Check out the latest episode of the Hourly to Exit podcast where we dissect unintentional collaborations and their legal repercussions. This insightful episode covers how joint ownership of copyrighted work can arise when we don’t use written agreements with our contractors. Available on all major podcast platforms.

Key Takeaways:

- Joint ownership of copyrighted work can occur when your contractor makes copyrightable contributions to your materials.

- Avoid unintentional collaborations by having clear contractor agreements in place that specify ownership of intellectual property rights.

- Even simple contractor agreements can prevent potential disputes and protect your business from unforeseen legal implications.

Tune in to the full discussion on Hourly to Exit for invaluable legal insights to safeguard your creative endeavors. Don't miss out on this important episode!

Connect with Erin to learn how to use intellectual property to increase your income and impact. hourlytoexit.com/podcast.

Erin's LinkedIn Page: https://www.linkedin.com/in/erinaustin/

Hourly to Exit is Sponsored By:

This week’s episode of Hourly to Exit is sponsored by the NDA Navigator. Non-disclosure agreements (NDAs) are the bedrock of protecting your business's confidential information. However, facing a constant stream of NDAs can be overwhelming, especially when time and budget constraints prevent you from seeking full legal review. That's where the NDA Navigator comes to your rescue. Designed specifically for entrepreneurs, consultants, and business owners with corporate clients, the NDA Navigator is your guide to understanding, negotiating, and implementing NDAs. Empower yourself with legal insights and practical tools when you don’t have the time or funds to invest in a full legal review. Get 20% off by using the coupon code “H2E”.  You can find it at www.protectyourexpertise.com.

Think Beyond IP YouTube Page: https://www.youtube.com/channel/UCVztXnDYnZ83oIb-EGX9IGA/videos

Music credit: Yes She Can by Tiny Music

A Team Dklutr production

Hello, everyone.

Welcome to this month's LinkedIn live.

I do these every last Wednesday of the month.

I can't believe it's going to do that at noon Eastern.

These are recorded and they can be found in three places.

here, of course, I'm linked in at my profile, on the Think

Beyond IP YouTube channel.

And this will also be turned into a podcast episode of the Hourly to Exit

podcast, which you can find, wherever you like to listen to my podcast.

And so depending on how cleanly this goes, This will be the version,

otherwise I will probably re record it.

please feel free to say hi at any time.

Also, put your questions or comments in the chat at any time.

I might answer them at the moment or I will save them to the end of my spiel.

So I will talk to you for about 15 to 20 minutes, depending how quickly I talk.

and then after that, all the Q and A time that you need.

And just a brief disclaimer before we get started that this is legal information,

not legal advice, and it does not create an attorney client relationship.

And please do not share any confidential information in the chat

that Everyone will be able to see it.

And if you have any questions about your specific circumstances,

then you should hire a lawyer.

All right, great.

So with that, this is basically a follow up from last month's linkedin live.

So last month I, covered a collaboration when we want to

collaborate with a colleague.

But what the consequences are if we don't have an agreement in place.

when I was titling this, I know it says accidental collaboration.

I'm pretty sure on LinkedIn live, it kind of happened organically

during the conversation with someone.

They they mentioned a circumstance like, Oh, that's an accidental collaboration.

And so that became the title of this live.

And then as I was putting these slides together, I was just looking

at, Oh, is that, a term of art.

and it turns out accidental collaboration is a term of art,

but it's considered a good thing.

So what happens when you are, meeting in person, an argument for having

in person work environments that you can just kind of organically

collaborate with your colleagues.

Whereas the unintentional collaboration is the bad kind where we, believe that

we're hiring a contractor to work on, some of our work, but we don't have an

agreement in place and we think we own everything because we hired them to

create these changes or add this content.

but when we don't have the agreement in place, we can end up with.

an unintentional collaboration.

So that is what we are going to talk about today.

So I'm not going to go over, all of the details of what collaborations are,

you can catch up, and you don't need to see last month to understand this 1.

But generally, the term collaboration is not a copyright term, it's a general

term that we use when we talk about two or more people working together to,

a similar end, whether it's creating a new work or, putting together a

summit or creating a new company.

Those are also called collaborations.

but under copyright law, the how copyright law looks at collaborations, Is that it

calls them joint ownership of a work.

And so there's a couple of different terms.

You'll find it under co-ownership co-author joint author, joint

authorship, co-copyright joint work.

Those all are the result of a collaboration.

In the creation of a copyrighted work and the consequences of being one

of those things that join work, co copyright, all those, is that, and

it's a little bit weird, but each party owns 100% of the entire work.

there's two of you.

One owns 50%, the other owns 50%.

There's three of you.

One owns the third, a third, a third.

Each collaborator owns 100 percent of the work.

So what does that mean?

That means that each party to the collaboration can exercise 100 percent

of the copyrights, on their own without consent of the other parties.

And so when we think about what copyrights we have, what are the

bundle of rights that we have when we are a copyright owner?

It's the right to use it, to display it, to perform it, to distribute

it, to make copies of it, and to authorize derivatives of it.

So if I am one of several, joint owners, each one of us Can do all of those things.

some, or all of those things independently without the consent of the other

authors, you can sell outright your joint ownership to a 3rd party.

So, now you're suddenly in a collaboration with someone that you might not even know.

And, of course, you can well, because you can create derivatives.

That means you can modify that work.

You created together for your own uses and license it to other people and so

the 1 restriction here is that you can't.

License exclusive rights to the work.

So, let's say you collaborated to write a book and then even

though you could license.

Not exclusively the rights to that book, you couldn't license,

exclusive rights to that book.

So that's why.

We want to make sure we're really clear about, what we're doing

when we're creating collaboration.

And to be clear, this is the default under the US copyright law, which

is why we want to make sure we have agreements in place to avoid

this and ignore my scratchy voice.

Just it's okay.

So how does a joint work, how does it get created?

So it is created when each party makes a copyrightable contribution to the

final work and all of those contributors intend that contribution is merged

into an inseparable unitary whole.

let's talk about contribution first.

So in order for something to be copyrightable.

we talk about this a lot.

It has to be original created by human and have some, degree of creativity.

It doesn't need to be, unique and innovative, but it needs to be

creative and then put in fixed form.

But we're assuming that we're creating a work that's in writing,

or that's otherwise in fixed form.

so long as it meets those parameters.

Fairly low stand us and low standards is the wrong way to put it.

But basic standards, the contribution would be copyrightable.

And so we would meet the 1st element of creating a joint work.

Each party creates something that is copyrightable.

So, let's say.

One person, well, the example I used last month, I'll use that for

just a 2nd, where, 1 party created the text to a children's book

and the other party created the illustrations to the children's book.

And so each of them, the text and the illustrations are each copyrightable.

And then for part 2.

That they intended them to be merged into an inseparable unitary whole, like,

obviously, when we're talking about like a children's picture book, the pictures

and the texts are all kind of inseparable.

Right?

And so the intent is to create a joint work in that example.

So I want to use an example that would apply to perhaps

example of something that's.

You've come across in your own business, and here I'm writing a book about the

importance of intellectual property in creating a business that can scale.

And let's look at 2 circumstances of, creating an intellectual property.

Unintentional collaboration.

first, let's say I hire a translator to create a Spanish

language version of my book.

So I am presenting my copyrighted work, right?

I'm hiring him.

I am telling him, I need this by this deadline.

This is how much I'm going to pay you.

These are the milestones.

And he'll have An invoice that, invoices me and, tells me how

many revisions, there will be.

And everything happens the way it should be.

He creates the translation.

He, makes, all the revisions I asked him to make.

And then at the end we have our beautiful Spanish language version of my book.

However, I don't have a contractor agreement in place with them.

I might have an invoice.

But, I don't have a contractor agreement in place with him that

talks about who owns the right in that Spanish language version.

So, do we have a joint work?

So let's go back to this.

Each person makes a copyrightable contribution.

I made my contribution of my book.

The translator made the contribution of the Spanish language translation.

Now, is that original?

there are people will debate this, but generally it is found that translations

are original and creative because it's generally not as simple as, sticking

it through some sort of translator.

And the same intent comes through that there is some creativity required

to make sure that, certainly a book about intellectual property, you can't

just do a word for word translation make sure that the understanding

and the intent is maintained.

if you think about the translation of a poem, which I was thinking about

this, I'm like, how would you even translate a palm, translating the Iliad?

I mean, my goodness.

so there's certainly creativity involved in there that would rise to the level of.

A copyrightable contribution.

So I've got two people who have made copyrightable

contributions to the final work.

And it is the intent that is merged into an inseparable unitary whole, not my

English language version, but the Spanish language version is a inseparable whole.

And so what I have done by not having an agreement in place with my

translator, Even though I hired him and paid him is I have created a joint

work in that Spanish language version.

It is a, jointly owned by me and my translator.

that's obviously a huge problem for the reasons that we mentioned.

Now, let's go to my second example.

So here I've got my book and like many business books, you will have

interspersed in there some real life examples of clients and things like that.

So I hire a ghostwriter to interview my clients and kind of write

those stories that are going to be interspersed within my book.

And like my translator, hopefully I would never do this, but in this example,

once again, I've hired my ghostwriter.

we agree that, she's going to interview 10 clients and that each of

the stories will be 300 words or so.

and that, I will pay her, why, and she'll deliver them by Z.

All goes as planned.

Who owns my, original English language book after this?

So, let's go back.

Each has made a copyrightable contribution.

I have my draft.

Pre story insertion.

And then I have the, stories that my ghostwriter has written,

and it is intended that this all become part of that same book.

It is being merged into my book interwoven within in my business book.

So what have I done?

I have created an Unintentional collaboration where my book is now

jointly owned with my ghost writer.

And so you might be asking, well, what if, it's a hundred page book, 80 of

the pages were your original, draft.

20 of the pages are from the ghost writer.

So is it 80, 20?

No, because we talked about, we covered already that each joint owner

owns 100 percent of the copyright.

So my ghostwriter could, if she never wants to work again, could,

take my book and license it.

not exclusively to a 3rd party and so it doesn't matter, how

much someone contributed to it.

It is , the copyrightable contribution and the intent to merge it into a single

hole that drives whether or not you created a Joint ownership in the work

and so, as ugly as that is, and is very obviously, I mean, it's a disaster.

Honestly, it would be a disaster.

But, if we are land in the, world of joint ownership.

if one does act unilaterally and licenses, does that not exclusive license, they

do have to split it with the other joint owners so they can run off and

license it and then pocket the money.

It would be split equally among the joint owners.

Again, this assumes that this is the default and no agreement is in place.

And as I mentioned that you can't, grant exclusive rights or sell the

whole work outright without the consent of the other joint owners.

it is super important before any creative work begins that you have

your contractor agreement in place.

Do not let fear of contract stop you from doing this.

I mean, it does not need to be complicated at all.

I am of the school that the simpler it is, the better, is because I

want everyone to understand it.

And, I want my contractors agreements to be pretty simple because I don't

ever want them to feel like they have to go get a lawyer in order

to sign my contractor agreement.

it does not need to be complicated, but it does need to have some magic

language in there about the ownership of the intellectual property rights.

And I'm realizing now, I do not have a slide about that magic language, but.

I'm happy to provide it to anyone who asked for it, but basically we want to

make sure that no matter how simple our agreement is, we will have language in

there about who owns the intellectual property rights in the deliverable.

So, in my translator agreement, I would have language in there that says that.

the client that the client will own 100 percent of the

intellectual property rights.

In the deliverable, which is the Spanish language version.

if you've been around here a while, you know, we have the work for hire language

and the assignment language that which is belts and suspenders to make sure that you

end up with all the rights and the same would apply to my ghostwriter as well.

with that, I would be happy to take any questions.

You could always find me on LinkedIn, which I'm assuming

is where you are watching this.

if we're not connected already, please feel free to connect with me.

but this QR code, this is kind of fun.

It's my first time using this and, it takes you to sign up for my newsletter.

I believe, so I do have a weekly newsletter where I give additional, tips

and strategies regarding building your business legally, safely and profitably.

So, again, if you have any questions, feel free to reach out.

Let's see.

I do have a.

One here, I find that contractors take advantage when there isn't a contract.

They're looking for loopholes.

Yeah.

So if you are the client and you are engaging contractors, you need

to take advantage of the contract.

You're the one who has the most to lose here.

So make sure you're using a contract.

It can be very simple, as I mentioned.

again, if it's simple, there should not be any loopholes.

one of the things I did not mention is that, while copyright law says,

know, if I don't have an agreement in place, then we are joint owners.

And that is the case.

If it comes to it at the end of the day, most people who don't understand that they

feel that if I was paid for something that my client owns it, and that usually holds.

I imagine there's lots of, um, The joint works out there in the

world that people aren't aware of.

but again, hopefully the relationship is strong enough and their reputation

in the marketplace is strong enough that they aren't looking to take advantage

that they want to have repeat business.

They want to have referrals.

and so hopefully, that will keep everything kind of civilized.

All right.

Thanks again.

Enjoy the rest of your day.