The Ultimate Blog Podcast - 77. Mastering Contracts and Negotiations: Empowering Bloggers in Brand Collaborations with Rob Finkelstein

Episode Date: June 6, 2023

Ready to tackle the world of legal contracts and feel confident in your negotiations with brands? Today, Rob Finkelstein is here to share more about that with us! Rob is a practicing lawyer who, several years ago, became a pastry chef, food blogger and food photographer. He created an online course, Understanding Food Photography Contracts, to provide food bloggers with a form contract and to teach them what all the legalese means, how to use that knowledge to leverage negotiations, and how to work from a contract form provided by a client.  By the end of this episode, you'll feel empowered and knowledgeable about contracts, negotiations, and protecting your work in the blogging world!Thanks for listening! Connect with us on Instagram: @sparkmediaconceptsCheck out The Blog Depot. This is a community and course that we have set up for you if you need questions answered before you start your blog. Join The Ultimate Blog Bootcamp, our online course and coaching that helps you build the blog that you have always dreamed of.Check out BigScoots plans using our affiliate link to see what plan is best for you for your blog!Check out the show notes (link below) for more information including links and resources mentioned in today's episode!SHOW NOTES: www.sparkmediaconcepts.com/episode77

Welcome to the Ultimate Blog Podcast with Amy Reinecke and Jennifer Draper. We're on a mission to empower women who want to start or grow their own blog. This podcast is for women who want to learn blogging basics and who crave inspiration and encouragement. Whether you're just getting started or have been a blogger for years, we're excited to welcome you into this space where we are passionate about creating community over competition. We are bloggers who want to encourage you to believe in your potential, step outside the norm and step into a life where you create your own schedule, your own success and your own story. Join us for weekly episodes as we navigate blogging

and work from home life all while raising a family and having some serious fun along the way. all while raising a family and having some serious fun along the way. Welcome back to the Ultimate Blog Podcast. Jennifer and I are really passionate about making sure that we educate you guys when it comes to blogging and all the ins and outs of it. And legal contracts is something that is honestly a really big piece of blogging and something that a lot of people either ignore or don't do all that they need to do in order to understand them. And so to break this down, we have brought on Rob Finkelstein to talk about this. Rob is a practicing lawyer who several years ago became a pastry chef, food blogger, and food photographer.

Running his blog, Cinnamon Schtick, introduced Rob to other bloggers who sought legal advice. Representing those bloggers influenced him to create an online course, which is Understanding Food Photography Contracts, to provide food bloggers with a form contract and to teach them what all the legalese means, how to use that knowledge to leverage negotiations, and how to work from a contract form provided by a client. Today, we are going to empower you so much. Well, let me rephrase. Rob is going to empower you about all things you need to know about brand contracts. Welcome to the Ultimate Blog Podcast, Rob. Thank you so much. Thanks for having me. I'm excited to be here. Yeah, we are excited. And before we hit record, we're like,

legal. It's so fun, isn't it? It's like this riveting topic, but we're going to make it fun today. Absolutely. It can be fun. It can be. And it's important. It's a really important piece of blogging, especially as bloggers start to grow their business and they start to want to work with brands. You need to have that understanding. So let's back it right from the beginning. Let's assume that somebody hasn't done any brand work yet. And they're having an opportunity to work with a brand now that a contract is involved. What does that process look like from the start? What is something that you would need to have first and foremost in order to work with a

brand in order to receive compensation, what are the important things to note that you need? So, okay, let's, the first thing, just because I am a lawyer, I do need to give a little disclaimer that I'm not providing any legal advice here. Everything I'm saying is just for educational purposes. Okay. So if you are approached by a brand or you approach a brand and you kind of have like a handshake and a wink, like you're going to do some work together. Awesome. The next thing to do, you need a contract.

And this isn't specific to bloggers or to food bloggers or to any specific type of, this is specific to anyone doing business in the world. You should have a contract. It is so imperative to have one. And I know a lot of people are fearful of a contract. It is so imperative to have one. And I know a lot of people are fearful of a contract, and it's, I think, mostly out of just people's ignorance of what the words mean and the scare that people have of legal language. I get that. I mean, before I went to law school, I didn't understand any of this, so I totally get it. But the point is, you need that. You need to understand

it. And the worst thing you can do is sign a contract without understanding what it says. So once you get that sort of handshake done and you know, okay, they want to work with me, I want to work with them, they're going to pay me something, even if they're paying you in product, you should have a written agreement. It's so critical. So the whole point of it is that people think of contract as almost like a dirty word because they're just scared of it. And again, I think that's out of ignorance. I actually think it's a very sexy word and we're going to bring sexy

back to contracts because it's so critical. And it is sexy because it means that you have thought through what it is you're looking for in this relationship. It also means the brand or business, whoever the other party is to the agreement, they've thought it through. I mean, I can't think of anything sexier than having that conversation, open, honest. I mean, in like a personal relationship, that's what you should be doing also. I'm not here to give that sort of advice, but that would be a good thing to do. And that's why I think contracts are sexy. Because if you've thought through everything that could happen and what you're giving, what you're getting,

and what the other side is giving and getting, and how it's going to all work out, that's sexy. And the point of the contract is it's a roadmap to your relationship. it's going to all work out, that's sexy. And the point of the contract is it's a roadmap to your relationship. It is going to set forth how your relationship operates, when the expectations are met, what the expectations are, all the how, what, why, that's all going in there. And it's actually quite brilliant to have that down in words that both sides understand and have agreed to. And that's what you want. And it doesn't really matter if the contract emanates from you or from the brand or whoever you're doing business with. If you understand the words, you can negotiate. And that's what it's all about. So it's really, I mean, I can't stress enough the importance of

having a contract, but more importantly, of understanding every word in it and how the words all work together. Yeah. I think that it's important to note that a lot of times in life, I mean, I know I personally try to tell people like live in the gray, it's okay. Not everything needs to be black and white, but in regards to brand work, it does need to be black and white. And so if you live in that gray area all the time, just know that there are times that living in the black and white, all or nothing, is actually going to be beneficial for you. And this is a circumstance like that because there's nothing more... I think it's an uneasy feeling. Personally, if you go into a contract and you don't either really understand what you're supposed to be doing, or you don't really

understand what they're expecting of you, then there's a lot of up in the air. And that's an uneasy feeling to work forward and do the kind of work. How do you know that you're actually delivering what they expect and that they're going to be excited to share. But if you have that all very clear and negotiated from the gate, from the start, then both people succeed. Exactly. And I think you nailed it on the head. I mean, there are certainly things in life that can be in a gray area. A contract, you want it as black and white as possible. You want to get as specific and detailed as possible because the worst thing you can have in a contract is an ambiguity. And an ambiguity is any sort of word

or term in a contract that could be interpreted more than one way. Because maybe you're reading that and thinking, oh, okay, that's beneficial to me. But maybe they're also reading it that way. And then there could be a legitimate dispute over, well, what does this term actually mean? And that's where it gets expensive in terms of a dispute. You have litigation, you have to figure out what that means. So that's the number one thing to avoid in any contract is any sort of gray area. That's why it's so critical to really think through. And I'll just give like a quick little example if you're like i'll use food photography as an example because that's kind of my world if you're working with a brand and they say say they'd send you a dm on instagram and they say

hey we love your work we'd love to work with you we're looking for someone to do like two to three photos and maybe a reel you need to get you need a conversation with them. I mean, find out what it is exactly they want. One to two, three to four, that's not helpful. That's nice for that initial conversation to get the ball rolling, but those words should never appear in a contract. You need to have a real come to the table conversation with them and say, okay, exactly how many photos are you looking for? What else are you looking for? Would you also want some recipe development? And having a conversation could be very beneficial because maybe you can get a little more business, charge more money, and that's great

for you. But even just to define the very limited scope of what they might want, that's so important because you can avoid all the ambiguities. Yeah. I do have one question about something that you said earlier. You said earlier that even if you accept free products, you should sign a contract. And I know that that is not common practice with a lot of brands. I do too. You're honestly the first person that I've heard say that. So I would love to hear a little bit more about that. We honestly tell people,

don't do product for free. Just don't do product for posting. That doesn't really help the industry. That doesn't help the blogging industry. If all these people keep taking products for posting and nobody's getting paid, that hurts the entire industry. So that's the soapbox, but you can deserve to get paid. But I'm up there with you because I agree like 10,000%. I get so angry when I see people doing stuff for free because the bottom line is whatever you're doing, even if you're new to the industry and your work may not be, it may not look super professional, they're hiring you for a reason and they want you to do that work. They're just cheaping out because the bottom line is whatever you're doing for them, they're going to profit from it. They're going to use it in some sort of advertising.

So the notion that you should be accepting product instead of even just a few hundred dollars, I mean, I just think it's gross from these brands' perspectives. I churn down anyone who comes to me to offer me a product. I will not do that because I agree. I think it's so detrimental to the industry. Yeah. So let's say somebody does. Let's say somebody's like, well, I do actually do that.

Okay. If someone's going to defy you and me, then shame on them. That's the first thing. The next thing is, yeah, if you are going to do that, and listen, I get it. People just starting out, you want to get some work and you want to start building a portfolio. Sure. I understand that.

If you're going to do that, though, whether they're paying you and say you're doing work for a chocolate brand, if they're going to send you a box of chocolates to work with, okay, that's great. But you're still giving them what they'd be expecting if they were paying you. You're giving them, I'm going to stick with food here. You're giving them a recipe. You're giving them photos. You're giving them a video, whatever it is. That all needs to be worked out in a contract because who's going to own that stuff? What are the rights to use it? Can they sub-license it? What are the terms of any license? Those all need to be spelled out because without that, you're in that world of ambiguity.

And that's just going to invite a dispute down the line. And listen, the brand has deeper pockets than us usually. So they're going to take advantage and they're just going to use it for anything and everything they want. So in exchange for a box of chocolate bars, this brand is now using your photos on their website, on their social media, maybe in digital print. I mean, they're going to profit from that tremendously. So that's why I just think it's so gross that brands don't pay. But that's also why you need an agreement because then you can limit what they're

going to use it for. Because if you say, okay, I want to get my feet wet, you can put into the contract. I will give you two images for you to use on Instagram and that's it. And in exchange for a box of chocolate bars, I can live with that because it's only going on one social media platform. You're not using it on your website. So to me, that's fair. So that's why it's so critical to have an agreement because otherwise, they'll just run wild with it. And they're... I mean, it's really gross what a lot of these brands do because they're just really taking money out of our pockets. And I think it's shameful. Yeah. And I think further on down the road, when you become more experienced, you're going to start thinking, man, I feel taken advantage of because they're still using

this and profiting off of something I created all these years ago. And I had no idea I could have actually charged for something like that. Absolutely. Yeah. And that's why you need the contract to provide for all of that. Listen, if it works out that they are happy and you get more work with them down the line, all the better. But if they're going to keep using your images like that, that's why you need this written agreement to provide for it and provide for what you'll be compensated as they continue to use it and profit from it. Yeah. And we talked about how it's maybe not common for the brands to present a contract to you for this free product. But what do you see most often when it comes to working with brands, maybe more on a paid sponsorship for a blog post or social media content? Do the brands most often come to you with a contract? Or as a blogger, do you need to go have your own contract that you're presenting to them?

have their own contracts. Smaller brands, I feel like it's 50-50. If you have the opportunity to use your own contract, I think that's always beneficial because it's your agreement. You know it. You know what the words are. So it's one-sided in your favor. So I would use that as a starting point. But it's not the end of the world if a brand gives you their contract. You should understand what all these terms mean and everything so you can negotiate. I will share a story that I think is... My mind was blown away with this. I represent a very big food photographer blogger. She's very successful.

She was approached by a huge global brand. And that global brand is represented by a huge global PR agency. They gave her this contract. And basically, it was for recipe development and food photography. You know, lots of images. I think it was 10 recipes and like 50 images per recipe. It was a lot of work. And they were going to pay her well.

They gave her this contract. And she was just like, what? And that's when she really got me involved. And I looked at it and I'm like, look at the title of this contract. It says influencer agreement. At the outset, I'm like, this isn't the right agreement. And as I start reading through everything from ownership to licensing, everything, it was just, it was completely out of whack with her conversations with the marketing people on the terms that they agreed to.

And that agreement was an influencer agreement whereby the brand asserts ownership over everything the creator creates. And that's not what food photography is. And it's just like, wait a minute, what's happening here? So I said, listen, let me mark it up. She was incredibly nervous because that fear of negotiation, I don't want this to go away. But the bottom line is, and this is something I want everyone to walk away with, do not fear negotiation. The brands expect it.

So do not fear it. And you need to negotiate to get what you want. No one's going to look out for you better than you will. Do not rely on what a brand just tells you. Oh, it'll be fine. Everything will work out. No, it needs to be in the contract. And so what I did is I basically rewrote that contract and moved ownership back to my client

because she owns the copyright because she's the creator. And we're not giving that up unless you want to pay for it. And if you want to pay for it, it's going to be multiples of what you're offering to pay. So that's what we did. She was incredibly nervous. I said, don't worry. I've actually negotiated against this PR agency before. I know from experience that there's a disconnect between them and their marketing people. And I suspect that's what happened here. The marketing person just used their standard contract, didn't go to the legal department because it just saves time. That's how a lot of marketing people work.

Okay. And what happened is that they accepted literally every single change to the agreement. And they admitted that this was the first time, as huge global brand this is, it's the first time they hired a food photographer and recipe developer. They've only hired influencers. So this was new to them. So they didn't have the agreement. And now it's kind of shameful because now my client paid me and this brand basically

got a whole new form to work from. But again, I think that's helpful to the industry. So I'm not going to lose sleep over that because I really do think it's beneficial. But the point of the story is, do not fear negotiation. And just because it's a big, huge brand, do not fear negotiation. With a smaller brand, it can be a little easier,

but it's so critical to negotiate every single term. and if you're not wanting to do that negotiation to make it feel good to you and your business, then is it worth it at all? Or is it just going to be a lot more trouble than it's worth? Jennifer had a story working with a brand like that, that it was not very good. And it kind of tainted her entire view of working with brands. And I mean, you learn and you do differently, I think. Do you want to share about your story? Yeah. It was just my first experience really understanding that those contracts were important and that I needed to maybe get some help to make sure I was completely understanding it. So I did hire an attorney to help me, which obviously I had to pay out of what I was earning

in order to do so. But then she was also able to help me negotiate a little bit better. But it was just a stressful experience. Because again, I think it was like you were saying, the brand itself, I was working through a PR agency, and they just were not very knowledgeable. And so going back and forth on trying to create the different terms, it was confusing. It was overwhelming. And quite honestly, I feel like the PR agency itself was a little un was overwhelming. And quite honestly, I feel like the PR agency itself was a little unprofessional. They were doing some things that just were not,

in my opinion, very ethical. They were almost pitting me against another blogger that they were working with and telling me that she was offering them more for what they were paying and things like that. So I think the moral of that story is you also have to trust your gut instincts. And that one feels like one that was not worth what I got paid for it. And I probably should have walked away in those negotiations just because at the end of the day, I didn't feel good about where we landed, but I took it because I wanted to make the money, to be honest. Which is certainly a valid reason, but I couldn't agree more. I mean,

you got to go with your gut. And if you're getting like an icky feeling, then there's a reason. And I agree like that PR agency, I don't think that's nice. I mean, people do that. That's part of negotiating. I think it's a little bit gross negotiating, especially in this niche. But I think it's also, you touched on something that I think is also so critical. In negotiation, it's not just trying to get what you want. I think people get lost in that. And I think the thing to remember is that the best thing that can happen in negotiation, I think, is education. Because

the other side might not be agreeing to what you want because they are not understanding why you want it. And when you explain to them in a clear, respectful, rational way, okay, listen, I hear what you're saying, but this is why I think I should be paid more money because this is how long it takes for me to more money because this is how long it takes for me to do this. This is how long it takes for me to do that. And it's a long process. And in terms of photography, video, they might not have a full understanding of all that goes into it. And once you educate them, if they take a step back, they can put themselves in your shoes and say, okay, I got it. Let's see what we can do. I think it's so, so important. Negotiation, to me, is really about education.

I have never thought about it like that. But you are exactly right. What you said there was so important that the brand might not understand how much time it takes you to do the given task. And so I think we can back that up even further that you need to ask yourself, as you are deciding to work with brands, what is my time worth? Absolutely. What is the bottom line? I think that we're at Tastemaker and there is some, I think, opposing beliefs on what we should automatically have in a contract. Somebody said one number and I know that other people said, yeah, it shouldn't be like that. So just know that one, first and

foremost, everybody handles their blog differently. Everybody has different ways of going about it. And there is no right or wrong. You're able to have different. But it is important to note that you need to know what your bottom dollar is. You need to know when you're working with the brand, because you aren't going to have full... You'll have full creativity to a certain point, but it's going to be in the parameters of their box, generally, with whatever you're creating. And so you need to understand, okay, having somebody, essentially a boss kind of saying, this is what you need to do. This is when I need to buy. This is what it needs to look like. What is that worth for you? Is it worth anything? Is that something that you want to do at all? Or if you're like, okay, working with brands does

add a little bit more stress. I'm in a little bit more of a time crunch. There's more expectations. I might have to be signing away some of this stuff. Obviously, they're going to pay me for. But what would my bottom dollar be? And you need to know that going in. And so that's getting a really clear understanding. What's your value? What is your value? And do not settle for less than that value. It's okay. There's a lot of brands out there who will pay you what you're worth. Absolutely. And I think you also made an important point too, that everyone does run their business differently. And that's okay. And I think what you said is so important. You should figure out what your time is worth, what your work is worth and all that. And then some, I can tell you, some food photographers, bloggers, they charge by the recipe, by the photo and,

you know, X number of dollars for one photo, Y number of dollars if you want more foot. Like that's one way of doing it. Another way is to say, listen, I can give you the four photos you want, the recipe you want, and a reel. That's going to take me a full day. For a full day, I charge whatever. Some people do it that way. And that's fine. However you want to run your business, you run it what works best for you. But take a step back and figure out how much you should be getting. And if you want to charge for a day, charge for recipe, image, that's up to you at the end of the day. But figure out what that number is that will make you say, I feel like I'm being compensated what I'm worth for the work that they're engaging me to do.

Yeah. We've talked about, you run your business the way that you want to run your business because that's why we're entrepreneurs. But we also believe that every decision you make should be an educated decision as to what you're doing, why you're doing it, what the risks are, what the benefits are, and making good decisions about your business based on that information. And I guess if I was going... Or if a new blogger was going to decide to work with a brand, and so they got presented this contract, and they said, this is something I've never looked at before. I have no idea what I'm doing.

What's the best thing they can do to start? Are there certain things they should look for, certain clauses, certain words they should look for, or do they reach out for help? What would you suggest? I mean, listen, in an ideal world, if everyone had enough money, go hire a lawyer. That's the best thing you can do. But the truth is, we all know that's cost prohibitive for probably everyone. So unless you start getting some traction and you're making good money, then okay, great, you can afford it. I think the best thing you can do is just sit down and read the contract. It's in English, even though some of the words you'll be like, uh, that's not English.

But yeah, it is. They're just words that we don't use every day. They're like more archaic and they've been just brought up from the past with us in legal world. Google words. I mean, just to see what their ordinary meaning is, that's how a court would interpret a contract anyway, by their normal, ordinary meaning. So you can get a sense of it.

I'm not saying that that's going to be the end all and that it's necessarily that reliable, but it can give you the gist maybe of what the agreement's about. I really am a strong believer that no one, absolutely no one should ever sign an agreement if you do not understand every word in that. So I mean, to plug myself here, so I do have this course, Understanding Food Photography Contracts. That's the whole point of the course. I have a whole template for a food photography contract, and I walk you through literally what every word means, how it all works, and a bake throughout it are negotiation tips.

And the whole point of it is not just to have this agreement that you can use, which, yes, you will, but it'll also empower you to negotiate with brands when they give you their form contract. So you'll have a knowledge base of what all these legal terms mean. And when you see them in their contract, you can say, wait a minute, this says that they're going to own that, but I want to be owning that. And that gives you some, that knowledge is power. You can then educate them and say, well, no, wait a minute. Under copyright law, when I press the button, I own it. If I'm going to give that up to you, you've got to pay me a lot more money. That's just simple negotiation based on your education of what these

terms mean. And again, sometimes they understand that, sometimes they don't. That's your opportunity to educate. So really, I mean, it's just a matter of education the whole way through. Just read it, sit down, read it carefully. And don't sign something if you don't understand it. Yeah, we all have to start somewhere. And yeah, like you said, let's just read it, ask questions, not being afraid to ask questions, maybe even reach out to another blogger friend that's worked on brand deals before and see if they can explain it to you. There's lots and lots of resources. You have your course. There's so many options to start to educate yourself. And the other thing you can do, and I think this is actually a pretty powerful thing to do,

you can reach back out. If you're working with a marketing person at a brand and you're reading something on a contract, you understand it, call them on it. Because guess what? If they understand it and they can explain it to you, okay, but don't trust it. They're not acting in your best interest. You are. But if they can give you the gist of it, then you can explore it further. But I find that sometimes they don't even understand it. So that forces them to go back and find out what it means. And then they're like, oh, you know what? That really shouldn't be in there.

I've seen that happen more often than not. So it's a good idea to do, but do not rely on what they're telling you. Just take it with a grain of salt. When it comes to hosting your website, you want somebody you can trust. That's why we recommend BigScoots. Not only do we recommend BigScoots to our students, but we both use them for our own blogs as well. We love them because as a new or experienced blogger, their hands-on 24-7 support is invaluable. Anytime we've submitted a support request, we've gotten quick responses from a real person ready to help. Big Scoots has an uptime of 99.99%,

meaning your site won't go down at critical times like with other hosting companies. With managed and shared plans, you'll be able to get support that fits your budget. Big Scoots is the perfect hosting company for bloggers. Use the link in our show notes to find a plan that works for you. What are some of the essential terms that bloggers need to be looking for when they are reading through some of these contracts? Just so they could take note of like, what are the high points? Like, what do I need to make sure

that I'm paying really close attention to? So it's so hard to really just come up with a few examples because the truth is, there are so many incredibly important provisions. And I don't want to say that one is more important than another. I will just highlight a few things that are really, I think,

critical, particularly to bloggers and food photographers and anyone working in this creative world. I think the number one thing that we all want to look out for is ownership. You will see, you know, there'll be a copyright paragraph. It might say copyright, it might not. They might reference the federal copyright statute, they might not. They might reference the federal copyright statute, they might not. If you see that you're being hired for, quote, work for hire, run for the hills. That's your sign. You need to negotiate that out because that means they are asserting ownership over whatever you give them. That's lingo under copyright law. And if they bake that into the contract, that means they're going to own the images and the video that you create. Or if you're writing text for them,

you know, a sort of blog post, they're going to own all of that. And if that's what they want, my attitude is, okay, we can talk about that, but that's going to cost you a lot more money. Because under copyright law, as a creator, you own it. And what you're willing to do for them is license it. And that's the next term that I would look at, is the licensing terms. For how long can they use whatever you're creating? Where is it going? Is it going on their website, on their social media? If so, which platforms? Do they want you to post it on your social media? If so, which platforms? For how long do they want it to stay on your social media, their social media? Will it stay on their website permanently? Do they have a license to use it just for the holiday

season, for the next five years? This is where the devil's in the details. And that's so important. These are the actual, it's legal terms, but it's more importantly, business terms. And these are the things that you need to come agreement to with your customer, client, whatever they are. The next thing I really think is so critical to look at that I think a lot of people kind of miss the boat on because it's usually at the end of a contract and we're all like sort of falling asleep by then. I mean, I will admit I do this for a living and there are times I'm slapping my face and pinching myself to stay awake, but stay awake through the end of the

contract because there's stuff in those like boilerplate terms that we all hear about, but no one really knows what they are. I know what they are. Go read them. They are important. There's stuff in there that can be negotiated. So for example, one thing to look at, we live in a very global economy, especially for us as creators. We're being hired by brands, companies, whatever, that may be in different states from where we live or different countries. It's so important in that contract to set forth in the event of a dispute, which we hope will never happen. But if there is one, whose laws are going to apply? If you're doing work in the US, say you live in New York, and you're doing work for a company in France, that's an actual legal issue. And it can be so expensive. I'm talking

tens of thousands of dollars to litigate that issue of which country's laws will apply. And you can nip that in the bud with one sentence in your agreement saying that in the event of a dispute, the laws of the state of New York will apply or the laws of France will apply, whatever it's going to be. That's such an important provision that people just overlook. And what goes hand in hand with that is jurisdiction, meaning in the event of a dispute, where can you sue each other? Can you sue in France and in the U.S. or just one of them? And I will tell you, sometimes you want to leave that empty so that you have the ability to sue in either place, or you'll actually state that a lawsuit could be brought in either place.

Or sometimes as the small business, I'm the only person in my business doing work with this big global brand that's based in France, maybe they would agree in the event of any dispute, it must be brought in the state and city of New York, just because it's cost prohibitive for me. It's just not really fair. It's kind of like David versus Goliath. Sometimes brands will agree to that. And it's worth asking them just because if you do end up in that dispute, that will save you tons of money and time. So that's just some of it. I mean, there's so much more in there, especially when we talk about the boilerplate stuff. There's stuff about indemnification, which means what happens if a third party thinks maybe their rights were infringed and they go sue the brand for the work that you did. Are you going

to be required to indemnify them? Meaning you will stand in the brand shoes and pay any damages to that person who was found to be wronged. You maybe have to pay their attorney's fees. Those kinds of provisions are baked in, especially when you get an agreement from the brand. So it's so important to go and read through all that and see what's going on. Because again, David Goliath, that's something that you can negotiate and say, whoa, I'm a one-person operation. I don't have deep pockets. God forbid something like that were to happen. I mean, even if it is my fault, intentionally or not, that would bankrupt me. So that doesn't work. And that kind of conversation is one that is so important to have. And all of this can be avoided if you

just read your contract. Basically, yeah. From the beginning. Really, we can overcomplicate this or we can really simplify it. And you just need to understand your contract from top to bottom. Really understand it. And I know that that might feel really confusing. But like Rob is saying, there are ways to understand your contract. There are people that you can ask to help you understand your contract. Don't just get so excited about a brand deal and not do the due diligence to actually understanding what you're doing, what's expected of you. And if something goes south, what could happen? I know that it's not sexy to think about when it goes wrong because we just want to have the dollar signs in our eyes and be like, Oh my gosh, this is an amazing opportunity.

But the fact of the matter is, is contracts are created for a purpose. And they are to protect you. And so be willing to learn about them, I think is excellent advice and ways that we can help empower anybody listening. We're not telling you not to work with brands. That's not what we're trying to do. So hopefully you haven't turned it off like, oh, this is scary. Because working with brands, you have this amazing opportunity to earn a lot

of revenue by working with brands. So don't miss out on that just because you're afraid of reading your contract. Absolutely. I mean, I think it's a tremendous opportunity. And more and more brands are still getting on this bandwagon. And they're looking to hire creators like this. So, I mean, it's such a great opportunity for all of us creators. And I definitely agree. No one should be scared off from doing it. But take the time to sit down and read the contract and understand it.

And it's, again, knowledge is power. And if you understand the terms in the contract, it's so beneficial for you. But it's also, it's not just there to protect you, it's going to protect them too. And the whole point of having a well-drafted, well-negotiated contract that both sides understand, you are seeking to avoid any sort of dispute. That's the dirty word here, dispute. Contract is the sexy word. You want to avoid the dispute because that's harmful for both sides. You don't want to end up in some sort of disagreement,

fight, whatever it's going to be. And that's why you have these, they can be hard conversations, you know, as to, you know, copyright and licensing and whatever the terms are going to be. Those can be a little bit sticky, but that's expected. It's business. This is what business people do. We are in business. And so behave like a business person. I was just going to say that, that exact thing that we so often say when you're starting a blog, you're starting a business and you have to take yourself seriously from the start. So I'm really glad that you just said that. Yeah. And no one's going to protect you better than you. So stand up for yourself. Yeah.

Let's talk a little bit about social media here. So if somebody tags a brand, for instance, on social media, whether it be stories, whether it be within the feed, what kind of protection or what are you giving that brand by tagging them? Are we giving them any permission to use our content? So there's so much, I think, misinformation out there about social media. And I love talking about this because I think it's so interesting. Generally speaking, if you tag a brand or you use a hashtag that's become associated with that brand, you generally are not giving them any rights. And what I want to stress here

is go read the terms and conditions. Just like if you're doing work with anyone, read the contract, go read the terms and conditions. Guess what? Terms and conditions are a contract. That's exactly what they are. Go read them and understand them. So listen, if you're on any sort of social media platform, whether it's Facebook, Instagram, TikTok, Pinterest, whatever it is, go read their terms and conditions. I will tell you, I've read them. I'm not generally concerned about what's in there because they want us. Their platforms are built for creators. So while they are not necessarily looking out for our best interest, because no one does that better than us, they want to cater to us. So I'm not so concerned with what

their terms and conditions say. But go look at the brand's terms and conditions. If you're going to tag a brand or use a hashtag that's associated with that brand, some of them are doing some stuff that I'm just like, that ain't really kosher, but no one's challenging them on it. So I'm just going to use an example. And I have, I will say this, I have no beef with this company. I don't know anyone there. All I know are the words in black and white on their terms and conditions on their website. And I'm talking about here, the feed feed, the feedfeed.com. There are huge media, food, recipe, blogger like Haven. And when I got started, I was very actively tagging them

and using their hashtag because if they then repost my content, you get more followers, more traction, and that's fun and looks great. But if you go read their terms and conditions, and I urge you all, if you're ever using their hashtag or tagging them, go read their terms and conditions. Their terms and conditions say that if content ends up on their site through hashtagging, which I think they have some mechanism. I'm not an IT person, so I don't know how that works. But apparently, when you hashtag feed feed or whatever their hashtag is, it ends up on their website.

I don't know if you have to register on their website first or not, but sometimes it does end up there. And what their terms and conditions say that if it ends up on their site, they're taking ownership of it. And they can relicense it. They can sublicense it. They can create derivative things from it. So go look at that. I mean, for me, when I read their terms and conditions, I was like, oh, no, I'm not going to, I don't agree to this. But these are their terms and conditions on their website. So for me, this is my own personal view, you need to do what you need to do for your

business. After I read their terms and conditions, I said, you know what, I don't want to post on their website anymore, because it's very clear to me, I don't know what they're doing in actual practice, but they've at least put language in in their terms and conditions, saying that they can assert ownership over anything I put on their website and profit from it. And listen, their website is their house, their house, their rules. And I respect that. I've made the decision not to enter their house. That's just for me personally. What they're doing, though, with respect to hashtagging, I mean, what if you post on Instagram and you use their hashtag in a story or a post

or reel, whatever, and it ends up on their site, but you've never gone to their website? So now they, I would think, would want to take the position, this is what our terms and conditions say. We own that because that ended up on our website, our.com website, from that hashtag on Instagram. So we're asserting ownership under our terms and conditions. I don't think that's legally enforceable. It doesn't make sense. I mean, if the person who posted it and used that hashtag has never been to their website, how would they know what their rules are? They were on Instagram. It's Instagram's terms and conditions that apply. It's Instagram on Instagram. It's Instagram's terms and conditions that apply.

It's Instagram's house. It's Instagram's rules. So it's a very interesting thing they've done. From a legal perspective, I don't think what they have in there is enforceable. It doesn't sit well with me that it's in their terms and conditions. So for me, my personal decision was I ceased tagging them and hashtagging them. That's one example. I mean, I know food, so I want to talk about that. If you look at other websites like Food52 or TheKitchen.com, they allow you to post content directly on their sites.

Again, their house, their rules. And they likewise take ownership of whatever you post there. So I made the decision for myself not to post directly on their site, but I do tag them and use hashtags that are associated with them because I don't see any similar language that I see in the feed feeds where they're not trying to assert ownership on some other platform, only on what's put on their website. So again, terms and conditions are contracts, and you need to read them. Do not just go and post willy-nilly. I do think it's a good idea

to look at what they say, just because even if they're trying to do something, which I think, in my opinion, is just overreaching with respect to hashtag from the feed feed perspective, educate yourself on it. You don't know unless you look at it and just, you know, blindly tagging, hashtagging, you might be given some stuff away without even realizing it. Yeah. At the end of the day, it really just comes down to always being educated, looking at what you're doing, being very intentional. And I think that is just generally our philosophy, teaching people when they start their blog, when they start this business, you need to know what you're doing and why you're doing it. So that includes sharing on social media,

tagging people, getting products for posting about or getting free products for posting about it. All of that, you just need to do so with an understanding and a purpose of why you're doing it. Absolutely. And another way that this all comes about, it's not just tagging and hashtagging. I've had this happen to me where brands send me a DM or they comment on my post and say, this is great. We'd love to share this on our website.

say, this is great. We'd love to share this on our website. Please type yes if you agree, and they'll include a hyperlink to their website, which of course in Instagram, it's not hyperlinked. It's almost like, oh my God, is that intentional so that I actually don't go read it? But I don't do that. I go and actually type that into my computer. I go to my browser and type that URL, and I've gone and read those terms and conditions. And I'm like, oh, no. Because it's the same thing. If you write, yes, I agree, they are asserting ownership over that content. And they're going to create derivative works from it. They're going to sub-license it. They're going to profit from it. What are you getting for that? Absolutely nothing. And yes, they might give you credit

and say, this is from you. But at the end of the day, what's that really worth? I mean, in my view, it's worth very little, if anything at all. So always go back and read that stuff. I mean, I will tell you, when I get those, I do read their terms and conditions. I've never read terms and conditions in that instance where I've actually agreed to them and thought, okay, I'll do this. I'll let you use my content. I usually just ignore it or I write, no, I do not agree and leave it at that. But it's education, read and understand. That's the bottom line of all of this. Yeah. I think that's an important thing because you do get those messages a lot on Instagram. Just reply yes. It's just so easy. And I'm sure... I think when somebody's growing their blog, growing their Instagram,

it's very easy to be like, well, of course I want my content shared. But this... What Rob is saying here is that it is a lot more than just sharing your content and gaining a few followers. It could really come back to bite you later if you don't understand what you're agreeing to. it could really come back to bite you later if you don't understand what you're agreeing to. Yeah. And listen, I get it. It's exciting to have your content shared and then potentially to grow your account and get more followers through that.

But I don't know what the stats are for that. And if there's any real tremendous growth for particular creators who let brands use their content like that. But the bottom line is the brand is profiting from it. And you're literally getting zero because, okay, you get more followers. How's that bringing money into your bank?

So you got to think like a business person. Is this really something that's worthwhile for me to agree to? Rob, this has been awesome. Like this episode, I think is going to empower so many people to not just type in yes, or just sign at the dotted line at the end of a contract, but to really go back and ask the question, how is this serving my business? And how could this help or hinder what my ultimate

goal is? What is my goal with this blogging business and how is this helping or hindering it? Thank you for spending this time with us today to really share your knowledge and allow... Kind of open that door. Because I think for a lot of us, the legal side of this, kind of like the technical side when we're starting is like, you know what? If I just don't know about it, then I don't know about it. And we can just pretend like it doesn't exist. But you've got to know that it exists and that it's important. So thank you for just being so willing and just sharing that. Because I think that that is how we continue to help this industry. When more people understand what they're signing, what's expected, then eventually, my hope is that brands will catch on that, hey, they're paying attention.

And we can't try to pull the wool over their eyes and take advantage of these people who don't know what they're signing when we can empower those people to learn. Yeah, absolutely. And I can tell you just in the few years that I've been actively blogging and getting work with brands and representing clients in this world, I'm starting to see a little bit of a change where the brands are getting more educated because people are getting in their face saying, well, wait a minute. No, no, no. That's not how this works. And as I keep saying, it's about education and educating those brands about how this really works and how the industry works and that it's different from, say, influencer work. It's so important. So every time one of us

is well-educated on what we're doing to protect ourselves, you know, pay it forward and educate the brands that you're working with. Cause some of them, you know, they just don't know. They haven't thought about it. Yeah. Well, thank you so much again for coming. Can you please let everybody know where they can connect with you and also where they can find your course? So if they are interested in like really educating that they can learn from you. Yes. So my course information is all that contract legal ease, E-A-S-E.com. I'm offering a $50 coupon code for the course. It's S-M-50. And the course, again, that it gives you a form contract. It gives you a form contract. It gives you a form proposal.

It gives you a form amendment to the contract. I literally walk you through and hold your hand through every word and explain how it all works and why it's important to have certain provisions in there. There is a bunch of bonus sections on additional negotiation tactics, deeper dive into social media and the law. There's a bonus section on trademarks and copyright, both of which are so important, especially when trademarks with respect to the name of your blog or brand or whatever you're doing. So that's out there. I also have available on the site, a lot of us work with virtual assistants. And so I had a lot of requests for a virtual assistant

contract form. I have that available for sale on my site also, which really works for any blogger or any virtual assistant out there. And if you're just getting started, you need terms and conditions for your website, or you're forming an LLC, I have an LLC operating agreement on there and terms and conditions for a website. So that's all on my website. You can connect with me also on Instagram at Contract Legal Ease, or just email me at rob at contractlegalease.com. Awesome. We will put all of your links, all the information in our show notes so people can find you and connect with you and learn from you. Thank you so much for coming on today. It's

been great. Thanks so much for having me. It was a lot of fun talking with you both. And I hope that everyone finds it helpful. Yeah, thank you. of fun talking with you both and I hope that everyone finds it helpful. Yeah. Thank you. Thanks so much for tuning in today. If you'd like to continue the conversation about blogging with us, please find us on Instagram at spark media concepts. You can also sign up for our weekly newsletter where we share blogging tips and inspiration. You can sign up by finding the link in the show notes for those of you who are ready for the next step and want to start your own blog, join the waitlist for the ultimate blog bootcamp. The link to join the waitlist is also in the show notes. Go out and make today a great day.