What should an Email Marketing Services Agreement include under Thai law?

1. Definitions and Interpretation
2. Services
3. Term and Renewal
4. The Subscriber List and Permission to Email
5. Unsubscribing and Objections
6. Campaign Content and Approval
7. Platform Account, Access and Deliverability
8. Data Processing
9. Fees and Payment
10. Taxes
11. Intellectual Property
12. Confidentiality
13. Warranties and Liability
14. Force Majeure
15. Termination
16. Notices
17. Governing Law and Disputes
18. General

• An email marketing services agreement is a hire of work for stamp duty purposes (Instrument 4 of the Stamp Duty Schedule). Duty is 1 THB for every 1,000 THB or part of 1,000 THB of the fees, and the Service Provider pays it (Clause 10.3). On the Contract Value you entered, the duty on the original is the amount the system calculates from the figures entered, and each counterpart carries the amount the system calculates from the figures entered.Because the Fees are in …, convert the Contract Value to Thai Baht at the exchange rate on the date of signing and calculate the duty on the Baht amount. Each counterpart carries 5 THB, or 1 THB if the duty on the original is 5 THB or less.
• An agreement signed electronically is stamped through the Revenue Department's e-Stamp Duty system within 15 days after signing. An unstamped agreement cannot be used as evidence in a Thai civil court until the duty and a surcharge are paid (Revenue Code section 118).

• A Service Provider registered for VAT charges VAT and issues a tax invoice (Clause 10.1). A Thai company normally withholds 3% on service fees paid to a service provider in Thailand. Payments to a provider abroad, and subscriptions to a foreign email platform, may be subject to different VAT and withholding rules; because you ticked gross-up, the Client bears the withholding on top of the Fees. Ask your accountant before the first payment.

• Open the platform account in your company's name, keep the owner role, and pay the subscription yourself (Clause 7.1).
• Check where your list came from. Email only people who agreed to receive marketing from you, or with whom you have another lawful basis that your privacy notice explains. Do not import purchased or scraped lists (Clause 4).
• Update your privacy notice to name the email platform, explain that data may be stored outside Thailand, and describe how people unsubscribe (Clause 8.2).
• Publish the domain authentication records the Service Provider recommends for your sending domain (Clause 7.3). Without them, emails are more likely to land in spam folders.
• New sign-ups will receive a confirmation email and join the list only after they click it (Clause 4.2). Keep this setting on; it is your best evidence of consent.

• Every marketing email must identify your business, give a contact address and include a working unsubscribe link (Clause 5.1). Sending commercial messages without an easy way to opt out can also be an offence under Thai computer crime rules.
• If a customer asks to stop receiving emails by phone, chat or social media, pass it on so that the address is suppressed within … Business Days (Clause 5.2). Never re-add an unsubscribed address without fresh consent.
• Review spam complaint and bounce rates in the monthly report (Clause 2.4). A high complaint rate can lead the platform to suspend your account.

• Approve every Campaign on the basis of a test email within … Business Days; silence is not approval (Clause 6.1). Automated sequences run after one approval until you change them.

• The Service Provider must leave the Subscriber List and the Suppression List complete in the platform, hand over templates and documentation, and remove its access within 10 Business Days (Clause 15.4). Remove its user role yourself on the effective date.
• The Agreement renews every … months unless notice of non-renewal is received at least … days before the end of the current period (Clause 3.2).- The Agreement ends at the end of the Initial Term unless renewed in writing (Clause 3.2).

• A company should sign through the director or directors authorised in its latest company affidavit. Clause 18.4 allows electronic signatures and signed PDF copies.
• Keep the signed file, sign-up form screenshots, consent records exported from the platform, approvals, monthly reports and invoices. A Thai court requires a certified Thai translation of English documents.

Compiled from the notes that accompany the English contract templates on this site, published by Phuwara Krobtaku (ภูวรา ครอบตะคุ), Thai attorney-at-law, licence no. 477/2558. The short answer and summary at the top of this page are put together by the site from the template's clause headings and notes. Statutes are quoted only in the official Thai text: Thai is the only official language of Thai legislation, and an unofficial translation can mislead. Article registry OKC-512F5D. If you reuse this content, please credit the author and link to the original.