Simplified Partner Agreement

I recently met another photographer / producer who prompted me to use all the content I’ve shot over the last few years and start my own paysite. I’m a photographer, not a Web site designer, and he said that if I’d teach him my photographic techniques, he would design the site and do the marketing using my content.I recently met another photographer / producer who prompted me to use all the content I’ve shot over the last few years and start my own paysite. I’m a photographer, not a Web site designer, and he said that if I’d teach him my photographic techniques, he would design the site and do the marketing using my content.

This sounds great to me but I’d like to enter into some type of agreement with him, before we get started, that would specify the ground rules as we agree to them, and ensure a long-term and successful relationship.

How do I go about obtaining such an agreement without having to pay hundreds of dollars to an attorney that wants to milk the job as his retirement income. No offense intended but there are lawyers like that out there.

Isn’t there a standard business agreement form already available that is adaptable to various businesses? After all, I know that every time you have to draw up papers, you don’t sit down with a blank piece of paper and start each and every one from scratch, right?

I would love to proceed with this opportunity, but won’t do it unless it’s in writing.

? ? ? ? ? ? ? ? ? ? ?

I agree that you need something in writing. I also agree that there are unscrupulous lawyers out there just as there are unscrupulous doctors, priests, car salesmen, Fortune 500 CEOs, Webmasters, etc.

The solution is to find a lawyer who will charge you a flat fee, rather than an hourly fee. Then it doesn’t matter how many hours it takes the lawyer to draft the contract.

While there will indeed be some standard provisions in the contract, yours will be unique in outlining your specific agreement (Web design and marketing in exchange for training in photography). Your agreement needs to set forth MANY specifics that you will not find in some standard, boilerplate agreement.

If you would like me to refer you to an attorney or two who will do this for a flat fee, and who have Internet law experience, you can contact me.

Otto

YNOTMASTERS

I agree with Otto’s comments. The agreement can easily be handled on a flat fee basis to eliminate your concern about excessive billing.

In your situation, a written agreement is going to be vital. I would avoid a classic “partnership agreement” because of the risk associated with partnerships. In a partnership, each person is jointly liable for the debts incurred in the business of the partnership. This effectively means that each of you can be forced to pay the entire debt of the partnership including legal judgments. I believe a better alternative would be a straight contractual agreement.

You also need to make sure that the intellectual property rights associated with the site are assigned to you. If the assignment is not in writing, the designer maintains the ownership of the copyright unless you can prove that he is acting as your employee. In your situation, he is clearly acting in another capacity. If a written assignment does not occur, he can reuse the design of the site on other domains since he effectively owns the content. I imagine that would not make you particularly happy!

Chapo

AdultInternetLaw.com

Gregory J. Geelan, J.D. “Otto” is Legal Counsel for YNOT Network, LP, and Editor for YNOT NEWS and has been practicing law for eleven years. He can be reached at greg@ynotmasters.com.

Otto & Chapo are also the Legal Chat Board Moderators here at YNOTMASTERS.