Usually I preface the interviews on this site with a little context, but honestly, we cover most of the information you'd need to know about Katie and her work right at the top of the interview and there's so much value here I just want to let you all get reading.
JEREMY MELLOUL: I first found out about you initially from a panel at Stumptown that I went to when I was living in Portland, and then started reading your website Work Made For Hire.
I’ve been curious, how did you come to start the site and offer your services to comic creators?
KATIE LANE: When I originally went to law school, the thing that I wanted to do was to work with freelancers and independent artists in particular, I had a background in theater and I had worked with independent theater company throughout high school and really loved the experience of being involved with that, but was kind of dismayed by how little information was out there for creative professionals about how business worked, what their options were and how they could make decisions about what they wanted to do.
So I went to law school with the idea that those were the types of clients I wanted to work with, but you know there aren't a lot of jobs that are about working with independent artists, so I took a couple different jobs after law school and sort of learned my craft and when I started dating the woman who's now my wife - Dylan Meconis, she's a cartoonist.
We would have a lot of conversations about managing clients, or managing a creative career, and we would have a lot of conversations with her roommates and her friends about what was going on and I kept sort of giving the same basic business advice over and over and over again, at various dinner parties and she said, " Why don't you just start a blog, that way you can address it once, and then the next time somebody asks you can say, “Oh yeah, go and read this post."
So that’s how it started, it’s just that I kind of kept giving the same little pieces of advice on managing clients, and managing day to day business activities, and just ended up writing it down, and it’s been going from there. I started it in January of 2009, so I'm coming up on what is that?
JEREMY: Seven years
KATIE: Seven years, wow. Damn.
JEREMY: So a big part of the reason I wanted to talk to you is because of that standard stuff you found yourself repeating at dinner parties - about contracts for creators and navigating those deals.
I know a lot of creators, though, just personally - who never get contracts or they never do any contracts between each other as collaborators unless they’re eventually faced with a publisher at which point they do a contract with the publisher.
So, from there, why would you say contracts are important for creators to do even in collaborate situations where the collaborators might be friends?
KATIE: Obviously, I’m biased. I’m a lawyer. I tend to think that contracts are a good idea. But I also understand where the hesitation in engaging with them comes from. They tend to be traditionally written in language that is difficult to understand, that seems to be written by lawyers for lawyers and there are a lot of problems with traditional contracts so I get it.
But, I think they're helpful for a couple of different reasons, primarily being when you enter into a contract at the beginning of a project, you're essentially using it as a time capsule. You're trying to capture where you both started and what you're intent was with this project, who was going to be responsible for what different jobs, how you wanted to manage rights going forward - like is this something that you want to self publish or is this something that you know want to shop around the publishers?
If you want to shop it around the publishers, who are you thinking about? YA comic that you take to Image is going to be a lot different from a comic that you take to, say, Boom.
Those are totally different types of publishers, so a lot of what drawing up a contract - a collaborator contract at the very beginning of a project - does it that it helps you get on the same page and think through some of those things that you might not think to bring up because you might assume you and your collaborator are on the same page, and you agree on things. But unless you really talk about it definitively, there's no way of knowing.
The other thing is that with comics you’ve got a lot of intellectual property rights going on, with copyright being the fundamental one, but copyright brings this assumption when two people create something together that they both will own it 100%.
So the way that I tell people to think about it, is to think about it like parents with the kid, both parents have total responsibility to take care of that child and can make decisions for the benefit of that child but there's certain things that they can't do without the consent of the other parent.
Like you can't just like take your kid to a different state without the other parent's consent, right? And so copyright laws assumes you will both be able to do a lot of different things with that comic without having to get the other persons permission, and there are only a few limited things and it primarily being licensing the comic for an exclusive purpose and I’ll come back to what that means in a second but that’s the only thing that the copyright act requires you to get the other person’s permission to do.
So that means that you can both create this comic and legally both have rights to use it in lots of different ways without having to get each other’s permission, and if that’s not how you want this to work, you need to capture that in an agreement and say this is what you can do, this is what I can do, this is how we're going to split the money.
Like one of the things that tends to come up, particularly with a writer and an artist, is does the artist have the right to do prints and sketches at conventions and if they do, do they have to split that money with the writer? Which my inclination is no but those are things that you want to talk about so that you make sure everybody understands what’s what.
An exclusive license is a license where you give permission to somebody to use your comic in a particular way, and then they are the only person or entity who can use the comic in that way really additional example of that is publishing agreement.
A publishing agreement is an exclusive license for that publisher to be able to release the comic which means you're not going to get any other publisher the right to release the comic while that publisher is publishing it and you're not going to publish that comic while that publisher is publishing it.
You might make an exception like I can keep posting stuff online if you're publishing it traditionally, but that exclusive license is the only thing that the copyright act says you have to get your co- creators permission for. Unless, you have an agreement that says no, we're going to handle these decisions in this manner.
JEREMY: So in some ways, what you’re describing - and thank you for explaining all that - what you’re describing for creators to do seems to be some combination of a contract, as a legally binding agreement, but there’s part of it that’s very much a mission statement or a business plan for the comic.
KATIE: Yeah that’s a good way of putting it. I like that.
JEREMY: Thank you. So, in general I think that’s something most creators don’t do just because they can be excited about the prospect of having found a collaborator who understands what they’re trying to accomplish and wants to help them make it happen.
They want to work together, they like each other, and so they want to rush through and just get to the work and not worry about discussing these things.
You’ve got someone initiating the agreement and somebody receiving the contract and trying to analyze it to make sure it lives up to what you expected.
On both sides of that do you have any tips on clarifying communication to make sure the contract / business plan / mission statement is really in line with what you intended?
KATIE: Yeah, I think one of the most important things is to be clear with one another about why you're using the contract. The contract is not there because you distrust each other, it’s there as a way of showing trust to one another and it’s a way of saying, I am willing to agree that this is my intent and this is how I want to handle the relationship if things go really well, and this is how I want to handle the relationship if we ultimately aren't able to get what we want out of this particular project.
So I think being clear about why you're using the contract with one another is important, and having the conversation before there's anything written down can be very helpful because you can ask each other, “how do you feel about this here? How would you want to handle this?”
If you are the person who's going to be initiating the agreement you can say, "You know I am coming to this project with these expectations but I'd really like to get your opinion or your input on what you think of that, how you're approaching the project, and what you're able to do."
And then with that information you can sit down and you can tweak the agreement even if you're just working off of a template. You can add things that are unique to how you guys want to work together or you can take out things that don't make sense based on the relationship, as you've discussed it.
I usually tell people, sit down and talk about - if you only talk about two things - talk about these two things: what you would want to happen with the project if everything goes perfectly? Like all of your dreams are fulfilled, what are those dreams that are fulfilled and what do you get to do with the comic?
And then talk about what happens if you are just disappointed and things go really poorly, how do you want to interact with each other and what do you each want to be able to do with the comic going forward?
If you can talk about those two extremes, a lot of times what’s going to happen is you’ll realize that there's stuff in the middle - situations where things go pretty well, but maybe not everything is great - that will come up, and that will be sparked by those two conversations and then at the very least, you have an idea of each other's dreams and disappointments.
So that as you proceed with the project you can keep an eye out for both of those things and come back, check in, and say “Hi, I noticed this is happening, are you okay with that, or we talked about this before and I really cannot prioritize this over my day job, so we can't meet that timeline that you've been asking for.”
JEREMY: You mentioned working off of a template. Do you think there are some ways in which using a pre-existing template can be counterproductive if what we’re talking about is building a contract that’s bigger in scope than a typical collaboration agreement?
KATIE: It’s always possible with legal documents, I always say that a contract template is better than no contract at all, but a contract that a lawyer has drafted for you who can ask you questions, and listen to you, that’s better than a contract template.
There's a degree that we're talking about. Templates are really helpful if you have no idea where you want to start, and you have no idea what kinds of terms would apply to this particular arrangement.
Finding templates for collaborators agreement is not as easy as some other agreements but there are some sites and researchers out there that can help you.
There are three that come to the top of my mind.
There’s a site called docracy.com. It’s basically open source for contracts, so people are uploading contracts that they've used with the details removed and then explaining how they use them.
You can download them, modify them and then if you want to share your modification with the community, you can upload the modification.
Shakelaw is a subscription service and you can use their templates to create all sorts of different types of contracts so everything from freelancer agreements, to rental agreements, to I think they've been focusing on building out templates for different types of works so like filmmaking, photography - that sort of thing.
And there's one that I've seen more recently, and I've heard good things about but I've not used or really looked into beyond just verifying that’s its reasonable, it’s called Bonsai and its similarly they're doing contracts that designers and independent creators professionals would use.
So those are all places that you could look if you wanted to see a template but again, you make a fine point that sometimes if you come to a conversation with an expectation, or a particular point of view it’s really hard to listen, and it’s hard to pay attention to what is genuinely important to the two of you.
Collaboration is all about communication and how well you are able to share ideas and listen to one another’s ideas, so starting off with a good conversation about your expectations is terribly important, and if that is too difficult a conversation for you to have, the project is probably going to be too difficult a collaboration to be successful.
JEREMY: I’ve always felt that the deal that you strike and the contract you make with a collaborator can be used to guarantee the kind of collaborative relationship that you want.
In that same line of thought you have a great post on your site called Let Your Contract Be the Boss of You. Can you talk a bit more about how creators can use contracts in this way?
KATIE: Well, for instance, let’s talk about timeline. If one of you has a day job and therefore you're working nights and weekends to do all of your creative projects, or you just have limited hours in which to commit to your creative project, the timeline is going to be really important to stick to because you want to make sure that you are promising what you can actually deliver, and that the other person has reasonable expectations of what to expect from you.
If along the way in the relationship, their expectations of you starts to be much more demanding than what you can actually deliver on your work schedule, it can be helpful to point to the contract and say, "You know hi, I would love to be able to spend more time on this but I really don't have the time because of my job or my other commitments that’s why we had in the contract that I wouldn't have to turn in more than a page a week or two pages every 10 days" or whatever it is that you decided on.
One of the things having a contract does is, manage the conflict and manages disagreements, instead of this conflict between the two of you, you can go back to the contract and say, " Oh, what did we say when we started this out?"
And that intimidates some people - to make so many decisions upfront - but one of the things to remember is if the decisions you made at the very beginning end up hampering your ability to work well together, you can always go back and amend the contract. That’s fine!
But it’s really hard to have a productive conversation about expectations if you haven't captured what your expectations of one another were or are.
So that’s one of the things that I mean when I say let the contract be the boss of you instead of it having to be a situation where you feel like you have to have a very difficult conversation and push back on somebody. It’s really more about pointing to the agreement and saying, "No, this is what we did and this is what I can do and I made those promises because I knew I could deliver and I can't do what you're asking me to do,” or “that expectation is unreasonable."
JEREMY: Yeah, that makes a lot of sense to me. What are some of the most common oversights that you see in contracts creators sign - whether they’re from collaborators or publishers?
KATIE: I think some of the things between collaborators, are how are we going to handle money, and who's going to be in charge of it. Because if you are taking in ad revenue, or if you are selling minis, or you know you're self-publishing this, or if you have a patron, there is going to be a certain amount of money coming in and if you haven't had a clear conversations about who's responsible for managing and how often you do accountings, it becomes much harder to have those conversations later on because there's a lot more at stake.
You know, when we're talking about how we're going to handle money when there is no money, it’s pretty easy. When we are talking about how to handle money and there's money, it’s a lot more difficult.
So talking about that, talking about what you can and cannot do with the material if you guys end up splitting apart or the project doesn't work out or if the project is really successful like can the artist do sketches at conventions board? Okay, that’s fine but maybe it’s not fine if they release an art book based on their work on the comic, or if they do they have to split that money with the writer. Talking about those types of things is really important.
When it comes to publishers, I think the thing that people don't think about is: what are you getting from the publisher? If you think about it like buying the publishers services as opposed to “Oh, they like me so much and they're willing to let me play with their toys,” you start to see that there a lot of things that you would want to know about how this company works.
What are their print runs like? How often do they figure out royalties? Talking to other creators who have worked with that publisher, did they pay on time? What are their editors like to work with? What is their marketing department like? How much marketing can you expect from them and what type of marketing are they going to do for you?
Things that are about the fundamentals of bringing the comic to market. When you look at it in terms of I am buying the services of this publisher and the way that I'm buying it is by giving them the license to the work, you can start to see a lot more. A lot more issues pop up than if you're just worried about whether or not they're going to say yes to you.
JEREMY: I really like the idea of buying terms from a publisher with your work, through giving them some portion of your IP or the backend of your comic. I think that’s a really great way to put and a great way for creators to look at those deals.
In those kinds of contracts, are there standard clauses - not necessarily templates - but just aspects of deals that creators might not think of that should be included in every contract whether they’re creator-owned or not?
KATIE: When you're talking about publishing I think the things that you want to know are, what the royalty split is and how often you can expect to see accountings on that.
One of the things that I think is very, very important are reversion rights. So you're giving the publisher the exclusive rights to publish this agreement, but what if sales are really bad? Can you get the rights back? Or what if you know the relationship turns sour, at what point can you say, "No, I want to cancel this license and I want the rights back."
It tends not to be everybody's most feared thing to focus on but if you had to break up, how are you going to break up and what do you get out of it?
Reversion rights are super important now, too, because there are so many digital options. One of the things that, traditionally, publishing did is say if there are fewer than x number of books in print then you can request the reversion rights, and go through the process to get them back.
Well, now that there's digital publishing that doesn't matter how many copies are in print, because I can always keep a digital copy in print so I encourage people not in terms of the numbers of copies but what are sales like and are they productive enough that you really feel like the relationship is beneficial to both of you.
Those are the things that I would tell maybe a first timer to definitely pay attention to.
JEREMY: Right, but I think those negative things can definitely be difficult to address, but are really important. I know that within collaborator agreements that kind of stuff an be particularly hard to talk about.
And I think for some creators enforcing a contract seems kind of impossible, because a lot of collaborations are international - with people working with other people in completely different countries, where the legalities are completely different and they’re not sure how they’re going to enforce a contract if it is Portland.
It’s nice to say, “Hi this is what we agreed to in terms of a production schedule,” but if the artist that I’ve brought on board and I’m collaborating with stops following it, am I really going to spend the time or money to sue that person, or is there some sort of arbitration that’s going to happen?
What would you have to say in terms of what’s possible for enforcing a contract like that when things go wrong?
KATIE: So one other thing that’s helpful about having a contract is just that people, generally, do not agree to terms willy nilly. So when you get to the point where you've said, "You know you haven't turned in pages or scripts for the last three months, and the agreement said that if that were to happen then all the rights would revert to me, guess what that’s happened and so I'm going to take it and I'm going to use this, or I'm going to work with somebody else and continue the project."
So to a certain extent, contracts can sort of automate that process for you, you don't have to do a lot to enforce it if you've anticipated, "Okay, this would be a really crappy situation for both of us so we want this next steps to happen automatically."
So it’s one of the things that a contract can be helpful in doing because then if the other person doesn't want you to follow the contract, they are the one that has to take action, they are the one that has to say either that the contract isn't enforceable in that way or isn't valid in that way.
The other things is that you know you can dictate how the contract is interpreted. Almost all contracts say that they're governed by a particular states laws and that if there's a disagreement, it will happen in you know California is fairly common, New York is also common.
I tend to tell people have the venue be where you live because it will be easier for you to enforce so to a certain extent the contract can give you instructions on how easy or difficult it is to enforce it later on.
A lot of times though, I mean so few things get to actual litigation in this day in age, a lot of it ends up getting settled in negotiations between the two sides over how they're going to handle the situation going forward.
So to that extent, yes it can be expensive to consider litigation but there are a lot of steps before you actually show up in a courtroom, or before anything is actually filed, that can help settle the situation and it is easier to settle a disagreement if you have a clear contract than it is if you're working of off emails that you exchanged back and forth and each person's recollection of what you agreed to.
JEREMY: Yeah, and hopefully things never get that bad to begin with.
KATIE: And they rarely do you know, I think within creative communities, we tend to trade stories of really horrible things happening, but that’s because those stories are: one, really instructive, two they tend to have juicy details, and they don't happen very often, so when they do happen we tend to pay a lot of attention to them.
But, it’s important to remember that “don't happen very often” part of it because you don't want - there's something called survivorship bias, where you pay attention to the things that succeeded or the stories that you do hear about, as opposed to all of the other things that worked out, just perfectly but you don't hear about. That’s the stuff that we should be trading me more stories with one another: how do you have a successful relationship? How do you have a successful contract?
JEREMY: Being more mundane in our success stories.
KATIE: It’s not nearly as sexy, but it’s much more informative as to how to actually run your business.
JEREMY: Yeah, and just to make it clear - for me - I was asking more as a devil’s advocate. I’ve been really luck to work with - and be working with - some great collaborators.
KATIE: But that question, and that worry, is one that’s really common even if you’ve had great experiences working with different collaborators. And even if you’ve had some so-so ones, the so-so ones don’t tend to get to that point of clashing.
JEREMY: So before we end, is there anything else that you want to add on the subject?
KATIE: I really encourage creators to talk to one another more often about business. About how they do things, and about how they make their creative work work. Because, I tend to compare it to when you're an independent creator you're working on your own. Your peers are similar to what your office mates would be if you had a traditional day job, and when you have a traditional day job, you aren't just dumped in a cubicle and told to figure it out all on your own, there's usually like an orientation process and there are co-workers that you can go to and ask questions about where files are located, or where the bathroom is.
There are people who are doing work that is similar to yours, that you can engage with and you trade information and stories, about how they can get that work done.
So when you're working by yourself, you don't have the infrastructure of a day job but you do have peers, and you do have access to other people with a wealth of information about how to do this job but you're not going to get access to that information if you don't ask questions and if you don't share things.
So I really, really encourage creators to share information and share stories, if you know some things are not appropriate for sharing publicly online, that’s totally fine, but it still makes a lot of sense to confidently share that information with other people and seek out other people's opinions on how to handle certain situations.
One of the things, I really hate seeing is somebody who got a contract, was super excited about it, but didn't know that they could talk to other people before they signed it. They signed it and then they realize that they didn't like it.
It’s okay to take time and ask other people questions - like I was telling somebody earlier today - that they didn't owe a publisher an immediate response, because the publisher had given them information that they needed to consider as to whether or not that fit with their goals. And so they didn't have to immediately get back to the company and say yes or no.
Their responsibility was to consider that, talk to other people, figure out whether or not that was going to be something that worked for them, and then respond not to just you know be a yes or no man, or woman, or person.
JEREMY: To robustly handle their side of the agreement so coming into or out of it they’re happy with the deal and how they’ve approached it.
KATIE: Yeah, absolutely.
JEREMY: Well, that’s great. If people want to contact you specifically for help is there any place that you want to direct them to?
I tend to share information that I think i helpful or interesting to running your own business and cat pictures, so be forewarned.
Thanks for your time, Katie.
Pure gold. If this doesn't redefine the way you approach your contracts - or cement some practices you already have - I'd be surprised. I love Katie's idea of proactively using contracts to improve collaborations and think it's a total flip from the restrictive elements a lot of creators focus on.
Or, for any of you attending Emerald City Comic Con, Katie will be running a panel there with her wife, the talented cartoonist, Dylan Meconis, mentioned earlier.
If you're there I recommend you make a point of attending.
"Legally Yours: A Creator's Guide to Working Within (and Around) the Law"
Description: Join cartoonist Dylan Meconis (Family Man, Bite Me!) and attorney Katie Lane (WorkMadeForHire.net) as they tackle the ins, outs, and arounds of working as an independent creator without losing your shirt. They’ll show you how to handle quirky contracts, unpaid invoices, and demanding clients like a pro. Perfect for anyone interested in a creative career.
Date: 4/10/2016 Time: 10:45 AM - 11:45 AM Location: W3A
Speakers: Dylan Meconis Katie Lane
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