Legal Review & Mark-Up of Digital Marketing Services Agreement

Description I’m an independent digital-marketing consultant specializing in Meta and Google advertising. I’m seeking a legal review and mark-up of my Digital Advertising Services Agreement. The agreement is already drafted, currently in its third revision, and includes proposed edits from a small South-Carolina-based photography and creative-services business. I’m looking for an attorney to review the full document, strengthen it from the consultant’s perspective, and ensure it remains fair and consistent with industry norms. I prefer a flat-fee quote (not hourly) covering the following: Scope of Work 1. Initial review and risk map - Review my 25-page Digital Advertising Services Agreement together with the client’s proposed edits and my comments in context of our actual business model. You would flag where the current draft is out of alignment with (a) my stated priorities, and (b) what you typically see in consultant-favorable but commercially reasonable marketing agreements. - Commission, data access, and attribution structure Take a hard look at how “Commissionable Revenue” is defined, how entitlement is triggered, and what data I am contractually entitled to see. The goal is to ensure:

• my entitlement does not depend solely on visible ad-account edits;
• strategy and analytic work I described is expressly recognized as contribution; and
• there is a workable mechanism for reporting, dispute resolution, and (if needed) limited audit rights.

Here you would identify which of the client’s edits are harmless, which are subtly erosive of my rights, and where we should push for consultant-favorable language. - Liability, indemnity, and termination/tail Analyze limitation of liability, indemnity, and termination provisions so that I am not absorbing risk for the client’s copy, offer structure, or policy compliance. 2. Redline plus clean version, with negotiation notes Prepare a full redline against my current third revision (including the client’s edits), plus a clean version incorporating your recommendations.

• *Most importantly, I need a Negotiation Strategy that includes identification of key legal risks, weak areas and unfair clauses. Add short margin notes and a separate memo that gives me negotiation options on each sensitive clause clearly specifying:

- negotiation choke points, - what to insist on, - what I can safely compromise, and - what is “nice to have” but not essential.** My clause-by-clause comments detail my specific concerns and question, so please review those closely while revising each clause. 2. Clarification & Strategy Call We’ll schedule a 45-60 minute call to go over any clarifying questions and align on negotiation strategy as per your revised agreement. 3. Client-Side Negotiation I will handle the negotiation directly with the client, likely during December- January. 4. Final Revisions Once the terms are settled, you’ll prepare the final revisions based on the agreed language. This will likely be needed in December- February, depending on holiday availability. Of the remaining two revision rounds, the second may occur either before or after client negotiations, and the third will take place after negotiations are complete. Areas Requiring Enhanced Protection My priority is: - safeguarding commission-based compensation, which depends on system access, transparent calculations, and clear payment obligations—especially during disputes and termination. - to ensure liability is appropriately limited, as the client provides creatives and copy etc.; I should only be responsible for my own work, not client-approved content or policies. Please pay special attention to the following: - Limitation of liability and Indemnification - Termination rights, notice periods, and unpaid compensation - Commission structure, entitlement, definitions, and timing especially post termination while making strategy commissionable - Data access and platform transparency - Unresolved disputes and continued obligations - Remote-friendly dispute-resolution terms - Overall consultant-favorable positioning I’m ready to proceed immediately. Thank you, Reenu Apply tot his job Apply To this Job