Digital agencies often then can separate IP into:
- Background IP, being the intellectual property owned and reused by the business;
- Client IP, being the IP which the client shares with the agency for the purpose of them providing their services, like logos and trade marks;
- New IP, which is often assigned to (as opposed to licenced to) the client who commissioned the work, at least that can be what clients expect; and
- Third Party IP, which is used in a deliverable but is not owned by the agency nor the client. It is owned by another entity, like Wordpress (in the case of the PhP code) or Adobe (in the case of images sourced from Adobe Stock). Third Party IP is used by both the agency and the client under a licence.
However, there are some common clauses which would appear in each form of Digital Services Agreement, they include:
- Services – Clauses which help define, and may be specific to, the scope of services being provided.
- Acceptance – How a client can accept your Digital Agency Agreement.
- Payment – How, when and what triggers payment for the services.
- Liability – Clauses which aim to limit the liability your agency faces in contracting with a client, however, these are most often subject to the provisions of the Australian Consumer Law.
- Intellectual Property – Which need to consider both ownership and licencing issues associated with background IP, client IP, new IP and third party IP.
- Confidentiality and privacy – Which are both often important, particularly those agencies offering advertising and software related services.
- Termination – Which may be varied depending on the services. SEO services may end after a fixed term and renew for further terms, while one off video productions may end upon delivery.