62% — of influencer-brand disputes in India happen due to unclear contracts or no written agreement at all
Why Every Influencer Partnership Needs a Written Contract
In India's influencer marketing industry, a shocking number of brand partnerships still operate on WhatsApp messages and verbal agreements. "Send 2 Reels by next Friday, we'll pay ₹30K" might seem simple enough — until the creator posts content that doesn't match your expectations, misses the deadline, or uses your competitor's product two days later.
After managing 2080+ campaigns, we've seen every type of dispute imaginable: creators who delete posts after a week, brands who refuse to pay after content is delivered, unclear usage rights leading to legal threats, and cancelled campaigns with no clarity on kill fees. Every single one of these disputes could have been prevented with a proper contract.
A good influencer contract isn't just legal protection — it's a communication tool. It ensures both parties have identical expectations about what's being delivered, when, how, and for how much. This guide covers every essential clause, India-specific legal requirements, and practical templates you can adapt for your campaigns.
The 12 Essential Clauses Every Influencer Contract Must Include
1. Scope of Work — The Most Important Clause
Vague scope is the number one cause of influencer-brand disputes. "Create content for our brand" means something completely different to a brand and a creator. Your scope clause must be specific enough that a stranger could read it and know exactly what's expected.
What to Include in Scope
Number of deliverables: "2 Instagram Reels (15-30 seconds each) + 3 Instagram Stories + 1 carousel post (5 slides)"
Platform specifications: Which platforms, which format, which features (e.g., Instagram Collab feature, YouTube pinned comment)
Content requirements: Product must be visible for minimum X seconds, brand mention in caption, specific hashtags, tagged accounts
What's NOT included: "This agreement does not cover YouTube content, blog posts, or any platform not explicitly listed above"
Be exhaustive. If you want the creator to use a specific song, mention your brand name verbally in a Reel, or include a swipe-up link — put it in the scope. Anything not in writing is optional from the creator's perspective.
2. Timeline and Deadlines
Include three dates: content submission deadline (when the creator sends you the draft for review), revision turnaround time (how quickly each party must respond to feedback), and publishing deadline (when the content goes live on the creator's channels).
Also specify the minimum posting window — how long the content must remain live on the creator's feed. For Instagram posts and Reels, 90 days minimum is standard. For Stories, specify the 24-hour window. For YouTube, content should remain live indefinitely.
3. Compensation and Payment Terms
Specify the total fee, payment schedule (50% advance, 50% on posting is standard), payment method (bank transfer, UPI, etc.), and payment timeline (within 7/15/30 days of invoice). Also clarify who bears GST — does the quoted fee include GST or is GST additional?
Payment Best Practice
Always pay the advance before asking the creator to start work. Always pay the balance within 7 days of content going live. Late payments damage relationships and your reputation in the creator community. Word travels fast — brands known for delayed payments find it increasingly hard to sign quality creators.
4. Content Approval Process
Define how many revision rounds are included (typically 1-2), what constitutes a valid revision request (factual errors and brand guideline violations — not "I don't like the background music"), and the turnaround time for each revision round (24-48 hours is reasonable).
Critical: specify what happens if the brand doesn't respond within the review window. We recommend auto-approval after 48 hours of brand silence — this protects creators from indefinite delays and keeps campaigns on schedule.
5. Content Usage Rights and Licensing
This is where most disputes happen. By default, the creator owns the copyright to content they create — even if you paid for it. Your contract must explicitly define what rights you're licensing.
Usage Rights to Specify
Organic posting: Creator posts on their channels (standard, included in base fee)
Brand reposting: Can you repost the content on your brand's social channels? (Usually included)
Paid advertising: Can you use the content in paid ads on Meta, Google, etc.? (Usually costs 25-50% extra)
Website and marketing materials: Can you use the content on your website, brochures, email marketing? (Specify separately)
Duration: For how long? 3 months, 6 months, 12 months, perpetual? (Longer duration = higher cost)
Territory: India only? Worldwide? (Specify if your brand operates internationally)
Modification rights: Can you edit, crop, or add brand elements to the creator's content? (Many creators prohibit modification without approval)
If you plan to use influencer content in paid ads, negotiate and document this upfront. Using a creator's content in ads without permission is copyright infringement — regardless of whether you paid them for the organic post.
6. Exclusivity and Non-Compete
If you require the creator to not promote competing brands for a period, define it precisely. Name the specific competitors or categories excluded, specify the time period (during campaign + 30/60/90 days after), and compensate accordingly — exclusivity restricts the creator's income, so pay for it.
Unreasonable exclusivity demands are a red flag for creators. Asking a travel creator to not work with any other travel brand for 6 months is excessive unless you're compensating generously. Keep exclusivity clauses narrow and time-limited.
7. Disclosure and Compliance Requirements
India's ASCI (Advertising Standards Council of India) guidelines require clear disclosure of all paid partnerships. Your contract should mandate compliance.
ASCI Compliance Requirements (2025)
All paid influencer content must include clear disclosure using hashtags like #Ad, #Sponsored, or #PaidPartnership. The disclosure must be visible without clicking "more" — it should appear in the first three lines of an Instagram caption. For video content, verbal disclosure at the beginning is recommended in addition to text.
Non-compliance can result in ASCI penalties for both the brand and the creator. Your contract should make ASCI compliance the creator's responsibility while the brand ensures the required disclosure language is provided.
8. Brand Guidelines and Restrictions
Include your brand guidelines as an appendix to the contract. Specify logo usage rules, brand color requirements, messaging dos and don'ts, and content restrictions (no alcohol visible, no competitor products in frame, appropriate language requirements). The more specific you are, the fewer revision rounds you'll need.
9. Cancellation and Kill Fee
What happens if either party needs to cancel? Without a cancellation clause, you're in legal limbo.
Standard terms: if the brand cancels before content creation begins, pay 25% of the total fee as a kill fee. If cancelled after content creation but before posting, pay 50-75%. If the creator cancels, they return any advance payment. For force majeure situations (illness, natural disaster, platform outage), include a mutual cancellation clause with no penalties.
10. Confidentiality
The creator may see unreleased products, campaign strategies, or pricing information during the partnership. Include a standard NDA clause covering campaign details, product information, and financial terms. Duration: 12-24 months post-campaign is standard.
11. Indemnification and Liability
Both parties should indemnify each other. The creator warrants that their content is original, doesn't infringe on third-party rights, and complies with applicable laws. The brand warrants that the product is safe, legal, and as described. This protects both sides if something goes wrong.
12. Dispute Resolution
Specify the governing law (Indian law, specific state), preferred resolution method (mediation first, then arbitration), and jurisdiction for legal proceedings. For most Indian influencer contracts, specifying arbitration under Indian Arbitration Act with jurisdiction in the brand's city is standard.
India-Specific Legal Considerations
GST and Tax Compliance
Influencer payments above ₹7.5 lakh annually attract TDS (Tax Deducted at Source) at 10% under Section 194R for non-cash benefits and Section 194J for professional fees. Brands must deduct and deposit TDS. Creators should provide their PAN number. If the creator is GST-registered (mandatory above ₹20L annual income), the invoice should include 18% GST.
Always get proper GST invoices from creators. This protects your input tax credit and ensures clean accounting. Paying without invoices creates tax liabilities for your company.
Consumer Protection Act 2019
Under the Consumer Protection Act, misleading advertisements by influencers can result in penalties for both the brand and the creator. Your contract should require the creator to make only truthful claims about your product — no exaggeration, no false promises, no misleading before-and-after demonstrations.
IT Act and Digital Content Regulations
Content must comply with the Information Technology Act, 2000 and IT Rules. This means no content that's defamatory, obscene, threatens national security, or promotes illegal activities. While this seems obvious, include it in your contract as a standard compliance clause.
FSSAI Requirements for Food and Health Products
If your product is food, beverages, or health-related, FSSAI (Food Safety and Standards Authority of India) regulations apply. Influencer content cannot make health claims that aren't substantiated, cannot show the product being consumed by children unless approved for children, and must include any mandatory disclaimers. Include FSSAI compliance as a specific clause for food and health brand contracts.
Contract Structures for Different Campaign Types
One-Off Campaign Contract
Simple, single-campaign agreement covering one set of deliverables with one payment. Best for testing new creators or seasonal campaigns. Include all 12 clauses above, specify exact deliverables, and keep the timeline tight (2-4 weeks from signing to posting).
Retainer/Long-Term Partnership Agreement
Monthly or quarterly agreement with ongoing deliverables. Includes a base monthly fee, defined monthly content requirements, performance review checkpoints every quarter, 30-day termination notice period, and rate lock for the contract duration. This structure builds deeper creator relationships and typically costs 15-25% less per deliverable than one-off campaigns.
Ambassador/Exclusivity Agreement
The most comprehensive contract type. Covers 6-12 months of exclusive partnership where the creator becomes the face of your brand in their niche. Includes exclusivity clause with named competitors, minimum content deliverables per month, event attendance requirements, priority availability for brand needs, and higher compensation reflecting the exclusivity premium. Our average ambassador contract at Exif Media runs 14 months.
UGC Creator Agreement
Simpler contract focused on content production without distribution. The brand gets full usage rights to the content (the key difference from influencer agreements). Specify that the content is work-for-hire, brand owns all rights, and the creator waives moral rights to attribution. Include content specs, revision rounds, and delivery format requirements.
Red Flags in Influencer Contracts (From Both Sides)
Red Flags for Brands
Creator refuses any written agreement. Professional creators understand the value of contracts. Refusal suggests either inexperience or intent to not honour commitments. Walk away.
Creator demands 100% upfront. Standard is 50-50. If a creator insists on full payment before any work begins and you have no prior relationship, proceed with caution. Consider escrow or milestone payments.
No GST registration despite high fees. If a creator charges ₹1L+ per campaign, they should be GST-registered. Inability to provide a GST invoice suggests they're not operating as a legitimate business.
Red Flags for Creators
Brand wants unlimited usage rights for base fee. Perpetual, worldwide, all-media usage rights are extremely valuable. If a brand wants these, they should pay a significant premium — not expect them for the price of an organic post.
No cancellation clause or kill fee. Without a kill fee, a brand can ask you to create content, then cancel and pay nothing. Always insist on a cancellation clause that compensates for time already invested.
Payment terms beyond 30 days. Net-60 or net-90 payment terms are excessive for influencer partnerships. You've already delivered the work — payment should follow promptly.
Managing Contracts at Scale
When you're running campaigns with 10, 20, or 50 creators simultaneously, contract management becomes a significant operational challenge. Here's how we handle it at Exif Media.
Template standardisation. Create master contract templates for each campaign type (one-off, retainer, ambassador, UGC). Customise only the specifics — deliverables, fees, timelines — for each creator. This reduces legal review time from days to hours.
Digital signing tools. Use platforms like Zoho Sign, DocuSign, or even WhatsApp-based agreement tools that are legally valid in India under the IT Act. Paper contracts are unnecessary and slow down campaign timelines.
Contract tracking system. Maintain a spreadsheet or project management tool tracking every active contract's key dates: content submission deadline, review deadline, posting deadline, payment due dates, exclusivity expiry, and contract renewal dates. Missing these dates creates disputes.
Agency clause. If you're working through an agency like Exif Media, the contract structure changes. The brand contracts with the agency, and the agency contracts separately with creators. This provides brands with a single point of accountability while giving creators their own contractual protections.
Frequently Asked Questions
Q: Are WhatsApp agreements legally binding in India?
A: WhatsApp messages can constitute a legally binding agreement under the Indian Contract Act if they contain all essential elements: offer, acceptance, consideration, and intention to create legal relations. However, proving and enforcing WhatsApp agreements is significantly harder than a formal written contract. For any campaign above ₹25K, use a proper contract.
Q: Who owns the content — the brand or the creator?
A: By default under Indian Copyright Act, the creator owns the copyright to content they create — even if paid by the brand. Brands receive a license to use the content as specified in the contract, not ownership. To transfer ownership, the contract must explicitly include a copyright assignment clause, and additional compensation may be warranted.
Q: What happens if a creator breaks the contract?
A: The remedies depend on your contract terms. Common remedies include: return of advance payment, compensation for damages, removal of non-compliant content, and in extreme cases, legal action. Having a well-drafted contract with clear breach and remedy clauses makes enforcement significantly easier.
Q: Should I use a standard template or customise contracts for each creator?
A: Use a standardised template as your base and customise the specifics — deliverables, fees, timelines, and any special requirements — for each creator. This approach maintains legal consistency while allowing flexibility for different partnership structures.
Q: Is stamp duty required on influencer contracts?
A: Digital agreements executed via electronic signatures are valid under the IT Act without stamp duty in most cases. However, if you're executing a physical contract, stamp duty requirements vary by state. For high-value contracts (₹10L+), consult a legal professional regarding stamp duty applicability in your state.