This week we are featuring a series of legal posts from Katy Carrier, founder of Carrier and Associates and creator of Law for Creatives (easy-peasy templated contracts for creative business owners!) Learn about Katy and her firm at the end of this post.
My last post addressed some important client contract terms and clauses, and today we’ll cover some additional clauses that should be contained in your contract.
Force majeure is a French phrase meaning “greater force” or “superior force”. Some people call this the “Acts of God” clause. It basically functions to excuse the parties from obligations or liability under the contract if an extraordinary event beyond their control occurs that prevents them from performing their contractual obligations. This clause generally covers natural disasters like earthquakes, fires and floods or events like wars and riots. The clause does not include mere bad weather or personal matters like illness, the death of a family member or the desire to attend a funeral.
Say it’s the wedding day and while you’re on your way to the venue there is an earthquake (I live in Los Angeles so this is within the realm of possibility), which rips up the road making it un-drivable, and the phone lines and Internet are down so you are unable to communicate with the bride and groom. The force majeure clause would cover you in this kind of scenario, and prevent the bride and groom from going after you for monetary damages for failing to perform your services at their wedding.
This is another clause relating to your inability to perform your duties under the contract. This could mean that you develop a serious and debilitating illness six months before the wedding, or that something happens on the wedding day itself, like a car accident on the way to the venue.
This is where you can spell out in your contract how you would handle such a situation, such as by stating that you will find a suitable replacement for yourself if possible, but that if it is impossible for you to locate a replacement or facilitate a transition, you will return a reasonable percentage of the monies already paid by the clients. The amount to be returned would depend on each specific business and the services or products provided, as well as what point during the term of the contract the incident occurs (i.e. eight months before the wedding vs. one day before the wedding). For some businesses, it may be the full fee that should be refunded, while others may be able to refund less (or nothing at all).
A quick note on indefinite or infinite incapacitation (i.e. coma or death) – morbid, I know, but some of you may be wondering what happens if you become comatose or pass away before performing all of the services specified in your contract. Can your clients come after your estate or your family for repayment of your fees? The answer is no if it is a contract for services to be performed by a specific individual, like a wedding planner, photographer or videographer. In these types of contracts, coma or death would discharge the contract and its obligations. If the contract is for something that does not require performance by a specific person, like furniture or photobooth rentals, the contract would probably stay in effect.
Most likely you do not have a confidentiality clause in your current client contract. Typically relegated to non-disclosure agreements for employees and independent contractors, confidentiality clauses protect your business’ proprietary and confidential trade secrets. Depending on the services or products you provide, your clients may be exposed to your business’ trade secrets while working with you. For example, wedding planners may give their clients the unique timelines, schematics and other planning documents they have developed over the years through hard work and fine-tuning of their techniques. You may decide that the inclusion of a confidentiality clause is overkill for your client contract, but I urge you to consider the idea. If your former client decides to become a wedding planner after her wedding, you may find your years of hard work serving as the basis for her new business. Or a bride might decide to share these documents on a wedding planning forum for the benefit of her fellow brides-to-be. In order for trade secrets to remain protected, you need to take proactive steps to ensure that confidential information actually remains confidential. For a more extensive discussion of trade secrets and your business, you can read this post.
Thank you again to Kelly and Michelle for the opportunity to serve as a guest blogger on Sage Wedding Pros! If you have any questions about these posts or other topics relating to your legal rights and responsibilities as wedding professionals, feel free to contact me at info – at – thelawforcreatives.com.
Katy Carrier is the founder and principle of Carrier and Associates. The company is a full-service law firm addressing the needs of event professionals and creative business owners. We here at Sage Wedding Pros have had Katy advise on a few legal issues and we are very impressed with her knowledge, expertise, and professionalism. Check out her contract site, Law for Creatives, and keep up with everything law-related for your biz.