The UK’s most prominent paid search marketers have been up in arms this weekend after VCCP Search claimed to be the first agency to assign IP to clients.
MarketingWeek ran a story last week that started off as follows: “VCCP Search is offering its clients the opportunity to retain their intellectual property rights. The agency previously kept the rights of any search keywords it purchased on behalf of the client, but in an effort to retain clients, it is now letting them retain those rights. VCCP Search says it is the first agency to offer such a service.”
It then quoted VCCP MD Paul Mead: "A client pays for an agency's expertise to manage their search campaigns and ensure the best use of their budget. What we are offering is an extension of the transparency clients want, reassuring them they have nothing to fear over shifting the power to their clients."
Essentially, the issue is this: if you are a client and have asked a search agency to run your PPC campaigns, then you want full access to the nuts and bolts of that campaign. This is particularly important should you wish to change agency, but it is also a transparency issue.
So is VCCP breaking the mould here, or is this simply a PR stunt? It seems to me that it is pointing out that it has only just started doing this, which perhaps isn't worth shouting about.
Econsultancy has advised advertisers to control their campaign-related IP for years, and VCCP’s rivals are angry at the suggestion that they haven’t been supporting this.
“If VCCP Search are right then this means that no other agencies in the UK are letting their clients see what keywords they are bidding on.”
“Now I know for a fact that here at Branded3 we’ve been giving clients access to their keywords for years and since VCCP are only starting this on February 19th that would mean we were the first.”
“Bigmouthmedia has always given full keywords, structure and ad copy rights to clients. Should we ever after to transfer a campaign to another agency then we’ve always fully cooperated and done everything in our power to facilitate the transfer gracefully. We’ve being doing so for longer than some search agencies have been trading for.”
It seems crazy to think that some clients will blindly allow their agencies to ‘own’ the core assets of a paid search strategy. While agencies will rightly own their own proprietary tools I can’t fathom how any right-minded advertiser would not want to ‘own’ and have access to the keywords, the creative, and the other key elements of the campaign.
VCCP today added some clarification on its claims, pointing out that the issue here is specifically about transfer of IP in the event of a change of agency: “This is about what happens at the point of change – when a client wants to change agency or move a Google account in house. It’s about the contractual relationship. The fact is that contractually the Intellectual Property rights to a clients Google account vest with the agency, in the majority of cases.”
This is a default contractual position that allows the nastier agencies to bite non-savvy clients on the ass, after they have been dumped for a rival agency. It's lame, and it should never be enforced.
Note that this mirrors the issues with the transfer of IP on web projects. It is now commonplace for web development contracts to include a ‘transfer of IP’ clause, so that once work is completed all rights are assigned to the client. Econsultancy recommends that paid search contracts include similar clauses.
So what is best practice?
VCCP points out that there is still a lot of head scratching in this area: “The issue about what is best practice when an account is being moved from one agency to another is still being debated.”
But Girdwood counters: “I’m surprised VCCP was unaware that so many digital agencies offered full transparency to their clients as I’ve urged IAB Search Council members, of which VCCP Search is one, to be like bigmouthmedia and be fully transparent with keywords and cooperative with handovers.”Personally I think this is a non-issue. Nobody likes to lose a client but if you’re planning on screwing over ex-clients by playing hardball over a few T&Cs then it reflects very badly on your agency.
I remember watching a presentation by Delicious founder Joshua Schachter, who made a point of saying that users owned their own data (links) and they could leave with them should they wish to. Isn’t this much the same? Without clients there would be no keywords! Hanging onto ‘ownership’ of information is nothing more than sour grapes, and I’m amazed that any credible agency would subscribe to that as an attempt at client retention-by-force.
There isn't really any doubt about best practice in this area: best practice is clearly about passing over the keywords, and re-assigning rights to the client / new agency.
Econsultancy’s Paid Search Best Practice Guide (first published in 2007) provides plenty of detail on this: “It is particularly important to check on who owns the intellectual property on keywords, bid policies, etc to avoid lock-in to one agency”
We advise advertisers / clients as follows:
“It is essential that there is clarity in a contract on the ownership of keyphrase strategies, bidding policies including DayParting approach, matching strategies, ad creative and linkage between creative and effective landing pages.”
I also believe that best practice extends to the handover of historical data and trend reports. Consider what happens if the new agency fails to live up to expectations? Unless that can be measured then how would a client know that the old agency was better?
Transparency is crucial in paid and organic search marketing, as the industry continues to move away from the snake oil / cowboy image of old. Sadly this will have cast something of a shadow over the sector once again, in a publication read by lots of senior marketers.
I’ll make a note to add this as a criteria for inclusion for search agencies in the next update of our Paid Search Marketing Buyer’s Guide.