Johanna Voss wants to know why redlining is a problem.
Voss, a talent manager, regularly negotiates with brands and agencies on behalf of her influencer clients. In doing so, she’s become accustomed to redlining, or striking out, certain clauses in contracts, often in the terms and conditions section, or the “fine print,” where she says she generally advocates for more creator protections. According to Voss, it’s crucial for talent managers to be able to redline the terms and conditions, and she has often redlined contracts to reflect discussions that were part of the negotiation process she went through with the brand or agency involved.
But what was once a regular course of business is now getting pushback. Instead of being able to redline contracts like usual, Voss said she has recently been sent contracts to review after negotiations, with language that Voss can’t redline.
“The brand gets everything,” Voss told Marketing Brew. “There’s zero protection of the creator. I’ve had about four or five [deals] come over in the past couple of weeks where they send the agreement, they’re like, ‘Oh, FYI, we can’t redline terms and conditions.’”
Voss isn’t alone. In the last 18 months or so, Molly Tracy, CEO and founder of talent management shop Vrai, told us she’s gotten “a lot more pushback” on editing the terms and conditions of a contract, often being told that her agency can only edit the scope of work.
Terms and conditions are “where all this stuff is that needs to have the biggest edits,” she said. “That’s where your indemnifications are. That’s where most of your termination [agreement is], all of your usage clauses—all of that is in the Ts and Cs. That’s the part that we need to edit.”
The rise in agencies and brands limiting redlining comes as the creator economy continues to surge and as influencer marketing deals become more commonplace. Some marketing experts say that limiting redlining could be a simple efficiency play as investment grows and as marketers have more contracts to work through. But talent managers told us it’s causing friction in the negotiation process, all while putting them in a difficult position.
“It’s starting to become really problematic,” Samantha Hicks, managing director at Shine Talent Group, said. “We will agree to specific terms…and then we get the contract, and it’s completely different from what we’ve agreed to, and they won’t accept redlines. That obviously puts us in a tough spot because we can’t accept that.”
Creator economy surge
Major brands are doubling down on the creator economy—or, in the case of Unilever, planning to hire 20 times more influencers. Overall spending on influencer marketing in the US is expected to reach $10 billion this year, according to eMarketer, and according to a recent survey from the World Federation of Advertisers, 54% of brand marketers said they plan to increase their influencer spend this year.
As marketers continue to scale their investment in influencer marketing, there are more contracts to negotiate, and to limit costs, it could make sense to adopt a no-redlining policy, at least in some cases, said Vickie Segar, founder of influencer marketing shop Village Marketing.
Get marketing news you'll actually want to read
Marketing Brew informs marketing pros of the latest on brand strategy, social media, and ad tech via our weekday newsletter, virtual events, marketing conferences, and digital guides.
“We have clients where we’re spending $20 million, $30 million a quarter in the influencer space—and we’re not paying any influencer individually, on average, more than $25,000,” Segar told us. “When you do the math on that, we’re doing hundreds of thousands of agreements, invoices, you name it. What doesn’t make sense is when you’re paying a creator $1,000 and you have a back-and-forth legal contract where you’re spending five hours of legal money on redlines. There is a proportionate structure that needs to happen with deals.”
Marketers haven’t always found the ideal process to manage the volume. “When you’re working at scale, the legal hours can really rack up,” Mae Karwowski, founder of influencer marketing shop Obviously said (although she noted that her shop still allows for redlines). “Maybe it’s a cost-savings measure on the part of some of these brands, or they're just saying, ‘Hey, there are enough creators—we know we’ll get someone to actually sign this.’”
It could come down to cost savings alone or perhaps a broader effort at making the process of working with many creators more time-efficient, Jonathan Daly, head of communications strategy for creative agency Johannes Leonardo, said.
“If you’re trying to build out a program that has 50 or 100 influencers…there’s probably an impetus to make that as efficient as possible,” Daly said. “So it’s one standard contract [that] I’m gonna send this out to 200 creators. Hopefully we get enough back, and it’s like, ‘Take it or leave it. These are the terms. This is what we want.’ It’s just about moving at pace.”
Scratch that
Even as marketers manage potential growing pains, talent managers aren’t all sold on the argument and told us that they won’t accept terms or conditions that could put clients in a precarious position.
To manage the pushback on redlining, some talent managers say they are asking agencies and brands for a master service agreement that supersedes the terms and conditions that they’ve been told they’re no longer able to augment.
“I have seen a little bit more this year of a willingness to come up with a master service agreement for agencies that we work with quite often,” Tracy said. “We know that we cannot edit these terms and conditions on every single contract, but can we come to a conclusion on terms and conditions that we find equitable for both of us that we can then use as an MSA, or a master service agreement, across the board for all of our campaigns.”
Hicks has taken a similar approach, offering master service agreements for her clients at Shine. “We do this one time and we agree on the general terms and conditions,” Hicks said. “We call that final. Then we have a scope of work that can be modified, talent to talent, based on what the deliverables are, but then we’re not spending days going back and forth redlining the terms and conditions. I think it is a fair compromise.”
That said, it’s not a fix that will necessarily work across the board. “That only really works if you’re working with that agency a lot,” Tracy said.