For many businesses, social media is an important part of their marketing strategy. Amongst other things, it helps to build a brand presence, enables two-way communication between the business and its customers / clients and allows the business to quickly and inexpensively share important updates and offerings. Maintaining these social media accounts also takes a significant investment of resources. Because of this, many businesses now outsource their social media account management to other businesses that specialise in managing their accounts for them. In doing so, they should put in place a Social Media Services Agreement.
Social Media Services Agreements
The outsourcing of social media activities activities creates a contractual relationship between the account holder and the account manager. This relationship should be documented in a legally enforceable agreement before the relationship commences. Some of the important points for inclusion in many of these types of agreements are set out below.
Authority
The agreement should include an authority given by the account holder to the account manager to access the account and to post, edit and delete content, as agreed.
The Services
The agreement should list the services that the account manager will provide. This should be documented in as much detail as possible to avoid any disputes and include when and how the services will be provided.
Commencement Date and Duration
The agreement should note when the arrangement will commence and the duration for which it will continue. This may be for example, a fixed period of 12 months or a continuing agreement until otherwise terminated. If the agreement is for a fixed period, then it could also include a mechanism for renewal.
Fees and Payment Terms
The agreed fees payable for the services should be included in the agreement. This may be for example, a monthly retainer or agreed hourly rates. The payment terms should also be included such as invoicing and frequency of payments.
Account Holder Obligations
The agreement should list any obligations on the part of the account holder. This may include for example, providing certain content or style guides to the account manager, directly paying advertising accounts and ceasing to interact with the social media accounts during the term of the agreement.
Intellectual Property
In addition to dealing with the ownership of existing intellectual property, the agreement should set out who will own the intellectual property in the content created. It should also set out any licenses to use the created content if applicable.
Confidentiality
During the term of the agreement, both parties will likely be provided with confidential information of the other. For example, the account manager will be provided with passwords for the social media accounts. The agreement should set out obligations to keep the confidential information that they obtain from the other party confidential. It should also set out how each party may use and disclose that confidential information.
Liability
The parties may expose each other to additional liability as part of the arrangement. For example, the account manager may post something on an account which is found to be misleading or deceptive or may result in an account being disabled. The agreement should set out the extent to which each party will be liable to each other and detail any agreed limitations on that liability.
Suspension
The Agreement should set out the circumstances in which the services may be suspended. This might include for example, where the account holder has failed to comply with certain obligations under the agreement.
Termination
The agreement should document how it can be terminated. This should include any notice periods and detail how and when notices are to be delivered. It should also document what is to occur once the agreement has been terminated and detail any obligations which will continue following termination.
Dispute Resolution
The agreement should contain an appropriate dispute resolution clause that the parties can follow in the event of a dispute in order to achieve a resolution.
Jurisdiction
It is prudent to ensure that your agreement will be governed by the laws in the jurisdiction in which you are based.
As with all commercial agreements, the terms should be negotiated and agreed prior to commencement of the arrangement.
Contact us on 1300 411 884 to obtain a Social Media Services Agreement or for further information on this topic.
