Table Of Contents
  1. Your Actual Contract May Have More (or Less) Sections
  2. Keep These Goals in Mind When Negotiating Your Influencer Contract
  3. Use a Term Sheet to Negotiate Faster
  4. You Might Only Have a Term Sheet Instead of a Formal Influencer Contract If the Advertiser is Small
  5. You’re Entering into the Contract as a Business
  6. Describe the Project in a Few Sentences in the Project Description Section
  7. Review the Deliverables Section Carefully
  8. The Intellectual Property Section Addresses Who Owns the Deliverables
  9. You’ll Find Additional Wording in Influencer Contracts with Endorsements
  10. The Contract’s Term Should be Clear and Termination Rights Should be Mutual
  11. You Don’t Want Your Confidentiality Obligations to Last Forever
  12. The Payment Section is Usually Fairly Straightforward
  13. Both Sides Should Make Warranties and Indemnities to Each Other
  14. Other Sections That Might Be in an Influencer Contract
  15. There Will Always Be Miscellaneous Legal Sections for a Lawyer to Interpret
  16. Sometimes You Might Have to Agree to Uncomfortable Terms
  17. This Article Isn’t the Same as Lawyer Review

Your Actual Contract May Have More (or Less) Sections

To write this article, we searched the internet for sample influencer contracts to get a sense of what you might see in your contract. Then, based on our experience negotiating IP and other business contracts, we included other topics that we’d expect to see in a more detailed contract tailored to a larger advertiser’s needs.

The contract you’ll actually see will almost certainly look a little different. Large advertisers and agencies usually have their own standard influencer contracts. Those contracts will use language that favors the advertiser or agency, and they will often leave out language that favors you.

If you’re working with a smaller company that contacted you directly, you might be working from a free template similar to the ones we found. Or you might be working even less formally—by just trading emails on the type of work and your fees.

Whatever situation you find yourself in, the important thing to remember is to negotiate and settle on some key aspects of the project. Write each key point down as clearly as you can. Don’t start the project before you have the details worked out.

Keep These Goals in Mind When Negotiating Your Influencer Contract

At the highest level, negotiating a contract is merely figuring out what you’re willing to trade to get what you want. Typically, what you want is money. What you’re willing to trade for is a little bit more complicated.

Your Influencer Services Include Two Components

On a high level, your services include:

  • Creating a piece of content like an Instagram post or a video and
  • Sending that content through your social media channel to your followers

Yes, you have two things you’re trading for. Most people think of them as just one thing, but they are actually two things. It’s perfectly possible for you to be paid to do one but not the other.

The Final Product Includes IP

Looking at the first component of your services, you’re creating content such as a post or a video. The content is an electronic file that you can send to people, but it’s also IP.

The biggest issue in any contract that includes IP is who should own that IP. If the advertiser owns it, would you be OK with them re-posting the content anywhere they wish? If your personal branding is all about photos and videos of toddlers playing with puppies, would you be OK if the advertiser re-posts your videos next to adult oriented material? How long will you have to keep the content in your social media channel? What if you kinda like the content but the advertiser owns the content and insists that you take it down from your channel after the advertising campaign ends?

These questions all relate to IP ownership. We’ll talk about these issues later in this article, when we go over typical contract clauses. But we mention these questions here to show that IP ownership can affect a lot of things after you finish creating the content.

But be aware that the advertising industry may not be very used to talking about IP ownership when they negotiate contracts. The advertiser probably expects to own all the IP because that’s been the default. So, when you ask to own the IP instead, they will probably push back. But we think you should ask anyway. Because, sometimes, it truly makes more sense for you to own the IP. And if the advertiser doesn’t agree and insists that they should own the IP, then they should pay you extra for it.

Use a Term Sheet to Negotiate Faster

Most people—even those who work for big companies and negotiate contracts—tend to agree on a dollar value and some general description of the work and think they have a deal. They let lawyers “take care of the details.”

This is not the most efficient way to negotiate a contract. More often than you think, the details can derail an agreement.

The better way to negotiate a contract is by using term sheets.

What is a Term Sheet?

A term sheet gives a general outline of a contract, but it’s not a contract.

The term sheet will have a dollar amount and a general description of the work to be done. It’ll also address details like deliverables, timeline, IP ownership, warranties, and other obligations. Often, a term sheet looks like a table with two columns. The topics are in one column and the agreed-to terms are in the other column.

Usually, business folks use a term sheet to guide their discussion. They’ll agree in a fairly detailed way on how to work together and write everything down in plain English. The term sheet format also makes it easier to change or move different parts of the contract, if a later part requires changes to an earlier part. Once the big issues are decided, then lawyers can draft the final wording. Or, if you don’t have a lawyer, do your best to write things down in clear, plain English.

Suggested Term Sheet Topics for an Influencer Contract

Term sheets tend to look different depending on the type of business deal. For an influencer contract, your term sheet can include the following topics:

  • Description of the work
  • Price
  • Deliverables
  • Timeline
  • Ownership of the IP
  • Warranties
  • Term and Termination

In later sections of this article, we’ll go over the type of information you’ll need to discuss under each section.

When an advertiser or a marketing agency contacts you and asks for your influencer rates, send them your term sheet and your media kit. (A media kit is a resume for creative types. Here’s a great article on how to build one, with examples.)

Your term sheet should already have the details filled out to the best of your ability. If you don’t know enough details, just guess. But definitely include price, deliverables, and ownership of IP. This way, you get to set the initial terms of the project, the negotiations can go faster, and you’ll look very professional.

Every time the advertiser or marketing agency changes anything in your initial offer in the term sheet, you have the right to move your price up or down. If you have to give up some rights, then you should ask to increase your fees. If the advertiser agrees to give up rights, then you can stay with the initial fee you set down in the term sheet, but they might ask you to lower your initial price.

You Might Only Have a Term Sheet Instead of a Formal Influencer Contract If the Advertiser is Small

It’s better to have a formal contract than not have one. Sometimes, and especially when you’re working with a smaller advertiser for a smaller amount, a term sheet might be all you end up with. While this isn’t ideal, it is at least better than a string of emails that give only a vague description of the content and a fee amount with no payment due date.

If you think you’ll end up with only a term sheet, then add as much detail as you can into the term sheet. The more details you and the advertiser talk about and agree to, the less problems you’ll have when you start working together.

You’re Entering into the Contract as a Business

Most creators don’t think of themselves as a business. But, when you sell your creations or provide services, you are indeed acting as a business. Most often, you’re working as a sole proprietorship. Some successful creators might eventually form an LLC or corporation. (Follow the links to see how these business formats work.)

If you’re working as an LLC or corporation, it’s pretty intuitive that you should enter into the influencer contract as your LLC or corporation (because you’re an employee of the LLC or corporation). But if you’re just using your own name, be aware that you’re working as a sole proprietorship.

As a sole proprietorship, you’ll get to deduct the business expenses related to your work as a creator. You’ll also have to file quarterly self-employment taxes. So, save a portion of your earnings and don’t spend it all. Most of all, keep good records such as receipts for the money coming in and going out.

Describe the Project in a Few Sentences in the Project Description Section

The first section in an influencer contract is usually the Project Description section. Here, you describe the project in a few sentences. Usually, you’ll write down the number and type of content and the social media platform that will be used. For example, the description could be: Two Instagram posts, including photos taken by the creator, about the new product to be posted on the creator’s Instagram timeline.

Sometimes, the Project Description section is in the contract. Other times, it’s in an attachment usually called the Statement of Work (SOW).

There’s usually not a lot to negotiate under this section. Usually, a lot of the important details are in the Deliverables section.

Review the Deliverables Section Carefully

The Deliverables section often comes right after the Project Description section. The Deliverables section describes the mechanics of how you and the advertiser will work together. It often contains a timeline with due dates. It’ll also tell you when you’ll need to submit the content to the advertiser for approval.  

If your contract has an SOW, then the detailed description of the Deliverables is usually in the SOW. Otherwise, the detailed description of the Deliverables is in the main contract.

Items a Typical Deliverables Section Will Include

Here are some of the items you’ll find in a typical Deliverables section:

  • The final content to be turned in to the advertiser. This includes the number of posts, length of video, or script to be inserted into the audio, video, or written material.
  • Information the advertiser requires you to include. For example, the advertiser might require you to mention the product x times and the sale price y times.
  • Information that must not be included. Sometimes, the advertiser will forbid you to mention their competitors. They might also require you to not use foul language, rude gestures, etc. Sometimes, this section just says you have to follow the advertiser’s Content Guidelines.
  • Due dates. There may be several due dates. The advertiser might want to review an outline of your content, approve a final draft, and receive user analytics of the post, video, etc. after the content goes live. Each event will have a due date.
  • Approvals. If the advertiser wants to approve your proposed content at various stages of the project, this should be specified in the project timeline.
  • Number of free revisions. During the approval process, sometimes the advertiser will ask you to make changes to the content. This is normal. Limit the revisions to just 2 or 3, at the most. This way, if the advertiser can’t make up its mind and keeps asking you for changes, you now have the option to increase your price.
  • How long the content must stay in your timeline. There should be a limit to how long the content must stay in your timeline. The longer this is, the higher your price should be.

Things to Watch Out for in the Deliverables Section

In a typical project, you create the content based on the information under the Deliverables section. Then, you submit the content to the advertiser for approval. If the project is long or complex, there might be an approval step at the end of each stage of the project. Once you get a final approval, you post the content to your social media channel, provide proof, and invoice the advertiser for the work.

Having a clear and precise Deliverables section can help you avoid problems as you work on the project. Below are some of the problems we often see, and our suggestions on how to avoid them.

Adjust Your Due Dates if They Depend on the Advertiser Sending Items to You

Sometimes, you can’t start the project until the advertiser sends you a few things. For example, if they require you to follow their Content Guidelines, then they will need to send you the guidelines so you can review it. Or they might have to send you product photos to insert into the content. And, if you’re doing a product review, the advertiser will have to send you the product first.

But what if the advertiser is slow to send you the things you need? What if the items arrive one day before you’re supposed to turn in your content, and the content takes three days to create?

To avoid problems, require the advertiser to send their items—often called the Brand Deliverables—by a specific date. Put this in the timeline. Make your due date for sending them approval drafts x days after you receive the Brand Deliverables. So, instead of something like, “The content is due on March 1, 2023,” you’ll have something like, “The content is due 7 days after the receipt of the Brand Deliverables.”

Limit the Revisions and Approvals Cycle

Most, if not all, advertisers will want to approve the content before it goes live. This is to make sure the advertiser is satisfied with your work and to prevent mistakes in the content.

While everyone likes to think that the advertiser knows what kind of content they want, the truth is, some of them don’t. They’ll keep asking for changes to the content. Or maybe the advertiser is a new client, so you’re still learning their preferences. In any event, you can sometimes be stuck in an approval-revision-approval cycle.

To break this cycle, you’ll need to limit the number of free revisions you’ll do when you submit the content for approval. One or two free revisions is typical. State this clearly. You can always make exceptions based on the circumstances. But if the advertiser keeps changing their mind, then they should pay you extra for additional revisions.

Give a Deadline for Approvals

Very often, your payment is tied to the advertiser’s approval of the content. So, you’ll want anything you submit for approval to come back to you fast, even if it comes with a revision request. But, sometimes, the advertiser is busy, and it takes them a long time to approve.

The standard way to deal with this sort of delay is to say in the contract that if the advertiser hasn’t responded in x number of days, then the content is deemed approved. This way, even if the advertiser doesn’t respond, you can move to the next step in your timeline, finish the project, and send the advertiser a bill.

But, to avoid mistakes and to keep the advertiser happy, you won’t want the content to go live before you actually hear from the advertiser. So, the contract should say that, for the last approval, if you don’t hear from the advertiser in x days, you can send them an invoice without the content going live. This way, just in case the advertiser has last minute changes, you won’t mistakenly send something out that both you and the advertiser will regret.

The Intellectual Property Section Addresses Who Owns the Deliverables

Because creators make IP, we think every influencer contract should have an IP section that talks about IP ownership and IP licensing. But not every contract template we found online addresses IP in detail. A few ignore IP completely.

This isn’t ideal. You should at least have some language that addresses who owns the IP.

Why Should Influencer Contracts Address IP Ownership?

As we said earlier in this article, in an influencer contract, your services have two components:

  • Making the content and
  • Sending the content out through your social channels

Ideally, you want to own the content.

If the advertiser owns the content, then they can take the same content and use it somewhere else—their social media accounts on other platforms or their website, for example. You might not be able to complain if they associate the content with a social cause you object to.

If you own the content, then you’ll have the freedom to take the content off your social media channel after the advertising campaign ends. Or you might re-work the content to generate a derivative work so that it no longer shows the advertiser’s IP but keep the rest of the content on your timeline. This way, you can make more money through other types of revenue generation—for example, through the ads that automatically run before, during, and after a YouTube video.

This is why we always recommend you own the IP in the content. If the brand insists on owning the IP, you could agree to it but then you should charge more for your work.

How Do Contracts Usually Address IP Ownership?

In general, in a project that deals with the creation of new IP, the IP is divided into three buckets. First, you’ll have your IP that you bring to the table. For example, you might have a trademark or copyrighted matter that you’ll use. These are your existing IP.

The advertiser will also have some IP that they bring to the table. They might have a trademark, or they might require you to use one of their photos in the content. This is their existing IP.

The contract will typically say that you own your existing IP, and the advertiser owns their existing IP. Then, the advertiser will license to you their existing IP that’s needed for the project. This way, you can create the content for the project.

If you own this new content (including the IP in the content) and the advertiser doesn’t need to post the content elsewhere, then this is where you stop. If the advertiser wants to repost the content elsewhere, then you’ll need to give them a license to do so. You can be specific about where and how they can use the license and if they can sublicense their license to someone else. You can also charge them extra for this license.

If the advertiser ends up owning the IP in the new content, they’ll need to license the content back to you so you can post the content on your social media account. If you wish to modify the content later, you’ll need the advertiser’s permission to do so. You can’t make a derivative work without the advertiser’s permission because the advertiser owns the entire content. The license might end after a period of time, and you’ll have to take the content down from your timeline if the license ends.

What’s the Difference Between an IP License and an IP Assignment?

In a contract that deals with IP, it’s important to understand the difference between an IP license and an IP assignment. We didn’t cover this information in our articles covering IP basics, but it’s important to understand the difference here.

People often call IP rights a “bundle of rights.” Visualize this as a bundle of sticks tied together with a string. Whoever holds the bundle with the string owns the IP. To move the bundle from one person to another, you’ll need to assign the IP.

But you can also pick out a stick or two and hand them to another person. Those sticks are IP licenses. You can hand out as many sticks as you want. As long as you still have the string, you’re the IP owner.

What’s more, that string is magic. Sometimes, the string can make more sticks appear in the bundle. For example, let’s say you license your music video to Bob for a day but only for the morning. Then you license Pete the same music video for the same day but only for the afternoon. In that case, you hand Bob a stick and Pete a stick. Each stick is a specially defined license lasting for exactly as long as you, the IP owner, wants.

This is why it’s always better to be the IP owner instead of the IP licensee. Every time you think of a different way to license the IP, you have a different way to make money.

Be Careful with the Actual IP Licensing or Assignment Language

There are no legal “magic words” in contracts. But there are lots of words and phrases that have gone through the court system so that they’re thought of as “safe” to use to set out various concepts in a contract.

We’re not going to get into specific IP assignment or IP licensing language in this article. If you want to know what they are, you can do an internet search for the language. Start with the key phrases “IP assignment,” “IP license,” or insert the type of IP—”copyright,” for example—in front of the word “assignment” or “license,” and you should get some sample wording. We don’t always like some of these paragraphs that are free on the internet, so be careful. Read and understand each sentence, each phrase, before you decide whether that’s the correct wording for your situation.

There are a couple of things you need to pay attention to:

  • IP assignments and licenses are written in present tense. So, use “I hereby license” or “I hereby assign.” Don’t use future tense like “I will assign.” This is true even when, conceptually, you can’t license or assign an IP that only comes into existence after you’ve finished the project.
  • Tie payment to the license or assignment. For a project that produces IP in the end, most people intuitively understand that, if IP is to exchange hands, then payment should be made first. But, for IP licenses, you have to make this clear. So, look for language like, “Upon full payment for the project, I hereby assign….” You don’t want to accidentally assign or license the IP before you receive full payment.

If you’re handed a contract with IP assignment and licensing language, be sure to check these two points. Not all business lawyers know these gotchas.

You’ll Find Additional Wording in Influencer Contracts with Endorsements

If your name, your voice, your face, or some other personally identifiable feature is in the content and if the advertiser wants to use the content outside your social media channels, you’ll need to give them permission to use your name and likeness.

Here’s our article that gives a little background about how a person’s name and likeness work when doing endorsements, if you need a little refresher.

Make Sure Your Personal Branding Doesn’t Conflict with the Advertiser’s

To protect your personal branding, you might want to include language that forbids the advertiser from associating the content with businesses, causes, or political beliefs you find objectionable. Or give the advertiser permission to use the content in specific ways or with specific businesses. Then, tell the advertiser that they will need your written permission before they use the content anywhere else.

Most big companies are careful to not associate their brand with controversial or negative issues or causes. So, sometimes, you don’t have to worry too much. Still, because you have to manage your personal brand, you should think things through before you sign away the right to your name and likeness. This is especially true if you don’t own the new IP and the advertiser can do whatever they wish with the IP.

If You’ll be the Brand’s Ambassador or Spokesperson, You Might Have to Agree to a Morality Clause

If the influencer contract is for a longer term and you’ll be closely associated with the advertiser as a spokesperson or brand ambassador, the advertiser may impose a code of conduct on you. This is called a Morality (or Moral) Clause. It’s fairly normal to find a morality clause in contracts with public personalities like actors and athletes.

The Morality Clause typically restricts the creator’s behavior in some way (e.g. no drug use, no controversial political statements) while the contract is in force. If the creator violates the clause, the advertiser can usually immediately terminate the agreement without paying the full amount of the contract. (They usually still have to pay you for all the work you’ve already done.)

The Contract’s Term Should be Clear and Termination Rights Should be Mutual

In a contract, term means how long the agreement lasts, and termination means how the contract can end. They’re related concepts but not the same. Often, in contracts with big companies, only they have termination rights. But this is only because they wrote the contract and want to be in control. It’s better if you can get some termination rights whenever it makes sense for you to have it.

The Contract Should Have an End Date

For an influencer contract, the term usually ends when the marketing campaign ends. And if the campaign is a general brand awareness campaign where there’s no clear end date, the contract should still have an end date. This is so you know for how long you’d have to keep the content in your channel. You don’t want to be forced to keep the content forever.

If the contract has an end date, then you won’t have to check with the advertiser if you decide to clean up the content in your channel. Or, if you decide to represent the advertiser’s competitor, you won’t need the advertiser’s permission before you can take down this content and put up new content.

You Should Have a Right to Terminate the Contract Early if It Makes Sense

With termination, sometimes, only one side can terminate the contract early. Sometimes, both sides can terminate early. Yet other times, a side can terminate for cause (i.e. have a reason specifically allowed in the contract) or terminate at will.

There’s no right answer which is the right way to go. You have to work through the possibilities and see which way makes sense for each specific project. You’ll probably want to be able to end the contract if the advertiser never sends you the Brand Deliverables so you can start the work. You’ll probably want to end the contract too if the advertiser is supposed to pre-pay for at least a portion of the work before you start, but never does pay.

Make Sure You’re Paid for the Work if the Contract Terminates Early

As the content creator, you’ll want to make sure you’re paid at least partially if the advertiser ends the contract early. Think through how you calculate “work done so far.” We’ll elaborate on this a bit more in the Payments section below in this article.

Sometimes, if the advertiser terminates early, then they should pay the full amount for the project right away.

You Don’t Want Your Confidentiality Obligations to Last Forever

Most agreements have a confidentiality provision. The advertiser might not want you to publicly talk about the project or disclose anything in the contract to anyone. Or they might have internal documents they’ll need to share with you so you can complete the project. They’ll want you to keep those documents confidential as well. If you can, ask them to label anything they think is confidential with the word Confidential, so you don’t accidentally disclose the document.

To our horror, the confidentiality provisions we found in the free influencer contracts from our internet search didn’t have the standard “outs” found in most confidentiality provisions. Without these outs, you’d have to keep the information confidential forever, even if the advertiser discloses the confidential information themselves.

Make sure that you’ll no longer have to keep a piece of information confidential if:

  • The owner of the confidential information discloses the information publicly
  • If you disclose the confidential information with the prior written approval of the owner
  • When the information becomes public through no fault of yours
  • When you receive the information from someone else without a duty of confidentiality

The Payment Section is Usually Fairly Straightforward

For influencer contracts, the payment section is usually pretty straightforward. Here, you describe the payment amount, the currency, and where to send the money (e.g. ACH, wire, PayPal, etc.). You can give the payment information (e.g. bank routing number) in the contract or you can give it later.

You can ask to be paid a lump sum at the start of the project or at the end of the project. Or, for longer projects, you can ask to be paid at different points of the project—maybe after each approval. This method is especially convenient when you need to figure out “work done so far” if you or the advertiser terminates the agreement early.

If you and the advertiser have never worked together before and don’t trust each other, you can use an escrow service. The advertiser would send the money to the service. Then, the service would notify you to start work. Once you finish the work and the advertiser is satisfied, the advertiser notifies the service to release the money to you.

Escrow services charge a fee, so you and the advertiser will have to agree on how to split this fee. We know that Upwork has this service. There are other companies that will provide the service as well.

Sometimes, you might be able to negotiate a bonus component to your pay. For example, maybe your engagement rate is especially high for videos or you have a history of converting videos to actual sales. Then, you could lower your base rate but add a bonus component if you hit a specific engagement or conversion rate. It’s unusual to be able to negotiate this sort of bonus, though.

You can charge an interest for late payment. Our experience, though, is that this is rarely charged or paid.

Both Sides Should Make Warranties and Indemnities to Each Other

Warranties and indemnities are related concepts. If there’s an issue with something you warranted, then a duty to indemnify usually follows.

There are Some Standard Warranties That Make Sense to Include

There is a warranties section in every contract. Sometimes, the warranty goes both ways. Other times, it’s just a warranty from you to the advertiser. For influencer contracts, you’ll want the warranty to go both ways.

Usually, you’ll warrant that you didn’t infringe anyone’s IP when you made the content. This is fair. It’s easy to avoid copyright or trademark infringement, so you shouldn’t be afraid to make this warranty. Here are our articles on how to avoid copyright infringement and how to avoid trademark infringement, for a quick refresher.

If there’s anything specific the advertiser requires you to do (e.g. change a specific wording in an Instagram post, add a specific photo), then you should carve those out from your warranty. Because you didn’t make those specific items, you shouldn’t be responsible for them.

In fact, for the items the advertiser requires you to add to the content, they should warrant to you that they have all the rights for you to be able to do what they ask you to do. For example, if they require you to insert a photo into the final content, then they should warrant to you that they either own the IP to the photo or have the IP license to allow you to use the photo. After all, you’ll have to send the content out from your social media account. You’d be the one sued if anything goes wrong.

Indemnities Usually Add to the Warranty Obligations

Often, there’s an indemnity section that goes with the warranty section. Indemnify means that the indemnitor will pay for things related to the lawsuit (indemnify and defend means they’ll step in and take over the lawsuit). So, if you warrant that your work won’t infringe someone else’s IP and you also agree to indemnify the advertiser, then, if anything goes wrong, you’d have to pay for the legal fees as well as any penalties.

Other Sections That Might Be in an Influencer Contract

Depending on the type of work and how detailed the contract, there might be other sections in the contract. Here are some of the sections you might see.


When bigger advertisers work with you, they might want you to work with only them. For example, if you sign an agreement with Coke, it’s virtually certain that they won’t want you to work with Pepsi at the same time. They might even want to prevent you from working with Pepsi for a time after your contract ends.

Other times, because the content you create is advertisement, the advertiser probably won’t want you to show ads from other companies alongside the content. So, if you earn a revenue share through ads that automatically run, you might have to turn the ads off for a while. This is a type of exclusivity as well.

Exclusivity is fine to agree to, if you wish. But you should ask to be paid more than your base price if this means you give up other ways you can make money. The longer the period of exclusivity, the higher your fee should be.

Auditing Rights

Sometimes, the advertiser will want auditing rights to the analytics for the content. This is a way for the advertiser to understand the effectiveness of the advertising campaign. And, if you negotiated a bonus based on engagement rate or conversion rate, it’s pretty certain that the brand will ask to see the analytics. But you should also have a right to audit the advertiser’s books to make sure they paid you correctly.

If you see auditing rights language in your contract, you’ll want to limit any audits to a reasonable number—for example, at most once every quarter. Also, ask for reasonable advance notice, so no one will have to drop everything to set up the audit for the other side.

FTC Rules and Regulations

Influencer marketing is advertising. In the US, the FTC is responsible for regulating the advertising content. In most influencer contracts, you’ll find a short paragraph that requires you to follow all FTC advertising rules. If you need a refresher, here’s our article on product endorsement rules and regulations that includes a summary on how to deal with the FTC rules.

There Will Always Be Miscellaneous Legal Sections for a Lawyer to Interpret

Every contract will have a section or sections that deal with the laws of contracting. These sections include Force Majeure, Venue, Notice, Assignment, and quite a few others.

These sections do have their specific meaning, but they’re up to a lawyer to interpret for you. They’re beyond the scope of this article.

Sometimes You Might Have to Agree to Uncomfortable Terms

Whether or not you can get a fair business deal depends mostly on negotiation strength. If the advertiser is a Fortune 500 company and you’re a nano influencer negotiating your first ever contract, it’s a pretty safe bet that you’ll have to agree to most, if not all, of the advertiser’s standard contract with little to no changes.

In that case, pay attention to this one thing: if everything goes badly, can you end the contract without losing your shirt? If, for example, the advertiser is sending you their tenth revision request and is now pushing you to add a video to the originally agreed upon one Instagram post, you might want to end the contract instead of continuing with this time and money drain.

So, if you have to agree to all sorts of unfair or uncomfortable contract terms, as long as you have a right to terminate the contract under some set of circumstances, you might end up OK. Do your absolute best to negotiate for this right.

But if you’re truly uncomfortable with the contract, always remember that you don’t have to do the project at all. Sometimes, it’s best to just walk away.

This Article Isn’t the Same as Lawyer Review

We’ve gone over a lot of contract clauses you’ll often see in an influencer contract. We’ve pointed out a lot of things that can go wrong, that you should watch out for.

But reading this article isn’t the same as having a lawyer review the contract. We only talked about the business aspects of looking at and thinking through a contract. A lawyer will look at the detailed wording to make sure the words actually say what you and the advertiser agreed to do.

We know that hiring a lawyer to review a contract doesn’t always make financial sense. So, read the contract carefully. Do your best to make sure that the words actually say what you need them to say. And, if one day you get a contract for high four or low five figures, we very much recommend that you hire a lawyer to do the final review for you. As long as you’ve negotiated all the business terms already, the lawyer shouldn’t cost too much.

Interested in starting and running a small business? Here’s the beginning of our step-by-step guide: What to do right after getting that great business idea.

DISCLAIMER: This article does not constitute legal or accounting advice. Instead, it contains general information. The information gives you the background you’ll need to hit the ground running when you do go get advice from a lawyer or accountant. Only lawyers and accountants properly licensed in your state/country are qualified to give you legal or accounting advice.

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