Agreement templates
Agency services agreement template
A general-purpose services agreement for an agency-client relationship — covering scope, payment, IP and termination.
Preview
See the template as a client-facing document, then open the same starting point inside Hanko.
Agency Services / Campaign Engagement
Campaign services
This Agreement is entered into as of [Date] between [Agency Legal Name] ("Agency") and [Client Legal Name] ("Client").
1. Services
Agency will provide the services described in the accepted proposal dated [Date] and/or any Statement of Work executed under this Agreement (collectively, the "Services").
2. Term
This Agreement begins on [Start Date] and continues until terminated as described in Section 7, or until the Statement of Work is completed, whichever applies.
3. Fees & Payment
Client will pay Agency [$amount per month / per the fee schedule in the Statement of Work]. Invoices are due within [15/30] days of receipt. Late payments accrue interest at [X]% per month or the maximum allowed by law.
4. Intellectual Property
Upon full payment, Client owns the final deliverables created specifically for Client under this Agreement. Agency retains ownership of its pre-existing tools, templates and methodologies used to create the deliverables.
5. Confidentiality
Each party agrees to keep the other's confidential information private and use it only for purposes of this engagement, both during the Agreement and for [2] years after it ends.
6. Limitation of Liability
Neither party's total liability under this Agreement will exceed the total fees paid by Client in the [3/6] months preceding the claim, except for breaches of confidentiality or indemnification obligations.
7. Termination
Either party may terminate this Agreement with [30] days' written notice. Client will pay for all Services performed and expenses incurred through the termination date.
8. Governing Law
This Agreement is governed by the laws of [State/Country], without regard to conflict-of-law principles.
9. Engagement schedule
- Campaign and channels: [Agreed campaign and channel scope]
- Creative approvals: [Approver and review window]
- Media budget: [Client-funded budget and billing owner]
- Reporting cadence: [Dashboard and review dates]
Signatures
Agency: ___________________ Date: ______
Client: ___________________ Date: ______
What this is
An agency services agreement is the binding contract that governs an ongoing or project-based relationship between an agency and a client, once a proposal has been accepted — it defines the legal terms, not just the scope.
When to use it
- After a proposal is accepted, before work begins
- For an ongoing agency-client relationship covering one or more service lines
- As the base template to adapt for a specific engagement (pair with a Statement of Work for scope detail)
What to include
Scope reference
The agreement should reference the accepted proposal or a separate Statement of Work for scope detail, rather than re-listing every deliverable in the legal document.
Payment terms
Rates, invoicing schedule, late-payment consequences.
IP ownership
Who owns the work product, and when ownership transfers (commonly, on full payment).
Termination
Notice period for either party to end the relationship, and what happens to work in progress.
Confidentiality and liability
Standard protections for both sides — mutual confidentiality, and a liability cap tied to fees paid.
Template text
Copy this into your own document, or open it directly as a branded starting point in Hanko. Bracketed text like [Client Name] is a placeholder to fill in.
Agency Services Agreement
This Agreement is entered into as of [Date] between [Agency Legal Name] ("Agency") and [Client Legal Name] ("Client").
1. Services
Agency will provide the services described in the accepted proposal dated [Date] and/or any Statement of Work executed under this Agreement (collectively, the "Services").
2. Term
This Agreement begins on [Start Date] and continues until terminated as described in Section 7, or until the Statement of Work is completed, whichever applies.
3. Fees & Payment
Client will pay Agency [$amount per month / per the fee schedule in the Statement of Work]. Invoices are due within [15/30] days of receipt. Late payments accrue interest at [X]% per month or the maximum allowed by law.
4. Intellectual Property
Upon full payment, Client owns the final deliverables created specifically for Client under this Agreement. Agency retains ownership of its pre-existing tools, templates and methodologies used to create the deliverables.
5. Confidentiality
Each party agrees to keep the other's confidential information private and use it only for purposes of this engagement, both during the Agreement and for [2] years after it ends.
6. Limitation of Liability
Neither party's total liability under this Agreement will exceed the total fees paid by Client in the [3/6] months preceding the claim, except for breaches of confidentiality or indemnification obligations.
7. Termination
Either party may terminate this Agreement with [30] days' written notice. Client will pay for all Services performed and expenses incurred through the termination date.
8. Governing Law
This Agreement is governed by the laws of [State/Country], without regard to conflict-of-law principles.
Signatures
Agency: ___________________ Date: ______
Client: ___________________ Date: ______
How to customize it
- Attach or reference the specific proposal/SOW rather than duplicating scope details in the legal agreement itself
- Set the liability cap and IP terms with actual legal advice for higher-value engagements
- Adjust the termination notice period to match how much lead time you realistically need to wind down or reassign staff
- Add a specific dispute-resolution clause (mediation/arbitration) if that matters for your jurisdiction or client type
Common mistakes
- Re-listing every deliverable inside the legal agreement instead of referencing the proposal/SOW, creating two documents that can drift out of sync
- No stated IP-transfer trigger, leaving ambiguity over whether the client owns the work before final payment
- Uncapped liability, which is an unnecessary risk for a services agreement of this size
- Skipping legal review entirely on the assumption a template is sufficient for a large or long-term engagement
Frequently asked questions
Do I need a separate Statement of Work if I have this agreement?
For project-based work with specific deliverables, yes — the services agreement covers the legal terms, and the SOW covers scope, timeline and price for a specific engagement. For simple retainers, the agreement alone may be enough.
When does IP ownership transfer to the client?
Most commonly upon full payment — this template defaults to that, but confirm it matches what you actually intend, since some agencies transfer IP progressively per milestone instead.
Is this template legally binding as-is?
It's a starting point, not a finished legal document. Have a lawyer review it before using it for a real engagement, especially anything above a modest fee size.
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