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Hiring agencies · Contract and exit

Marketing agency contract checklist: account ownership, data and a clean exit

You don’t own your paid acquisition unless you own the signal pipeline. Owning the ad accounts is the start; in B2B, the valuable asset is the conversion and lead-quality data flowing from your forms and CRM back to the platforms, and that is what breaks silently in a handover.

Short answer

A paid media agency contract should give your business ownership of ad accounts, conversion data, integrations and creative; set deliverables you can check; say who approves budget and strategy changes; require reporting on qualified leads; include data-processing terms; and set a notice period and handover list with deadlines and no fees to release your accounts.

This page is general information, not legal advice. Have counsel qualified in your jurisdiction review any contract before you sign it.

Who should own the Google Ads account, the agency or the client?

Short answer

The client. Create the account in your business’s name with an internal administrator. The agency links its manager account for access. Google says a manager account with ownership doesn’t take data ownership or administrative rights away from the client account, and client account users can always unlink a manager.

Google Ads

Agencies usually work through a manager account linked to yours. A linked manager can also be given “ownership”, which grants full administrative access, but Google states that owners “do not take data ownership or administrative rights away from client accounts”, and that client account users “can always unlink a manager” with ownership (Google Ads Help). Keep at least one administrator from your own company on the account. Access levels are Administrative, Standard, Read only, Email only and Billing (Google Ads Help); only give each person the level their job needs.

Meta

Your business portfolio in Meta Business Suite should hold the ad account, Facebook Page, Instagram account and datasets. Meta lets a business give a partner access to assets in its portfolio, or ask a partner to share assets with it (Meta Business Help). Choose the first: assets in your portfolio, the agency added as a partner with access to specific assets.

LinkedIn

Campaign Manager has five roles: billing admin, account manager, campaign manager, creative manager and viewer. “The person who creates the ads account is automatically assigned as the billing admin”, and each ad account must have one (LinkedIn Help). If an agency employee created your account, they are the billing admin until someone reassigns it. Create the account yourself, and give the agency campaign manager access.

Analytics, tags, domains and landing pages

Your company should own the analytics property, the tag manager container, the domain and DNS, and the landing page builder account, with the agency added as a user. Landing pages hosted on an agency’s own subscription disappear when the subscription does.

What happens to our conversion tracking when an agency leaves?

Short answer

It can break quietly if the agency owns the server-side set-up, API keys or CRM integration users. List every connection, such as Meta Conversions API, Google offline imports, LinkedIn conversions and CRM webhooks, move credentials into your business’s name, and check events are still accepted without duplicates.

For B2B lead generation this matters more than the ad account itself. The platforms learn which leads are worth finding from the stages you send back: a qualified RFQ, a sales-accepted demo, an opportunity. If that feed stops, bidding falls back to optimising for any form fill, and nobody notices until sales complains about lead quality weeks later.

  • Google. From 15 June 2026, offline conversion imports and enhanced conversions for leads uploads move to the Data Manager API and are no longer available through the Google Ads API (Google Ads Help). Find out whose connection or credentials send your uploads.
  • Meta. Know where Conversions API events come from: a partner integration, a gateway, or a server. Whoever hosts it, the account it runs in should be yours.
  • LinkedIn. The Insight Tag, Conversions API connection and lead gen forms should sit in your ad account, connected by your users.
  • CRM. Integration users, API keys, webhooks and custom stage fields should be created under your company’s accounts, not an agency login.

How stages reach each platform is covered in CRM lead stages for ad platforms and conversion tracking.

Template

The Ownership Register

Keep one table from day one and check it yourself in each platform every quarter, not only when you are about to leave. The owner of record should always be your business.

AssetAgency accessWhere to verifyExit action
Google Ads accountLinked manager account; ownership setting notedAccess and security settings in the accountConfirm an internal administrator; unlink the manager account
Google offline conversion or enhanced conversions for leads uploadsNamed user on the connectionData Manager connections; upload historyReconnect under your credentials; check uploads continue
Analytics property and tag manager containerUser, not ownerProperty and container user listsRemove agency users; keep an internal administrator
Meta ad account, Page, Instagram accountPartner access to named assetsBusiness portfolio settingsRemove the partner
Meta datasets and Conversions APIPartner access; integration notedEvents ManagerMove the gateway or server to your account; check for duplicate events
LinkedIn ad accountCampaign managerManage access in Campaign ManagerConfirm your billing admin; remove agency users
LinkedIn Insight Tag, Conversions API, lead gen formsCampaign managerCampaign Manager data settingsReconnect integrations under your users
CRM stages, integration users, API keys, webhooksLimited userCRM admin settingsRotate keys; deactivate agency users
Customer lists and audiencesUse onlyAudience managers; consent recordsConfirm deletion of any copies the agency holds
Domains, DNS, landing page builderUserRegistrar and builder account ownerChange passwords; remove users
Creative source files and documentationDelivered monthlyYour shared driveFinal export: naming conventions, change log, test results

Checklist

Clauses to include

The wording below is a starting point for a conversation with your counsel, not contract language to sign as it stands.

ClauseWhat it should sayStarting language
OwnershipAccounts, datasets, integrations and audiences are created under and remain the client’s“All advertising, analytics and tracking accounts, and all integrations that send data to them, shall be created in Client’s name and remain Client’s property. Agency receives user access only.”
Creative and IPDeliverables, including source files, transfer on payment“Creative materials, including editable source files, become Client’s property on payment for the period in which they were produced.”
DeliverablesCheckable items, not “ongoing optimisation”“A monthly qualified-lead report by campaign, reconciled to lead status in Client’s CRM or lead sheet.”
Approvals and spend authorityWho can change budgets and strategy, and by how much“Agency may not increase total monthly spend or change conversion goals without Client’s written approval.”
ReportingCadence, content and a change log“A weekly change log stating each change, its reason and changes considered but not made.”
Data processingInstructions, security, breach help, deletion or return at exit“Agency processes personal data only on Client’s documented instructions and deletes or returns it at the end of the engagement.”
Tools and sub-processorsAny software the agency connects to your accounts“Agency will list every third-party tool granted access to Client accounts and remove that access at exit.”
Termination and noticeNotice period for convenience and for cause“Either party may terminate on [X] days’ written notice.”
HandoverA list, a deadline and no release fees“Within [N] business days of notice, Agency delivers the handover list at no additional charge.”
Change freezeNo structural changes during notice unless something is broken“During the notice period, Agency will not change conversion actions, optimisation events or bid strategies without Client’s approval.”

Fee structures, including set-up and exit fees, are compared in marketing agency pricing. What to report on each month is in the agency performance guide.

Is a marketing agency a data processor under India’s DPDP Act?

Short answer

Usually, when it handles leads’ personal data on your behalf. The Act lets a Data Fiduciary use a Data Processor only under a valid contract, and your business stays responsible for compliance. The contract should cover instructions, security, breach help, and deleting data when the purpose ends. Confirm the position with counsel.

  • India. Section 8(2) of the Digital Personal Data Protection Act 2023 allows a Data Processor to be engaged “only under a valid contract”. Section 8(1) keeps the Data Fiduciary responsible “irrespective of any agreement to the contrary”, and section 8(7) requires it to have its processor erase personal data once the purpose is no longer served, unless the law requires retention (MeitY). Ask counsel about stamping requirements for the contract itself.
  • UAE. The federal Personal Data Protection Law applies to processing personal data, and some free zones have their own law, such as the DIFC Data Protection Law (u.ae). Check which regime applies to your company and to the agency before drafting processing terms.
  • US. Ask counsel whether state privacy laws require specific terms for vendors that process personal information, and cover consent if the agency or your team calls or texts leads.

Consent for collecting and uploading lead data is covered in lead generation compliance.

Before you leave: talk first, then check the register

A transition is disruptive. Unless trust has broken down, raise specific concerns in writing first, and ask whether the problem is fixable or structural.

Reason for leavingUsuallyNext step
Vague reporting, rare contactFixableReset cadence, KPI and report format for one cycle
Cheap leads sales rejectsOften fixableCheck whether the agency ever received lead status
No B2B or channel capabilityStructuralPlan the exit
Accounts or integrations held in the agency’s nameStructuralReclaim ownership before giving notice

How do I switch PPC agencies without losing data?

Short answer

Verify you own every account and integration before giving notice. Export change history, search terms, audiences and conversion set-up notes. Add the new team at the right access level and let them audit before changing anything. Avoid changing conversion actions or bid strategies mid-handover, then remove the old agency’s access.

  1. Week 0, before notice. Check the Ownership Register yourself in every platform. Fix billing admin, administrators and integration owners now, while the relationship is still cooperative.
  2. Week 1. Give written notice with the handover list attached.
  3. Week 2. Add the incoming team, whether a new agency, in-house staff or software, at the access level it needs. It audits before making any change.
  4. Week 3. Collect exports: change history, search terms and negative keywords, audiences, creative files, conversion set-up documentation. Rotate API keys and replace integration users.
  5. Week 4. Remove outgoing access, check conversion events and uploads are still accepted, and hold a short retrospective.

Keep campaigns running and structure frozen. Pausing everything creates a gap in pipeline. Changing bid strategies or conversion goals mid-handover can restart learning: Google says a new strategy or setting change can take “up to around 50 conversion events or 3 conversion cycles” to calibrate (Google Ads Help). Change only what is broken until the new team has audited.

Notice template

“Hi [name], under section [X] of our agreement, this is our [X]-day notice to end the engagement, effective [date]. Before that date, please confirm: (1) our company holds administrator or billing admin access on the Google Ads, Meta and LinkedIn accounts; (2) every Conversions API, offline conversion and CRM integration is connected under our credentials, with a written list; (3) delivery of all creative source files and campaign documentation; (4) exports of change history, audiences, search terms and negative keywords; (5) no changes to conversion goals or bid strategies during notice without our approval; (6) deletion of any copies of our lead data once handover is complete. Happy to agree timing that works for both sides.”

Keep it factual and tied to the contract. A calm, specific list gets a faster handover than a frustrated one.

In practice

Reclaiming LinkedIn and Meta signal ownership

A UAE industrial supplier decides to move from its agency to an in-house team. The Ownership Register shows two problems before notice is given.

LinkedInAct

An agency employee is billing admin

The agency created the ad account, so its employee became billing admin automatically. The supplier’s marketing manager is added as account manager, and billing admin is reassigned to the supplier’s finance lead before notice.

MetaInvestigate

Conversions API runs in the agency’s cloud

Qualified-enquiry events reach Meta from a server the agency pays for. The supplier sets up the same connection in its own account, checks in Events Manager that events arrive once, not twice, then asks the agency to switch its copy off.

On Google Ads, the supplier confirms two internal administrators and unlinks the agency’s manager account in week 4. The cost of skipping these steps isn’t a number on an invoice: it is weeks of Meta and LinkedIn optimising on an incomplete signal, and a billing dispute on an account the supplier thought it owned.

Choosing what comes next

Let the reason you are leaving decide the next model. Capability gaps point to a different agency; context and cadence problems may point to an in-house team; cost pressure may point to a hybrid. In-house vs agency compares the options, and questions to ask before hiring an agency helps you choose well the second time.

Software can be part of the next step. Zephra works inside your own Google, Meta and LinkedIn accounts, which you connect with OAuth and can revoke; permissions are read, write and edit. Low-risk changes can run automatically; everything else follows your permissions or waits for approval, within spend boundaries and learning-phase protection, and every change is recorded in an audit log. See security and how it works.

What changes with company size?

  • SMB. The Ownership Register plus the ownership, deliverables, approvals, reporting, data, termination, handover and change-freeze clauses.
  • Mid-market. The full clause set and a separate data processing agreement.
  • Enterprise. A master services agreement with statements of work, a security review, audit rights and access governance across several agencies.

Questions, answered

Agency contract FAQ

01What if the agency won’t hand over our ad account?

Check who holds administrator or billing admin rights in each platform. On Google Ads, a client account user can unlink a manager account. If nobody in your company has access, contact the platform’s support with proof of business ownership, and involve counsel if the contract gives you ownership.

02Is 30 days’ notice normal?

There is no official standard. Agree a notice period that gives enough time for the four-week handover, and make sure the handover obligations apply however the contract ends.

03Who owns the creative?

Whoever the contract says. Specify that editable source files, not only exported images and videos, transfer to you on payment.

04Can the agency keep our audience lists?

It shouldn’t. Customer lists contain personal data collected for your purposes. The contract should require deletion or return of any copies at exit.

05Should we pause campaigns during a switch?

Usually not. Keep proven campaigns running, freeze structural changes, and let the incoming team audit before changing anything.

06Do we need a data processing agreement?

Usually, where the agency handles leads’ personal data on your behalf. It can be a section of the main contract or a separate agreement; ask counsel which your jurisdiction expects.

Planning a switch?

Know the state of your accounts before you hand them over.

The free ad account assessment reviews wasted spend, campaign structure, performance constraints and measurement gaps. It takes 10–15 minutes, needs no CRM and makes no campaign changes, and access is revocable.