Influencer marketing agreement

An influencer marketing agreement sets the terms on which a content creator produces and publishes sponsored content for a brand: what is delivered, how it is approved and paid for, how the brand may use it, who owns it and how the sponsorship is disclosed.

Jurisdictions: California, England and Wales, Spain
Contract languages: English, Spanish

What it is and when it is used

This agreement is used when a brand or advertiser engages a content creator to produce and publish sponsored posts, stories, videos or similar content for a named campaign. The parties record the campaign name, total compensation and number of deliverables, and optionally the campaign dates. Standard terms cover the creator's representations (authentic accounts, original content, compliance with advertising rules), brand materials, confidentiality, mutual indemnities, a liability cap equal to the total compensation and the creator's status as an independent contractor.

Who signs it and in which role

The Brand (the company or advertiser) and the Creator (the influencer, an individual or entity).

Key clauses

Compensation and payment

A flat fee per deliverable, performance-based pay (CPA or CPM), or a hybrid of base fee and bonuses. Payment can be fully upfront, in milestones (typically 50% on signing, 25% on approval and 25% after publication) or NET 30 after the campaign.

Deliverables and approval

A detailed content schedule with up to three revision rounds, a flexible creative brief with one round, or collaborative co-creation with two rounds. Content can need mandatory pre-approval or be published within agreed guidelines.

Usage rights and ownership

Organic posting only, organic plus paid amplification for a defined period, or a perpetual multi-channel licence. Ownership stays with the Creator, passes to the Brand by assignment, or is shared through a licence.

Exclusivity

Category exclusivity during the campaign, an extended non-compete after it (typically 90 days), or no restriction.

Disclosure and reporting

Disclosure wording set by the Brand or managed by the Creator. Full analytics access with weekly reports, or monthly summary reports.

Morality and termination

A brand-only or bilateral morality clause. On termination, the Brand may require takedown, content may stay live, or the parties decide together (content stays live if they disagree).

What the two sides usually negotiate

The Brand prefers performance pay, a detailed schedule, mandatory pre-approval, a perpetual licence or full assignment, an extended non-compete, full analytics access, a brand-only morality clause, post-campaign payment and a takedown right. The Creator prefers flat or upfront fees, a flexible brief, organic-only use, retained ownership and no exclusivity. The balanced positions are hybrid compensation, collaborative co-creation, a bilateral morality clause, milestone payments and a shared licence, with paid amplification and category exclusivity during the campaign close to the middle. When the parties disagree, Dealroom proposes these options, weighted by how firmly each side holds its position.

Jurisdictions and languages Dealroom supports for it

Dealroom drafts this agreement under the law of California, England and Wales or Spain, in English or Spanish. For California, the template refers to the FTC Endorsement Guides, the CCPA and CPRA and the limits on non-competes under section 16600. For England and Wales, to the CAP Code, CMA guidance, the Consumer Protection from Unfair Trading Regulations 2008 and UK GDPR. For Spain, to the AUTOCONTROL code on influencer advertising (October 2025), the LSSI-CE, the Ley General de Publicidad, data protection law and the creator's inalienable moral rights.

Common mistakes

Vague deliverables. They lead to scope disputes; overly rigid ones stifle authenticity.
Approval that controls the message. Pre-approval can raise FTC concerns if it implies the brand controls the endorsement.
Confusing licence and ownership. A perpetual licence transfers value without transferring copyright.
Post-campaign non-competes in California. They are generally unenforceable there; in Spain they need adequate compensation.
Weak disclosure. Both parties face fines and reputational damage.
Ignoring takedown practicalities. Removing published content may not erase its impact and can be hard across platforms.

Frequently asked questions

What should an influencer contract include?

The Dealroom template covers compensation, content deliverables, the approval process, usage and licensing rights, exclusivity, content ownership, regulatory disclosure, performance reporting, a morality clause, payment terms and termination with content takedown, plus the creator's warranty that its audience is not inflated with bought followers or bots.

Who owns the content an influencer creates for a brand?

It depends on the option chosen: the creator keeps ownership and grants specific usage rights, the creator assigns all rights to the brand on creation and payment, or the creator keeps ownership and grants a broad shared licence. Under Spanish law, moral rights cannot be waived, so an assignment covers economic rights only.

What is whitelisting or paid amplification?

It is the brand promoting the creator's content through paid advertising, often from the creator's account. Under the amplification option the brand may do this for a defined period in addition to organic posting; under the organic-only option it may not.

How must sponsored posts be labelled?

The template notes that the FTC requires clear and conspicuous disclosure, the UK CAP Code and CMA require ads to be obviously identifiable (for example with "#ad"), and in Spain the AUTOCONTROL code requires labels such as "PUBLICIDAD" or "PUBLI" at the start of the content.

What is a morality clause in an influencer contract?

It lets a party end the agreement if the other's conduct damages its reputation. The template offers a brand-only clause or a bilateral one, under which the creator may also withdraw if the brand faces a public crisis. Bilateral clauses are becoming the industry standard.

Two ways to make it

Create it in Dealroom

Choose the jurisdiction and language, answer a few questions and negotiate each clause with the other side, or prepare it alone.

Start in Dealroom

Have your agent draft and negotiate it

Your AI agent can read the clause library and create the contract through the agent API or the MCP server. A short example:

MCP: list_templates (query: "INFLUENCER_MARKETING"), get_template, create_playbook, initiate_negotiation.

Read the agent API guide

# 1. Read the clauses, options and the facts it needs
curl https://dealroom.todo.law/api/v1/agent/templates/INFLUENCER_MARKETING \
  -H "Authorization: Bearer drk_YOUR_KEY"

# 2. Create the contract (clauses you leave out take the default option)
curl -X POST https://dealroom.todo.law/api/v1/agent/deals \
  -H "Authorization: Bearer drk_YOUR_KEY" \
  -H "Content-Type: application/json" \
  -H "Idempotency-Key: $(uuidgen)" \
  -d '{
    "schema": "dealroom.solo-intake/1",
    "contractType": "INFLUENCER_MARKETING",
    "governingLaw": "ENGLAND_WALES",
    "language": "en",
    "dealName": "Example INFLUENCER_MARKETING",
    "selectionPolicy": "defaults"
  }'

Drafting and negotiating are free.

Related contracts

This page explains how the contract usually works. It is general information, not legal advice.