This document sets forth an agreement to be entered into between an advertising
consultant and a company. The draft form contains numerous of the standard clauses
found in such agreements and optional language to allow for customization to ensure
the specific terms of the parties' agreement are addressed. The form is for use by an
individual consultant when providing services, by a company when hiring consultants, or
legal counsel to either of these parties.
ADVERTISING CONSULTING AGREEMENT
THIS CONSULTING AGREEMENT ("Agreement") is made and entered into as of the ___
day of _____, 20__, [Instruction: Insert date.] by and among _____ [Instruction: Insert
company name.], a _____ [Instruction: Insert company formation information.]
("Company"), and _____ [Instruction: Insert consultant’s name.] ("Consultant").
WHEREAS, Consultant is recognized as _____ [Instruction: Insert area of expertise, e.g., an
authority on matters related to direct mail and other direct response advertising activities];
WHEREAS, the Company desires to retain Consultant to provide services related to and in
support of efforts in which Consultant has expertise; and
WHEREAS, Consultant is in the business of providing such consulting services and has
agreed to provide the services in accordance with the terms and conditions set forth in this
NOW, THEREFORE, in consideration of this Agreement and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as
1. Consultant shall furnish the Company with his best advice, information, judgment and
knowledge with respect to the services related to and in support of efforts in which
Consultant has expertise which is to be provided in accordance with this Agreement.
Specifically, Consultant shall (a) formulate and submit for Company approval advertising
campaigns and recommendations; and (b) upon Company approval, create and prepare
advertising for consumer and trade print, broadcast and outdoor media. [Comment: The
previous specific language is sample language only and should be tailored to reflect
the actual agreement between the parties.]
2. Company shall retain Consultant as set forth in this Agreement with respect to the
development and marketing of Company’s _____ [Instruction: Insert Company’s
products and services to be advertised.] (“Products and Services”).
3. The Consultant will develop an advertising strategy for the Company which may involve
electronic, print or broadcast media advertising to promote the development and
marketing of the Company's Products and Services. Consultant, in its sole discretion,
may retain the services of a qualified professional advertising firm to assist with or to
provide the required services. [Comment: Parties should state here who will pay for
such advertising firm.]
4. The term of this Agreement shall begin on _____ [Instruction: Insert commencement
date.] and shall, subject to the provisions for termination set forth herein, continue until
and terminate on _____ [Instruction: Insert termination date.].
5. For all services that Consultant renders to the Company or any of its subsidiaries or
affiliates during the term hereof, the Company will pay Consultant a retainer of $_____
per month, payable on the first day of the month. If this agreement terminates on a date
other than the first of a month, a prorated share of the minimum fee will be due for the
© Copyright 2012 Docstoc Inc. 2
final month. Consultant agrees that during the term he/she will devote up to ____ (__)
days per month to his/her Duties. The Company will periodically provide the Consultant
with a schedule of the requested hours, responsibilities and deliverables for the applicable
period of time. The duties will be scheduled on an as-needed basis. [Instruction: Insert
applicable payment agreement, including any revision to the hours/days of services.
Parties may also wish to consider whether or not such payment includes work for
any of Company’s subsidiaries or affiliates, or just Company and make necessary
6. [Optional: If expenses are to be paid, same should be carefully set forth in this
paragraph. See the remainder of the paragraph for sample expense language.]
Company also agrees to pay Consultant’s fees for all third party charges incurred on
Company’s behalf for the production and purchase of items including but not limited to
advertising materials and programs, including, without limitation, typography, engraving,
printing, photographs, artwork, comprehensive layouts, paste-ups, mechanicals, photo
boards, research, film, video tapes, editing, musical compositions and arrangements,
radio and television programs and facilities, talent, props, scenery, sound and lighting
effects, rights, royalties, producers' or packagers' fees, at our net cost. Company shall
reimburse Consultant for all travel expenses, including but not limited to hotels, meals,
etc., in connection with servicing Company’s account. Such reimbursement shall not be
limited to the above, and may include special services and charges originated on
Company’s behalf by Consultant, incurred in servicing Company’s account.
7. The parties hereto agree this Agreement is for consulting services within _____.
[Instruction: Insert geographical region, for example, the United States.] Any
advertising material or special material to be created by Consultant or services to be
performed by Consultant on Company’s behalf for any area outside the foregoing shall be
pursuant to a separate agreement, or a modification or amendment of this Agreement.
8. Confidential Information and Intellectual Property.
1. Consultant shall maintain in strict confidence, and not use or disclose except
pursuant to written instructions from the Company, any Company Trade Secret
(as defined below), for so long as the pertinent data or information remains a
Trade Secret, provided that the obligation to protect the confidentiality of any
such information or data shall not be excused if such information or data ceases to
qualify as such as a result of the acts or omissions of Consultant. For purposes
regarding Company’s Confidential Business Information and Intellectual Property