Advisory Case on Reviewing a Marketing Services Agreement

1. The Client's Situation

A marketing company was about to conclude an influencer marketing service agreement with a pharmaceutical company. However, because the counterparty's requested amendments to certain provisions had the potential to contradict some of the existing provisions, the company needed advice to review the legal validity of the contract and to ensure that no provisions disadvantageous to the company were included.

Your Legal Team closely analyzed the principal provisions of the contract and reviewed whether there was any overlap or contradiction among the provisions. As a result of the review, there was a risk that certain provisions (those relating to penalty for breach and damages) could be applied in an overlapping manner, so we proposed a way to clearly organize them. In addition, judging it to be excessive that liability for damages was imposed even for ordinary negligence, we recommended amending this to "willful misconduct or gross negligence," and we proposed amending the provision to ease the legal compliance obligations of global influencers, thereby reducing the practical burden.

As a result, the client was able to ease its excessive damages obligations and reduce the legal burden related to managing influencers, thereby enhancing the effectiveness of contract performance.