• JJ Machate

Contract 101 With JJ

Going through contracts can be a mundane task but a VERY necessary one that can save your butt! It’s saved mine/my clients on more than one occasion and I make sure to always go through them with a fine tooth comb. If you’re new to this, my best advice would be to find a system that works for you: have a document that bullet-points what you should look out for in contracts so that you can easily refer to it when reviewing one and ensure you don’t miss anything.


A FEW THINGS TO KEEP IN MIND:

  1. Be clear in what edits you’re asking for and how you’re asking for them.

  2. Ask for a workable document. Most of the time, a company will send you a contract in PDF format; ask for a word document (see more below).

  3. Redline your edits. The easiest way to ask for amendments to a contract is to either redline directly in the contract or add your notes via the comments feature. This will allow your contact to easily know which sections you’re referring to and allow you to keep a history of what was asked for & what was edited.

  4. Know your value. Especially when it comes to where your content and likeness/persona will be used.

  5. Don’t be afraid to negotiate. For example, the company requests exclusivity that you didn’t agree to initially – can they do 1 month instead of 3 months?

  6. If there’s a clause that you don’t understand, don’t be shy to ask questions or for further clarification.

  7. Make sure the company applied the approved edits. When the company sends you an ‘updated’ contract to sign, cross reference it with the edits you requested – don’t assume they added everything you asked for.

  8. Ask for a counter signed copy of the contract. A lot of companies will ask you for the signed version but won’t take the initiative to send you a copy with their signature.

  9. Store all of your contracts somewhere safe. Make sure you save all of your executed contracts somewhere so that you can easily refer to it in the future if need be.

WHAT TO LOOK OUT FOR IN REVIEWING CONTRACTS:

General

  • Are all of the parties clearly defined

  • Is the company’s information clear

  • Is your information (name) clear and correct

  • Is there an effective date (i.e. start date)

  • If there are reference(s) to briefs, exhibits, annexes, SOWs, are they included

Deliverables/Timeline/Approval

  • Is the scope of work what you agreed to (pay extra attention to the number of story frames, swipe up links, link in bio, etc)

  • Is the timeline what you agreed to

  • Are you comfortable with the approval terms they’re requesting - Typically, a good rule of thumb is to allow one round of edits in the event that you don’t follow the brief/guidelines - If approval/edits are not mentioned in the contract, make sure you ask to add this clause in

Ownership/Usage/Likeness

  • Is the content usage what you agreed to - Rule of thumb: the company can repost your content organically on social media, but if they request to use content for paid ads/whitelisting, advertising, print, website, newsletter, etc., you should ask for a fee

  • You should ALWAYS own your content, exclusively - If you see something that says you assign/transfer rights to the company, ask to remove it

Term/Termination

  • Make sure there’s a termination clause in the contract

  • Are you comfortable with the clause

  • Make sure you’re also protected, especially in the event that you’ve already provided services, shot or posted content

Fees/Payment

  • Is the fee what you agreed to

  • Is when you can invoice specified

  • Are you comfortable with the payment term (i.e. 30 days, 60 days)

  • Is the payment method specified - Consider requesting it if not, incase there are transfer fees you or the company need to take into consideration

  • Is there a late payment policy

  • Do you have all information in order to invoice them - Correct company name - Correct billing address - Tax information (if applicable)

Exclusivity

  • If you didn’t agree to exclusivity, consider asking to remove it or request an additional fee

  • If you did, are the terms what you agreed to - Make sure the length of time is accurate - Make sure the categories or brands is clear

At the end of the day, know that most companies are open to discussion and even expect you to come back with amendment requests. Don’t be scared to ask for edits; if a brand can’t agree to some of them, they’ll simply tell you and you can decide whether or not to move forward with the contract!