Principal Attorney
As influencer marketing becomes an increasingly sophisticated and valuable part of digital strategy, the need for clear and legally sound agreements has never been greater. Yet, many influencer-brand relationships are still based on vague understandings, informal communications, or one-size-fits-all templates. These practices often lead to confusion, misuse of content, or even legal disputes.
At Sul Lee Law Firm, we regularly counsel businesses, creators, and agencies on how to structure influencer partnerships that are both effective and enforceable. Whether you’re an influencer protecting your creative work, or a brand investing in high-visibility campaigns, certain contract terms should never be overlooked.
1. Ownership of Content
One of the most important provisions in any influencer agreement is the content ownership clause. Contrary to common belief, simply paying for content does not automatically transfer ownership. Under U.S. copyright law, the creator — often the influencer or a freelance photographer — retains ownership unless the rights are expressly transferred in writing.
Brands seeking to own the final product should include either a “work-for-hire” designation or an intellectual property assignment clause. Without such language, a brand may find itself legally restricted from using, modifying, or distributing the content it commissioned.
2. Licensing and Usage Rights
If the influencer retains ownership, the brand should negotiate a clearly defined license to use the content. This license should outline the scope of use, such as where the content may be published (e.g., social media, website, paid ads), how long the brand may use it, and whether the content may be edited or repurposed. Ambiguity in licensing often leads to unintended infringement, especially when content is republished outside of its original platform or campaign.
3. Exclusivity
Exclusivity clauses are increasingly common in influencer-brand collaborations, particularly in competitive industries. These provisions prevent the influencer from promoting competing products or services for a specified duration. However, such terms should be reasonable and clearly defined — including the specific competitors covered, the duration of exclusivity, and any geographic or platform limitations. This ensures both parties maintain transparency and fairness in their expectations.
4. Content Approval and Editorial Control
To preserve brand consistency, companies often require a right of review before content is posted. This term should be carefully balanced to avoid unnecessarily delaying publication or limiting the influencer’s authentic voice. Agreements should clarify whether edits may be requested, how many rounds of revision are allowed, and who has final approval authority.
5. Termination and Post-Termination Rights
Contracts should also address the possibility of early termination. Whether due to a breach, reputational issues, or shifting business priorities, both parties should understand under what circumstances the agreement can be terminated, and what rights each retains upon termination. For example, may a brand continue using previously created content? Will outstanding payments still be owed? These questions should be addressed in writing to prevent disputes.
6. Payment Terms
Payment structure is another fundamental element of a sound influencer agreement. The contract should specify the total compensation, payment schedule, and whether additional costs — such as production expenses, props, or travel — will be reimbursed. It should also define when payment is due (e.g., upon posting, delivery of content, or net 30 days after invoice) and what constitutes satisfactory performance.
7. Timeline and Deliverables
Clear expectations around timelines and deliverables are essential for campaign success. Contracts should include deadlines for drafts, review periods, and final postings. The scope of work should also detail the number and type of deliverables — whether that includes Instagram posts, TikTok videos, blog articles, or event appearances — to ensure alignment from the outset.
Strengthening the Foundation of Digital Partnerships
Influencer partnerships represent more than a marketing trend — they are business relationships governed by intellectual property, contract law, and brand integrity. As these collaborations grow in complexity, so does the need for precise legal guidance.
At Sul Lee Law Firm, our business and IP attorneys work with both influencers and brands to develop clear, enforceable contracts that protect creative assets, ensure compliance, and reduce the risk of future conflict.
If you are entering into an influencer agreement or reviewing a brand collaboration offer, we invite you to consult with our team to ensure your rights and interests are fully protected.
Contact us today to schedule a consultation.