Cart%20services%20for%20clients.%20This%20agreement%20covers%20many%20common%20SEO%20situations%20and%20recognizes%20the%20difficulties%20in%20providing%20SEO%20services%20versus%20the%20ever%20changing%20and%20unknown%20rules%20of%20search%20engines.%20This%20agreement%20also%20differentiates%20SEO%20for%20free%20listings%20versus%20paid%20listings.%20Hundreds%20of%20specialty%20contracts%20available%20from%20ProposalKit.com. "Pin to Pinterest")
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How to write your SEO Services Contract
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Use cases for this template
NorthPeak SEO Agency brings order to BrightTrail Outfitters' fast-growing e-commerce push
The Challenge
BrightTrail Outfitters, a hiking gear startup, hired NorthPeak SEO Agency for professional seo services but faced scope creep, unclear client communications, and missed milestones because no proper seo contract defined access, reporting, or a project timeline.
The Solution
They adopted a legally sound seo agreement that set the scope of work, preferred communication channels, payment terms, and monthly reporting, while using Proposal Kit to create the supporting seo proposal, a line-item quoting estimate for keyword research and on-page optimization, and a content strategy brief.
The Implementation
After the client signed in the signature section, both parties exchanged ftp access and business information. Proposal Kit's AI Writer drafted a competitive study and baseline website audit report, and the agency set clear timelines for technical audits, page updates, and link building with a defined change-order path for extra work.
The Outcome
Timely payments replaced confusion, regular tasks stayed on schedule, reporting showed steady gains in search ranking and organic traffic, and fewer disputes emerged because the contract outlines realistic expectations and offers protection for either party.
ApexRiver Digital aligns legal risk and delivery for Delta Forge Systems' audit-to-retainer plan
The Challenge
Delta Forge Systems wanted technical seo audits followed by a six-month campaign, but hesitated over legal issues, liability, and who would be held responsible for third-party failures without a clear formal agreement.
The Solution
A proper seo contract defined the essential elements-confidentiality clause, termination clause, governing law, payment schedule, and contract duration-while the Proposal Kit produced the audit scope statement, risk assessment memo, and a line-item quote separating technical seo, content creation, and reporting services.
The Implementation
With an effective date and end date set, the parties involved agreed on preferred communication channels, the agency used Proposal Kit's AI Writer to draft monthly progress reports and a backlink plan, and change requests were priced and approved before work began to prevent breach and scope creep.
The Outcome
The organization saw higher-quality leads from improved search engine ranking, no legal disputes arose, and early termination was avoided due to clear definitions, realistic expectations, and effective communication backed by well-structured documents.
Lighthouse Search Partners delivers grant-ready transparency for Harbor Hope Foundation
The Challenge
Harbor Hope Foundation needed finite contracts that fit grant windows, a clear contract length, and assurance that information shared and obligations thereunder would be tracked without risking failure of reporting or budget controls.
The Solution
The agency used an effective seo contract that set the contract's duration, late payment penalties, and dispute remedies, while Proposal Kit created a board briefing, donor-impact report, and a detailed plan with line-item quoting to separate tasks and costs so the board could decide with full context.
The Implementation
After mutual agreement, Lighthouse used Proposal Kit's AI Writer to draft monthly articles, a content calendar, and a traffic study, defined preferred channels for mail and email updates, and addressed legal requirements and interpretation notes with a legal professional before starting work.
The Outcome
The nonprofit gained a clear safety net and assurance, stakeholder trust grew through consistent updates, se ranking and website traffic improved within the contract period, and the clean documentation offered protection to one party and the other alike while keeping risk controlled.
Abstract
This search engine optimization services agreement is a legally binding document between an seo service provider and a client that sets clear expectations for a defined seo project. It functions as a well-structured seo contract that outlines the scope of work in Exhibits A and B, delivery dates and milestones, services provided, and payment terms. The agreement makes it clear that the agency will create and manage on-page optimization, keyword research, web page edits, and reporting services aimed at improving search engine ranking and organic traffic on major search engines such as Google. It also states that rankings are not guaranteed, which helps manage client expectations and prevents scope creep.
Exhibit B is the reference point for specific services and timelines. It can include technical seo, page seo, content creation, link building, third-party tools, pay-per-click engines, and a website audit report if the parties agree. Monthly reports track website traffic and positioning, and an audit report or technical audits can be added to the project's scope. The provider retains documents and source code used during the engagement; the client receives output formats to use on the client's site within the contract period.
The payment structure appears in Exhibit A with a payment schedule and late fees. If timely payments are missed, the provider may terminate service, remove resources, or pursue legal action. This termination clause, paired with clear payment terms, helps ensure a stable working relationship and protects both you and the other party from confusion.
The confidentiality clause operates like a non-disclosure agreement to protect sensitive information, the client's data, and website images. A limited warranty and liability clause offer legal protection by limiting remedies to the consideration paid and clarifying that the provider is not held liable for losses resulting from third-party issues. The independent contractor provision confirms the relationship is not a joint venture. Governing law, venue, and attorney's fees outline dispute resolution through litigation; the agreement does not mention mediation, arbitration, or a force majeure event.
Use cases include a one-time project to produce a website audit and content strategy, a six months seo campaign with monthly reports for new clients of marketing agencies, or an ongoing program adding blog post content and backlinks as additional work with an additional fee. Client's responsibilities include providing access, such as ftp access, and maintaining funds for paid inclusion.
Proposal Kit helps organizations assemble a solid seo contract and related client agreements quickly. Its contract template and seo agreement template support document assembly, automated line-item quoting, and an AI Writer that can build supporting documents like an seo proposal and statements of work from an extensive template library, making it easier to keep all the details aligned and communicate clear expectations.
Beyond the core scope, this legal document gives an seo agency and the client a safety net by defining how professional seo services start, progress, and conclude. Exhibits can define the effective date, contract duration, contract length, project timeline, and end date for finite contracts, so the parties involved can set realistic expectations before they start working. Exhibit A may specify a flat fee or hourly rate and the penalties for late payments or early termination, while Exhibit B can detail regular tasks such as technical seo audits, content strategy, textual content and articles, link acquisition, and other information needed to improve SEO ranking on the client's website. The limitation-of-liability provisions reduce exposure to consequential damages, clarify who is held responsible for breaches by third parties, and offer protection if either party faces disputes or suit.
An effective seo contract also improves client communications. The contract sets a place to define preferred communication channels, such as email or mail, keeping track of status, and how the agency and the client will discuss, explain, and resolve changes or extra work through negotiation. Clear contract definitions, a signature section where the client signs, indicating mutual agreement, and jurisdiction and governing laws help make the agreement a legally sound formal agreement governed in accordance with relevant information and legal requirements.
Many agencies add a statement of the client's responsibilities to provide secure access and business information so seo professionals can do the job and achieve success as part of their seo efforts. When the client agrees and provides full payment per the payment schedule, the provider can hire dedicated resources and focus on quality delivery without conflicts or interpretation issues about obligations thereunder or apparent reasons for delay.
Proposal Kit supports a proper seo contract by giving an seo business a reusable seo contract template and agreement templates that contract outlines important topics, organizes important details, and serves potential clients. Its document assembly, automated line-item quoting, AI Writer, and template library help create an effective seo contract, an seo proposal, and related client communications that set realistic expectations and keep additional content aligned with the plan and commitment.
For companies receiving professional seo services, this agreement frames how seo works to support broader business strategies and provides the context for measuring progress. It emphasizes effective communication and information shared between the organization and the provider, fostering trust throughout the course of the engagement. By defining how long the contract lasts, what the parties decide to do when priorities shift, and how changes are handled, the agreement offers protection while setting realistic assurance without overpromising outcomes. It also clarifies what happens if one party triggers a breach, how to address late-payment interest, and how to protect sensitive data and workflows when dealing with third-party tools.
Typically, the document reduces risk by spelling out acceptable practices, reporting rhythms, and responsibilities that lower the chance of failure. It outlines steps to resolve legal issues efficiently so work can continue with minimal disruption. The formal structure helps teams align tasks with campaign goals, allocate resources on the client's website, and keep stakeholders focused on outcomes that matter.
When adapting the template for your organization, consider having a legal professional review provisions to fit your industry and jurisdiction. That review can fine-tune remedies and notice requirements, providing both sides with added assurance that obligations are clear in advance and disputes are less likely to escalate.
How to write my SEO Services Contract document - The Narrative
SEARCH ENGINE OPTIMIZATION SERVICES AGREEMENT
THIS AGREEMENT is made this Current Day day of Current Month, Current Year by and between Company Name ("Company") and Company Name ("Customer"). Company has experience and expertise in the development of Search Engine Optimization ("SEO") Strategies for Web Pages, Web Sites and other Computer Networks. Customer desires to have Company develop and deploy Search Engine Optimization Strategies, custom programming, keyword optimization and other services as outlined in Exhibit B, attached herein (the "Specifications"). Company desires to develop Customer's SEO Strategy and Services on the terms and conditions set forth herein ("SEO").
In consideration of the mutual covenants set forth in this Agreement, Customer and Company hereby agree as follows:
Development of Strategy and Optimization Services
Company agrees to create, install, manage, develop and employ custom SEO strategies according to the terms listed on Exhibit A attached hereto.
Specifications
Company agrees to develop the SEO pursuant to the Specifications set forth in Exhibit B.
Delivery Dates and Milestones
Company will use reasonable diligence in the development of the SEO services and endeavor to deliver to Customer all deliverables and milestones, no later than Delivery Date. Customer acknowledges, however, that this delivery deadline and the other payment milestones listed in Exhibit A, are estimates, and are not required delivery dates. Company will be retaining all documents, source code, keyword lists and other assets employed or created for Customer during the execution of this agreement.
Customer will only receive the output formats of Company's work where applicable. The output is to be used only within the scope of the project as outlined in Exhibit A. Customer shall retain all of its intellectual property rights in any text, images or other components it owns and delivers to Company for use in the SEO services rendered under this agreement.
Services Provided
SEO services are intended to provide Customer with preferential positioning in selected search engines and report results on an ongoing and timely basis.
SEO services may include, but are not limited to:
1 Keyword Selection
Company will provide a comprehensive list of Insert the SEO Keyword Count keywords and phrases relevant to Customer's desired search terms.
2 Web Page Creation, Edits and Custom Programming
Company will create or edit Customer's existing Web Pages to include various HTML tags, content, text or other elements as deemed necessary by Company in order to aid submissions to selected search engines and directories. Company will register Insert the SEO Domain Count additional domains to be used as gateways to improve SEO services. Registration shall be in Customer's name and a schedule of fees for maintaining the additional domains shall be billed to Customer accordingly.
Company will create Insert the SEO Web Page Count additional Web Pages for the purpose of targeting specific agreed upon keyword or phrase searches relevant to Customer's Web Site. These Web Pages will be placed in locations determined to be most effective and at Company's sole discretion. Company may employ proprietary positioning techniques, coding and other resources, as it deems necessary to improve Customer's positioning.
Company reserves the right to create specially coded Web Pages to prevent competitors from copying code or any resources employed by Company.
3 Software
Company will install, update, upgrade and configure the following software packages ("the Installation" or the "Software") as required by the Specifications and provide documentation and instructions to Customer on using all Software installed by Company. Company shall provide Hours hours of training to Customer, and turn over all disks, CD-ROMs, Digital media, downloads, links or other Software purchased for Customer under this Agreement to Customer. Company shall not be responsible for keeping copies, back-ups or any other form of the Software after turning over the original copies to Customer. Company will not maintain the Installation, updates, or any daily tasks required for the maintenance of the Software under this Agreement unless otherwise specified in Exhibit B.
Company will not manage or maintain copies of licenses for any of the software packages or installations under this Agreement. All licenses for software installations will be turned over to Customer upon execution of this Agreement.
4 Services
Company will individually submit Customer's Web Pages to the search engines and directories as stated in the Specifications. Insert services related to paid inclusion programs and other disclaimers (if used). Company will create custom reports for traffic and positioning of Customer's Web Site, Web Pages and any additional Web Sites or custom Web Pages created by Company under this Agreement. Company will provide detailed reports as required by the Specifications and shall endeavor to provide the reports to Customer in a timely manner.
Customer acknowledges that any reports provided by Company are to be considered estimates based on industry standard reporting software and techniques and shall never be construed as an exact counting of each and every submission. Insert exclusions to reporting and other disclaimers (if any). Company will provide editing services and continue to adjust all Web Pages, keywords and other media created under this Agreement for a period of Days days in order to increase the effectiveness of SEO services. Exclusions to editing services and other disclaimers (if any).
Company will create and employ the following third-party tools for Customer:
Specifics, including number of keywords, pay-per-click engines, maximum bids, etc. Additional services to be performed for Customer under this Agreement (if any). Company will develop and maintain regular monitoring and reporting on search engine placement and SEO performance.
Reports will be provided to Customer on a monthly basis.
Customer acknowledges the following with respect to services:
Company accepts no responsibility for policies of third-party search engines, directories or other Web Sites ("Third-party resources") that Company may submit to with respect to the classification or type of content it accepts whether now or in the future. Customer's Web Site or content may be excluded or banned from any Third-party resource at any time. Customer agrees not to hold Company responsible for any liability or actions taken by Third-party resources under this Agreement. Customer acknowledges that the nature of many of the resources Company may employ under this Agreement are competitive in nature.
Company does not guarantee #1 positions, consistent positioning, "top 10 positions" or guaranteed placement for any particular keyword, phrase or search term. Customer acknowledges that Company's past performance is not indicative of any future results Customer may experience. Customer acknowledges that SEO and submissions to search engines and directories can take an indefinite amount of time for inclusion, unless paid inclusion programs are employed. Each edit or change made to any resources employed by Company will repeat these inclusion times.
Customer acknowledges that any of the search engines, directories or other resources may block, prevent or otherwise stop accepting submissions for an indefinite period of time. Customer acknowledges that search engines may drop listings from its database for no apparent or predictable reason. Company shall re-submit resources to the search engine based on the current policies of the search engine in question and whether pay inclusion programs are being used.
Company will endeavor to make every effort to keep Customer informed of any changes that Company is made aware of that impact any of the SEO Services and the execution thereof under this Agreement. Customer acknowledges that Company may not become aware of changes to Third-party resources, industry changes or any other changes that may or may not affect SEO services. Customer acknowledges that some of the Third-party resources only offer paid inclusion programs that require a fee or continued maintenance or performance fees. Customer is solely responsible for all paid inclusion fees and must maintain adequate funds in any Third-party accounts in order to maintain inclusion in these resources.
Consult Exhibit B for a complete list of Third-party resources employed under this Agreement and an estimate of fees for specific keywords and other listings. Company reserves the exclusive right, for the duration of this Agreement, to approve or disapprove any design strategies, existing code or other techniques, whether requested by Customer or presently employed by Customer that are considered by Company to be detrimental to SEO and the execution of Company's services under this Agreement.
Compensation
For all of Company's services under this Agreement, Customer shall compensate Company, in cash, pursuant to the terms of Exhibit A attached hereto. In the event Customer fails to make any of the payments referenced in Exhibit A by the deadline set forth in Exhibit A, Company has the right, but is not obligated, to pursue any or all of the following remedies: (1) terminate the Agreement, (2) remove equipment, software, services or resources owned by Company, whether leased to Customer by Company or not and any Company personnel or staff from Customer location(s), (3) bring legal action.
Confidentiality
Customer and Company acknowledge and agree that the Specifications and all other documents and information related to the development of SEO (the "Confidential Information") will constitute valuable trade secrets of Company. Customer shall keep the Confidential Information in confidence and shall not, at any time during or after the term of this Agreement, without Company's prior written consent, disclose or otherwise make available to anyone, either directly or indirectly, all or any part of the Confidential Information.
Limited Warranty and Limitation on Damages
Company warrants that SEO products and services will conform to the Specifications for a period of 30 days from the date of acceptance by Customer. If SEO does not conform to the Specifications, Company shall be responsible to correct SEO without unreasonable delay, at Company's sole expense and without charge to Customer, to bring SEO into conformance with the Specifications. This warranty shall be the exclusive warranty available to Customer.
Customer waives any other warranty, express or implied. Customer acknowledges that Company does not warrant that SEO will work on all platforms. Customer acknowledges that Company will not be responsible for the results, productivity or any other measurable metric not specified in Exhibit B, obtained by Customer on SEO.
Customer waives any claim for damages, direct or indirect, and agrees that its sole and exclusive remedy for damages (either in contract or tort) is the return of the consideration paid to Company as set forth in Exhibit A attached hereto. Developers note: When creating the Specifications in Exhibit B, make sure to clearly outline the services to be performed which you have control over. It is not recommended to put in expected results as a Specification as you may not be able to then meet the terms of your Agreement and have it hold for the entire warranty period.
If you do agree to terms you may not have control over in the Specifications, consider removing the default 30 day warranty and specify there is no warranty. You want to ensure to always only agree to Specifications you can complete. For example, do not warrant that search engine submissions will give top 10 results, but do warrant that you performed the submissions per the guidelines of the specified search engines.
Independent Contractor
Company shall be retained as independent contractors. Company will be fully responsible for payment of their own income taxes on all compensation earned under this Agreement. Customer will not withhold or pay any income tax, social security tax, or any other payroll taxes on Company's behalf.
Company understands that they will not be entitled to any fringe benefits that Customer provides for its employees generally or to any statutory employment benefits, including without limitation worker's compensation or unemployment insurance.
Equipment
Customer agrees to make available to Company, for Company's use in performing the services required by this Agreement, such items of hardware and software as Customer and Company agree are reasonably necessary for such purpose. Customer agrees to make available any access to services, hosting, ftp or other resources deemed necessary by Company to fulfill its obligations under this Agreement.
General Provisions
1 Entire Agreement
This Agreement contains the entire Agreement between the parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings, written or oral, between the parties related to the subject matter hereof. No modification of this Agreement shall be valid unless made in writing and signed by both parties hereto.
2 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of State. Exclusive jurisdiction and venue shall be in the County County, State Superior Court.
3 Binding Effect
This Agreement shall be binding upon and enure to the benefit of Customer and Company and their respective successors and assigns, provided that Company may not assign any of their obligations under this Agreement without Customer's prior written consent.
4 Waiver
The waiver by either party of any breach or failure to enforce any of the terms and conditions of this Agreement at any time shall not in any way affect, limit, or waive such party's right thereafter to enforce and compel strict compliance with every term and condition of this Agreement.
5 Good Faith
Each party represents and warrants to the other that such party has acted in good faith, and agrees to continue to so act, in the negotiation, execution, delivery, performance, and any termination of this Agreement.
6 No Right to Assign
Customer has no right to assign, sell, modify or otherwise alter this Agreement, except upon the express written advance approval of Company, which consent can be withheld for any reason.
7 Right to Remove Resources
In the event Customer fails to make any of the payments set forth on Exhibit A within the time prescribed in Exhibit A, Company has the right to remove any SEO under Company control until payment is paid in full, plus accrued late charges of 1 1/2% per month.
8 Indemnification
Customer warrants that everything it provides Company to employ in SEO is legally owned or licensed to Customer. Customer agrees to indemnify and hold Company harmless from any and all claims brought by any third-party relating to any aspect of SEO, including, but without limitation, any and all demands, liabilities, losses, costs and claims including attorney's fees arising out of injury caused by Customer's products/services, material supplied by Customer, copyright infringement, and defective products sold via SEO. Customer agrees to indemnify Company from responsibility for problems/disruptions caused by third-party services that Customer may use such as merchant accounts, shopping carts, shipping, hosting services, real time credit card processing and other services that relate to the ownership and operation of SEO or multimedia project.
9 Use of Material for Promotional Purposes
Customer grants Company the right to use its work in producing SEO for promotional purposes and/or to cross-link it with other advertising developed by Company. Customer grants Company the right to list, reference or otherwise identify Customer as a client of Company in Company's advertising and marketing.
10 No Responsibility for Loss
Company will have no responsibility for any third-party disrupting, intruding or otherwise copying files in part or in whole on all or any part of the work performed for SEO. Company is not responsible for any down time, lost files, improper links or any other loss that may occur in the operation of SEO under this Agreement.
11 Right to Make Derivative Works
Company will have the exclusive rights in making any derivative works from any of its work, practices, coding, programming or other work in regards to SEO.
12 Attorney's Fees
In the event any party to this Agreement employs an attorney to enforce any of the terms of the Agreement, the prevailing party shall be entitled to recover its actual attorney's fees and costs, including expert witness fees.
13 Identification of Company
Customer agrees that Company identification may be annotated, and remain, within the code or on the Web Site as the authors. Customer also agrees to put Company's copyright notices on SEO and the relevant content therein.
14 Transfer of Rights
In the event Company is unable to continue maintenance of SEO services, non-exclusive rights to SEO will be granted to Customer. Transfer of Rights does not apply to non-transferable third-party licenses and proprietary Material owned by the Developers.
15 Domain Name
Any domain name registered on Customer's behalf will be made in Customer's name for both the billing and administrative contacts. The technical contact is generally required to be the hosting ISP or Domain Registrar. Company will not register domain names in Company name.
Customer is responsible for renewing Customer's domain name.
Each party represents and warrants that, on the date first written above, they are authorized to enter into this Agreement in entirety and duly bind their respective principals by their signature below:
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How to Build a Legal Contract with Proposal Kit
This video illustrates how to create a legal contract using the Proposal Pack Wizard software. It also shows how to create a proposal with an invoice and contract at the same time.
Frequently Asked Questions
How do I customize this contract to fit my business needs?
Customizing this contract involves editing the document to include your business details, terms, and conditions. The templates are designed to be flexible, allowing you to insert your company's name, address, and other relevant information. You can modify clauses to reflect your unique business practices and legal requirements.
Is this contract compliant with laws and regulations?
The legal contract templates are written by legal professionals and designed to comply with current laws and regulations at the time of their writing. However, laws can vary by jurisdiction and change over time, so it's recommended to have your contract reviewed by a local attorney to ensure it meets all legal requirements specific to your region and industry. Templates are licensed as self-help information and not as legal advice.
Can I use the same contract for different clients or projects?
You can use the same contract for different clients or projects. The templates are versatile and easily adapted for various scenarios. You will need to update specific details such as client names, project descriptions, and any unique terms for each new agreement to ensure that each contract accurately reflects the particulars of the individual client or project.
What should I do if I encounter a clause or term I don't understand?
If you encounter a clause or term in the contract that you need help understanding, you can refer to guidance notes explaining each section's purpose and use. For more complex or unclear terms, it's advisable to consult with a legal professional who can explain the clause and help you determine if any modifications are necessary to suit your specific needs.
How do I ensure that the contract is legally binding and enforceable?
To ensure that the contract is legally binding and enforceable, follow these steps:
- Complete all relevant sections: Make sure all blanks are filled in with accurate information.
- Include all necessary terms and conditions: Ensure that all essential elements, such as payment terms, deliverables, timelines, and responsibilities, are clearly defined.
- Signatures: Both parties must sign the contract, and it is often recommended that the contract be witnessed or notarized, depending on the legal requirements in your jurisdiction.
- Consult a legal professional: Before finalizing the contract, have it reviewed by an attorney to ensure it complies with applicable laws and protects your interests.
Ian Lauder has been helping businesses write their proposals and contracts for two decades. Ian is the owner and founder of Proposal Kit, one of the original sources of business proposal and contract software products started in 1997.By Ian Lauder
Published by Proposal Kit, Inc.Disclaimers
Proposal Kit, Inc. makes no warranty and accepts no responsibility for the suitability of any materials to the licensee's business. Proposal Kit, Inc. assumes no responsibility or liability for errors or inaccuracies. Licensee accepts all responsibility for the results obtained. The information included is not legal advice. Names in use cases have been fictionalized. Your use of the contract template and any purchased packages constitutes acceptance and understanding of these disclaimers and terms and conditions.
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