Data Protection Updates… What’s new?

As Autumn is swiftly approaching and the restrictions around coronavirus are gradually lifting normality resumes, there may be some data protection updates that have taken place that you have missed which could affect your business.

We have provided a round up of some of the changes that we think could be of use to you.


Transferring Personal Data To The US

The General Data Protection Regulation (“GDPR”) is a regulation in EU law that governs the lawful use of personal data in Europe, the regulations of which are incorporated into the Data Protection Act 2018 enforced in the UK. Personal data is restricted from being transferred outside of the European Economic Area, if you need to make such a transfer, you should consider whether the destination you are transferring to has an “adequacy decision”.

What is an “Adequacy Decision” we hear you ask? It is “a finding by the Information Commissioner’s Office that the legal framework in place in that country, territory, sector or international organisation provides ‘adequate’ protection for individuals’ rights and freedoms for their personal data,” i.e. these are safe countries to be receiving personal data.

Data transferred to the US was considered to be adequate so long as the business receiving the personal data was part of the EU-US Privacy Shield (which is a certification scheme where US companies are required to show they meet particular privacy standards in accordance with GDPR).

Recently, a user of Facebook Ireland complained about the transfer of their personal data from Ireland to the US. The case reviewed the Privacy Shield and found that the standards were not compliant with GDPR and, US laws were incompatible with EU data protection laws. The fundamental right to privacy could be superseded, with priority given to national security, law enforcement and public interest. The adequacy decision for the US has therefore been reversed and the Privacy Shield is now considered invalid.

If you are a business that makes transfers of personal data to the US and/or previously relied on the Privacy Shield, you should carefully consider whether any binding corporate rules should be used for internal transfers to any part of your business that may reside in the US. We suggest you, ensure that Standard Contract Clauses governing personal data approved by the Commission (known as “SCC”) are included in any contracts you have with US based businesses. Also bear in mind, that simply using SCC in your contract is not enough, you will need to also consider whether the country you are transferring data to, and the organisation itself, are able to meet the obligations of the standard data protection clauses.

The European Data Protection Board is currently working on its guidance in relation to International Transfers, which will be published by the ICO in their updated guide. Watch this space.


Protection Of Personal Data During Covid-19

There has been concern regarding the data protection challenges that have arisen due to the coronavirus pandemic.

A recent report of an employee misusing a customer’s personal data in New Zealand  has gone viral and is a cautionary tale of the pitfalls of companies having inadequate data protection training and processes in place.

A customer had allegedly visited a Subway branch in Auckland, and provided the required track and trace information (name, address, phone number etc), to then receive “pestering” messages on a variety of social media platforms from the fast food chain’s employee, who collected the personal information. The employee is reported to have since been suspended.

Since the re-opening of hospitality venues such as bars, restaurants, pubs and hotels the collection of personal data ranging from temperatures to contact data has been necessary for safeguards such as, track and trace. The ICO have now provided a coronavirus hub which gives guidance to organisations required to collect such data and the key principles are:

  • Ask for only what’s needed;
  • Be transparent with customers;
  • Carefully store the data;
  • Don’t use it for other purposes; and
  • Erase it in line with government guidance.

Similar concerns have been raised over businesses’ abilities to moderate the protection of personal data whilst employees have been working from home. As employees are starting to return to the office, the ICO has provided a “Coronavirus Recovery – six data protection steps for organisations” guidance note which essentially mimics the above listed principles, but also adds emphasis on ensuring that “staff must be able to exercise their information rights.” Dealing with data subject access requests from staff can be burdensome when also juggling the commercial impacts of coronavirus. The ICO has stated that they understand that resources may be stretched and are committed to an “empathetic and pragmatic” regulatory approach during this time.


What Next?

If you are a business or organisation that would like to discuss the above or have us review or draft your privacy policy please Contact Us.


Modern Slavery: still a 21st Century issue

We hope you are all staying safe whilst weathering the Covid-19 pandemic. As society is starting to re-emerge and retailers are once again open for business there have been attention grabbing headlines concerning the industry. Stories have been covered spanning from the distressing closures of John Lewis and Boots stores to the booming revenue of online retailers such as Amazon.

With the industry’s biggest shift to Internet shopping, is there sufficient transparency regarding the supply chains of online retailers? How could this have an impact on you and your business?


What is ‘Modern Slavery’?


The Modern Slavery Act 2015 ( “MSA”) refers to the offence of a person holding another “in slavery or servitude” to “perform forced or compulsory labour”. Forced labour can take place in any industry, although historically manufacturing and retailer’s supply chains have regularly been scrutinised for their practices and working conditions. The MSA also refers to human trafficking as a person who “arranges or facilitates the travel of another person (“V”) with a view to V being exploited”. Consent by an individual to these practices is not an exemption from the offences.


How is the UK affected by Modern Slavery? states that over 10,000 potential victims were identified in the UK in 2019.

You may have recently seen in the media that UK-based online fashion retailer, Boohoo is commissioning an independent review of its UK supply chain following concerns that Leicester based factories, supplying garments to Boohoo, have been paying workers below the minimum wage – reported to have been as little as £3.50 per hour – and also failed to provide safe working conditions amidst the pandemic.

The allegations of exploitation have caused Boohoo to suffer sharp and significant losses in share value as well as major reputational damage as evidenced by their clothing being dropped from the likes of Next and ASOS.


How does this affect my business?


Since the MSA was introduced in October 2015 it has posed an obligation on partnerships and corporate bodies, carrying out business in the UK, with a turnover of £36 million or more per year to submit a slavery and human trafficking statement.

Although this clearly targets sizeable organisations, businesses that do not meet the MSA criteria can still be affected if they are part of a larger enterprise’s supply chain.

This is often seen in the following ways:

  1. You may be asked to disclose details of your supply chain and structure;
  2. You may need to provide Information about your risk assessment regarding human trafficking and slavery in your supply chain;
  3. You may be asked to agree to contractual obligations to comply with anti-slavery policies and evidence compliance on demand.


Next Steps


We have specialist commercial and compliance lawyers who can advise you whether you’re an organisation caught by the Modern Slavery requirements or a SME looking to get ahead:

  1. We can review and update your current slavery and human trafficking statement and anti-slavery policies;
  2. We can provide assistance and guidance in carrying out risk assessments and audits of your supply chain;
  3. We can ensure that you have adequate contractual protection from suppliers;
  4. We can advise you on compliance with any anti-slavery and human trafficking contractual requirements imposed on you;
  5. We can guide you in developing or improving internal processes to ensure compliance with policies;
  6. We can advise on investigations of potential breaches and the further steps that may need to be taken; or
  7. We can simply help you gain a competitive edge with prospective business partners and boost your reputation with consumers by drafting anti-slavery policies and a voluntary slavery and human trafficking statement that you can publish.

If you have any questions, chat to us at or 023 8001 5135.

#Beware #Influencers #Collaborators #Retailers #Promoters

The influencer industry is growing rapidly and significant sums can be made by influencers from posting a picture with products or services or creating a video story on their Instagram account….. and of course, the retailers are profiting too from having their products plugged.  But, with such profits comes responsibility and liability.

Retailers are increasingly keen for the adverts not to look like an advert often gifting goods or, having influencers post a video about how much they like certain products subtle form of marketing. It seems that this type of marketing is effective for growing brands and product recognition as it is quick, engaging and more authentic. This subtle marketing however, is not always compliant with the transparency the regulators require.

This can be bad news for both the blogger and retailer, you may have seen the recent press surrounding Sophie Hinchcliffe “Mrs Hinch” (mrshinchhome) who is allegedly being investigated by the Advertising Standards Authority (ASA).

In this blog, we set out what it is influencers and retailers ought to be doing to stay on the right side of the law.

Who needs to comply?

Both the influencer and the retailer.  Recently, the ASA ruled that any influencer with over 30,000 followers is deemed a “celebrity” i.e. they have enough of a following to be deemed influential.  Although, this does not mean influencers with less than 30,000 can escape the rules as the ASA will still consider all claims on a case by case basis.


What do I need to comply with? What does all this “#gifted”, “#ad” really mean?

These hashtags are required to keep followers and potential followers (yes, including any randoms that may click on a page) of influencers happy and also the ASA and Competition and Markets Authority (CMA).

The ASA monitors all adverts on TV, social media etc. The ASA requires the following:

  • On any posts, video stories etc. it must be clear that it is an advert; and
  • There can be no misleading of customers or followers.

Even if an influencer has been asked to talk about a product in a positive light, (i.e. not directly), they still need to comply with the ASA requirements. It does not matter that regular followers will be aware of the brand partnership, each post will need to be compliant and be clear it is a marketing communication. The follower is entitled to know that there is a business arrangement influencing the post.

The (The UK Code of Non-broadcast Advertising, Sales Promotion and Direct Marketing) (CAP Code) states that all advertisements must be ‘obviously identifiable as such’. This is the most flouted rule.  You must make advertised content immediately clear to the average consumer on viewing the post. Adding #ad, #advert or #sponsored in the description is one way, provided it is not hidden in a group of hashtags. Ideally the #ad should be the first hashtag. The CMA has said that using “#spon” or “#gifted” is simply not clear enough.

Using a hashtag is not the only way to make sponsored or paid for content obvious. Influencers and retailers should consider how they communicate with their followers and adapt their approach.

ASA has published Influencer Guidance which can be found here.

What qualifies as an ad?

Under the CAP Code if you work with a brand to create content to post on your social media channel this is an ad if:

  • You have been paid in some form (including freebies, gifts, travel or hotels); and
  • You have had some editorial “control” over the content (this might just be final approval).

Generally, if an influencer is not completely free to do and say what they want, there could be an element of control.

The CMA may still apply some legislation if there has simply been a payment without control and be enforced by the Competition and Markets Authority. Therefore, by recommending or taking over a retailer’s social media channel an influencer can be exposed to liability.

Full transparency is the key.


Why do I need to comply?

As quickly as influencers can rise they can fall.The influencer Olivia Buckland has had the ASA find against her.

Damages. Damages (i.e. money) can be due to the end customer. If for example, a follower reasonably relies on an influencer’s recommendation and suffers harm because of negligence or an intentional act such as fraud by the retailer, then the victim can potentially pursue a claim against the influencer. Most consumers will go after the retailer of a defective or unsafe product, nonetheless there can be a claim against the influencer too.

Name and Shame. The ASA can take action if it receives just one complaint. If it finds content that it decides should be labelled as an advert but isn’t, it can publish a ruling on its website (i.e. its wall of shame) and request the advert be removed. Clearly, if you have been asked to remove a post you have been paid to put up, you will probably run into trouble with the retailer.  This is a real threat, the ASA is reportedly spending more time investigating influencer activity than any other form of advertising.

Prison. The CMA has stronger powers to fine and even put in imprison those who repeatedly breach the rules.

Get it right and both the influencer and retailer can benefit from a harmonious and profitable relationship. Get it wrong and the influencer and retailer can lose the trust in their followers and customers.


Ok…so what do I need?

The way in which the majority of the influencing industry is operating is a risk.  Often there are no contracts but instead a quick-fire exchange of short-hand messages on Instagram, by email, WhatsApp or text to agree a price and what is to be promoted.   The lack of formal terms of business agreed between the influencers and the retailer is creating disputes.  For example, retailers may be reluctant to pay out if a post or video story is not as expected or is deemed inadequate. Equally, retailers are not protected if the influencer inadvertently does, says or omits to do something which damages the retailer’s brand.  So first thing first, make sure you have a proper contract in place to manage and control expectations and liability.

In your terms we would cover key points such as what is to be promoted and how (i.e. a post, multiple posts, full length shot), approvals – does the post/ad need to be approved, on what basis can the ad be rejected, payment terms – how much, when, upfront/instalments etc., and, ownership of content – who owns the content and how can it be used.


Other Points to Think About

Structure: think about the way your business is set up are you set up as an individual with unlimited liability or as a company with limited liability (i.e. where liability is limited to the amount in the business and the claimant cannot go after you personally).

Insurance: do you have adequate business insurance as protection?

Intellectual Property: many influencers do not take their own photographs, consider who actually owns the photographs in this instance, also, the consequences if the retailer then uses these photographs without permission.

Audience Fakery: you may have come across the term “automated bots” essentially, this is the ability to buy a load of followers.  Retailers look at the number of followers and imprints an influencer has before deciding to go with them.  The CMA may begin investigating such audience fakery.  Having a contract in place can ensure that there is adequate protection for retailers against this.

Restricted Goods: if any of your content includes the promotion of age restricted products such as gambling or alcohol; food or supplements; or if you are running your own prize giveaways, there are additional requirements that may apply.

Agents: If you have an agent acting for you or assisting in the deal ensure there is an agreement to govern your expectations of them and their liability.


  • Do your due diligence on the retailer or influencer.
  • Do not use automated bots/audience fakery to enhance your following.
  • Get a contract with the key terms and protections in place.

If you are a retailer or influencer and would like help with drafting or reviewing a contract please reach out to us at or on 023 8001 5135 or message us on Instagram at hartleylaw_uk.

Brexit... the impact on contracts

With the constant upturns and downturns in the press around Brexit it is easy to switch off from it all yet, the 29 March 2019 will be here before we know it, (the date the UK is due to leave the European Union (EU).

At the time of typing, we are still facing great uncertainty around whether it will even happen and what Brexit really looks like.

In this blog we look at what is it businesses can be doing with commercial contracts to get ready for the outcome….deal or no deal.

Brexit. . . what is it?

On 29 March 2017, the UK government served notice under Article 50 of The Treaty on European Union to terminate the UK’s membership with the EU (i.e. the UK are wishing to be independent of the EU).  Based on Article 50, the EU Treaties shall cease to apply to the UK and as things stand the UK exit will take effect on 29 March 2019.

Whatever eventuality we might be preparing for it is always good practice review your contracts and check-in to see that the contract still works for all parties as originally planned.

Will Brexit have a significant impact on my business and contracts?

The answer to this is a typical lawyer answer I am afraid of…it depends.  It depends not only on the deal that is struck (if any) but also every business and every contract is different.  If there is a deal, as part of this deal the government is seeking to build in a transition period of around 21 months just after Brexit, until 31 December 2020 and possibly into 2021. The transition period is a time during which UK businesses can prepare and adjust to the new arrangements as a result of Brexit (it means we are not expected to adjust overnight and buys us time).

The impact on your contracts is a question of interpretation of each contract to assess the extent of any risks and opportunities.

What shall I do?

You may want to carry out an audit or review of your contracts to see which of those will continue beyond March 2019.  For those which carry on beyond March 2019 (or which are due to be renewed beyond that date), we suggest you identify the risks and opportunities relating to Brexit.

Having identified risks and opportunities, it is then a question of how these should be allocated between the parties, should these be shared evenly or, is one party to bear all the risks of Brexit?  The answer depends very much on the strength of the negotiating position of each party.

What risks/opportunities should I look for?

Look for the following:

  • Termination

 Check whether there are any provisions enabling either you or, the other party(ies) to terminate the contract, if so, is this an issue for you?

For example, the other party(ies) could seek to argue that Brexit is a “force majeure” event (i.e. an event outside of the control of the parties).

The contract may have a “material adverse change” termination mechanism (i.e. does the contract say if there is a significant change of circumstances this can trigger exit).  Alternatively, party(ies) may rely on the law of frustration (i.e. an unforeseen event that renders the contractual obligations impossible or radically changes the party’s main purpose for entering into the contract).

  • Choice of Law

Check the governing law, is this EU law or English law (this clause is usually towards the end of the contract and states which territory’s laws will be used to govern the commercial agreement)?

Note, that if there is “no deal” EU law will no longer be applicable to the UK legal system. The government will have to address this with specific legislation in a “no deal” scenario.

Is there any regulatory EU legislation which may be problematic given the nature of what the parties are trying to achieve, does this need to be removed from the contract?  If so, do you have a severance (e.g. cut out) clause which removes unenforceable or conflicting clauses automatically? Commercially, can the legislation be severed and the contract still work?

  • Price

Consider potential currency fluctuations.  For example, if you are a retailer or manufacturer does your stock or key components come from the EU? Are supplies to become more costly/unavailable?

Is there any potential impact which will make the contract unachievable?  Consider the possible implications on price, import, delivery challenges (cost of delivery rising or import regulatory obstacles), insurance etc.  Consider solutions around this can you stockpile, are there alternative suppliers?  Does the contract rely on any financing and if so, is this affected?

  • Commercial intentions

Have the commercial intentions of the parties altered? Can the contract still be performed with the key benefits intact for all parties?  If not, is there a solution to this or do the parties need to end the contract?

  • Other

Check whether your contract relies on any licences or requirement of people or the transfer of people from Europe.

Commercially consider your existing relationship with the other parties, how are they likely to respond to the change in risks/benefits, do you need to protect against this?

Look at the review and renewal clauses, do these need to be brought forwards or pushed back so you can review the contract pre-Brexit or a period of time after Brexit, do these review clauses need expanding to include Brexit as a topic of discussion.

Think longer term about upcoming contracts or those you may enter into the future.  How will these be affected by Brexit if at all? Do you need to expressly include clauses to cover risks in terms of Brexit.

So. . . what next?

Once you have identified risks and opportunities in existing contracts, you can:

  • Do something now

Parties can begin negotiations with other parties now as to how risk will be allocated and then vary the contract to reflect your agreement.

If varying a contract, think more widely about whether the contract is generally working for all parties, is there anything more which needs updating at the same time?

  • Do something later

Parties can agree to vary the contract to provide that the parties will sit down and negotiate at a later point as to how the risk will be allocated acting in “good faith” (i.e. acting honestly and fairly without disrupting the benefits either are due to receive under the contract).

Consider what the existing contract says about how you vary a contract (i.e. this will usually state any variation needs to be in writing and signed by all parties).

  • Do nothing

The parties may choose to vary the contract at this stage to include a clause which states that you will renegotiate elements of the contract following Brexit.

Where are we at with Brexit?

The government voted “no deal” on 15 January 2019 for a proposed withdrawal agreement. This means that unless we strike a new deal with the EU imminently which is then approved by the UK government, there would be a sudden break without plans and agreements in place which would heighten disruption for many businesses and individuals.

In a no deal situation, the government will seek to put side plans in place for urgent issues and some of these may be agreed after Brexit, we do not know what shape these plans will take.   Alternatively, there may still be a no Brexit scenario or, a delay to Brexit.

So, Theresa May is set to take her Plan B to the EU imminently and then back to the MP’s for to vote on the revised deal with the EU on 14 February.

Please note this blog is intended to advise businesses located in the UK only. If you need help with your review of contracts or, have any questions about this blog please reach out to us.

Mind the Gap: Gender Pay

We wish you all a Happy New Year.  We have had a super busy 2017 so have not blogged for some time but thought you might want to know about the upcoming gender pay reporting regulations.

You may have seen in the media the gender pay story around ITV This Morning’s presenter Holly Willoughby where Holly was reported to be earning £200,000 less than her co-star Philip Schofield.  Holly’s wages were later boosted by the BBC to match Phil’s £600,000.

If you are a UK business you may have already had your letter from the Government Equalities Office, this is what it all means.

What do I need to do?

Businesses in the UK with a headcount of 250 people or more must disclose pay data on female and male workers each year (yes, this is an annual requirement which is not going away anytime soon…unless of course your headcount drops below 250).

The regulations are set out in the Equality Act 2010 (Gender Pay Gap Information) Regulations 2017.

You have until 4 April 2018 to publish the gender information which will be publicly available (note there are separate time limits and regulations for public sector workers).  We suggest you do not leave this until the last minute as the data gathering itself may take some time.

The data

There are 6 calculations to be completed:

  1. Mean gender pay gap;
  2. Median gender pay gap;
  3. Mean bonus gender pay gap;
  4. Median bonus gender pay gap;
  5. Proportion of males and females receiving a bonus payment; and
  6. The proportion of males and females in each quartile band.

“Employees” for these reporting regulations includes workers and the self-employed.  Agency workers are counted by the agencies providing them.

The data shows the difference between earnings and bonuses of men and women.  The data may be expressed as a percentage (i.e. on average men earn 5% more in bonuses than women).

Businesses may choose to also publish an explanation around the challenges and/or successes of the results or, details about steps being taken to close any gaps.

Don’t forget that the information needs to be signed by a director or chief executive to confirm its accuracy.

Useful guides here:

Data required for gender pay reporting is different to equal pay under the Equality Act 2010 which deals with the differences of workers in comparable roles (like the Holly and Phil situation) whereas these gender pay regulations deal with the difference in men and women’s pay across the workforce.

How do I publish the data?

The results must be accessible on your business website and must be reported on the government website below:

The registration information is in the letter you have been sent, if not, register online and the codes will follow by post.

If you get stuck, please reach out for our help.

Spending too much on legal fees? Answer: centralise

How might you reduce your legal costs without reducing quality? Well, if you currently instruct a number of firms for your different legal needs have you thought about centralising this? What does this mean? It means giving your legal work to one or two law firms rather than multiple law firms.

Why? Well, here’s why:

  1. Save money

    The overriding benefit is the reduction in legal costs, it simply makes business sense. Generally speaking, the more legal work you give to one external law firm, the more potential savings there are to be made.

    Don’t forget there are valuable indirect savings of less internal business time spent by you instructing and dealing with various lawyers. Having one relationship as opposed to many means you have simplified the processes and you can talk through several issues with the same firm at one time all generates savings. The one law firm will also become more familiar with your business i.e. the products/services, the personalities and values etc. so there will be less additional questions and going backwards and forwards for information.

  2. Efficiency

    There are of course efficiencies from having one relationship and not having to deal with multiple lawyers and different firms unique ways of doing things. There will also be less meetings/conference calls as several issues can be dealt with at once and less paperwork/terms of business to be signed.

  3. Manage risk

    Centralising legal work means your legal risks are better managed. A single law firm with sight of all your issues can help you prioritise your legal issues preventing delays or the issues spiralling out of control. It is easier for you to keep a handle on the legal issues you have on the go and ensure they are being dealt with in a timely fashion and that quality of advice is being maintained. Inevitably, if you have numerous relationships this is difficult to achieve.

    There is the odd occasion when a particular legal issue needs a lawyer in a highly specialist area to deliver specialist advice (i.e. for example, with litigation issues). An experienced lawyer will have the advantage of informing you of exactly when highly specialist advice is required.

  4. Better relationship

    You will have more interactions with a single law firm and as a result they will get to know the people in your business better which in turn results in advice which actually fits commercially. By this we mean, the company’s overall strategy and values and will take into account the business or industry challenges as appropriate. The options you are presented with in light of your issue will be more focused.

    The lawyer(s) will know how you like to receive your advice and are more likely to build space for catch-up and reviews to check-in on how things are working for you (well we sure do this).

    At Hartley Law we also ensure our clients are kept up-to-date with relevant key developments in the law so their business is prepared and ready for changes in advance. This is the advantage of knowing our client’s business in detail.

  5. Sound, fluid advice

    Just like business issues generally, legal issues are often fluid and connect together. It will be more likely (especially if you use us!) that the law firm with your centralised legal work can spot underlying issues and help to solve these underlying issues. For example, multiple legal issues may be arising due to a training need of your staff so the lawyer can point this out. This can reduce your long-term legal costs and help your business to operate more smoothly.

    Lawyers who are really clued up on your business can advise how a legal issue may impact other areas of your business. Therefore, the advice is not given is isolation but the lawyer can look at the issue from different perspectives and also spot the non-legal consequences too.

At Hartley Law building relationships with our clients is key. We do not charge for initial consultations and/or for each and every phone call as getting to know our client and their business is key. We place more value on our overall relationship with you.

Want us to provide you with a centralised legal service? Need an external in-house lawyer? Chat to us at or 023 8001 5135.

Sponsorship Agreements- how to make them work for you

It’s sponsorship season (at least in the Premier League it is).  The time of the year when sales teams and agencies are hard at work trying to secure the best sponsorship deals for the next football season.  Having secured the deal they approach their lawyer for the sponsorship agreement.

Businesses want more from their sponsorship deal and the overall relationship – quite rightly so given sponsorship payments are on the up.  Whether you are the Sponsor (giving over money or equivalent for the your brand to be advertised) or Sponsoree (giving away the sponsorship rights) and whether you have an individual or business deal here’s how to flex those sponsorship agreements to get the most out of them:

  1. Get your lawyer on board early

    Sales personnel have a different focus and pressure around the deal with a focus on the financial value and the inventory (the list of sponsorship rights). Get your lawyer involved as early on as possible (ideally pre-negotiations) as they will help flesh out additional questions and issues for negotiation discussions.

    For example, when are the sponsorship payments to be made, due diligence on the prospective Sponsor (i.e. can they pay up).  Your lawyer can also check if the business you are speaking to is part of a group of companies, if so, do they even own the sponsorship rights you want.

    Involving your lawyer quickly can avoid delays and even the deal collapsing later on.  It can also help place you in the best negotiating position as you will have an understanding of all the issues to be thrashed out with the other party before negotiating starts.

  2. Inventory: clear and outside the box

    A clear inventory list with exactly the sponsorship rights you want and/or are able to give is key to a successful agreement.  Ensure commercially it will work in practice (i.e. can the Sponsoree can actually deliver the sponsorship rights).  Consider ethics too, will the sponsorship rights and Sponsoree brand have negative connotations or, contradict your own brand?  Are your values well aligned?

    Don’t forget to capture social media related rights too (your tweets, Instagram posts and YouTube videos) these are prized assets nowadays.  If you are looking at sharing customer data be weary of data protection consents and make sure you both have adequate procedures in place before promising this.

    If you are Sponsor, ensure the inventory will reach and achieve the desired results, ultimately why are you sponsoring, is this to generate business, to get your name out there, to target a specific audience or, all of the above?

    Be as creative as you can and think outside the box.  To get noticed think of new ways to advertise your brand so your inventory stands out against other sponsors (if this is what you want).  The highest valued inventory is not necessarily the best inventory.  If you are Sponsoree, bespoke the inventory to the brand in question and don’t make your lists a one size fits all.

  3. Lock in and break free

    How are you locked in (i.e. exclusivity periods) and how you might get out if the relationship is not working.  Whilst this might be a perfect and exciting deal now, things can turn sour unexpectedly so plan for this.

    If the Sponsor or Sponsoree takes on a competitor brand of yours, would you still be keen to work with one another?

    What if the relationship is a huge success or one brands becomes increasingly prominent in the marketplace?  Have you put into the agreement renewal options/arrangements?


    1. Outside the agreement

      Take a birds-eye view of the commercial deal, how else might the Sponsor/Sponsoree assist your business?   Have you considered all their business has to offer?

      Whether it’s training for your staff, a discount for your employees (as part of their benefits package), products or additional services, see if there are any bolt-ons that you can help each other with.  This could be as simple as general business or strategic advice.

    2. Forward-thinking

      Fast-forward yourself from the here and now.  What rights will be available in 3 years time and what might the sponsorship relationship look like then.

      There may be rights which are as of yet unavailable but may become available in the near future (i.e. the recent announcement on footballers shirt sleeves becoming available for sponsorship).  If you are the Sponsor you want to ensure you get first pick of these and reserve any potential rights in your agreement upfront.

      Give thought to any additional rights you want triggered on certain events happening for example, the club reaches the final of a competition and additional rights become available.  As Sponsoree do you want additional payment on the trigger of this event?

    3. Relationship building

      To make a genuine sponsorship arrangement work you need a genuine relationship.  Formalising steps for this in the agreement can help, you can appoint a specific employee from each party to meet regularly to make this happen.  You can use the these meet-ups to discuss what is and is not working for both parties and amend the agreement if necessary.

      There is nothing worse then having a sponsorship agreement in place with no relationship behind it or no desire to genuinely make it work from both parties.

    4. Agents

      If using an an agent to help secure the deal put in place an agency agreement before the work commences to avoid disagreements and agree commission payments upfront.

      Would you like our help with your individual/business sponsorship agreement (whatever the industry) or even your agency agreement, let’s get talking .

The future... the rise of in-house solicitors

It is a fact that in-house solicitors are on the rise.  Last year, in-house solicitors accounted for  25% of the legal profession in England and Wales and it is predicted this will rise to 35% by 2020. In-house lawyers are not only growing in volume but in influence too.

Why such a rapid rise?

Businesses are recognising how useful and cost-effective it can be to have a lawyer to hand.  In-house lawyers often take on an advisory role for executive boards when it comes to running the business, making both commercial and strategic decisions; an extension to pure legal advice. Lawyers are often trained to have the courage (at times having to deliver difficult messages) and clear communication skills so are well placed to sit and advise on a management team.

In-house lawyers can focus on reducing the external legal spend and often having trained in a traditional law firm know how to control legal spend and manage relationships with external lawyers. They also have an ability to quickly grasp the legal issues to identify what if anything requires specialist external advice and what can be contained in-house.

Much of this depends on the individual lawyer, of course, the experience is important but personality is the key aspect of working successfully in-house. Building relationships at all levels of an organisation, whether at Board level or, the workers on the ground enables the lawyer to identify issues more readily, often before they are even approached. It is, of course, vital that a lawyer working in-house can still hold on to their moral and legal compass and are not easily persuaded to bend the rules or alter the advice to the answer the client wants putting the business at risk.

Today’s in-house lawyers often have more passion as they are immersed in their client’s environment and willing them to do well. You also get to see the impact of your advice and actions which can, for the most part, be rewarding. This encourages lawyers to be more solution-driven as they do not want to be seen as the hurdle in the business which continually says “no, sorry you can’t do that”.

A key feature of being in-house is the understanding of industry issues, as well as the history and future plans of the business on which the lawyer can build their legal advice. Lawyers can positively impact all areas of a business and are ideally positioned for building bridges between departments internally. They might be asked to advise on one area of a business but a lateral-thinking lawyer can foresee how this might impact another department and deal with this at the same time.

Chat with us, if you would like a senior, experienced in-house lawyer around your business.

Why does my business need legal help?

Your business might be doing really well, growing perhaps, and even making a reasonable profit.  Why therefore do you need to even think about getting legal help?  Here’s why:

  1. Smooth Operator

    Staying on the right side of the law ensures you can continue to trade without disruption and focus on your day to day business matters.  As an executive it means you can sleep a little easier at night.

    In some cases  (depending on the seriousness and type of the breach)  falling foul of the law can  mean injunctions are issued (which basically stop you from doing something).  Additionally, there could be the possibility of hefty fines. In serious cases directors and/or senior management can face criminal prosecution for breaches.

    On top of that imagine the a lengthy and intrusive investigations by outside authorities which draw on valuable management time.

  2. Protect your Reputation

    Given businesses spend a significant amount of time and money on marketing and preserving reputation a legal breach can destroy all of this hard work in an instance,…you just have to pick up a newspaper for evidence of this.  Seeking legal advice early on helps you preserve that reputation that you have built up.

    Some people shy away from having written agreements thinking it can aggravate the other party and takes too long or is unnecessary, but actually it positively impresses on the other party that you are  business that likes to do things the right way and be transparent in your dealings.

    By having the correct policies, templates and processes in place you can trade in confidence.  Your stakeholders will pick up on this and feel at ease knowing they are dealing with a trustworthy and legitimate company that thinks ahead.

    In an age where there is an increasing focus on values, morals and ethics this can give you an edge against your competitors.

  3. Save Money

    It’s hard to imagine at the beginning of a business relationship following a gentlemen’s handshake that there might be an issue between the parties down the road but, as time moves on if an issue occurs the lack of a formal agreement can result in disagreements and often threats of litigation.

    Sometimes, this can end up one party paying the other to get out of the agreement or dispute.  It is at that stage that most businesses get lawyers on-board which is expensive and less effective then had lawyers been used to draft the initial agreement.

  4. Add Value

    If you choose the right lawyers upfront, they can help add value to your business, get the most out of your contract and help it work for you.

    Contracts provide clarity so that even if there is a dispute both parties know how  to deal with this can manage this often without the need for external advisors. It is always better to stop a bad thing from happening then trying to fix it once it has gone wrong.

Businesses do not always know exactly what they should be complying with or what to ask their lawyers for.  We get that…you are not lawyers after all.  We can help you identify exactly what legal help you need so you have all the foundations in place to achieve the above.