Establishing secure connection…Loading editor…Preparing document…

Marketing CPC Agreement

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

MARKETING CPC AGREEMENT

This Marketing CPC Agreement ("Agreement") is entered into as of by and between:

Brand / Client

Agency / Creator

Recitals and Definitions

WHEREAS, Client desires Agency to manage and operate a cost-per-click ("CPC") advertising campaign on the terms set forth herein; and WHEREAS, Agency accepts such engagement and will perform services in accordance with this Agreement.

Campaign Details

Channels (select all applicable):

Campaign Period: Start:    End:

Deliverables & Creative

CPC Terms, Budget & Bidding

Total Campaign Budget: $    Daily Cap: $

Agreed Maximum CPC Rates:
Search Max CPC: $    Social Max CPC: $    Display Max CPC: $
Other Channels Max CPC: $    Notes:

Bidding Authority: Agency is granted authority to set and modify bids within the agreed maximum CPCs and daily caps. Agency will not exceed the Total Campaign Budget without prior written authorization from Client.

Compensation, Invoicing & Adjustments

Client Payment Obligations: Client shall pay for clicks and fees as follows.

Performance, Reporting & Attribution

Tracking, Access & Privacy

Privacy & Data Use: Parties will comply with applicable privacy laws. Agency shall only collect and use data necessary to deliver services and shall not share personally identifiable information except as permitted in writing by Client.

Intellectual Property & License

Ownership of Materials: Unless otherwise agreed in writing below, Client retains ownership of Client-provided marks and content. Agency retains ownership of pre-existing agency materials and tools used to perform services. For creative produced under this Agreement, parties select one:



FTC Disclosure & Compliance

Agency and any third-party creators must include clear and conspicuous disclosures for any paid, sponsored, or affiliate content. Disclosures shall be placed in a manner reasonably calculated to be noticed by the intended audience and comply with applicable consumer protection laws. Agency warrants that all representations and endorsements included in campaign creative will be truthful and substantiated.

Exclusivity



Term of exclusivity (if any):

Termination

This Agreement may be terminated by either party upon days' prior written notice. Upon termination, Client will pay for all accrued clicks, media spend, and work completed through the effective termination date. A kill fee shall apply as described below.

Confidentiality, Warranties & Indemnification

Confidentiality: Each party agrees to maintain in confidence all non-public information disclosed by the other party and to use it solely for performance under this Agreement, except as required by law.

Warranties: Each party represents that it has the right to enter into this Agreement and that its materials do not infringe third-party rights. Agency warrants that it will perform services with commercially reasonable skill and care.

Indemnification: Each party shall indemnify, defend and hold harmless the other party from and against any third-party claims arising from its breach of this Agreement, willful misconduct, or violations of law.

Limitation of Liability & Force Majeure

Limitation of Liability: Except for liability resulting from gross negligence, willful misconduct, or indemnification obligations, neither party shall be liable for consequential, incidental, punitive or special damages. Aggregate liability shall be limited to the amounts paid by Client to Agency under this Agreement in the six months preceding the claim.

Force Majeure: Neither party shall be liable for delays or failures to perform due to causes beyond its reasonable control, including acts of God, strikes, pandemics, or governmental orders.

Governing Law & Dispute Resolution

This Agreement shall be governed by the laws of the jurisdiction selected by the parties below. Parties will attempt to resolve disputes in good faith and escalate to mediation prior to litigation or arbitration unless injunctive relief is required.

Governing Law Jurisdiction:

Notices

General Provisions

Entire Agreement: This Agreement constitutes the entire agreement between the parties regarding the subject matter and supersedes all prior agreements. No modification is effective unless in writing and signed by authorized representatives of both parties.

Client:

By:

Date:

Agency:

By:

Date:

Enter text✕

What a Marketing CPC Agreement Covers

A Marketing CPC Agreement is a binding contract between an advertiser and a publisher, platform, or agency that defines cost-per-click terms, campaign specifications, tracking and attribution methods, billing cycles, and performance expectations. It documents how clicks are counted, which conversion events apply, the agreed CPC rate or tiers, payment responsibilities, and dispute resolution procedures. Well-drafted CPC agreements reduce ambiguity about tracking methods (UTM, pixel, server-to-server), clarify liability for invalid traffic or click fraud, and set the operational rules for campaign changes, reporting cadence, and contract termination.

Why standardize CPC terms and how they hold up legally

Standardizing CPC terms reduces billing disputes, clarifies measurement and fraud handling, and assigns responsibility for tracking and reporting. Electronic execution is enforceable under the federal ESIGN Act (15 U.S.C. ch. 96) and state UETA statutes where applicable, subject to statutory exceptions such as wills and certain court filings.

Why standardize CPC terms and how they hold up legally

Who typically prepares and signs a Marketing CPC Agreement

Typical users include marketing agencies, in-house advertiser teams, and platform/publisher account managers who need clear billing and performance rules.

  • Marketing agencies and consultants who manage campaigns and require standardized billing across clients and publishers.
  • Advertisers and brand marketing teams that need predictable media costs, defined KPIs, and clear audit rights.
  • Publishers, ad networks, and platforms responsible for click measurement, invoicing, and invalid-traffic handling.

The agreement also involves finance and legal reviewers for invoicing, tax, and compliance checks before execution.

Core components to include in a professional Marketing CPC Agreement

A complete CPC agreement balances commercial terms with technical measurement details so both parties can reconcile click counts and invoicing without repeated disputes.

CPC Rate

Specify per-click price or tiered rates by channel, placement, or campaign objective, including currency and rounding rules for partial clicks or rebates.

Counting Rules

Define attribution window, click deduplication, cookie or device rules, and whether server-to-server or pixel tracking is authoritative for billing purposes.

Invalid Traffic

Set procedures for identifying, disputing, and crediting invalid or fraudulent clicks, including timelines and evidence requirements.

Billing & Payment

Describe invoicing frequency, net payment terms, late fees, required tax documentation, and any thresholds for automatic payments or holdbacks.

Reporting & Audit

Establish reporting cadence, required report fields (click ID, timestamp, campaign ID), and audit or reconciliation rights with sample data exchange format.

Term & Termination

State effective date, renewal mechanics, notice periods for termination, and post-termination reconciliation and payment obligations.

Essential data elements required in the agreement

Advertiser Name: Legal entity name
Agency / Publisher: Counterparty legal name
Contact Details: Email, phone, billing address
CPC Terms: Per-click amounts
Campaign IDs: Platform identifiers
Payment Terms: Net period, fees

Step-by-step: complete and execute the Marketing CPC Agreement

Follow these sequential steps to prepare, verify, and execute the agreement with minimal errors.

  • 01
    Prepare Draft: Populate commercial and technical fields with campaign details.
  • 02
    Verify Parties: Confirm legal names, tax IDs, and authorized signers.
  • 03
    Confirm Tracking: Agree on click tracking source and reconciliation method.
  • 04
    Execute: Obtain signatures, preserve audit trail, and distribute executed copy.

Configure an online workflow for efficient execution

Set digital workflow settings to match your operational needs before sending for signature to ensure correct routing and authentication.

Field Configuration
Authentication Email link or SMS PIN for signer verification
Bulk Send Enable for multiple recipients on similar agreements
Conditional Fields Show or hide pricing fields based on campaign tier
Audit Trail Capture timestamps, IP, and action log

Where to send and how executed copies are shared

Understand the typical routing so invoices, reports, and signed agreements reach the right teams for billing and compliance.

  • Upload Agreement: Place final PDF or DOCX into signing platform
  • Assign Signers: Add authorized contact emails and signing order
  • Sign Electronically: Signers authenticate and execute online
  • Distribute Copies: Send executed PDF and audit log to finance

Technical requirements for digital signing and distribution

Integrations with systems such as Salesforce, NetSuite, Google Workspace, and Microsoft 365 streamline delivery and reconciliation while maintaining a complete audit trail.

  • Formats: PDF or Word DOCX preferred
  • Integrations: CRM and cloud storage connectors
  • Authentication: Email, SMS, or stronger methods

Typical timelines and deadlines to include

Define clear timeframes for billing, dispute windows, and reporting to avoid ambiguity and late payment issues.

Effective Date & Term:

Start date and contract length (e.g., 12 months)

Billing Cycle:

Monthly or other defined cadence for invoices

Invoice Payment Deadline:

Net 30 is common; specify late fee mechanics

Dispute Notice Period:

Typically 15–30 days to contest charges

Reporting Frequency:

Daily, weekly, or monthly campaign performance reports

Common preparation mistakes to avoid

  • Leaving the click-counting method undefined, which causes reconciliation disputes and delayed payments.
  • Failing to specify how invalid or duplicate clicks are detected and remedied, resulting in surprise credits or chargebacks.
  • Using inconsistent entity names or omitting signer authority, which can invalidate electronic execution or slow vendor setups.
  • Neglecting to align reporting fields (campaign ID, click ID, timestamp), making automated reconciliation impossible.

Risks and potential consequences of an incorrect agreement

Payment Disputes: Delays in collections or withheld payments
Breach Claims: Contract litigation or arbitration exposure
Tax Issues: Incorrect payee data may trigger withholding
Operational Delays: Campaign pauses while terms are renegotiated
Regulatory Risk: Data-handling errors could trigger compliance reviews
Reputational Harm: Loss of partner trust and future discounts

eSignature vendor pricing and capability snapshot for signing CPC agreements

Compare common vendor starting prices and key capabilities relevant to executing Marketing CPC Agreements; signNow is listed first per vendor comparison conventions.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial Varies Varies Varies Varies
Bulk Send Yes Yes Yes Yes No
Envelope Cap No cap 100 envelopes/user/year Varies Varies Varies
HIPAA Compliant Yes Yes Yes No No

Frequently asked questions about executing and enforcing a Marketing CPC Agreement

Answers to common execution, authentication, and dispute questions when using electronic signatures and online workflows for CPC agreements.


Need help? Contact support

be ready to get more
Join over 28 million airSlate SignNow users