Facebook Ads Contract Template (Agency Service Agreement)

Quick Answer

Facebook Ads agency contracts get weird because the agency doesn't pay for the ads — the client does. Use the template below as a starting point. Have a lawyer review before signing. This is a structure, not legal advice.

Section 1: Parties

THIS AGREEMENT is made on [Date] between:

CLIENT
[Legal entity name]
[Address]
[Authorized signer + title]

SERVICE PROVIDER
[Your agency legal name]
[Address]
[Authorized signer + title]

(Collectively, "the Parties")

Section 2: Services

Service Provider will provide the following Facebook & Instagram advertising services:

1. Account setup & audit
2. Audience research and creation
3. Campaign creation and management
4. Daily budget pacing
5. Creative concepting (production billed separately)
6. Bi-weekly performance reporting
7. Monthly strategic review
8. Slack-based async support during business hours

Excluded from this Agreement:
- Landing page design or development
- Email marketing
- SEO
- Other paid platforms (Google, TikTok, etc.)
- Photography and videography production
- Influencer outreach

Any additional services require a separate Statement of Work.

Section 3: Term

3.1 INITIAL TERM
This Agreement begins on [Start date] and continues for [3/6/12] months ("Initial Term").

3.2 RENEWAL
After the Initial Term, this Agreement auto-renews month-to-month unless either Party provides 30 days written notice.

3.3 EARLY TERMINATION
Either Party may terminate during the Initial Term with 30 days written notice and payment of any outstanding fees plus an early termination fee of [$X or one month retainer].

Section 4: Compensation

4.1 MONTHLY MANAGEMENT FEE
Client agrees to pay Service Provider $[Amount] per month, payable on the [1st] of each month, due Net-15.

4.2 AD SPEND
Ad spend is paid directly by Client to Meta Platforms, Inc. Service Provider does not handle, hold, or invoice for ad spend. Client maintains the credit card on file in Business Manager.

4.3 LATE PAYMENT
Invoices unpaid after 30 days incur a late fee of 1.5% per month. Service Provider may pause advertising activities for any account with invoices overdue 15+ days.

4.4 EXPENSES
Pre-approved expenses (creative production, third-party tools dedicated to Client) will be billed at cost plus 0% markup.

Section 5: Account Access

5.1 BUSINESS MANAGER ACCESS
Client will grant Service Provider Admin access to:
- Meta Business Manager
- Facebook Ad Account
- Instagram Account (if applicable)
- Pixel
- Catalog (if applicable)

5.2 PIXEL DATA
All pixel data, audiences, and tracking remain Client property.

5.3 ACCESS REVOCATION
Upon termination, Service Provider will remove all employees from Client's Business Manager within 5 business days.

Section 6: Intellectual Property

6.1 OWNERSHIP
All creative assets, copywriting, audience structures, and account structures created during the engagement are the sole property of Client upon payment.

6.2 SERVICE PROVIDER METHODOLOGIES
Service Provider retains ownership of its proprietary methodologies, frameworks, templates, and tools used in delivering the services.

6.3 CASE STUDIES
Service Provider may anonymously reference performance metrics in marketing materials. Use of Client name or logo requires written approval.

Section 7: Confidentiality

7.1 MUTUAL NDA
Both Parties agree to keep all non-public information shared during the engagement confidential, including business strategies, customer lists, financials, and creative assets.

7.2 EMPLOYEES
Both Parties agree not to solicit each other's employees for 12 months after termination.

Section 8: Performance & Liability

8.1 NO GUARANTEE
Service Provider does not guarantee specific advertising performance, revenue, or ROAS. Performance depends on factors beyond Service Provider's control, including platform changes, competitive landscape, product quality, landing page conversion, and seasonality.

8.2 BEST EFFORTS
Service Provider commits to using industry best practices and good-faith efforts to achieve the Client's stated goals.

8.3 LIMITATION OF LIABILITY
Service Provider's total liability is limited to the fees paid by Client in the preceding three (3) months.

8.4 INDEMNIFICATION
Client indemnifies Service Provider against any claims arising from Client products, claims made in advertising at Client's direction, or Client's policies.

Section 9: Compliance

9.1 META POLICIES
Client agrees to comply with all Meta advertising policies and applicable advertising laws.

9.2 PROHIBITED CONTENT
Client agrees not to advertise prohibited products or services. Service Provider may refuse to run any creative that violates Meta policies or applicable law.

9.3 CLAIMS SUBSTANTIATION
Client agrees to provide substantiation for any claims made in advertising upon request.

Section 10: General

10.1 ENTIRE AGREEMENT
This document represents the entire agreement between the Parties.

10.2 AMENDMENTS
Any changes must be in writing and signed by both Parties.

10.3 GOVERNING LAW
This Agreement is governed by the laws of [State/Country].

10.4 DISPUTES
Disputes will first be addressed through good-faith negotiation, then mediation, then arbitration in [Location].

Section 11: Signatures

CLIENT
Signed: ____________________________
Name:   ____________________________
Title:  ____________________________
Date:   ____________________________

SERVICE PROVIDER
Signed: ____________________________
Name:   ____________________________
Title:  ____________________________
Date:   ____________________________

Contract Rules

Always have a lawyer review. $300 once is cheaper than a lawsuit.
30-day exit clause is standard. Don't lock clients longer than necessary.
Ad spend goes through Client's card, never yours. Liability nightmare otherwise.
Spell out what's NOT included. That's where 90% of scope creep starts.
Use e-signature (DocuSign, HelloSign, PandaDoc) — never paper.

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