A PR Agency Agreement defines the scope of public relations services, deliverables, and media obligations. This playbook examines confidentiality, approval rights, and crisis response provisions.
Why This Matters: Well-structured exit provisions ensure continuity of service, protect ongoing campaigns, and reduce the risk of disputes when the relationship ends.
Negotiation strategy
If you're the Client:
Ensure that termination clauses align with business continuity plans. Negotiate for longer notice periods to allow for adequate transition time.
If you're the Service Provider:
Advocate for clear post-termination obligations to protect proprietary information. Seek flexibility in termination for convenience to manage resource allocation.
Essential elements
1
Termination for Cause
Defines breach-related termination.
2
Notice Periods
Ensures proper communication.
3
Transition Assistance
Facilitates a smooth handover.
Action framework
ACCEPT
Propose edits if notice periods are insufficient for business needs.
EDIT
Reject if termination clauses are overly restrictive or vague.
ADD
Add clauses for jurisdiction-specific requirements if applicable.
PRO TIP
Always align termination provisions with strategic business objectives to minimize disruption.
Example clauses
FAVORABLE
Preferred Termination for Cause
"The Agreement may be terminated by either party upon the occurrence of a material breach by the other party, provided that the non-breaching party gives written notice of such breach and the breaching party fails to cure the breach within thirty (30) days of receipt of such notice."
NEUTRAL
Notice Periods
"All notices of termination must be in writing and delivered via certified mail, return receipt requested, or by a nationally recognized overnight courier service, and will be effective upon receipt."
UNFAVORABLE
Inadequate Transition Assistance
"Transition assistance is limited to a period of two weeks, which may not be sufficient for complex service handovers."
Fallbacks
High-Risk Projects
For high-risk projects, ensure that termination clauses include extended transition assistance to mitigate potential disruptions.
International Agreements
Consider additional notice periods and compliance with international laws to accommodate cross-border operations.
Technology Services
Include specific provisions for data transfer and system access to ensure seamless service continuation post-termination.
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WEEK 2
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WEEK 3
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WEEK 4
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