How to Incorporate CSAs into Your Business

 

Copyright, Trademark, and Intellectual Property for Designers

 

Lesson Info

How to Incorporate CSAs into Your Business

Here's some items to include in your contract how much interaction with you can the client expect are you going to call them is there going to be a couple of calls you know are you going tio you know are there going to be certain milestones how much you know can they hear from you or can they you know, talk to you and give you feedback and things like that? How many revisions will the client be able to make this is huge and a huge source of issues in the design world okay you want to be very clear about how much editing you're going to do if the client asks for a couple of revisions maybe you include those who maybe include two revisions or three revisions to the draft that you deliver to the client but then if you have a particular client who wants seven thousand revisions then you charge for that what I recommend is you plug it right into your agreement ok, so you have a clause in there that says you get three revisions anything beyond that will be charged at x y z hourly rate whatev...

er your hourly rate is and just put it right up front that way you don't have to clear with the client it's cleared up front so if they ask you for more revisions you know you can remind them that under the contract you're going to charge them whatever hourly rate when you send them an invoice for those additional at edits, and then it's no it's, no sweat off your back if you have to do seven thousand and it's, no problem, as long as you're getting paid for it, right? So everybody's, happy okay, and everybody's on the same page, what is the consequence? If the client doesn't respond to your calls or provide you with the info you need, there should be consequences for some reason, I have no idea why it is when it comes to a website designed specifically when people are, you know, asking you to, like, help them develop their personal brand or their brand for their business and, you know, helping them sell their services or their products through through design. I don't know what it is, but they dislike stall people just get stuck, right? And, you know, they disappear, or they don't want to know what they want to dio or there's all kinds of wishy washy issues that disrupts your business. You want to prevent that from happening by creating clear consequence? It is you want people to be ready to go when they worked with you, right? You don't want them stalling, and then you have projects at last for nine months, and it never ends, and you know, you think it's over and then they come back in the middle of another big project asking you to finish it up, you know? You just don't want to deal with that, okay? So creating these policies helps you to avoid those issues in your business, so this is protecting your services side your time and that's incredibly valuable, right? Because your time, you know is how you have to have time right to create this intellectual property that you're creating your designs, any illustrations that you're doing when you're building websites like all the stuff that you're creating, you've got to protect that time and that also protects your intellectual property. Um, and then you also, you know, want to put in what happens if the client stalls on the project indefinitely? Um, what happens if payment is late have penalties and consequences because you want to discourage people from paying you late? Every entrepreneur has issues with cash flow every single one without fail, okay? It's just part of being a small business, so you want to prevent those issues by deterring people from paying you late and then also what isn't is not included in the price we're going to get into this in just a minute transfer of intellectual property rights incredibly important, this is an important clause that has to be in your contract, okay? That's how you protect your I p and preserve your rights to generate revenue from the intellectual property that you're creating, what happens with a client when they don't adhere to the timeline or what happens if the client doesn't love the final design, you're going to make no guarantees and we're going to get into that as well, and I'll show you what that cause looks like. You're making no guarantees. This is a creative process. You cannot guarantee that this client's going to love what you create it's, just part of it there's no guarantees, ok? And that's okay, you don't have to the only thing that you have to guarantee that you're actually going to provide the services that you say you're going to provide. So if you say you're going to build them a five page website and you do that you did your job, whether they love it or not is their issue ok? Obviously you want to make your clients happy and most likely you have, you know things in place like questionnaires or, like, you know, check in points where you get feedback from them, you know, you know how to make her client's happy with the work that's, not the issue, the issue is protecting yourself, ok, so you have to think about it that way. On dh so don't make any guarantees because if you do the work and the client doesn't love it, you still deserve to get paid ok, you spent your time and energy building them a website so let's look at a transfer of I p writes cloth this is when the designer is retaining the rights um and that means that you are keeping the copyright to the work that you've created for them. So if you create designs for a client and have language like this, what that means is that you are the owner. You are the creator of your designs even though they hired you to do that, you are still the owner, okay, is yours so you can either transfer all of the rights and give them complete and utter ownership of it? Or you can retain it, which I would recommend so here's what this says let's actually look at it design studio hereby grants to client the exclusive perpetual and worldwide license to use, reproduce, adapt, modifying display the deliverables solely in connection with the project. And in accordance with the terms and conditions of this agreement. This means that they have a limited license to use the logo that you've created. They have a limited license to use the web design that you've created, whatever you're designing for them, whether it's print, web, whatever it isthe they have a limited license to use it in the specific ways that you're saying that they can use it and make sure that when you have something like this, like deliverables here, you're very specific in another part of the contract, usually in section one, you're going to say here's, the service and I'm going to provide and hear the deliverables, so make sure that the deliverables are defined, not including everything okay, so when you do a logo right, you're probably doing some illustrations in your notebook your, you know, trying different things, and then maybe you'll provide them with five different logos to choose from, so they'll take a look and they'll pick one. The client is just getting that one logo and usually probably in vector format or pdf format or even the code. Teo put that logo on their website, but they're not getting the actual original process files for the logo that's not what they're purchasing. Ok, they're just purchasing the end product. They're also not purchasing those other four designs that you came up with that they didn't choose. You want to reserve those so you can use them with other clients and then also your illustration. So you know, in your sketchbook, when you're coming up with with ideas of what you want to do you don't want to sell those to them either that's really highly valuable I p that you can use with other clients or sell in other ways so you want to make sure that you're keeping the vast majority of your it's work and your output in your creative process and you're only giving them that final little piece that they want and so you might have a client who says, hey, I want on everything I want the process files I want you know, all the different versions of the logo I want this in that nous and you know what? The response should be no problem you can buy all that here's the feet and the fee is going to be a whole hell of a lot larger than just purchasing a logo and getting the specific files so that they can use it, you know, in their business in a specific way okay, so just be thinking about that when you're transferring intellectual property there's two different ways to do it there's actually more than two different ways, but essentially you want to think about it is you're giving them the end product or you're giving them the complete ownership of all of the work that's being created so like we have here design studio retains all rights and into all process files, original artwork, note documents or other materials created by design studio in connection with the project so if you're developing a brand for someone and you're creating that identity for them, they're probably a lot of ideas you probably research their audience there are so many different pieces that go into that that you've done you want to keep that stuff that's highly valuable I p that you can use in a lot of different ways he's okay, so you don't want to just give them all of that you're just giving them the deliverable and that's it and if they want all of that, you're going to charge thousands more ok, I'll give you an example of this I have a product it's a legal kit called small business bodyguard it's like our flagship you know legal kit for people wanted d I y their legal work now it's a big project okay? And I spent months and lots of time creating it and then I hired a designer to make it look beautiful. Two huge pdf there's a membership site that goes with it there's all kinds of contract templates and stuff there's like a lot of moving parts. Ok, so it was a big project so we did a contract. In the beginning we negotiated the contract and I made it very clear that I wanted the process files and here's why? Because I'm talking about legal stuff so this is a this is a product a kit that I'm going to update every year so I wanted to make sure that I had the files so I can make any changes I needed tio when laws change because laws change every now and then not you know like every five minutes but on an annual basis they're edits that I need to make to this document and I knew that right up front so I wanted to make sure that I had the ability to do that in house because I don't want to have to wait on the designer to get around to it if there's a law change, I need to communicate that to my customers right away okay, so I made it clear one of the process files of course I paid thousands of dollars right for all of the design and then you know, my designer delivered the website she delivered the final product I was very happy with it and then you know, I found a typo like three months later right on but I wanted to edit this typo and then I realized, hey, I don't have the photoshopped version so I can't make that edit so I contacted her and said, hey, I don't have the vote of shop files to make this edit I'm pretty sure that was included in our contract and she said, oh I could make that at it for you and then three weeks later she still hadn't made the edit and she was also just notoriously hard to get in touch with in general. So what happened? I contacted her and said, hey, can I just go ahead and get the process files from you so that I can have, you know, my in house team just make those minor changes, not major design it's just making a couple of changes to some of the words and we got into a big fight about it, okay? Because I had edited the contract to include process files, but she didn't, you know, understand that that's what I was doing, I'm, you know, made a very clear during highlighted all the changes to her contract that I made, you know, obviously I'm a lawyer, I know how to protect myself, right? But I also was very upfront letting her know what's happening, and so what happened? We're breakdown of communication I've had a ton of design work that I've needed since then actually have a designer on retainer on a monthly basis, you get a ton of work for me. She was actually able to quit her day job to come and work for me because I give her so much work, but that didn't happen for that designer who originally had designed small business bodyguard because we had a conflict and communication that would have been stalled really easily. If we just knew what was going on in front so she was really clear about hey I'm not comfortable saying my process files for this fee I'm going to need to charge you a difference see then that would have been cool right? But the point is is that there was a breakdown of communication and you want to avoid that with your clients you want good relationships with their clients you want to let them know what they're purchasing and what everything costs ok? So that's just an example of what can happen on day I've seen you know so many designers probably every designer that exists if you've been in business for six months or more you've had this problem with a client so you want to be super clear about your licensing and how they how your intellectual property is being transferred and what exactly they're purchasing you could even go so far as have to have a fema in you so if you want you know the vector files that's one feet if you want the process files that's an additional fee if you want to own the copyright itself so you can create derivative works from it that's another feat okay so you can break it down that way that's what you're selling your selling these rights okay so you should be in the business of negotiating those rights get very comfortable with that idea because that's how you generate rev so here is a different transfer of rights clause now this one is giving away all of the rights so here it says very clearly studio shall automatically thereby grant transfer assigned and conveyed to client and its successors and assign all right title interest ownership and all subsidiary rights including all rights accruing to studio under the united states copyright act into all works of authorship and all copyrights, patents, trade secrets and any other intellectual property rights business concepts plans and ideas reports manuals, visual aids documentation inventions processes proposed products, services techniques, marketing ideas and commercial strategies that have been or will be created by studio for the client and this is defined as the work that is all inclusive okay that includes everything that you've done with the client you're giving it away so that means your note you're giving them a way that means any marketing ideas that you've created for them you're giving them a way that means your process files you're giving them away and not only that but you don't know longer have ownership you know retainer right to that in any way okay, so this is really really important to understand what you're doing when ok so so the transfer of I p writes what I'd recommend is to go with this you want to have retain all rights to all of your original artwork notes, documents, process files and any other materials created with the project unless you're being paid and it's very clear up front that you're being paid t give away all of the ownership of that content okay very very important that's the number one thing you need to know I mean you could walk away right now honestly and you've learned like ninety percent of what you need to know to protect yourself okay super important and like I said this is available there's a document where you can just cut and paste this it's a word version so it's easy to adapt to your business that's one of the bonuses that's included in this course use it okay use it in your business and now you understand what it actually means all right so here's another piece to the transfer of I p writes not only are you in this clause it's basically saying that you are waiving any moral rights you would have to the copyright ownership so that means that you know you're agreeing to hand over the copyright ownership and not only that but you'll actually assist them if they want to register the copyright and they need you to be involved in some way that you actually a system to do that ok so that's how far it's going and then this clause is something that if you're going to do this in hand over and like you know transfer all of your ownership rights to the designs then you want to reserve the right team to use it for your portfolio or business development and marketing purposes. So let's actually read this, notwithstanding the foregoing, all that means is, you know, even though this says what it says. Besides that client grand studio, a worldwide, nonexclusive revocable license, meaning that they can take it away if they wanted to, to display the written or visual content developed by studio for client on lee, in association with studios portfolio and for other business development and marketing purposes. Ok, so this means that you have a license to use it in a very limited way for business development purposes. Ok, so that's, something that you want to have in there if you're going to give away all of the ownership rights, if you're not giving away all the ownership rights than you already have this, right? Okay, you're reserving this right in a bunch, others in that other clause.

Class Description

Your designs are just that – yours. Do you have the legal knowledge and skill to protect your intellectual property, copyright, and trademarks?

Join Rachel Rodgers for a deep dive into the intellectual property concepts every designer should know. You’ll learn about properly copyrighting your work, creating client service agreements, preventing infringement, and much more.

No matter what kind of design you do, you’ll leave this class equipped and inspired to protect your unique work.

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