1. Scope of work
It is important to define the scope of work as detailed as possible in order to mitigate the risk of non-performance of the desired social media presence, e.g. to define:
- number of posts / stories / giveaways;
- duration of videos / stories;
- term of the engagement;
- periodicity;
- whether or not the influencer will design and propose an overall marketing strategy based on the desired social media presence;
- whether or not the influencer will analyse the followers’ activity and their responses to the marketing campaign and provide a detailed report with specific suggestions on the marketing strategy of the brand;
- any specific requirements that the brand may have when it comes to the influencer’s assignment;
- whether or not the influencer’s activity will need to be approved by the brand in advance and if yes – how will this happen.
2. Payment terms
It is advisable to discuss the exact payment scheme with the influencer and reflect it accurately in the agreement. This section needs also to include the influencer’s bank account details, the term in which the payment will be transferred and the term for the brand to issue respective invoices. As this is a freelancer agreement, all obligations for tax, social and health insurance contributions need to be borne by the influencer.
3. Obligations
it is advisable to regulate this clause as detailed as possible and cover all aspects of the relationship between the brand and influencer. Basically, each party needs to undertake that they will perform their part of the agreement accurately, in a timely manner and in accordance with the agreed scope of work and payment.
4. Intellectual property and content rights
As a general rule, the brand has exclusive or non-exclusive rights over the content created by the influencer for a certain period of time, whereby the influencer may retain rights to use or share the content for the development of their own profile or brand.
5. Exclusivity
It needs to be made clear whether or not the influencer will be able to work with similar brands or brands within the same and / or similar industry. Where exclusivity is agreed upon, respective liability for breach may be provided.
6. Confidentiality and reputation
Usually under this clause the influencer undertakes not to disclose confidential information of the brand, including trade secrets, as well as undertakes not to create and share any content that may harm the company’s reputation. Liability for breach may be provided. It is, however, important to also provide respective confidentiality obligation of the brand, where the influencer shares a portfolio or examples of their work, feedback from previous clients or results from analytics and tracking tools used by the influencer.
7. Personal data protection
Both parties are required to comply with the requirements of the Bulgarian and EU personal data protection laws, whereby they shall collect and process only the necessary personal data within the scope of the agreement, store it for a limited period of time and do not disclose it to third parties, except for the explicitly provided reasons as per the law.
8. Termination and dispute resolution
In the general case the agreement may be terminated:
- upon mutual consent;
- unilaterally by either party with a written notice;
- unilaterally by either party without any written notice in certain specifically regulated cases of breach of contract.
It is advisable to also regulate under the agreement in which cases liability for breach of contract will be triggered, which court will be competent to review the dispute and under which applicable law.
9. Force majeure
The idea of such clause is to regulate explicitly the cases, in which the defaulting party will not be liable for breach of contract.
10. Notices
It is advisable to regulate under the agreement how the parties will communicate and via which communication channel the work performed will be delivered, approved, contested, reported, etc.
