Writing contracts and client agreements that aren't SCARY... (with Lawyer Darielle Teitelbaum)

  

Contracts are scary. I'm not going to try and tell you that contracts aren't scary. I've had so many bad experiences with contracts, but you know what my worst experiences have been? When I didn't have contracts in place and should have, and believe me, the fear is better than the result of not having the right contracts in place.

Let me give you just a really simple example. As a lot of you know that I got married this year. Thank you. Thank you very much. And we rented all these yard games for out, um, in the field during the wedding. So people could play like bocce and giant beer pong and games like that. And when I ordered my yard games, The, the, you know, guy that has this business renting yard games said, Oh no, you don't need to give me a deposit.

Oh no, you don't need to sign anything. I'll just see you next August. And let me tell you, I spent the entire year wondering if he was actually going to show up to my wedding. It, as the consumer, I would have greatly benefi I wanted him to take my money. Here, just take my money. Just take my deposit. Let's just sign something so that you know that I'm legit and I know that you're legit.

Instead, I had to set like 10 calendar reminders leading up to the day to make sure to confirm and reconfirm with him when a contract would have made this so much smoother. And I'm actually less likely to recommend him to other people because it still doesn't really feel like a legitimate business and because I had all this worry when really I just wanted to pay someone to give me what.

I need it. So  as always, if I can't tell you something you need to know, I will bring you someone who can say it better than I can, who knows more than I do. So here today with me, I have Darielle Teitelbaum, who's a corporate lawyer and the founder of Awe Contracts. Which is a company that makes it so easy for self employed people like us to present our clients with contracts  end agreements that are so not scary and so easy to fill out. And she's based in Toronto because you know, I love having Canadians on the show.

Hi, Darielle.  Hi, Jenna. How are you? I'm so good. Thank you for being here. I'm, I'm just so glad that you freaking exist, to be honest.  Thank you. And hearing your intro story, I was just like laughing and nodding along because you are just one, one of a million who feels that way. And if I could just. Help people not be scared of contracts and I have done my job.

I think that sometimes we feel like it's self serving and maybe that's part of why we don't want to give it to someone because it's like, here, let me lay out all my boundaries and talk about scary legal words, but it really serves both sides, right? . Absolutely. I think a good contract, to your point,  speaks your language.

So it's not just the legal jargon, which of course is important to protect yourself, but it also, um, if it's written in your language in plain English, it can set so many boundaries for you and the client. For example, you as the consumer in your wedding scenario, it would have been great to know what time they're going to show up, I bet.

Or just some, some processes that, Um, as a consumer, it's really protective and as a business owner, it's such a great organizational tool because you don't have to constantly be like, I take e transfer or check, send it to this email. It's like your go to agreement should have all of these things laid out.

Um, and then you can focus on sales, getting your clients and solving issues and not going over all of your basic.  Ah, so if right now you still write a new email to every new client you sign on about policies like that, Daryl just saved you all that time because you don't need to be and nor should you be rewriting it out every single time.

It can be part of that agreement.  For sure. I think there's standard terms that we can chat about that should be in agreements, but then, um, there can be other things that aren't as scary. I always encourage people to kind of put their values, a welcome message. Maybe part of your offering is a referral program.

Um, so there's so much that can go in your contract that isn't the same. Quote unquote scary legal stuff, but stuff that can save you time and also give peace of mind to your client. Um, for example, if you do have a service based industry where you're providing deliverables, maybe there's a schedule and then both people feel great.

If you're a type A person, you want to know exactly when you're getting your files or how many edits you can ask for before you're charged, right? So I do think that it can be a win win and I, I know so many folks, especially as you're beginning your business are scared to slap a contract, but as the receiving end, I think it really shows a level of professionalism.

And, um, I think it's actually, you know, helps validate you as a trustworthy business owner. If you are taking the time to invest in your business and give.  And if you're listening and you're like, Oh, well, I don't think I'm ready for that. I don't think I'm there yet. Or you're kind of shaming yourself for not having something in writing yet.

Let me tell you that when I started my business for many years, I had to zero boundaries, zero formal agreements. I didn't have any of this. And it is over time that I've learned the importance of it, but it also, it is a journey wherever you're at in your journey right now is. exactly where you're supposed to be, and now you're listening to this so that you can get, you know, one step further.

But, um, I used to not have any boundaries, and when I first read, like, what someone said my contract should be, uh, I was like, oh wow, like, I'm allowed to say our parameters around contacting me? Like, I don't just need to be there to respond to things within two minutes notice? Like, what do you mean they shouldn't be texting me?

Like,  stuff like that. It was so enlightening. Absolutely. And I think  working with someone who knows your industry is really, really key. So as a lawyer, and I'm based in Toronto, but I work with a lot of solopreneurs, folks in health and wellness, creatives,  and startups. So I really like to kind of tailor my agreements to what those  Um, and a really key clause that I tell lots of people to include is a rush fee because especially if you're in a creative industry and people are like, Oh, can I have this like tomorrow?

Um, it protects your time and space, but it also allows you to earn more income because, and you have less resentment if you know you're getting, you know, double your normal rate because it's a rush fee. So a lot of the work of contracts is also to kind of preempt or prevent. The worst case scenario and cover yourself, but also, yeah, cover yourself for scenarios that kind of would normally bug you, um, but having it in writing, like if you're sitting home annoyed that someone's texting you, a client is asking for something tomorrow and it's 10 p.

m., well, you might feel less annoyed if in your contract, they know that's going to cost, you know, time and a half or double your hourly rate, um, and things like that. So it is a good way to kind of also put a kind of third party between you and the client when you have this contract to sort of point to, like, sure, no, no worries, but just so you know, there is the rush fee, as you know, in the contract.

If you're cool with that, we can proceed, you know? It's so easy. And you also feel like you have to, like, bend to them and you don't want to, you know, you don't want to upset somebody by giving them this rush fee, or you kind of feel like it's a, I don't know, you heard that expression, like an F you, right?

Like, it'll be like, oh, here's my rate and here's my NFU rate. Like, sometimes it can feel like you're giving somebody an NFU rate by giving them, like, the, that rush fee. But you don't know that your client isn't going, oh, great! Like, Like, you know, Susan's rush fee is 200 bucks. We want this tomorrow. Let's go ahead and do it.

Somebody go ask her for it, you know, and they're happy to pay it. And you, and they laid that out in advance. And so you don't know that they're not like, you know, excited about that and glad that you have one. And I will say too, that your contract should be drafted in a kind of flexible way that gives you discretion.

So if you're like, well, Susan is  sick or something's happening and she's missed a payment. And normally my payment policy is like really strict. You can absolutely give extensions and leeway, but that's kind of on you as a business owner to set your own boundaries, like we talked about. But having that kind of baseline of policies really helps you, um, come from a place of, well, this is the policy, but for this one time, I understand you're sick.

So you can pay me next week or whatever the case is. So, okay, so  Daryl and I came together from a very random  coincidence that we ended up talking together. And guess what? It turns out I had actually already used her company, All Contracts, and didn't even know it like years ago. And so what happened was several years ago, I was looking for a lawyer to create the contract for the agency side of my business where we manage social media contracts.

And firstly, trying to find someone was a nightmare. I have one friend who's a lawyer, but she's a criminal defense attorney, so she didn't really have any hookups. But she told me, like, a website I could go to where I could find lawyers that were, like, you know, registered or whatever in Ontario, because, you know, they have to be geographical.

And then I had to find somebody that understood my business, but most of them just say small business. And I have an online business, which is a completely different beast. And I know you mentioned, like, you have to find someone who knows what you're doing, because As I sat from across virtually from this lawyer, he didn't understand my business.

He didn't understand why I had a program teaching people how to do what other people pay me to do outright. And in online business, it's very normal to have a done for you service and a do it yourself service. But he said that I was just shooting myself in the foot, teaching people how to do what I do.

And I'm like, dude, do you have any idea how many people are in the world that need social media? Like I could go ahead and teach millions and still have millions of people who need my services. Anyway, cost me 7, 000 to have a contract that by the time I got it, I didn't understand. I gave it to my criminal defense attorney friend.

She read it and barely understood it. She's like, why did he write it like this? This doesn't make any sense. So then when I got referred to Daryl and I got one of your like, Templates where literally all you have to do is fill it out, and it was in a Google Doc, and it made perfect sense, and it was color coded, and I was like, why, why doesn't everyone work like this?

I just think you're genius.  Thank you. Honestly, this, I, I, when we met and you told me the story, I was like, this is like the ultimate testimonial because, you know, I am a corporate lawyer based in Toronto, but I, like you said, law is very jurisdiction based. I can only legally practice according to my, you know, licensing.

Um, in Ontario, but the template shop, you know, I'm not acting as your lawyer. It is a service that is across Canada. It's for all entrepreneurs. And I really wanted to kind of create more access because a lot of folks I work with are young, are just starting out, are creative, and they don't have 7, 000 to spend on one contract, which is bananas.

Just,  you know, just hearing that. And then at the end of the day, you're not even happy with it. So really my goal was to take my experience working with people who work online, who work in health, who work in, um, you know, design creative spaces.  and create kind of like a do it yourself thing, um, which isn't to say that, you know, it's 1000 percent going to cover you because it's like more general than working one on one, but you are picking the pain points and the learnings from working with someone who works in social media, um, and it's so helpful.

And I, and I always say in terms of the  The language stuff, like, the goal is not to trick your client and have them sign something they don't understand. That's actually really harmful. You want them to be crystal clear so that if there is a dispute, you can say, like, it's written in plain English, you read this, we talked about it, you signed it, you know, that's the evidence right there.

Um, And so I personally, I just don't understand when people are using contracts that they can't even explain. And it's also really empowering to be able to understand your own contract so that when your client asks you, Hey, what is this behavior clause mean? And you can say, well, we do an online course and everyone needs to be respectful.

And if you're going to say hateful things or, you know, things that are against my values, I'm going to terminate you from the course.  Okay, great. Great. You know, so, and those types of things.  Your average lawyer might not know to include. So I'm not saying all contracts is right for everyone, but it is meant to be like a much slower, much, much lower price point than working one on one with a lawyer.

And if you could even use a template and then maybe hire a lawyer where you're at to review it, that's still so much more cost effective. And hopefully it's, um, really relevant to you and your industry, right? It's not just like Even if you're like in the USA right now listening, you could use one of these contracts and then have a lawyer that is can work wherever you are, California, whatever state you're in, review it, and it's probably still gonna you're gonna come out on top financially.

It's gonna cost you less than if they if they start it from scratch. 100 percent and I think it's hard for, you know, older generation lawyers or big law to kind of keep up with what's happening, right? Like they're used to very standard agreements versus now as we talked about I have like a podcast release, you know We have online program agreements.

We have retreat agreements for people hosting retreats Like this is what our world is is is up to and so you kind of want to have contracts that are  Relevant to what you're doing at a at a price point that's not going to break the bank Um So, yeah, that was kind of my motivation anyway. And I think that it's important for people to know that you can't just copy somebody else's, like, that's plagiarism, right? 

That's plagiarism, and what I see often, more often than not, is people copy but they don't read, which I don't understand. So, you copy the website terms and conditions and privacy policy that was written for California law, and then under the jurisdiction where it says, like, these policies are governed by, it says, California and then the person is based in Alberta or something like that.

So,  you know, obviously don't copy because it's plagiarism, but don't copy because it might be inaccurate. And also laws are not the same across the world. So you want it to actually hold up in court for wherever you are. So, and hopefully you never get there and the, and the contract actually helps you not get to court because everything is so clear and laid out.

Because there's even a clause, what's, okay, so we want to clarify some of the key language you hear all the time, because isn't there one that's like, if there's a problem, here's the course of action we're going to take to fix it. What's that called? That's called dispute resolution. So if there's a problem or a dispute, how are we going to resolve it?

And absolutely, my goal is never to jump to court. So what I normally have in the draft templates is that we're going to agree To negotiation or mediation, if possible, first, even virtual. So if your clients, if you have an online program and some of your clients are in Europe or something like that,  that you could. 

 You want to make sure that the jurisdiction is where you are. So if things go awry, you don't have to fly to France to litigate or whatever.  So in that way it is protective of you.  The goal is to kind of set those things out that let's mediate. Let's let's arbitrate if that's what you choose to do before going to the next step, which is litigation.

 And can you think of some other ones that are really, I'm trying to think of them too, that we commonly see on like a service providers agreement or terms and conditions that we should know about or that we should make sure to include?

Yeah, so I think if you're doing anything that has to do with  private information, then privacy clauses and confidentiality clauses are really important, especially if you run sort of online groups where people are vulnerable or sharing or talking, you know, that's really key.  In this day and age, I also highly recommend a media release clause.

So if you intend to share things on social, if you run events and take photos, things like that. Basically, this clause allows you to use those, , images, recordings, what have you, without asking for additional consent from that person and without paying them. , and to that point, IP, intellectual property, is really important as content creators or, , anyone who's creating, you know, new information, writing, photography, just being really clear about ownership rights.

Like even if you hire people, let's say you're in a place where you're like, okay, I want to hire a VA or I want to hire someone to help me in my business. Well, within those contractor agreements or agreements, you want to be really clear  especially if they have access to your social media and passwords that, you know, those are protected.

And then at the end of the day that you. , as the person hiring are going to actually own all that content, even if that person, you know, leaves after six months or is fired or moves on.  So ownership of material, , is very, very important. And then payment clauses. So like we talked about taking deposits, refunds, things like that, how we take payment, that's very kind of.

Practical, but I think it's overlooked rush fees, additional fees. So sometimes people are like, Oh, I quoted for this thing and I didn't factor in that I'm going to have to pay all of the software fees and, you know, the other expenses or maybe travel. So again, having like those buffers to, to kind of. Add that to your initial quote.

Yeah. And then again, from like your customer's point of view, your client's point of view, like I sit across from people in sales calls and I say, right. And then we'll edit your Canva templates. And they're like, Oh, is that extra? I'm like, no, honey, it's included. We'll train your community manager to like, respond to your comments.

These are just extra things that we just offer our clients. Okay. Well, is that extra? Like I see people get scared. Because we're so afraid of added costs and then so we have right on our thing like, Hey, listen, there's nothing, nothing's extra. Like all of these things are giving you are included. And if there ever was something extra for some bananas reason, you would approve that before we spent money on it.

And, and I don't even think there is anything, but I just wanted to soothe people's minds, like to know that we're not, and it's because people have gotten into , bad. Agreements or whatever, like, we all have traumatic agreements  where we got teamed up with  the wrong person for us.

And most of the time, the reason why it went sour or why it's bad is because we were on different pages and we didn't communicate and nothing was written down. So that's why having something in writing and agreed upon is so helpful. , but to your point, I think it's always good to have, like, notice clauses, like, like, Of course, we'll give you notice in writing, and you will have to approve it.

Those types of things, , really, really helpful. So yeah, I think, probably for the listeners right now, it sounds like so, so much. But I mean, all of the clauses we talked about are in the templates, and they should be standard. , and I  just want to encourage people too, that if they're not in a position to have their own contract, but maybe they're working with brands or other people, and they get contracts. 

To ask questions. I think it's really, really important. If you don't understand something, don't just sign it. , ask, what does this mean? , because then you'll also learn for yourself, for your contracts and things like that. So I think there should be a little bit more, um, openness into this kind of talking about the contract before just simply signing it.

And it's not a bad thing if your client asks you, , what does this mean? Right?  Yeah, absolutely. I say when I send the, when I send the contract, I always say , let me know if you have any questions and then, oh my gosh, if I don't know how to answer them, that's a problem. Like, we should both really, we should both really know what this says. 

 There is so much language and the language itself can be scary and then, you know, even just like, I, consultant, promise to you, client, hereafter referred to as client. Like, it gets, it gets so freaky sometimes. So it's so nice for me to know that there's someone like you who really has our, like, businesses and our best interests at heart.

Okay. So  tell us how we can work with you and tell us about what's down in the show notes and who it's right for.  Yes, for sure. So if you are based in Canada, or like you even said, if you're in the States and you're willing to kind of have someone within your jurisdiction review it, you can download our templates 

at www. awecontracts. com. We have tons of single templates and then we also have kits. Which are kind of  bundled contracts for like the creative entrepreneur or the dietitian or the graphic designer Just kind of a bunch together at a discount where you can create your own bundle   Once you download it, you get a user guide.

Like you said, it's color coded super helpful for you to fill in. Most people only have wonderful things to say and it takes like less than an hour to kind of customize it. You can put your logo, you can change it, , there's so many optional clauses. And then I have my own firm, Awe Legal, , based in Toronto.

So if you're in Ontario and you need kind of one on one advice, that's how you can find me. And then obviously we're on, we're on social at All Contracts and All Legal as well. And I just hope that people feel inspired and curious and not,  so afraid about using contracts. I think it's a really great way to kind of uplevel your business and step into that entrepreneur that you are.

I have recently learned that curiosity needs to be  my word of the year because approaching everything from a place of curiosity just, I feel like it alleviates so much pressure and stress.  100 percent like you're not supposed to be. The expert, , and I think  to be a good service provider, you should be curious about your.

Your clients and your, your coworkers and your partners. So, , , I'm so grateful that we met and that, you know, you were actually a user of the products and you can speak to it from a very real place.  Even after I bought your contract, I let it sit in my inbox for like months, I think, Like I was too scared to actually open it because of all these bad experiences. I was , so nervous. And I just sat and it just kind of haunted me as a to do list item.

And then when I did it, you're right. It was so easy.  When you read it, what I find a lot from feedback from people who use it, they're like,  📍 Oh, I didn't even think I needed that term.

But yes, yes. You know what I mean? It's like all the things that you.  We're maybe saying already within emails or within client calls, but  it's like, you got the clients. Now what? Now you want to show them that you are prepared. You have an offering. This is how you run your business.

 So I think if we just kind of look at this as like another tool in your kit to kind of. Show up in the world in a really professional way. , it's a good way to start.

And yeah, just click the download open it and then you'll see  Amazing thank you. Thanks for being here.