UGC contract: what to include, clause by clause

A UGC contract is short, but it decides most of what can go wrong later: whether you can run the video as an ad, how long you can use it, what happens if the creator posts late, and who owns the raw footage. This is the checklist we use when brands set up a creator agreement, with the clauses in the order a creator reads them.

This is a practical guide, not legal advice. Have your own counsel review anything you sign.

1. Parties and scope

Name the brand entity and the creator, and say in one sentence what the engagement is: for example, short-form videos for a named product, posted to named platforms, during a named campaign window. A clear scope line stops every later clause from being read more broadly than you meant.

2. Deliverables

• How many videos, and whether that is a minimum or an exact count.
• Length, orientation (vertical 9:16 for TikTok, Reels, and Shorts), and any required elements such as showing the product in the first seconds.
• Where each video is posted, and whether the creator posts it from their own account or only delivers the file to you.
• Deadlines per video, or a posting cadence such as a set number of videos per week.

If you want steady output rather than a single post, write the cadence into the deliverables. On NewWave that cadence can be enforced by a retainer, which holds a creator's normal per-video pay until they hit the period's target.

3. Usage rights

This is the clause brands most often get wrong. Posting a video on the creator's account is not the same as the right to reuse it. Spell out:

• Organic use: can you repost the video on your own accounts and website?
• Paid use: can you run it as an ad, including boosting the creator's own post (TikTok Spark Ads, Meta partnership ads)?
• Duration: a fixed window such as 90 days, 6 months, or perpetual. Longer windows usually cost more.
• Edits: may you cut, subtitle, or combine the footage with other clips?
• Raw footage: do you get the unedited files, and may you use them?

4. Exclusivity

If you do not want the creator promoting a direct competitor right after your video, say so, and keep it narrow: name the category and the window (for example, no competing photo-editing apps for 30 days after the last post). Broad exclusivity is a real cost to a creator and will slow down who says yes.

5. Review and revisions

State how many rounds of revisions are included and what counts as a revision versus a new video. Say who approves the video and how quickly you will respond, since a creator cannot post on time if your review takes a week.

6. Payment

Payment terms should match how you actually pay: a flat fee per video, a rate per 1,000 views (CPM), view-based bonus tiers, or a mix. Say when views are counted, when the amount becomes final, and when money moves. Our guide to UGC rates and payout models walks through the math for each.

On NewWave, payment mechanics live in a fixed Platform Terms section appended to every contract, including the campaign's actual payout table, so your own agreement does not need to repeat them. Duplicating payment language in two places is how contradictions happen.

7. Disclosure

Require the creator to label the post as sponsored, using the platform's paid-partnership tool or a clear #ad. In the US, the FTC treats undisclosed paid endorsements as deceptive, and the brand shares that risk.

8. Product, shipping, and confidentiality

• If you ship product, say whether the creator keeps it or returns it.
• Collect a shipping address at signing rather than chasing it over messages.
• Mark unreleased features, pricing, or launch dates as confidential until you announce them.

9. Termination and changes

Say what happens if either side walks away mid-campaign: which videos are still paid for, and whether usage rights survive. Also say how the contract changes. If you edit terms after a creator signs, they should sign the new version, and anything already earned should stay earned.

A clause outline you can copy

1. Parties and scope
2. Deliverables: count, format, platforms, deadlines or cadence
3. Usage rights: organic, paid, duration, edits, raw footage
4. Exclusivity: category and window
5. Review and revisions: rounds, approver, response time
6. Payment: model, measurement window, settlement timing
7. Disclosure requirement
8. Product, shipping, confidentiality
9. Termination, changes, and re-signing
10. Signatures and date

How this works on NewWave

Every creator e-signs before joining a campaign. You can use the standard NewWave agreement, edit it in a document editor, or upload your own PDF. Fill-in fields collect details such as a shipping address or an agreed fee at signing, and the answers export as a CSV. Signed contracts are fingerprinted so what was agreed can always be verified, and editing terms later asks signed creators to re-sign without touching earnings already settled. The details are in the campaign contract docs.