Before you sign your next contract: pitfalls, clauses and everything in between

Not everyone wants the safety and monotony of a 9 – 5 and a formal contract. For many young female creatives trying to strike out on their own in the music and modelling industry, individual freelance contracts are the next best thing. They allow individuals engage with businesses as a corporate entity and protect their interests. But even the most generous company will protect its interests before it considers the freelancer, and as such its vital for young women who freelance to understand contracts and how to get the best out of them.

Passion is good but better with knowledge. That’s why it’s always advised to read your contract. A contract is an agreement that is legally enforceable between two or more parties. When people begin to create or contribute to the creative economy, there’s a lot to protect. So, contracts exist to manage and assess progress, assign and clarify obligations and ultimately, protect. But some people still fall victim. Brands and agencies switch up. Talents do too. As working relationships progress, parties can find that they want more or different things. How do you renegotiate or terminate? How do you secure yourself or anticipate what’s ahead?

Andlyn Onwumere has a few answers that might make all the difference the next time you are faced with an offer you think you cant refuse. 

As a legal practitioner focused on the corporate arm of the law, she has worked in various fields of administration and is faced more often with business advisory and contractual transactions. She isn’t always resolving issues but as a corporate attorney, she brings to the fore, the proactive approach and not the reactive. Currently, she works across diverse industries but primarily in the entertainment industry at one of Africa’s biggest record labels.

On common contract mistakes:

The biggest mistake is focusing on only the value of the consideration or worth of the contract. For instance, as soon as a lot of talents or beneficiaries know what they stand to get, every other thing becomes mundane or peripheral. They move to sign. And then boom! conflict occurs and lawyers are called upon to begin a grammar battle in order to make sense of words included in a simple contract which only actually required a proper review at the first instance.

On the dangers of not reading a contract properly:

There are quite a number. You bound yourself to what you do not know or are uncertain about. You miss key blind-spots as to legal language draft or construction. You leave room for conflict. You limit your opportunity to learn from the corrections you could have received on issues raised if there’d had been reviews. You also expose yourself to the risk of legal suits and costs that could have reasonably been avoided.

On the danger of not signing a contract:

I’ve been part of a resolution team to address the effect of contracts not being signed. Not signing contracts pose serious issues for anyone especially if there are points the parties need to assent to together or negotiate as the case may be e.g. In the case of an engagement agreement where you have the Client and the service provider/Talent; when a talent doesn’t sign a contract as required and there is or are terms within the contract which the talent does not agree with, but for some reason (tied to the amount of the consideration), they started to perform one of the many obligations, the talent needs to understand that he/she has accepted the terms by implication (i.e. implied from their conduct of performing already without a proper review of the agreement). Such a person automatically becomes bound to the terms that may be put forth or projected by the Client. There are tons of instances.

On what happens after a blunder:

When you speak of management under such blunders, it’s usually tasking as the legal representatives of the parties would have to deal with consolidating the expectations of the parties which were not clearly communicated or agreed upon at first instance. Many times, you may successfully get the parties to amicably meet in the middle and other times, it breaks down and in very rare cases, it results in legal suits.

 On whether professional help is needed when reading a contract:

This is dicey. Anyone can read up a draft expressing the contractual intentions of parties on their own but to interpret it, a regular person will need a lawyer to be safe and more proactive in contracting.

On the common loopholes in contracts:

Loopholes are omissions or ambiguities in contracts. There are quite a number embedded into contracts. A few to take note of if you’re looking to spot them are: the term/duration clause, payment terms, licenses/rights grant, restrictive clauses, indemnity, confidentiality, limitation of liability, penalty/default clauses, non-circumvention clauses, termination and warranties.

 On her biggest advice:

Reading to understand any paperwork is key! Every language drafted or constructed has its implication in the legal world and should not be considered with levity. If you can, secure the services and advice of a legal practitioner to assist you with it. It would save you a lot of stress and costs from legal battles. And once this hurdle is crossed, ensure all parties commit to what’s been agreed by fully signing the agreement/contract.


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