What should I check in a marketing agency’s freelancer agreements and file ownership?

A marketing agency sells work that freelancers often create. Ask for every freelancer contract, including the informal ones, and read for the basics: does it say the agency owns what the freelancer produces, or only licenses it? Is the transfer written and signed? Are there carve-outs for the freelancer’s own tools, fonts, templates or stock material? Gaps here can leave the agency unable to promise a client full ownership. Next, check the client side. What do the client contracts say about who owns the deliverables, and do those match the freelancer paperwork? If a freelancer is not covered, the agency may be promising rights it does not hold.

Finally, look at where the files are. Ask for a tour of storage and accounts: design files, raw footage, ad accounts, domains and logins. Find out which ones are held in a freelancer’s own name. Your lawyer can say how to transfer rights and whether to ask for confirmations from key freelancers before closing. Ask which freelancers do the most important work, and whether they would keep working for a new owner. Their goodwill matters as much as their paperwork. Write down any gaps you find.

Key takeaways

• Gather all freelancer agreements, formal or not, and check for written assignment of the work.
• Compare what freelancers granted with what the agency promised its clients.
• Find out which accounts and files sit in a freelancer’s personal control.