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Advertising Agency Retainer Agreement
I need an Advertising Agency Retainer Agreement for our global automotive company, starting January 2025, that includes comprehensive digital marketing services, social media management, and traditional advertising across multiple European markets, with strict data protection requirements and exclusivity provisions.
1. Parties: Identification of the advertising agency and the client, including full legal names, registration details, and addresses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Key terms used throughout the agreement, including 'Services', 'Deliverables', 'Campaign', 'Retainer Fee', etc.
4. Scope of Services: Detailed description of the advertising services covered under the retainer arrangement
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Retainer Fee and Payment Terms: Monthly retainer amount, payment schedule, and terms for additional services beyond the retainer scope
7. Service Level Agreement: Expected response times, delivery schedules, and performance standards
8. Intellectual Property Rights: Ownership and licensing of creative works, including transfer of rights under German copyright law
9. Confidentiality: Protection of confidential information and trade secrets
10. Data Protection and GDPR Compliance: Obligations regarding personal data processing and protection
11. Client Obligations: Client's responsibilities, including providing materials and approvals
12. Agency Obligations: Agency's responsibilities and service standards
13. Approval Process: Procedures for reviewing and approving deliverables
14. Termination: Grounds for termination, notice periods, and consequences of termination
15. Liability and Indemnification: Limitation of liability and indemnification provisions under German law
16. General Provisions: Standard clauses including governing law, jurisdiction, severability, and entire agreement
1. Success Metrics and KPIs: Specific performance indicators and measurement criteria - include when the client requires formal performance tracking
2. Third-Party Costs: Handling of external costs and mark-ups - include when significant third-party services are anticipated
3. Personnel Requirements: Dedicated team members and minimum staffing levels - include when specific personnel commitments are required
4. Exclusivity: Restrictions on working with competing clients - include when exclusivity is part of the arrangement
5. International Usage: Terms for international advertising campaigns - include when services extend beyond Germany
6. Crisis Management: Procedures for handling PR crises or emergency situations - include for high-profile clients
7. Social Media Management: Specific terms for social media handling - include when social media is a key service component
8. Award Submissions: Rights and procedures for submitting work to advertising awards - include when relevant to agency's objectives
1. Schedule 1: Scope of Services Detail: Comprehensive list of included services and deliverables under the retainer
2. Schedule 2: Fee Structure: Detailed breakdown of retainer fees, hourly rates, and additional service costs
3. Schedule 3: Service Level Agreement: Detailed performance metrics, response times, and delivery schedules
4. Schedule 4: Key Personnel: List of key team members and their roles
5. Schedule 5: Approval Workflow: Detailed workflow for creative approval processes
6. Appendix A: Data Processing Agreement: GDPR-compliant data processing terms and procedures
7. Appendix B: Brand Guidelines: Client's brand guidelines and requirements
8. Appendix C: Reporting Templates: Standard formats for performance and activity reporting
Authors
Agency
Client
Services
Deliverables
Retainer Fee
Additional Services
Campaign
Advertising Materials
Intellectual Property Rights
Pre-existing Materials
Client Materials
Confidential Information
Approval
Business Day
Campaign Budget
Change Request
Creative Works
Data Protection Laws
GDPR
Key Personnel
Media Buy
Media Plan
Performance Metrics
Project Brief
Response Time
Service Levels
Social Media Content
Specifications
Standard Rates
Start Date
Term
Territory
Third Party Costs
Working Hours
Force Majeure
Brand Guidelines
Creative Strategy
Target Audience
Media Outlets
Digital Assets
Publishing Schedule
Quality Standards
Review Period
Success Metrics
Usage Rights
Work Product
Moral Rights (Urheberpersönlichkeitsrechte)
Commercial Terms (Handelsübliche Bedingungen)
Reasonable Skill and Care (Sorgfaltspflicht)
Appointment
Term and Duration
Services
Service Levels
Agency Obligations
Client Obligations
Fees and Payment
Additional Services
Approval Process
Change Control
Intellectual Property Rights
Data Protection
Confidentiality
Non-Solicitation
Non-Compete
Personnel
Performance Review
Reporting
Warranties
Indemnification
Limitation of Liability
Force Majeure
Termination
Exit Management
Assignment and Subcontracting
Notices
Entire Agreement
Variation
Waiver
Severability
Third Party Rights
Partnership and Agency
Governing Law
Dispute Resolution
Compliance with Laws
Anti-Bribery
Record Keeping
Audit Rights
Insurance
Brand Protection
Retail
Consumer Goods
Fashion
Automotive
Technology
Financial Services
Food and Beverage
Healthcare
Entertainment
Telecommunications
Real Estate
E-commerce
Travel and Tourism
Education
Professional Services
Legal
Marketing
Procurement
Finance
Communications
Brand Management
Digital Marketing
Media Relations
Compliance
Creative Services
Business Development
Account Management
Chief Marketing Officer
Marketing Director
Brand Manager
Procurement Manager
Legal Counsel
Marketing Manager
Creative Director
Account Director
Business Development Manager
Communications Manager
Digital Marketing Manager
Media Planning Manager
Compliance Officer
Contract Manager
Finance Director
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