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2025-02-01

Hiring a PR Firm: What Your Service Contract Should Cover

Miky Bayankin

Hiring a PR firm? Learn what your service contract should cover for effective public relations and crisis management.

Hiring a PR Firm: What Your Service Contract Should Cover

Hiring a PR firm can be a growth catalyst—or a budget drain—depending on how well your expectations are defined and protected in writing. For corporate communications managers, the stakes include brand reputation, regulatory and stakeholder scrutiny, and cross-functional alignment with legal, HR, and executive teams. For startups, the stakes are often existential: credibility, fundraising momentum, and narrative control during fast-moving product and market changes.

A well-drafted PR services contract (often called a public relations agency agreement) is where strategy becomes enforceable. It clarifies what the agency will do, what success looks like, what happens during a crisis, and how you can exit if the partnership isn’t working.

This guide explains what to include in a PR contract from the client/buyer perspective—so you can reduce surprises, protect your brand, and get measurable outcomes when you hire PR firm contract terms are on the table.

Why PR contracts go wrong (and how to prevent it)

PR relationships often fail for predictable reasons:

  • Ambiguous scope (“media outreach” with no clear deliverables)
  • Misaligned goals (you want leads; they optimize for impressions)
  • Unclear approval authority (who signs off on messaging and on what timeline)
  • No crisis plan (urgent situations treated like normal work)
  • Hidden costs (press release distribution, wire fees, travel, tools, influencers)
  • Ownership confusion (who owns messaging frameworks, contact lists, content)

A strong public relations agency agreement should address all of these directly.

1) Parties, term, and relationship structure

Start with the basics, because they drive everything else:

Identify the parties clearly

  • Legal entity names, addresses, and signatories
  • Any affiliates included (subsidiaries, portfolio companies, brand divisions)

Contract term and renewal

  • Initial term (e.g., 3–6 months for startups; 12 months for enterprise comms)
  • Renewal type: automatic vs. manual
  • Notice requirements for non-renewal

Independent contractor status

Make clear the firm is an independent contractor (not an employee), and cannot bind the client without written authorization—important for crisis statements, legal positioning, and vendor commitments.

2) Scope of services: define what “PR” means for your business

This is the heart of a PR services contract. The scope should be concrete enough that both sides can answer: Did the agency deliver what we agreed to?

Break scope into workstreams

Common PR scope components:

  • Strategy & positioning: messaging, narrative, competitive positioning, Q&A
  • Media relations: pitching, journalist outreach, relationship management
  • Content: press releases, bylines, contributed articles, blog drafts
  • Thought leadership: executive visibility, speaker opportunities, awards
  • Product PR: launches, embargo coordination, review outreach
  • Corporate comms: milestones, funding announcements, partnerships
  • Internal comms support: leadership messaging, change comms (if included)
  • Social amplification: coordination with social team (clarify ownership)
  • Analyst relations: briefings, reports (often separate from PR)
  • Crisis & issues management: monitoring, response support (define it tightly)

Specify deliverables (not just activities)

Instead of “media outreach,” consider:

  • Monthly deliverables list (e.g., “X press release drafts,” “Y pitch angles,” “Z media list builds,” “2 exec briefing docs”)
  • Required formats (Google Docs, client templates, brand style)
  • Meeting cadence (weekly status + monthly strategy review)

Define out-of-scope items explicitly

Examples:

  • Paid influencer management
  • Media buying / advertorials
  • Full copywriting for website
  • Investor relations
  • Recruitment PR
  • Community management

If you don’t exclude these, you’ll argue about them later.

Tip for corporate comms managers: align scope with internal stakeholders—especially Legal and HR. If your agency drafts executive statements or employee-facing messaging, that needs explicit approvals and timelines.

3) Objectives, KPIs, and what success looks like

One of the biggest mistakes in a hire PR firm contract is treating PR like an unmeasurable art. PR is not purely performance marketing, but it can be managed with clear outcomes.

Include a measurable goals section

Examples:

  • Narrative adoption (message pull-through in coverage)
  • Tier-1 media targets (list defined collaboratively)
  • Quality over quantity metrics (share of voice, sentiment, prominence)
  • Executive visibility targets (podcasts, speaking panels, awards)
  • Search/evergreen outcomes (backlinks, domain authority lift—where relevant)

Avoid guaranteeing coverage

Your public relations agency agreement should be careful: agencies can control effort and quality, not editorial decisions. Use language like:

  • “Agency will use commercially reasonable efforts to secure earned media…”
  • “No guarantee of publication, placement, or timing.”

Reporting requirements

  • Monthly report format and due date
  • Coverage recaps and qualitative insights
  • Lessons learned: what angles worked/failed and why
  • Recommendations for next month

4) Roles, responsibilities, and approvals (RACI saves PR programs)

PR fails when responsibilities are fuzzy. Your PR services contract should specify:

Client responsibilities

  • Provide product updates, executive availability, access to SMEs
  • Respond to approvals within a defined SLA (e.g., 48 hours)
  • Provide brand guidelines, boilerplate, and spokesperson bios

Agency responsibilities

  • Drafting, pitching, follow-ups, scheduling, media list management
  • Coordinating interview prep and briefing documents
  • Monitoring and alerting (if included)

Approval and authority rules

Critical for risk management:

  • Who can approve quotes, statements, and press releases?
  • Who can approve reactive commentary?
  • What happens if an executive goes off-script?

Add an escalation path for sensitive topics (legal, regulatory, layoffs, security incidents).

5) Crisis communications: don’t treat it as “included” unless it truly is

Your meta description promises crisis management, and rightly so: crisis support is where PR value can be highest—and where contract gaps are most dangerous.

Define “crisis” and response tiers

Examples:

  • Tier 1: routine negative feedback or minor press inquiries
  • Tier 2: high-risk issue with potential reputational harm
  • Tier 3: major incident (data breach, executive misconduct allegations, regulatory investigations)

Clarify whether crisis support is:

  • Included up to X hours per month
  • Available at an hourly rate
  • Available under a separate statement of work (SOW)
  • Subject to 24/7 availability (and what that costs)

Required crisis deliverables

  • Holding statements templates
  • Rapid response playbook
  • Media training and spokesperson prep
  • Internal FAQ and employee comms support (if applicable)
  • Monitoring requirements (tools, keywords, alerts)

Coordination with legal counsel

Your public relations agency agreement should address privilege and review:

  • Crisis drafts may need legal review before release
  • Agency must route sensitive drafts through client counsel as directed

6) Fees, billing, and expenses: eliminate “surprise PR”

PR pricing models vary, so your PR services contract should reflect the one you’re buying.

Common fee structures

  • Monthly retainer (most common)
  • Project-based (launch, funding announcement)
  • Hourly (often for crisis or overflow)
  • Hybrid (retainer + performance bonus—be cautious and define clearly)

What the retainer includes

List included hours or included services. If hours are used:

  • Define how time is tracked
  • Whether unused hours roll over
  • Overages: pre-approval requirements and rates

Expenses and pass-through costs

Spell out reimbursable expenses and require written pre-approval above a threshold (e.g., $250 or $500). Common PR pass-throughs:

  • Press release wire distribution fees
  • Media database subscriptions
  • Monitoring tools
  • Event travel and accommodation
  • Photography/video
  • Freelance designers or writers

Payment terms

  • Net 15/30
  • Late fee terms (if any)
  • Invoicing cadence and required backup documentation

7) Intellectual property (IP) and ownership: who owns what gets created?

This is a frequent blind spot in what to include PR contract discussions.

Work product ownership

Typically, you want:

  • Client owns final deliverables upon payment (press releases, messaging frameworks, bylines, media lists created for you)

Agencies may push back on proprietary templates or pre-existing materials. A balanced approach:

  • Client owns client-specific deliverables
  • Agency retains ownership of pre-existing tools and generalized know-how
  • Client receives a license to use agency templates included in deliverables

Use of your name and logo

Include a marketing clause:

  • Agency can reference you as a client only with written permission
  • Case studies require approval
  • No “stealth mode” violations for startups

8) Confidentiality and data security (especially for startups and regulated industries)

PR agencies often learn sensitive information: product roadmaps, security incidents, funding plans, HR matters.

Include:

  • Mutual NDA clause (or incorporate your existing NDA)
  • Definition of confidential information
  • Obligations to protect it
  • Exceptions (public info, already known, required by law)

For enterprise or regulated contexts, add:

  • Minimum security standards (access controls, encryption, device policies)
  • Subcontractor confidentiality obligations
  • Breach notification timelines

9) Compliance, ethics, and “no shady PR”

Your brand can be harmed by unethical tactics. The public relations agency agreement should address:

  • Compliance with laws and platform policies (FTC endorsement rules, disclosure)
  • No bribery or pay-for-play without written approval
  • No fake reviews, bot amplification, or deceptive practices
  • Compliance with embargoes and NDAs
  • Conflicts of interest disclosure (see next section)

If you operate internationally, consider adding anti-corruption representations (e.g., compliance with anti-bribery laws).

10) Exclusivity, conflicts of interest, and category competitors

When you hire PR firm contract terms should answer: will they represent your competitor?

Options:

  • Strict exclusivity in your category (often priced higher)
  • Disclosure + consent model (agency must disclose potential conflicts)
  • Carve-outs for non-competing divisions or geographies

Define:

  • What counts as a competitor (named list, category definition)
  • The time window (during term and for X months after)
  • Remedies (right to terminate if conflict arises)

11) Subcontractors and team changes

PR is talent-dependent. Your contract should specify:

  • Named account lead and key team members
  • Notice and approval rights for replacing key personnel
  • Whether subcontractors/freelancers can be used
  • Whether subcontractors must sign confidentiality agreements

For startups, this matters because you may be paying for senior expertise but receiving junior execution.

12) Communications, tools, and records management

Define operational expectations:

  • Primary communication channel (email, Slack, Teams)
  • Response times for both parties
  • Document storage and access (shared drive ownership)
  • Who owns media lists and reporting dashboards
  • Record retention after termination

If your organization is litigious or regulated, specify retention and legal hold cooperation.

13) Representations, warranties, and liability limits

Most PR contracts contain liability limitations; you should understand them.

Key clauses to review closely

  • Indemnification: who covers what if there’s a claim?
    • Example: agency indemnifies for IP infringement in their work product
    • Client indemnifies for factual claims you provide that are false
  • Limitation of liability: often capped at fees paid
  • Exclusion of consequential damages: common but can be negotiated in high-risk work
  • No guarantee clauses for media placements (reasonable)

For corporate comms, ensure liability terms align with your internal risk tolerance—particularly in crisis or regulated messaging.

14) Termination, transition, and exit rights (plan the breakup now)

A good exit clause protects momentum.

Termination types

  • For convenience with notice (e.g., 30 days)
  • For cause (material breach, non-performance, ethics violations)
  • Immediate termination for confidentiality breach or conflict of interest (if negotiated)

Transition assistance

Include:

  • Handover of media lists, work-in-progress, and credentials
  • Final reporting package
  • Cooperation for a smooth transition to internal team or new agency
  • Payment of outstanding invoices and treatment of prepaid fees

Kill fees and minimum terms

Many agencies require 3–6 month minimums. If you accept that, negotiate:

  • Clear performance checkpoints
  • Ability to terminate if key deliverables aren’t met

15) Practical checklist: what to include in a PR contract (client-side)

Use this quick checklist when reviewing a PR services contract or public relations agency agreement:

  • [ ] Clear scope broken into workstreams and deliverables
  • [ ] Out-of-scope items explicitly listed
  • [ ] KPIs and reporting cadence defined (without guaranteeing coverage)
  • [ ] Client/agency responsibilities + approval SLAs
  • [ ] Crisis definition, availability, and pricing
  • [ ] Fees, overages, reimbursable expenses + pre-approval thresholds
  • [ ] IP ownership and usage rights (including logo/name permissions)
  • [ ] Confidentiality + data security obligations
  • [ ] Ethics/compliance commitments (FTC, disclosure, no deceptive tactics)
  • [ ] Conflict of interest and exclusivity terms
  • [ ] Team staffing, subcontractors, and key-person provisions
  • [ ] Termination rights + transition support
  • [ ] Liability, indemnities, and reasonable limitation of liability

Common negotiation tips for comms managers and startups

  • Ask for an SOW attached to the master agreement. Keep the legal framework stable; revise scope as needs evolve.
  • Negotiate approval timelines to match your reality. If legal review takes 3 days, don’t promise 24-hour approvals—or the agency will blame you for delays.
  • Protect launch confidentiality with strict pre-announcement rules and embargo procedures.
  • Don’t over-index on volume metrics. Ten low-quality mentions can be worse than one high-quality, on-message feature.
  • Define crisis pricing now. The first time you need it is the worst time to negotiate it.

Other questions readers ask (to keep learning)

  • How much does it cost to hire a PR firm for a startup vs. an enterprise brand?
  • What’s the difference between a PR retainer and a project-based PR engagement?
  • Should a PR contract include guaranteed media placements or performance bonuses?
  • What KPIs actually matter in a PR program (and how do you measure them)?
  • How do you structure a PR contract for product launches and embargoed announcements?
  • What clauses should be different for regulated industries (health, fintech, public companies)?
  • How do you evaluate a PR agency’s media list quality and pitching process?
  • Should crisis communications be a separate SOW or included in the retainer?
  • What’s a reasonable termination notice period in a PR services contract?
  • Who owns the press release, messaging framework, and media contacts after termination?

Hiring PR is ultimately a trust exercise—but your contract is the tool that turns trust into accountability. If you’re drafting or revising a PR services contract, a clear scope, measurable expectations, crisis readiness, and clean exit rights will protect your brand and your budget. If you want a faster way to generate and customize a public relations agency agreement with the clauses discussed above, you can start with an AI-assisted template at https://www.contractable.ai.