Technology makes it so easy to collaborate on creative projects with other people. You don’t have to be in the same place as your creative partner when you share ideas virtually. But with the convenience and speed of online collaboration comes some often-ignored, but important, copyright and conflict-dispute issues. Before you start working with someone on a new creative venture, you should consider whether you need to sign a collaboration agreement.
Potential for Joint-Work by Law
Under federal copyright law, without a specific agreement, a collaborative work will be considered “joint work” with co-ownership of a copyright and an equal share in any royalties. Without a collaboration agreement, you cannot unilaterally license (e.g., granting someone else the ability to use your logo) or sell your product or project without the consent of both creators. And the conflict between the collaborators may arise when there are multiple offers for exclusive licensing or purchase, requiring the collaborators to make a joint decision. It also means that if you and your partner are working on a collaborative writing project, but your partner then decides that they do not wish to move forward and publish your project after all, your project is dead. And despite all of the time and effort you put towards the collaborative project, you cannot move forward without your partner’s consent.
Defining the roles
Enter, the collaboration agreement. A collaboration, or collaboration of works, agreement is a contract delineating the specifics of your collaboration, copyright, and ownership over ideas, along with what happens when the collaboration ends. You can draft the agreement to benefit one party over the other, which is commonly the case when one party enlists the help of another to work on something together. Because it was his or her original idea, the commissioning party – the party who initiated the collaboration – may want to take the greater share of the profits and wholly own the copyright.
Collaboration Agreement Outlined
Here are some important elements of the collaboration agreement:
- Copyright. Who owns the copyright? If you do not want to share copyright ownership, you must draft that into the agreement. Otherwise, federal law will, by default, govern your collaboration and grant joint ownership.
- Duties and Obligations. Your agreement should clearly and specifically set out what each party is obligated to do towards the collaboration, including deadlines and means of delivery.
- Payment or Compensation. You should state what method and when payment will occur, by whom, to whom, and by what means the paying party will send or transfer payment. If compensation is by means other than the transfer of money, such as a barter of other skills or services, then the specifics of the trade-off should be stated clearly.
- Control of the product or project. When collaborating, it may be difficult for the parties to come to a consensus on critical issues. Giving one party the decision-making authority for the project can eliminate these issues and help propel the project to its completion.
- Dispute Resolution. Obviously, you don’t want your collaboration to fall apart. But if it does, then this section will dictate what happens next. One option would be to agree that the commissioning party retains all rights to the project and releases the other collaborator from any and all obligations relating to it. This way the commissioning party can complete the project unimpeded.
By signing a collaboration agreement with your creative partner, you can create a business relationship that works to both parties’ benefits, while avoiding some issues that can leave the parties with bad feelings if the collaboration goes kaput.