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Girija Patel on Business Unveiled

How to Create a Contract as an Entrepreneur

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How to Create a Contract as an Entrepreneur

GIRIJA PATEL ON BUSINESS UNVEILED

How to Create a Contract as an Entrepreneur

If you have a business, which I know pretty much all of you who are listening do, then you’ll be learning from an expert about how you creatives can get yourselves together! Our guest is attorney Girija Patel, and she is going to teach us all about contracts, something that is absolutely necessary in any business. You creatives may not always think about the law side of things, but doing this stuff correctly gives you the time to focus on creating.

One of the things you must understand about a contract is that it not only protects your client but also you. To protect yourself, you need to have contracts and understand them. Make sure that you know your contracts so well that you can answer any questions on them. Also, make sure that your terms are extremely detailed and that you have a moral clause. Your moral clause will give you the security of withdrawing from any transaction that is not in line with your business standards. Your contracts create legal protection for your business.

Because of that crazy thing we like to call the pandemic, we all had to learn things about flexibility. Some businesses were not flexible at all, but some were. Flexibility can be really great, especially during a year like 2020, but it still causes stress and pain. To instill a little bit of flexibility in your contracts, try including a waiver clause. Remember, however, that flexibility does have a cost. 

Girija and I talk about intellectual property, specifically photos. You may want to use photos from your clients or photographers for advertising. This can get messy because the photographs are actually the property of whoever takes the picture. If you contract a photographer, you can only use their photos if they give you ownership. To avoid that problem, you may want to consider having a photographer as an employee on your team. 

There are so many ways in which your contracts affect your business, and they can really make or break business interactions. Start to consider contracts as legal strategies that are part of your business processes. As you solidify that process, the legal stuff will become the easy stuff so that you can focus on doing the things you love. If you want even more contract advice, check out the podcast! 

MAIN TOPICS
  • How to protect yourself in a contract
  • How flexible things are now
  • All about intellectual property
KEY TAKEAWAYS

You have to, at the end of the day, kind of curate the contract for your business.

With law we need to change the narrative a bit and not make it so reactionary but more so preventative and proactionary.

That one (challenging) client is what makes you want to have all of those clauses in there.

MORE ABOUT OUR GUEST

Girija Patel knew she wanted to be a lawyer since her days in middle school. She had law in her blood, and a desire to help creatives get the legal foundation they needed for their businesses. Today, she does just that. With her background as an attorney, she helps creatives through her business, GBP Law.

EPISODE TRANSCRIBED

Hi, y'all. It's Angela. I'm back for another episode of business unveiled. And I'm so excited for our guest today. Because this is so incredibly timely. If you have a business, which I know pretty much all of you listening do. And you've experienced this thing called the pandemic, which we all have no matter where you are in the entire world. We've got an expert here, she is an attorney of G, B as in boy, p as in profit.

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And we'll put this all in the show notes, law, and your contract buddy. And so it's like a fun, approachable way to make sure that you create is have your shit together. So Girija Welcome to the show today. Thank you so much, Angela, I am really honored to be on your show, and actually really looking forward to our conversation. So I'm super excited. Thank you for the kind introduction. Of course, before we hop off and jump into law and pandemic and all that good stuff. I would love for you to share with our listeners a little bit about your journey. And how did you know that you wanted to like get into law? What was your driving force of like, Okay, I'm gonna do this kind of thing. So share with us how you grew up? And how have you gotten to where you are today? I love that question. In fact, I know when pre pre interview you had asked, What's the question no one's asked you before? And I'm like, I really don't I don't know. This is actually a great question. Because I, I knew I wanted to be in law school. I think in middle school, it was like, I knew I wanted to be a lawyer in middle school. I don't know why I just felt like I was I had the ability to debate, I had the ability to put arguments together. I had the ability to communicate effectively. That's what I thought. And so
I thought okay, so while I do, but I definitely refined a lot of those skills.
Of course, law is not only that, and
but I do think that it was something that was already in my genes. And I say that because my family's from India, my parents are, you know, they came to America, my dad came here for a master's in his university here. And then my mom came and then
I was born here, but my family's roots are all in India, and my grandfather, my great, great grandparents, my dad's grandfather was actually in his time it was during the independence time in India, when they're when they were trying to get independence from the British regime. And during around about that time, my grandfather, my great grandfather was also a huge criminal defense attorney in India, okay. And not only that, he was a member of the Parliament as well. And all of his brothers were also some they hold they held some position of political power and not a small one, like, like, something like governor of the state, you know, equivalent to that. And so I think like, it kind of just runs in my DNA, unknowingly, like those characteristics that you would see in a lawyer. And I just those I was very honed into them beforehand, even before, you know, I truly knew the deep history of my family, per se. And it just kind of was a very organic thing for me, like I did debate in high school I was you know, I loved doing all that stuff and went to college. I did business undergrad. It was University of Texas in Austin did business undergrad, but I'm like, I'm gonna go to law school. So even in my internships, they're like, Oh, so do you want to join us? I'm like, No, thank you. I'm going to law school.
You're like, I know exactly what I'm gonna do. Oh, my gosh, I have never known what I you know, I always wondered like, Why don't people know what they want because I was on the opposite spectrum. But I tell you this and I also laugh at myself because the thing is, you know, those pivots in life don't happen necessarily to everybody at the same time and sometimes you get a whole nother rebirth at a different stage in life. And my rebirth happened after I had my kids because, um, you know, I went to
law school, I did all that great stuff. I started my law career as a prosecutor in Harris County. And so for lack of a better way, I put people in jail. But I was in court all the time. I had a lot of fun, it was a lot of fun. But it's a lot of work. And like tons of work. And in the process, I also got married. And so I was just like, you know, I, I'm married to my husband, I have my law degree, nobody can take that away from me for my education, right, I am not married to this job. And I knew at that time that I wanted to really enjoy my first years of marriage, rather than living like we don't even know each other, because our schedules would clash so much. So I got the experience I needed I, you know, created my network and did what I needed to do. But then I also was like, this is a time to leave. So I left. And I started my law practice at that time.
And if that will at that time, it was a very different practice. It looked very different. I was serving other businesses, but not necessarily my creative entrepreneur community that I am serving now. And then I actually, you know, I actually had a, you know, I started this practice, and then I got pregnant with my daughter. And right before she was born, I finished like, all the all the clients work that I had on my table, I finished it. And I was just like, I'm going to close up shop right now I want to spend time with my children. I want to spend time raising my child. And so you're in solo practice. Yeah. Wow, I did solo practice. I'm going to close up and be a mom. Yes. So I you know, you know, Angela, I actually thought my vision was such where, when I started my solo practice, I thought, well, let me start this. And then by the time I have children, it will be a well oiled machine.
Yeah, that's it happened, though. That didn't happen. Because, yeah, but that didn't happen. I was really young. And I was just, I didn't have the right projection on what I was doing. There was no plan of action there was just doing. And so I, me too, yeah, the first 10 years of my life. Yeah. And so you know, when you think back, you're like, Okay, great. That was awesome experience, but also closing up shop. And you know, being a mom was a hard decision to make definitely was trade offs. And it was definitely a decision I chose for myself. And you know, and people are like, well, you made the decision. And you were so lucky, because you were able to do that. And I'm just like, but Hello, I actually had a trade off two. And mean, you know, yes, it was my choice. But I also didn't work for six years, that was a long time in professional life, not to be working. And for the longest time, I was also kind of embarrassed to share that, because I would feel like, what the reason is not for any other reason, but for where, if I am, you know, I'm a lawyer, and I, if I go into a group of other lawyers, especially men, and I'm like, I haven't worked for six years, they're gonna be like, Why are you standing here with us? Honestly, that's what I thought. Not that they're thinking that not that anybody has said that to me. But it's your own insecurities totally up. Right. And so I had to come to terms with that, because I also had to realize that those six years I had two babies, I was sitting on the board of multiple charities in Houston, and, you know, nation, national global charities as well. And I was also organizing and helping events and creating, I was creating those six years, I was helping my husband, who is an entrepreneur as well has a family business. I was helping him with his marketing and his events, and I was creating again. So all of this experience that we feel like it's not enough because it may not align with what our education was, or what we feel like we're meant to be, was actually just helping me build a stronger foundation for my business later on, which I didn't know until I organically fell into that
step. Awesome, though. Yeah. And did you decide like, after the baby's went to kindergarten, like, Okay, I'm gonna do, I'm gonna get back into it. So yeah, so my daughter started and then I had my second my second one. And then he was starting school that year, actually, that he was the year before he started school, actually, I went to a blogger conference because I had started this thing on Facebook called city Tatler. And city Tatler was this very, like just a group of people who are sharing what's happening in their city or if they have questions, they can basically ask live questions, because it's a group and people can answers. It's very interactive. Let's talk about our city or our travels and share information. And that kind of led me to this blogging conference in 2016 is called the thrive blogger conference. It's amazing and I you know,
I happened to go into this thinking, oh, maybe I'll start maybe I'm doing this blogging thing. And I actually started talking about my background and and people just stop talking about business. And now they were just, like, hooked into the legal world, and hooked into oh my gosh, we have these XYZ problems. And at that point, I'm like, why don't you already know this? or Why haven't you already done?
Because as creatives we don't know what we don't know, until shit goes down. And then we're like, oh, shit. It was so it was so needed. That's the thing, right? Like, I just happen to have that knowledge. If I did it, then I would have been the same boat as them. You know, if it's like me going to the doctor, and they're being like, why didn't you get here sooner? I'm like, I don't know. I didn't know it was wrong. exactly what's wrong with me? You don't know. Yeah, you don't know what you don't know. And so that, that kind of opened my eyes. And it was, again, a very organic way for me to say I understand the creative industry, because of my all the experience I've had. I know what you want, I know the passion behind your business. And now I can really serve you in a way that will help you not only create a solid foundation for your business, but also help you pursue your passion with confidence. And that's what I do. And I love doing it. I really enjoy doing that. I wanted that. Yeah, it just, it just really was, you know, when we when you reflect back, and all the insecurities that you have in life, sometimes you also realize it was designed for purpose. And if you take it that way, and use it as a tool, then you can really help whatever focus or your you know, where you're moving forward in. Absolutely. So when COVID this pandemic thing hit? How did it change your business? Or did it change your business at all? So for me, COVID I feel like, I don't know, for me, it was like, almost like a COVID proof business. If anything, I got more just because what happened is I got I got more busy, which was such a blessing. But at the same time me getting busy means somebody else's hurting at times. Yeah. And so, which also has some, like a narrative that I want to change with my creative community, because I feel then, you know, the creative entrepreneurs or entrepreneurs in general, we like to, you know, jump off the plane, and then figure out how to make that, you know, whatever is going to help us and help, you know, make that parachute, we're not going to think about how to build a parachute before we jump. And so I feel like with law, also, we need to change the narrative a bit, and not make us a reactionary, but more so preventative, and proaction airy. So, you know, during COVID I did get busy, but I got busy because I you know, as creative, who I serve, I serve a lot of event industry professionals as well, which includes your event planner, venue, you know, venue owners, it includes also photographers and other types of vendors as well. And so unfortunately, that became a huge problem, because of course, people were not even able to have their events the way they wanted to, especially weddings. Yeah, there was lots of cancellations happening, lots of rescheduling happening. People didn't know what force majeure was, they didn't they're like, Oh, we've always seen in our contract. Luckily, if you had one, if you didn't, then that was also an sLl situation. Yeah, but it you know, it kind of like brought into light this whole, you know, clause that people generally overlook, and are just kind of like, gosh, this is taking up so much space in this contract.
But when you need it, it's insurance. And so that's what I started doing a lot during 2020 a lot of my work was helping people figure out the their business, the trajectory of where they're going with their clients, and not just creating a contract for them, but also talking about legal strategy, like strategy that kind of turns into business strategy on how to handle these situations, and how to actually implement them for the future. And not just this one person, but how to make it as a business process in your business. Mm hmm. So for any business owner listening, and they probably have maybe by now figured out like, I don't know, I feel like I have a
I mentor some some younger entrepreneurs, and they aren't even asking the question of, what should I be putting in my contract? Or like, how can I protect my business like, even though you would think like if you go through it once, and then you would protect yourself? It's like, I'll never forget. I never had a dirt clause or like an asshole clause. And then I had this client who was he was just mentally ill. He really was and I can say that because I worked in
a mental hospital. But I didn't have any type of protection protecting me to get out of a situation. And so when I presented that, and of course, he threatened, he's like, well, if you don't finish out this project, I'll sue you, and blah, blah, blah. And so we did finish it out. And I mean, I was much early, younger entrepreneur back then. But then after we finished that project, I'm like, never again, we have to have we have to protect ourselves in our contracts. So that if there's a moral behavior, which there was if there's lying or stealing, or, you know, basically a jerk clause, and in talking to a lot of people, I've been speaking to a lot of rooms on this new app called clubhouse.
But yeah, it's like, I'm fascinated by the fact yesterday, I was in a room and we were talking about difficult clients from the psychology angle. And someone said, I mentioned having like a jerk clause in my contract. And they're like, what is that? What do you mean? And I'm like, well, when you work with a difficult client, and you're not protecting yourself, or they're acting immoral, or their money laundering, if you watch Ozark
loving the show,
part of shit like that before, it's like you want to protect yourself and get out. So what are some things that anybody that's listening? Like? How can they really make sure that they're protected in their contract? First off, if you don't have a contract people, you've got to have a contract or service agreement period, then like you have to, but what I'm saying is really do because I don't feel like people understand, no one really talks about this, like, What's an act of God? Or like, what do they need to protect themselves, like in future pandemics? Because we're here for this not even though the large brands right now, that's it an omni like, no one was prepared for this? No, they weren't. I know, like. So just talking about the Hilton's and the omnis of this world. And then I'll go into that, what can they do to protect themselves? The Hilton the armies of this world? Yes, they did not. They were not prepared. But then I also saw them really taking this out and stretching out the whole Well, let's just reschedule or this is not become this kind of a tear in our internal operations, where we would consider canceling this event, which is so ridiculous to me. I mean, straight up, are you are digging into providing the manpower to host your event? Because of COVID? If they're not, how can they say that you have to still stick on to this contract, like it burned me when hotels were acting so outrageous and difficult, in a time when everybody was suffering, and everybody was confused and hurting and in all different manners, right. And I think
the pandemic also allowed many businesses to speak volumes about how they are as a community leader, and how they are in building their community, as opposed to being greedy and very money centric. Okay, that was really a TED talk on that, okay, now.
It just bothered me. Okay, so I'm going to the what can you do to protect yourself? So I know that a lot of event planners use different types of CRM, right? You guys sometimes they'll be using I think IO planner, or they'll have honey book, or they'll have dubsado, or just whatever, the CRM czar there, right, those are just a few of the many. And those serums also provide contracts, which is great if you are, you know, there's different types of contracts, there's different levels of service illegal provider can give. And in my business, I provide different tiers also, because I know that my clients are coming from different budget backgrounds. And so when you have those CRMs, a lot of them have built in contracts, or they have contracts you can use. If you're just starting out, that's great. Use them but please read it. Number one, read your contract. Actually, number one is have a contract. Number two is read your contract, please read it. Don't hand over a contract blindly to a client or any other person across the table, because they're going to ask you a question. And when you can't answer that question effectively. And with confidence, they're not going to want to sign that contract they're going to be they're also going to wonder how, how good of a business owner you are, and how much do you know your business. So you really need to read it and understand it. And also see if that contract is aligned with the way your business is running. If these templates are there, they're they're great. I offer templates to on your contract buddy. But you also have to see if it really aligns with your business practices. So you have to at the end of the day, kind of curated for your business if you haven't already. Some things to watch for in these contracts. Make sure the terms which is the payment the
Services you're providing are pretty on point. And they're details in the sense of, you're describing what you're doing. And you're describing the conversations you've had with your client. And you're not just adding some random things in there that are a surprise, you owe me this much money now, because that's really not going to cut it. So don't have any surprise fees, unless you've already been upfront about, I might have to charge you for anything extra that we not talked about here today. And it's going to be at the price at that time. And, and things like that do happen, right extra hours in the event in the event industry, or you know, and an extra person or something happens last minute. And so you have to make all these changes. And so those things do take time, and you want to be upfront with your client that I might have to charge extra for that, because it's something that we're not preparing for.
Another thing to look at also as fino to help you exit, or to help give you a little bit more cushion on discretion, is that jerk clause that you were calling? Yeah, it's more like, it's more like just, you know, providing a safe environment for you. Whether that is misbehaving behavior by a guest, even somebody who could be harassing or speaking badly, or I've heard of photographers walking into a photography session that they're supposed to have with the groomsmen and half of them are naked, like, when they should have been absolutely ready for that photography session. And, you know, it's, it's, it's scary, and if they've been drinking, and things happen, but you need to have a clause in there to say, Hey, listen, if we're uncomfortable, we're going to leave. And that's it. That's that. And so that allows that freedom, also to say, I am not going to stand here and feel berated or feel scared for my safety. Because I've I've said, I'm going to work for you why working doesn't mean that I'm going to compromise all these other things. Right? Right. And I mean, there's, there's there and of course, you have to give discretion, you can't just be like, oh, someone said this to me, I'm offended, I have to leave. Like,
it's very discretionary. Yeah. And I would definitely, you know, have a conversation with the people that have hired you, or have signed a contract with you, your client, and tell them the situation. And if they have not cured it, or made it better, then of course, leave, you know, there's just no other option. And, you know, the safety environment is not just the way people are behaving with you, it's also about how you were saying money laundering, being a criminal, you're part of a criminal activity unknowingly? Or, you know, even like, if you know, that they, there are people there that just see for the COVID right there, they know that there's family members that are sick, and they're not getting testing, and you found out, I mean, I would want to leave them feet there. Yeah, cuz you don't know when you're gonna you don't know when it's gonna happen. So, you know, that's a very important clause to have a clause that sometimes people don't think it should be there, or they think maybe, you know, I had a lot of clients last year, who was basic or not, could not just clients, like other people who were like, Well, we've never had a problem. So I don't know, if this should even be a part of my contract. Or I had clients who said, well, I've been really blessed, I don't think we need this, I don't think we need that. And so I was like, it's okay, if you don't need it right now. Just keep it in there and delete it. If you don't want it, when really, I want you to have it, I want you to have this clause in there. Because you've you know, you've you've had a good stretch right now of good clients with that one client is what makes you want to have all these clauses in there. So so you know, having that and then the I know, right, and then a long line longer. Yeah. And you want to model release, where you're, they're allowing you to use their images and you know, the images of the event for your personal advertising and promotional materials. You want to have them agree to that. And you know, of course, a really a solid rescheduling and cancellation policy where it's pretty clear on what that is and how it looks and the process to follow also. So it's not just when you can cancel or reschedule but it's also if you can reschedule, then you can get a timeframe for it. And then if you are canceling then what is the roadmap for that? How does that caddis cancellation look? Is it just cancellation? everybody walks away? Or do people keep a certain amount of money with them? Or, you know, do you get a refund? Like what does that look like? And so you need to make sure you had that written in there. Yeah, so have you had a lot of, I'm just interested to know because I know like no one was really prepared for this. And so have you had a lot of people that you've seen completely change their reschedule and their cancellation policies since the pandemic? Absolutely. I have personally like
You know, this has been like where you sit down, you talk about what their business what they want to do like their ethos for the whole rescheduling cancellation. And it's very surprising how everyone has a different way of handling it, because a lot of is emotional. A lot of its, you know, based on what they feel is right or wrong as well. But generally, a lot of them have put in, you know, a lot of the contracts that I've looked at, and we've done, a lot of them have where you can cancel, and if you're canceling, that's fine. And then the refund depends on the time of cancellation. And, again, the rescheduling is where we've really curated A lot of it. And the rescheduling is, if it's, you know, first time COVID related reason, we can reschedule during this period of time, prices can be or cannot be the same just depending on the company. And then the second time, we're not going to just give you that courtesy a may or may not have it because you know, I have had people that I've talked to in the industry where they've had clients change three, four times because of COVID. Because they're just waiting for people to be able to get together and they're waiting for the big gatherings. And that's just not fair to anybody. You're just, you know, string somebody along is just too much too much waiting and too many other things that are paused. And
you know, as vendors or service providers, you have a lot of other you're you know, you're booking a date, you're booking your vendors, you're trying to prepare, and then all of a sudden, you have to change again. And of course, on the flip side, they're their wedding couples, this is their, you know, for wedding couples or even from birthday, or a big event is the only time we're going to have that event, and you want to celebrate it. So there's a lot of emotional attachment and investment happening in the event also. So it's a delicate situation, which I think if we can navigate it as business owners in a way where you're showing consideration and compassion, but at the same time trying to you know, make them understand where you're coming from. When, you know, I think like, especially for new for new business owners a lot of things that they don't do, a lot of times, they don't communicate enough. And a lot of the process of communication of sharing what your policies are, what your expectations are in your service. And what you expect from your clients is done in the onboarding time. That's when you know, they're the first call comes in. And then afterwards, you might meet them in person or on zoom, and then you share some more of what you're expecting and how things will look. They also understand then if you're like, Hey, I can't keep rescheduling? Because I have all these, like five other vendors that are waiting on me each time.
Yeah, and people don't understand that. And so, like we even have events that were supposed to happen in early 2020, we have now moved them. This is the third time, which, you know, I think people thought Oh, the ball would drop in 2021. And like the shits gonna go away. And it's like, No, in fact, it got worse, at least where I live, we had the highest numbers in the world there for a month or so is really embarrassing in Nashville. But the health department would not allow us to have any events like every single time and every city and every county I'm even learning. They all have their own rules just fine. And we some
to clients in particular, it's like, I am not God, I don't set the rules. This is not your fault. This is not my fault. This is no one's fault, and we can't change it. This is simply the rules. And so we've changed venues multiple times because one of the venues completely shut down. They just said we're not having anything for at least 15 months. They furloughed all their staff, all their musicians, it was at the symphony and we do a lot of events there. And so we went found another venue and then that venue said, you know, there's no way we're new venue, there's no way that we're going to close down like nothing's closing us down. We're 50% Hotel 50% event space, but then when the county that the business sits in says you cannot have any events without submitting paperwork to the health department and the health department has to okay it so we started to go down this route early January for a client for February event. And then another planner that I actually coach This is where the coaching consulting I'm we're also well connected. Thank God, yes said something to us about well, we had 150 people which was 30% capacity for this large space, and they denied it. And so then they appealed it and they came back and said you can have 25 people with two drinks with a five hour event. Notice for no band no like you
Get a background. But it's like, if you're stripping away everything, like what's the point of the effing event. And so after that I'm like, you know what, we're not waiting until two weeks before any event to submit any paperwork, we are just going to pull it, we're going to tell the client, we're not having it. And so we've ended up doing that with with all of our clients, and some of them for corporate, they have allowed us to take that food and beverage money and and create online platforms and digital, which has been great. And the positive thing about that is that it didn't say that in our contract, you know, originally supposed to be an in person event at the Omni for 500 people and but I'm just I was kind of, to the point of where and thank God for our business attorney who like has our back and like, check, make sure our ass is covered and everything but right, you know, there was an addendum to it, where it's like, Okay, this is what we were doing, you know, we're going to change this. And luckily, I just think that like remaining flexible has been really good, especially for Nashville, like, the vendors have been gracious. And I always lead with I know the contract says this, because I want to acknowledge it like you have a contract for a flippin reason. Like, however, due to what the health department is saying. And we know that we can't just slash 150 people off this guest list. Like if we were to move it to the fall, or if we were like it, I know that there is there was like a tiered like a cost breakdown. So it's like, if you move to the summer, if you move to the fall, if you move to the winter, if you move to 2022 you know, there was a pricing tier and every single person that we've talked to, they have been they have a heart. And they're like, you know what, this isn't your fault. It's not the clients no one's fault. And exactly what you just said, like there's so many things that you have to make sure are gonna work for about 45 different flippin vendors. It's not just the the ceremony location, and then the reception location. But then I like, there's only one type of photographer that that this client wanted. And then we found a day and then the photographer was like, I'm not available. And then I'm like, Oh, geez. And it just it brings up this whole, it's like a domino effect. And there's a lot of planning behind the scenes that people don't see. And then it is time consuming. But as it is people have been very gracious and flexible. But addendums have been set out to say like, this is what the expectation is, this is what the food and beverage minimum is. And some of it is a little bit higher when you're dealing with inflation every year, regardless of a pandemic or not. Right. But have you seen that people are being more flexible? And not like, it has to be like this kind of? Yeah, no. I mean, everybody's more flexible. Okay. Most people are flexible. And that is because everybody again has a heart, like you said, and their understanding that is the situation that is so out of their control, right. And while COVID is not a force majeure event anymore, because everybody has known about it, and now they can take actions according to force Mazar, I mean, according to the COVID, and, you know, the policies that are happening, but what what you're right, though about is the fact that each county, each city, each state has its own, you know, rules that are happening in the state might say something, the governor might say something, and then the county is like, nope, nope, we're not doing that, we're gonna make it even more narrow, and this is how it's gonna be. And that's because, you know, they have the, like, legally, they can do that. And legally, they have the authority to do that. So they do it. And I feel like right now, everybody's, you know, health is what is most important, it is trying to make sure that this is not becoming a mass hysteria, like it was in the beginning. So yes, I do see more flexibility. I do see clients, like, you know, the people, the clients, and even the vendors and all being more flexible. But at the same time, I do see the flexibility causing a lot of pain, right? It could be financial pain, it could just be stress. It could also just be any, any, you know, relationships, also, whether it's, you know, personal or business, kind of getting
overshadowed by all of this as well. And so flexibility does give ease, though, it takes away a lot of the stress that somebody might have in order, you know, just to make sure that they're doing everything that they're supposed to do. And another great clause to have in your contract. We just, you know, to kind of give extra flexibility in a contractual relationship is to have a waiver clause. And the waiver clause is just saying that just
Because one party might waive their right to invoke their rights under the contract, and doesn't mean that they're waiving it for the future. So it allows you to say it's okay, if you can't make this payment right now I get it. But, you know, if they continually do that, or just don't pay you, that doesn't mean that you've now you've completely, you know, erased your right to go and say, Hey, you breached your contract, because you didn't pay me. And so they can't say, well, you allowed me to not pay you. Right. And so that's a great I love, you know, it's a very sub boilerplate clause, and, but I love it, because it really gives flexibility to the parties to also kind of show, you know, go with emotions and the flow of that when the relationship and the season that they're in. Yeah, and one more thing that you brought up that I want to circle back to so yeah, talked about event, images and video, and I got into a little bit of a, I guess, a gray area, where in my contract, it says in the clients can either initial it or not initially, that any of the design photos, like we can use and repurpose, and I have a coaching program, and I have a photography online company. So anything that we do, we can use towards, you know, like you said, market do whatever. And I even had times where I hired my own photographer paid them, because I wanted my own images. And the vendors loved that. But I assumed which you should never assume guys that you know, those images, right? Well, a lot of these people, I was friends with them, we would work together a lot. And then once I made a company out of the design images to help inspire other people, I had a photographer come at me and said, those are my images. I own those images. And I'm like, No, I hired you and paid you. And so she tried to sue me, which I don't know why you would bite the hand that feeds you business. But it was it was a much bigger, there was a much bigger issue going on there with some images that Apple had used, or some other large brands.
And it was all about credit. They just wanted the credit. And I'm like, well, let's have a conversation, she would never have a conversation with me. She's like, you need to get there my attorney, our attorneys can talk I was like, Okay, well, I've got an attorney do. And so my attorneys like From now on, even if they're friends and you work a ton, he's like, you have to have just, even if it's a contract in, it's a half of a page, that if you if you hire them to take pictures for you that you own those images, and you can do whatever you want with those images. And because I am a creative, and I'm a nice person, and I just like to have fun. Like I didn't even think that it was going to be a problem. But the bigger thing that that this person didn't know was we were going to give all of which we still do we pay the creatives, a percentage of anything that we make off of our stock image company. So it's a way to create passive income. If you submit those images. My clients had no problem with it. But my attorney was like, this is very gray, because you really need a contract with the photography team and with the video team if you're going to use the footage, you know, in a different way. And so we ended up just like hiring our own internal person so that we can own all of our photos. stuff. That was actually the best route you took. Yeah, by hiring your own internal person, like as an employee of your business, right? Yeah. So it's become, you know, this big thing where it's like, I was never trying to steal an image or, dude, I like it. And then it goes, it goes all the way down to like, well, then you've got the florist that is creating the flowers. And then you've got the rental car, and I'm just like, Oh my gosh, I was just trying to help the industry. People like this is getting like way too difficult. But it all comes down to having your legal shit together. Yeah, completely completely. You got to have it all buttoned up. It's absolutely. So you're so right. So this whole, you know, I'm glad you brought it up the intellectual property side of things. So this one, this particular matter that you're talking about actually goes to copyright and your lawyer was giving you the right guidance on that. So what happens is that most people don't know this unless you're in the industry is that photographers actually own the, their, their images, you're only allowed to use it to showcase it to your family, or on your, you know, on your social media, if that's if that's if they know that they're creating it for those reasons, but you're supposed to not really profit from them. And because ultimately, it's intellectual property that's owned by the photographer. Those photographs are an original
Work of authorship that's put into a tangible medium, which is the actual definition of copyright. And that is owned by the photographer. Now, in order to get ownership of that, the photographer has to assign you the right to own it, where there's actually a written instrument, technically, that says that you that he or she is assigning you the rights to the photographs, or videos or anything that they're creating, and that ultimately, you have rights over it. And they are not going to be taking you, you know, royalty or anything like that. Now, also another way to bypass if they don't want to give you rights as a license license for you to use it for your personal reasons. And it would be a pretty, pretty broad license, where you're not paying them anything you've already paid them. And you're just basically able to use it for whatever purposes you want. A lot of photographers don't do that, though, they don't like to give all that out, because it is your work. And sometimes they want to showcase it for whatever reasons. But I think your your solution, if you are a company, and you're a big enough company, where this is where you are, you know, creating images for another revenue stream or another aspect of your business, the solution you chose is to hire an employee and have them take photographs is the perfect solution, not an independent contractor, but an employee. Because whatever an employee does, within the scope of their work during the time that they're working, is owned by the company that is hiring them. Yeah. And so all the work product that they create is owned by the company. Whereas on the flip side, an independent contractor which would be your photographer in this situation, they actually own everything unless you have a made for hire clause in their contract, and an assignment of rights in their contract.
It just it gets so like muddy or conflated. I know I'm like I was just trying to help the industry. I'm just trying to, instead of my coaching clients like buying stock images to make it look like they've done luxury events. I'm like, they actually have somebody that they can come back to to coach them and consult them on like actually how to do it. And that's the thing with Pinterest. It's like people see these images. And they're like, yeah, I can do that. Maybe do it for 40 people, but then you ask them, I mean, you know, for Indian weddings, it's like we would have eight 900 over 1000 people at these Indian weddings. And like you have to, like duplicate all of these design things. And like if you don't have your team together, like it's just not that easy. Yeah, so it just it? I don't know. Yeah. I learned a lot about that. Yeah. And just another thing is that attribution does not give ownership, attribution also does not give you the right to use somebodies copyright protected content. Of course, a lot of people are okay with it, because they get recognition. It's, it's a form of advertising for them. And so a lot of times people one don't even know that they think attribution equals, you know, the, basically the agreement to use some meetings, but that's not true at all. attribution is just courtesy.
That's all it is. And so it's a good thing to have, it's a good thing to do. I like to attribute my photographer and every picture that I posted my brand photography, but at the same time, it's it's a professional courtesy that you're giving. It's not a permission. Yeah, it's just
it's like so much communication. Sometimes it's like if you just have a conversation about what the outcome is, and then put it in a contract so that you make sure that you've got your book covered it. Absolutely. I think contracts are so essential. It's so important. It's so important, it doesn't mean you're undermining that relationship or thinking that people are not trustworthy. You're just further edifying all the conversations you've already had. That's all it is. Absolutely. Well as we wrap up because we're out of time I know that people can go I want you guys listen if you don't have a contract or if you need like a brush up go to your contract buddy calm your your site is awesome. And everything in the show notes because you've also got GB p law comm as well. Yes, you've got tell us about the five day legal challenge. Yeah, so my five day legal challenge is actually the ability to self audit your business. And it really gives you a lot of empowerment because you've kind of it exposes different layers of protection your business could need and also areas of law that are pretty prominent in your business. And it gives it's like a guided sell
audit that you can do with lots of worksheets and prompts. And so it's really intense and pretty robust. But it really helps and plus you get some videos with me in it and your email, but you know, it's an email self paced, self audit. That's awesome. We will put everything in the show notes. So if you're driving or you're doing something else be safe. Okay, because I know a lot of a lot of you listen while you drive. And then what is your favorite social platform for people to connect with you on? I am super active on Instagram I clubhouse I'm still navigating. still figuring it out. I'm like, Do I really have this time? Not really. So no, I mean, honestly, I love Instagram. I put out a lot of information. I have a lot of legal one on one type stuff on HGTV and plus lots of links to other free stuff. And just DM me, I love connecting. I love talking. That's awesome. Thank you so much for your time today. This was amazing. Thank you. Awesome. And everyone that's listening. Thank you so much for listening. And be sure to tune in next week to another episode of business unveiled by y'all. That's it for this week's episode of business unveiled. Now that you have all the tools that you need to conquer the world and GSD get shit done. Would you share this with your friends and fellow business leaders? One thing that would really help us and help new listeners is for you to rate the show. And leave a comment and Apple podcast, Spotify, Stitcher, or wherever you tune in and listen to business unveiled. You can check out the show notes at Angela proffitt.com slash podcast and link up with us on social media so you can share your biggest insights. And I want to know your aha moments. Until next week, remember the profitable shifts and structures you're creating in your business help you be more present in your life. So get out there and GSD

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Published: June 8, 2021

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