Most online businesses wing it when it comes to legal…at least until they start to make money. Here is my best advice for those that are DIYing their legal. You should consider investing in a good business lawyer, but if you choose not to, read this article first as well as my tips on how to customize generic documents. Here are some of my tips to get you through your first few years without major problems if you decide to wing it.
I’ve spent most of my career serving businesses. The one niche that I absolutely love working with is the bootstrapping entrepreneur. I love it because I am one. You’ll find some of the most passionate, hard-working people in the business community in this niche.
Should everyone use a lawyer? Sure, but should you also floss and exercise every day? Yes, but it doesn’t always happen. If you aren’t ready to invest in a good lawyer, here are some things you should do to maximize your chances of staying out of trouble and protecting your business.
So, here we go:
Stay Away From Trademark Infringement
Trademarks are all about branding (think: names, logos, taglines). Your goal here is to make sure your company name, tagline, and logo are not infringing on an existing company. Why? Because if another company has a federal trademark or other protected intellectual property rights, they can force you to change everything – your colors, name, email, etc. To make matters worse, oftentimes they don’t know about you until you start making money and causing them problems so it’s on you to avoid this. No company is too big or too small, especially on the internet. Earlier this year, I represented a single member business that was forced to change everything. Over the course of several years imagine all the items that have your business name on them: bank account, LLC, business cards, websites, guest posts, Facebook posts, etc.
Take away: Research existing trademarks and companies in your industry to make sure you are not infringing. You can also find research companies that can test the waters for you for a few hundred dollars.
Here’s my advice if you aren’t going to get nice buttoned-up contracts to protect your business. First, use a reputable resource (like Drafted Legal) as your starting point. Find a template tailored to your industry. Avoid downloading one from google or using another company’s (this could be copyright infringement and you are more likely to run into problems if it was customized for a specific company rather than one that is designed for general use). What we do with our agreements is tailor them to the industry and then teach you why it says what it does and how to edit it for your needs.
First, make sure you have a final statement of what you’re agreeing to. This can be done on email…this goal is to make sure you’re as clear as you can be. There should be a final conversation or email that goes like this:
“Just to be clear, you will” [insert what they will do] by [performance date] in exchange for me [insert what we are doing].
Second, enter agreements with people that you would trust on a handshake. Contracts are important because they memorialize agreements but enforcing them is still a nightmare. Work with people you trust. There are a lot of great, hard-working business owners so keep searching until you find one with good references.
Phone calls are surprisingly vague sometimes. And, the truth is that most disputes I handle are from genuine disagreements as to what was agreed upon from the start.
Take away: Always restate your agreement in written form. This gives both sides the opportunity to make sure you’re on the same page. And, use good judgment when hiring and partnering with other businesses and individuals. When in doubt, purchase premium industry-tailored templates from Drafted Legal.
I’ve given this warning so many times I can’t count. Most people who heed this warning are the ones that suffered the mistake (and it happens a lot more than you might think). A partnership dispute is can and quickly does become an absolute nightmare. The reason for the breakup is usually some sort of finger point so reaching a resolution because increasingly difficult.
Take away: Do yourself this favor. Agree on ownership percentage, duties, what happens if someone wants to leave (how the company is valued, etc), and finally agree to have a lawyer draw up a formal agreement once you reach $50,000 revenue. Take $2,000 of that money and draw up a formal agreement that covers all the scenarios. Or, purchase an operating agreement from Drafted Legal. Or better, yet, protect your business with the entire package of documents.
24 Hour Rule
This one is more of an intangible but it’s important for keeping your business focused on the right things. Plenty of times I come across someone who has been in business for 5 or 10 years who never needed a lawyer. Why is that? Maybe they are just lucky but more often than not, it’s not luck, it’s how they handle potential disputes or problem clients. What I’ve learned from these businesses that stay out of disputes. When there is a problem, schedule a face to face meeting. No nasty emails or snide remarks. This is where the 24-hour rule comes into effect. If you’re angry, wait 24 hours to send that email or make that phone call. Once a relationship takes a turn for the worse, it’s hard to get back. It’s amazing how effective two business owners can be at resolving their disputes. Just recently, I represented a client with about a $20,000 dispute. There was some confusion from both sides. I begged the other lawyer (who opposed this idea) to let these two meet for coffee. They are both sizable businesses so they were not involved in the quote or the work but were involved in the fighting. Long story short, they were able to reach an agreement (not to the pleasure of the opposing attorney). This saves a lot of distraction and energy (as well as legal fees) that can be spent on building your business, which is where your time and energy is best spent.
Take away: Wait 24 hours before sending or calling when emotions are high. Compose yourself and try to reach a resolution that saves the relationship. Trust me, this does not mean rolling over, there’s always time to draw the line in the sand if it comes to that. If someone is legitimately trying to bamboozle you, then stand firm, but otherwise, think about how you can resolve the dispute. You won’t be able to measure the success of this but you will receive great benefits in a better business reputation and fewer distracting, money-sucking disputes.