Digital Marketing Contract Template + Free Invoice Template

Two documents decide whether client work is actually profitable, and neither is the proposal. One defines what you owe; the other gets you paid.

This is not legal advice

These templates are a starting point written from commercial experience, not legal training. Contract law differs by country and by situation. Have a qualified solicitor review anything you intend to rely on — particularly the liability, intellectual property and termination clauses, which are the three where a bad template costs real money.

What each clause is for

Read this before editing. The “watch for” column is where money is usually lost.

Clause	Its job	Watch for
Parties and dates	Who is contracting, from when, how long	Use the legal entity name, not the trading name
Services	What you will do, by reference to a scope document	Reference the scope rather than restating it, so scope can change without redrafting
Fees and payment terms	Amount, frequency, due date, and late consequences	State a late-payment consequence, or your terms are a suggestion
Ad spend and pass-through costs	Who pays the platforms	If it flows through you, you carry their cash-flow risk
Client responsibilities	Access, approvals, materials, a named contact	Tie delays to this clause or every delay becomes your fault
Term and termination	Initial term, notice, work in progress	30 days’ notice with monthly billing in advance can leave a part-month. Say which
Intellectual property	Who owns deliverables, and when	Transfer on payment, not on delivery
Confidentiality	Both directions, with a duration	Include a carve-out to describe the work anonymously in a portfolio
Liability	Caps and exclusions	The one clause most worth paying a solicitor for. Do not copy this from a template
Data protection	Required wherever you touch personal data	If you handle their customer data at all, this is not optional
Governing law	Whose law, and where disputes are heard	Cheap to agree at the start, expensive to argue later

The two lines that carry most of the risk

Intellectual property transfers on payment, not on delivery. One word. If ownership passes on delivery, an unpaid invoice leaves you with no leverage and them with the work. On payment, the position is simply clearer for everyone.

Ad spend should not flow through you. If the client pays the platforms directly, their late payment is between them and Google. If it flows through your account, you are funding their media budget on your own credit — and a single late payment can be larger than your monthly fee.

Terms worth refusing

If a client’s own contract contains these, negotiate before signing:

Unlimited revisions, or “until the client is satisfied” — an obligation with no defined end.
Payment on results, where the results depend on their sales team, their pricing and their product.
No notice period, so either side can end it mid-month.
IP transferring on delivery rather than on payment.
An indemnity you have not read, in a contract they drafted.
A scope described in the contract itself, so every small change needs a formal variation.

Invoice template

The Excel invoice calculates what it should and asks for what it needs. Line amounts are quantity × unit price, then subtotal, tax at your rate, and a separate line for pass-through ad spend before the total.

That separation matters commercially: blending media into your fee makes your margin look like their media budget, which distorts every conversation you have about value afterwards.

Field	Why it matters
Invoice number	Sequential and unique. Their accounts system needs it to exist
Invoice date and due date	Both. “Net 14” without a date is not a due date
Purchase order reference	If they use POs, an invoice without one will not be paid
Line items with period	“Retainer — March 2026” beats “Services rendered”
Ad spend, separately	Never blended into your fee
Payment details	On the invoice itself, not in the covering email

How to get paid without chasing

Late payment is usually a process problem rather than a willingness problem. Five habits fix most of it:

Invoice on the same day each month, in advance for retainers. Predictability is what gets you into a payment run rather than into someone’s inbox backlog.
Send it to accounts payable and copy your contact. Your day-to-day contact is almost never the person who pays you, and forwarding is an extra step that does not always happen.
Ask about the PO requirement during onboarding, not on the first overdue invoice. A missing PO is the single most common reason a correct invoice sits unpaid.
Chase on the day it becomes late — briefly, and without apologising. Waiting a week teaches a client that the date is flexible, and that lesson is hard to un-teach.
For a new client, consider the first month in advance. It is a reasonable thing to ask, and how someone reacts to being asked is informative in itself.

The onboarding checklist has the access and billing items to collect before the first invoice goes out.

Contract, proposal, scope — which is which

They are three documents and conflating them causes most disputes:

The proposal persuades. It describes their problem, your approach and the price.
The scope lists deliverables and exclusions. It changes as work evolves, which is why the contract should reference it rather than contain it.
The contract governs the commercial relationship — payment, IP, liability, termination. It should rarely change.

Putting the scope inside the contract is the mistake that turns every small change into a variation requiring signatures.

Before you send either document

Replace every bracket, and read it once as the client would.
Check the entity names against Companies House or your local register — not the website footer.
Have a solicitor read the liability, IP and termination clauses at least once. Pay for it once and reuse the result for every client afterwards.
Keep a signed copy somewhere that survives a laptop failure.