[VA] What contracts do I need to start a business connecting talent with clients?

Lexi, Chatbot

I understand that starting a company can be quite challenging, especially when it comes to legal documents. What type of talent will you be connecting with clients?

Lexi, Chatbot

Are you planning to operate your business in a specific state or region that may have particular legal requirements?

Lexi, Chatbot

Is there anything else the lawyer should know before I connect you? Rest assured they'll be able to help with your contract drafting.

Gurney P

Welcome and thank you for your questions. My name is Gurney, and I'm the attorney who will be assisting with your question. I'm happy to draw on my years of experience as an attorney and former prosecutor to offer some guidance. It should only take 3–5 minutes for me to reply.

What services will you be offering to clients in the media creation field?

Gurney P

I can see the potential there! Ok, have you had any challenges so far in your business model that you'd like to address in the contracts? Or more of a general contract is ok for now?

Gurney P

Here’s a draft Contractor/Talent Agreement that you can work with, based on the details you provided:

Independent Contractor Agreement

This Independent Contractor Agreement (“Agreement”) is entered into as of [Date], by and between [Your Company Name], with its principal place of business at [Address] (“Company”), and [Contractor’s Name], an independent contractor with a principal address of [Contractor’s Address] (“Contractor”). The Company and the Contractor may be referred to collectively as the “Parties” and individually as a “Party.”

1. Engagement of Services. The Company hereby engages the Contractor to provide creative services, which may include but are not limited to video editing, sound editing, artwork, writing, design, or other media-related services, as specifically requested by the Company from time to time. Each assignment shall be defined in writing by the Company, setting forth the scope of work, the timeline for completion, and the compensation agreed upon for such work. The Contractor accepts this engagement and agrees to provide the requested services in a timely, professional, and competent manner.
2. Independent Contractor Status. The Parties expressly acknowledge and agree that the Contractor is engaged as an independent contractor and not as an employee, partner, or agent of the Company. The Contractor shall not be entitled to any benefits, insurance, or compensation beyond what is expressly set forth in this Agreement. The Contractor is solely responsible for all taxes, social security contributions, insurance, and any other obligations arising from the fees paid under this Agreement. Nothing in this Agreement shall be construed to create an employment relationship.
3. Compensation. In consideration of the services provided, the Company shall pay the Contractor the agreed-upon fee for each project. Payment shall be made within [X] days of the Contractor’s submission of an invoice and upon the satisfactory completion and acceptance of the work by the Company. The Contractor understands and agrees that it is their sole responsibility to report and remit any applicable taxes arising from payments received under this Agreement.
4. Ownership of Work. The Parties agree that all materials, deliverables, and creative works produced by the Contractor under this Agreement shall be deemed “work made for hire” as defined under applicable copyright law, and all rights, title, and interest in such work shall be the sole and exclusive property of the Company and, where applicable, its clients. To the extent that any work produced is not considered “work made for hire,” the Contractor hereby assigns to the Company all rights, title, and interest in and to such work. (17 U.S.C. § 201)
5. Confidentiality. The Contractor agrees that during and after the term of this Agreement, they shall not use, disclose, or permit any unauthorized use or disclosure of any confidential or proprietary information belonging to the Company or its clients. Such information includes but is not limited to trade secrets, strategies, project details, and any non-public materials.
6. Dispute Resolution. Any controversy or claim arising out of or relating to this Agreement shall first be resolved through good-faith negotiations between the Parties. If such negotiations fail, the Parties agree to attempt mediation before a mutually agreed mediator in [Your State]. If mediation does not resolve the dispute, the matter shall be submitted to final and binding arbitration under the rules of the American Arbitration Association, and judgment on the award may be entered in any court having jurisdiction. (9 U.S.C. § 2)
7. Term and Termination. This Agreement shall commence on the date first written above and shall continue until terminated by either Party. Either Party may terminate this Agreement at any time by providing written notice to the other Party. In the event of termination, the Contractor shall be compensated for all work completed and delivered up to the effective date of termination.
8. Warranties and Representations. The Contractor represents and warrants that all work delivered under this Agreement will be original, free of any third-party claims, and shall not infringe upon or violate the rights of any other party. The Contractor further warrants that all services will be performed in a timely, professional, and workmanlike manner consistent with industry standards. (17 U.S.C. § 106)
9. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of [Your State], without regard to its conflict-of-laws principles.
10. Entire Agreement. This Agreement constitutes the entire understanding between the Parties with respect to its subject matter and supersedes all prior or contemporaneous agreements, understandings, or representations. No amendment to this Agreement shall be effective unless made in writing and signed by both Parties.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.

[Contractor’s Name]
Date: _____________

[Authorized Representative, Company]
Date: _____________

Does that help?

Gurney P

Definitely, your contract should cover it all. All-in-one! In this case I wrote it as "dispute resolution," but it has the same effect as conflict resolution.

Gurney P

Exactly. The idea with provisions like those is that both sides must act in good faith, and if that doesn't work, then it's off to mediation. Mediation is a lot simpler, quicker, and cheaper than court.

Arbitration is an even better alternative, since people can ultimately walk away from mediation but they can't walk away from arbitration.

Gurney P

Hmm, that covers everything I can think of, but come on back anytime you have more questions or issues! I'll be here.

Gurney P

Ok, until next time!