Paula Deen: Cooking up Contract Problems
Most people by now are familiar with the circumstances surrounding Paula Deen and her fall from public grace. The circumstances surrounding Ms. Deen are a great reminder of the importance of well drafted agreements involving spokespersons and other contracts with key persons. A good business attorney can help a business protect the value in its business relationships at the outset by preparing well written contracts.
Many Wichita businesses are more likely to enter into agreements for more traditional business services such as accounting, financial services, computer services, etc., rather than with prominent public figures such as Ms. Deen. However, there are many similar considerations shared by both types of contracts.
The first thing that should be considered in either type of contract is who the contract is actually with. Spokesperson contracts may be with a company owned by, or managing the spokesperson, or with the spokesperson directly. With most traditional business services the contract is with a company. Businesses should always consider what the value is that they expect to receive from a contract and whether a particular person is necessary to deliver that value. For example, if a key programmer with a unique skill set is employed by a vendor, it may be a good idea to include a provision in the contract that requires certain aspects of programming work to be performed by that programmer. Alternatively, it may make more sense to have a set of criteria similar to that met by the key programmer to control who performs the work. With a spokesperson, the contract should always specify that the spokesperson will be performing the work, and what specific duties they will perform.
A second key consideration is under what circumstances a contract may be terminated. For key business service contracts, if the value of the contract is truly dependent upon specific individuals, it may be good to include a termination right if those persons are no longer employed by the company providing the services. With a spokesperson or other public face of a business, it is a good idea for a business to have the right to terminate the contract if anything occurs that brings reflects badly on the spokesperson, such as conviction of a crime. For both parties to avoid litigation of these types of provisions, the language should be written to clearly state what events give any party the right to terminate the agreement.
For assistance with writing a contract or any other business law matter, please contact Jeff Peier at jpeier@klendalaw.com, Greg Klenda at gklenda@klendalaw.com, Scott Eads at seads@klendalaw.com, Chad Nelson cnelson@klendalaw.com, or Sam Foreman at sforeman@klendalaw.com.
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