Latest / The Ecommerce Revolution Podcast / Protect Your Business: Legal Essentials for Emerging Entrepreneurs
Transcript
- 0:01Welcome to today's episode of the ecommerce revolution podcast where we
- 0:04diveinto
- 0:05the dynamic world of ecommerce and uncover the tools and tactics that
- 0:09empower
- 0:09SPEAKER_00: today's emerging entrepreneurs.
- 0:12SPEAKER_00: Our podcast is part of our community with the same name.
- 0:15The community is geared to providing emerging e-commerce entrepreneurs
- 0:18with courses,
- 0:19content and coaching to help you all launch and grow successful businesses.
- 0:24SPEAKER_00: Check us out at ecomrevolution.co Let's get things started.
- 0:38welcome to another episode of the ecommerce revolution podcast today we're
- 0:42diving
- 0:42SPEAKER_00: into the legal world to understand what legal matters emerging ecommerce
- 0:47entrepreneurs need to know to get their business started and what they need
- 0:51toknow
- 0:52as they scale our special guest today is damian guzman founder and legal
- 0:59counselof
- 0:59SPEAKER_00: enigma tech legal which offers fractional
- 1:03counsel which by the way for those who don't know what that is it's part-time
- 1:06and
- 1:06on-demand counsel to startups and small businesses with 14 years of
- 1:13practicewith
- 1:14big law firms as in-house counsel to tech companies such as visa everybody
- 1:19knows
- 1:19who visa is and most recently as the head of legal for mid-sized fintech
- 1:24startup
- 1:24damian's expertise ranges from pre-formation which we'll be tapping into
- 1:29today
- 1:30SPEAKER_00: Formation and post-formation legal advice,
- 1:33SPEAKER_00: including governance,
- 1:34SPEAKER_00: financing,
- 1:35SPEAKER_00: hiring,
- 1:36SPEAKER_00: and contracting.
- 1:37All very important elements that you need to know as an e-commerce entrepreneur.
- 1:43SPEAKER_00: He's also a certified privacy and payments professional.
- 1:46SPEAKER_00: His superpower,
- 1:47SPEAKER_00: because we always want to know what our guest's superpowers are,
- 1:50SPEAKER_00: is that unlike most fractional and outside counsel,
- 1:52SPEAKER_00: he has spent several years practicing in-house.
- 1:55SPEAKER_00: And he also has founded a tech company.
- 1:58SPEAKER_00: So without any further ado,
- 2:01SPEAKER_00: and maybe I should just say without any further ado,
- 2:03I should also say that he's a member of both California and New York bars.
- 2:08SPEAKER_00: So that means he can practice in both states.
- 2:11So without any further ado,
- 2:13I welcome Damien to the Ecommerce Revolution podcast.
- 2:18SPEAKER_00: Welcome, Damien.
- 2:18SPEAKER_00: Great to have you on the show today.
- 2:21SPEAKER_02: Thank you very much, Ramin.
- 2:22SPEAKER_02: Great.
- 2:23SPEAKER_02: Thank you for the introduction.
- 2:24SPEAKER_02: I really appreciate it.
- 2:26SPEAKER_02: Yeah,
- 2:26I'm happy to get started talking about how businesses get off the ground and
- 2:31getup
- 2:32SPEAKER_02: and running and hopefully do that in a liability conscious way.
- 2:37SPEAKER_02: I do want to say that even though I'm only,
- 2:40SPEAKER_02: I guess,
- 2:41SPEAKER_02: licensed in California and in New York,
- 2:44SPEAKER_02: the type of counsel that I provide,
- 2:46SPEAKER_02: which is mostly advisory and not court related,
- 2:50SPEAKER_02: So I can pretty much advise clients all over the United States.
- 2:56SPEAKER_02: So I'm just FYI there.
- 2:59SPEAKER_00: Yeah, that's great.
- 3:00And is there anything legally that we need to say before we get started here?
- 3:04SPEAKER_00: Because this is a little bit of a different podcast than we usually do.
- 3:07SPEAKER_00: We're speaking to an attorney,
- 3:09SPEAKER_00: and there are some probably rules out there that we should put out there.
- 3:13SPEAKER_00: So go ahead and tell us what you need to say.
- 3:15SPEAKER_02: Thank you, Ramin.
- 3:16SPEAKER_02: Yes.
- 3:16SPEAKER_02: And just my standard,
- 3:18I think most lawyers give their standard disclaimer is that I am not your lawyer.
- 3:22There might be one of my clients online at the moment,
- 3:25but this is not legal advice.
- 3:28The information that I give on this call or on this podcast is for
- 3:32informational purposes only.
- 3:35SPEAKER_00: Great, great.
- 3:36SPEAKER_00: Well, I appreciate you saying that.
- 3:38SPEAKER_00: I know it's very important.
- 3:39SPEAKER_00: And you know,
- 3:40SPEAKER_00: this is an area,
- 3:41SPEAKER_00: you know,
- 3:41SPEAKER_00: as I've learned along the way,
- 3:43SPEAKER_00: legal tends to be one of those things that businesses,
- 3:46SPEAKER_00: especially small businesses,
- 3:48SPEAKER_00: startup businesses,
- 3:49SPEAKER_00: maybe the ones,
- 3:49SPEAKER_00: you know,
- 3:50SPEAKER_00: the emerging,
- 3:50SPEAKER_00: maybe they don't have a lot of capital,
- 3:52they tend to ignore and they don't really know how to navigate this world.
- 3:57SPEAKER_00: And I love the fact that you are focused
- 3:59SPEAKER_00: on that small business world,
- 4:01SPEAKER_00: and you really like to provide,
- 4:02SPEAKER_00: and you and I have had a number of conversations outside of this podcast,
- 4:06SPEAKER_00: and you really have a passion for helping small businesses.
- 4:08SPEAKER_00: Tell me before we get started, where does that passion come from?
- 4:13SPEAKER_00: Why focus on the small business when there are big,
- 4:16SPEAKER_00: huge law firms out there,
- 4:18SPEAKER_00: and they pay attention to big businesses?
- 4:21SPEAKER_00: What's your angle on that?
- 4:23SPEAKER_02: Yeah,
- 4:24SPEAKER_02: so I kind of am taking a different approach and,
- 4:27SPEAKER_02: you know,
- 4:27SPEAKER_02: some people might call it,
- 4:28SPEAKER_02: you know,
- 4:28SPEAKER_02: leaving money on the table.
- 4:29SPEAKER_02: I don't look at it that way.
- 4:30I look at it as,
- 4:31you know,
- 4:32I've been a successful,
- 4:33I am a successful attorney.
- 4:35SPEAKER_02: I've practiced for many years.
- 4:37SPEAKER_02: I've done, you know, the billion dollar deals.
- 4:39SPEAKER_02: I've, you know, done the big law firms.
- 4:41SPEAKER_02: I had a Park Avenue office,
- 4:44SPEAKER_02: 46th floor in New York City,
- 4:47SPEAKER_02: you know,
- 4:47SPEAKER_02: did all the things,
- 4:48SPEAKER_02: you know,
- 4:49SPEAKER_02: practicing in-house for visa was a great experience.
- 4:51SPEAKER_02: I learned a ton about payments.
- 4:54SPEAKER_02: and even being head of legal for a mid-stage startup,
- 4:59SPEAKER_02: I feel like I sort of have done what most lawyers kind of set out to do.
- 5:05SPEAKER_02: Last year, I sort of had a personal event.
- 5:08SPEAKER_02: My mother passed away unexpectedly,
- 5:11SPEAKER_02: and I took a sabbatical,
- 5:12SPEAKER_02: so I took a break from life and my career.
- 5:16SPEAKER_02: And coming out of that, going back into the sort of
- 5:22SPEAKER_02: the world that I was working in before just didn't make sense to me.
- 5:27SPEAKER_02: I wanted to do something that was a little bit more kind of,
- 5:30SPEAKER_02: you know,
- 5:32SPEAKER_02: better,
- 5:33made me feel better about what I was doing with the rest of my life and the rest
- 5:36of
- 5:36SPEAKER_02: my career.
- 5:37SPEAKER_02: And what came out of that was,
- 5:39SPEAKER_02: you know,
- 5:40SPEAKER_02: Enigma Tech Legal,
- 5:42SPEAKER_02: which I set out to be a fractional counsel practice for
- 5:48SPEAKER_02: those types of startups that I would typically work in-house for.
- 5:52But by keeping my rates low,
- 5:53I was able to attract a lot of small businesses.
- 5:56SPEAKER_02: And my employee,
- 5:58SPEAKER_02: Cecilia,
- 5:59SPEAKER_02: will tell you that serving small businesses,
- 6:03giving them access to legal services and advice that typically only corporations,
- 6:09SPEAKER_02: large corporations can afford,
- 6:12SPEAKER_02: changes things,
- 6:13SPEAKER_02: I think,
- 6:13SPEAKER_02: for the better.
- 6:15SPEAKER_02: The types of clients that I'm able to support
- 6:17SPEAKER_02: such as, you know, mom and pop shops.
- 6:20I have a mother of three who's a single mother of three who was looking to buy a business.
- 6:25And,
- 6:26you know,
- 6:26being able to support those types of folks feels really good to me.
- 6:30SoIkindoffoundthepassionsortofkindofbyaccidentbyjusttryingtokeep
- 6:36SPEAKER_02: my rates fair to clients.
- 6:39SPEAKER_02: And I love it.
- 6:41SPEAKER_00: Well,
- 6:42Ilovethatsomesaywe'releavingalittlemoneyonthetableaswellatthe
- 6:47e-commerce revolution because we focus on that emerging e-commerce entrepreneur.
- 6:51And a lot of businesses out there are paying attention to the seven,
- 6:54eight figure businesses.
- 6:55SPEAKER_00: And so I love your approach.
- 6:57I'msorrythatwhathadhappenedtobiglifeeventslikethatopenoureyestoa
- 7:04SPEAKER_00: different way of doing something.
- 7:06SPEAKER_00: I appreciate that you're doing this.
- 7:07SPEAKER_00: I truly do because I am also a small business.
- 7:11SPEAKER_00: I talk to entrepreneurs all day long and this is definitely an area
- 7:16SPEAKER_00: of confusion, honestly, like what to do and what to get into.
- 7:20SPEAKER_00: So why don't we just dive in,
- 7:21SPEAKER_00: if you're good with this,
- 7:22SPEAKER_00: and let's jump into some questions that I know that our audience has,
- 7:27SPEAKER_00: questions that I have,
- 7:28questions that I've heard along the way from other entrepreneurs about what
- 7:32to do.
- 7:33SPEAKER_00: And I think let's start off with formation.
- 7:36SPEAKER_00: This is an area that you're in expertise.
- 7:38SPEAKER_00: And the number one question I always get is,
- 7:41SPEAKER_00: When should I be an LLC?
- 7:43SPEAKER_00: When should I be a an S Corp?
- 7:48SPEAKER_00: Why should I do that?
- 7:49SPEAKER_00: What is the sole proprietor mean and all that?
- 7:52SPEAKER_00: And I think I'd like to understand,
- 7:53SPEAKER_00: you know,
- 7:54SPEAKER_00: more from a standpoint of,
- 7:56SPEAKER_00: you know,
- 7:57SPEAKER_00: what are the requirements involved in informing?
- 8:01SPEAKER_00: Why should you know,
- 8:01maybe you can speak to the why part of it if there is a certain timetable of when
- 8:05a
- 8:05SPEAKER_00: business should do this.
- 8:07SPEAKER_00: But, you know, how do they do it?
- 8:08SPEAKER_00: How do they go about doing it outside of,
- 8:10SPEAKER_00: you know,
- 8:10SPEAKER_00: maybe,
- 8:11SPEAKER_00: you know,
- 8:11SPEAKER_00: they contact you directly to do this,
- 8:13SPEAKER_00: but also what else should they be aware of?
- 8:15SPEAKER_02: Sure.
- 8:16SPEAKER_02: So I want to just kind of set the baseline.
- 8:19So the baseline is when you do business without any sort of formation or kind
- 8:25of
- 8:27SPEAKER_02: registrations or anything like that,
- 8:28SPEAKER_02: you're doing business as a sole proprietor.
- 8:31SoifIgooutfrontandsetupalemonadestandandsitoutthereandsell
- 8:36SPEAKER_02: lemonade for a dollar,
- 8:38SPEAKER_02: I am operating as a sole proprietor.
- 8:42That means that my personal assets are subject to claim by someone who gets harmed.
- 8:51SPEAKER_02: and I'm saying that broadly, gets harmed by my business.
- 8:55So if I use water that is somehow infected with some bacteria and somebody
- 9:03drinks
- 9:03SPEAKER_02: that lemonade and gets sick,
- 9:05SPEAKER_02: my house,
- 9:06SPEAKER_02: my car,
- 9:08SPEAKER_02: my personal assets are potentially at risk.
- 9:12SPEAKER_02: And I can be sued for that harm that resulted from my business.
- 9:19SPEAKER_02: I, therefore,
- 9:21SPEAKER_02: And there hasn't been a scenario yet where I've met a sole proprietor,
- 9:26SPEAKER_02: somebody who's just doing business.
- 9:27SPEAKER_02: They could be a house cleaning service.
- 9:31They could be a mobile coffee service where I don't say get an LLC set up
- 9:37because
- 9:38SPEAKER_02: what an LLC does as well as a corporation is.
- 9:42It typically shields your personal assets from claims by others that are
- 9:47harmedby
- 9:48SPEAKER_02: your business.
- 9:48SPEAKER_02: So if I had,
- 9:50SPEAKER_02: for example,
- 9:51SPEAKER_02: before I went out front and started selling lemonade,
- 9:53SPEAKER_02: I set up Damien's Lemonade Stand LLC.
- 9:57SPEAKER_02: I go outside, I'm serving this.
- 9:59Somebody gets sick because there was contaminated water inadvertently
- 10:03servedto
- 10:04SPEAKER_02: that customer and they get ill.
- 10:07SPEAKER_02: They sue the LLC.
- 10:10SPEAKER_02: And there are some exceptions to where it's called piercing the veil.
- 10:14SPEAKER_02: You might have heard that word before.
- 10:16SPEAKER_02: But what lawyers,
- 10:17SPEAKER_02: when they say that,
- 10:17SPEAKER_02: it means that,
- 10:18SPEAKER_02: you know,
- 10:19SPEAKER_02: even if you have an LLC or a corporation,
- 10:21SPEAKER_02: there are some factors that may be present that where a court will say,
- 10:27SPEAKER_02: you know,
- 10:28SPEAKER_02: we're going to go after your personal assets.
- 10:30SPEAKER_02: even if you have that shielding.
- 10:31SPEAKER_02: But for most of the clients that I've dealt with,
- 10:36SPEAKER_02: that rarely,
- 10:37SPEAKER_02: if ever happens,
- 10:37therearewaystomakesurethatyouareoperatingasabusinessandasan
- 10:41SPEAKER_02: independent entity.
- 10:43You're not just creating the LLC to shield against a particular act or behavior.
- 10:49SPEAKER_02: So just with that caveat,
- 10:51SPEAKER_02: when you have an LLC and I go outside,
- 10:53SPEAKER_02: or if I have an LLC and I go outside and I serve and somebody gets ill,
- 10:57They sue me,
- 10:58they sue the LLC,
- 11:00and the LLC's assets are subject to the claim.
- 11:03SPEAKER_02: They can't come through and then go after my house,
- 11:07SPEAKER_02: go after my vehicle,
- 11:08SPEAKER_02: my personal cars,
- 11:10SPEAKER_02: my personal bank accounts,
- 11:11SPEAKER_02: my retirement fund.
- 11:12SPEAKER_02: Those are all shielded.
- 11:14SPEAKER_02: So even though,
- 11:15SPEAKER_02: as I believe you know,
- 11:17SPEAKER_02: that in California,
- 11:18SPEAKER_02: at least,
- 11:18SPEAKER_02: there's a mandatory franchise state tax of a minimum of $800 per year.
- 11:24SPEAKER_02: That's sort of the cost of doing business as an LLC.
- 11:26SPEAKER_02: Personally,
- 11:27SPEAKER_02: and this is what I advise my clients,
- 11:29SPEAKER_02: is that that cost,
- 11:30SPEAKER_02: as well as the filing fees,
- 11:31SPEAKER_02: which are about $150,
- 11:32SPEAKER_02: that cost,
- 11:32SPEAKER_02: let's just say $1,000 cost.
- 11:38is worth the protection that you get against your personal assets if
- 11:43somebodygets
- 11:44SPEAKER_02: harmed or claims that they're harmed because of the business that you do.
- 11:48So with that said,
- 11:50would you like me to kind of go in through the specifics on...
- 11:54Yeah,
- 11:54I mean,
- 11:55I'd love to know,
- 11:55yeah,
- 11:55the specifics and this differs state by state as well.
- 11:59SPEAKER_00: I mean,
- 12:00SPEAKER_00: there's the eight hundred dollars in California,
- 12:02which I was very well aware of because we used to have a California corporation.
- 12:05SPEAKER_00: And then when we moved to Texas, it's different.
- 12:08SPEAKER_00: You know, the structure is different.
- 12:09SPEAKER_00: The process is very different.
- 12:11SPEAKER_00: And this is, I assume, true for all states, correct?
- 12:14SPEAKER_02: True that the the the the specifics in terms of formation may differ.
- 12:22SPEAKER_02: But the general gist is the same.
- 12:25SPEAKER_02: So so just to kind of back up a little bit.
- 12:27SPEAKER_02: So each state has its own laws that govern its own its businesses.
- 12:32SPEAKER_02: So it's corporations.
- 12:34SPEAKER_02: So you might hear people saying,
- 12:36SPEAKER_02: I want to form a Delaware corporation,
- 12:38SPEAKER_02: even though I'm in Texas.
- 12:40SPEAKER_02: And there are reasons why you might want to do that,
- 12:43SPEAKER_02: which I'm happy to go into on this call or a subsequent call podcast.
- 12:50But the general gist is a limited liability company generally shields your
- 12:55personal
- 12:55SPEAKER_02: assets from claims against the LLC.
- 12:59SPEAKER_02: Same is true for a corporation.
- 13:00SPEAKER_02: That's sort of the purpose of a corporation, an LLC.
- 13:06They are to create a distinct business entity that can do business and shield
- 13:12the
- 13:13directors or the officers or the shareholders' personal assets from claims
- 13:17sothat
- 13:18SPEAKER_02: they could operate freely as a business.
- 13:20SPEAKER_02: You know,
- 13:21I have practiced and formed so many LLCs and corporations out of Delaware,
- 13:28SPEAKER_02: out of New York,
- 13:28SPEAKER_02: out of California.
- 13:30SPEAKER_02: The process is different.
- 13:32SPEAKER_02: And,
- 13:32SPEAKER_02: you know,
- 13:32a lawyer can help you go through the different state laws and make sure that
- 13:37you're
- 13:37SPEAKER_02: complying with each of them.
- 13:39SPEAKER_02: You know,
- 13:40SPEAKER_02: California's I'm very comfortable with,
- 13:42SPEAKER_02: New York's I'm fairly comfortable with,
- 13:45and Delaware I'm fairly comfortable with as well in terms of kind of being
- 13:48ableto
- 13:49kind of dig through what the LLC Act for the corresponding state says about
- 13:54what
- 13:54SPEAKER_02: needs to be,
- 13:55SPEAKER_02: for example,
- 13:56in your operating agreement and what needs to be in your articles of organization.
- 14:00Again,
- 14:01you don't necessarily need a lawyer to form an LLC or a corporation.
- 14:08SPEAKER_02: I highly recommend it.
- 14:11SPEAKER_02: Ben, we can kind of get into why, if you would like, Ramin.
- 14:15yeah sure i mean which is also the other question that always comes up is you
- 14:19know
- 14:19why can't i use legal zoom why can't i use rocket lawyer why can i not you know
- 14:24why
- 14:24do i need to spend the money and the time that goes into hiring a lawyer you know
- 14:29i
- 14:30knowthismaybeahardquestiontoaskanattorneybutiwouldlovetoknowyour
- 14:33opinion like if you were on the other side what would you be telling somebody
- 14:38you
- 14:38know yes in this case you need a lawyer or in this case you you're okay with
- 14:42legal
- 14:42SPEAKER_00: zoom or
- 14:43SPEAKER_00: Maybe you should just have a lawyer no matter what.
- 14:46So thank you for that question,
- 14:47and I don't mind answering it honestly at all.
- 14:51SPEAKER_02: So just so that you and your listeners are aware,
- 14:55SPEAKER_02: I have three key values with which I do operate my practice,
- 15:00SPEAKER_02: and it's fairness,
- 15:01SPEAKER_02: transparency,
- 15:02SPEAKER_02: and efficiency.
- 15:03SPEAKER_02: I am very blunt when it comes to being asked questions,
- 15:07SPEAKER_02: as long as it's not obviously confidential to a client,
- 15:11SPEAKER_02: but
- 15:12SPEAKER_02: To answer your question, so you can technically go on to LegalZoom.
- 15:20SPEAKER_02: We all know this.
- 15:21SPEAKER_02: You can go on to the Secretary of State of California's website.
- 15:24They have a really awesome website called bizfile.ca.gov,
- 15:30I believe is the URL.
- 15:33SPEAKER_02: But it's very handy.
- 15:35SPEAKER_02: It's very simple.
- 15:36SPEAKER_02: It's handy because anybody can go in and...
- 15:41SPEAKER_02: form their own LLC or their own corporation.
- 15:44SPEAKER_02: You can find forms on LegalZoom.
- 15:46SPEAKER_02: You can find forms on the Secretary of State website,
- 15:48SPEAKER_02: too,
- 15:49that will give you your operating agreement if you have an LLC and your bylaws,
- 15:54SPEAKER_02: a set of bylaws for a corporation.
- 15:57SPEAKER_02: There's essentially the same thing.
- 15:58It's basically the document that governs an LLC or a corporation,
- 16:01respectively.
- 16:03SPEAKER_02: And you can form your entity on your own without a lawyer.
- 16:08SPEAKER_02: And I've had clients who've done that,
- 16:09SPEAKER_02: who I've subsequently then engaged with,
- 16:14SPEAKER_02: and I always ask them,
- 16:15SPEAKER_02: send me your formation documents so I can see what's in there.
- 16:18SPEAKER_02: And we'll find, in every case, something needs to be fixed.
- 16:24So what I would recommend is,
- 16:28if you can find a lawyer who is affordable to you,
- 16:35I would recommend having your lawyer do the formation or at least consult you,
- 16:42consult with you with respect to forming your corporation so that you
- 16:45understand
- 16:46SPEAKER_02: what are in the bylaws.
- 16:48SPEAKER_02: When your bylaws are your operating agreement,
- 16:50you're basically agreeing that the company is going to stand by them and
- 16:54operate to them.
- 16:56SPEAKER_02: If you don't know what they mean, how are you going to operate to them?
- 17:00SPEAKER_02: The
- 17:04SPEAKER_02: I guess the big topic nowadays,
- 17:06SPEAKER_02: and we're going to talk about it a little bit later,
- 17:08SPEAKER_02: but is AI,
- 17:10SPEAKER_02: you know,
- 17:10SPEAKER_02: chat GPT.
- 17:11SPEAKER_02: Anybody can go on to chat GPT and say,
- 17:13SPEAKER_02: you know,
- 17:13SPEAKER_02: draft an operating agreement for a California LLC.
- 17:17SPEAKER_02: It'll spit out a document.
- 17:20SPEAKER_02: You're like, okay, cool.
- 17:20SPEAKER_02: I got an operating agreement.
- 17:21SPEAKER_02: I sign it.
- 17:22SPEAKER_02: And that becomes the operating agreement of the LLC.
- 17:26SPEAKER_02: If you don't know what's in there and you get sued,
- 17:31potentially by another member or another owner of the LLC,
- 17:36that could be problematic,
- 17:37right?
- 17:37Because you're basically saying,
- 17:39I am entering into a contract that I don't understand.
- 17:45SPEAKER_02: When people say,
- 17:45SPEAKER_02: oh,
- 17:46SPEAKER_02: I got my document off ChatGPT,
- 17:48SPEAKER_02: it gives me the chills because it's sort of like,
- 17:52SPEAKER_02: do you know what you agreed to?
- 17:54SPEAKER_02: Do you know what you signed?
- 17:55SPEAKER_02: A lot of people will go on there and get an NDA.
- 17:58SPEAKER_02: And then they come back to me and say,
- 17:59SPEAKER_02: oh,
- 18:00SPEAKER_02: by the way,
- 18:00SPEAKER_02: several years ago,
- 18:01SPEAKER_02: I lost a client because all of the IP that I thought I had rights to,
- 18:08SPEAKER_02: I didn't have rights to because I didn't know what I was signing.
- 18:12SPEAKER_02: So I know we're gonna get into IP specifically on a subsequent question,
- 18:16SPEAKER_02: but my advice,
- 18:19SPEAKER_02: and this is something that I would say,
- 18:21SPEAKER_02: knowing what I know as a lawyer,
- 18:24SPEAKER_02: and truthfully and honestly,
- 18:27There are very few instances where I would advise a client to draft or enter
- 18:33intoa
- 18:33contract without an attorney drafting and or reviewing that contract so
- 18:39thatyou
- 18:40SPEAKER_02: understand what risks are there.
- 18:42SPEAKER_02: There are provisions that if they're in a contract are not enforceable,
- 18:49SPEAKER_02: meaning there may be a scenario where you've agreed to something.
- 18:52SPEAKER_02: You think it's perfectly fine because the other party has to agree to it.
- 18:56And they have to perform to it only to find out later that it's void in
- 18:59California
- 19:00SPEAKER_02: because California has a law against that particular provision.
- 19:05SPEAKER_02: So general rule of thumb for me is always have a lawyer.
- 19:11SPEAKER_02: Lawyers are not always affordable, as I am very well aware of.
- 19:16SPEAKER_02: There are organizations that you can connect with that are
- 19:20SPEAKER_02: will help you find a lawyer who can be affordable.
- 19:24SPEAKER_02: Some of them offer free services for some amount of hours.
- 19:28I work,
- 19:28for example,
- 19:29with the Sacramento MBDA,
- 19:30the Minority Business Development Agency.
- 19:33And any member of the MBDA,
- 19:35Sacramento MBDA,
- 19:36can get three hours of free service by me for free.
- 19:42SPEAKER_02: So there are organizations that can help.
- 19:45And going without a lawyer because you can't afford it is,
- 19:49in my opinion,
- 19:49kindof
- 19:51SPEAKER_02: Double whammy, right?
- 19:52SPEAKER_02: Because not only can she not afford a lawyer,
- 19:55but you also are potentially taking on liability that you don't understand,
- 19:59SPEAKER_02: which can cause you more harm later on.
- 20:01SPEAKER_00: Yeah, no, that's that's great.
- 20:02And I think that's probably one of the best answers I've ever heard about the
- 20:06why
- 20:07SPEAKER_00: between the two and the difference between the two,
- 20:09SPEAKER_00: because,
- 20:09SPEAKER_00: yeah,
- 20:09SPEAKER_00: sure,
- 20:09SPEAKER_00: it's easy people.
- 20:10SPEAKER_00: Yes, I know.
- 20:11AI has definitely changed the playing field in terms of us creating content
- 20:16inall
- 20:16SPEAKER_00: different manners now,
- 20:18SPEAKER_00: including,
- 20:19SPEAKER_00: you know,
- 20:19SPEAKER_00: legal people feeling like,
- 20:20SPEAKER_00: hey,
- 20:21SPEAKER_00: I've got a lawyer.
- 20:21SPEAKER_00: It's this AI thing and it just spit out a great document.
- 20:25But the fact that if you don't know what you're signing or you don't know what
- 20:27you created,
- 20:29Not to mention the fact that AI gets things wrong,
- 20:32you know,
- 20:32still plenty of time.
- 20:33SPEAKER_00: So that's a great, great explanation there.
- 20:37SPEAKER_00: I want to jump to terms of service,
- 20:40SPEAKER_00: TOS,
- 20:41SPEAKER_00: because I think this is an area,
- 20:43SPEAKER_00: another area,
- 20:44SPEAKER_00: you know,
- 20:44SPEAKER_00: that kind of feeds into this.
- 20:46SPEAKER_00: You know,
- 20:46SPEAKER_00: we as e-commerce entrepreneurs,
- 20:49SPEAKER_00: you know,
- 20:49alotoftimesweseethislinkatthebottomofasitethatsaysTermsofService
- 20:54SPEAKER_00: TOS and we don't even know what it is.
- 20:59SPEAKER_00: And sometimes if we're on a platform like Shopify,
- 21:01SPEAKER_00: we can generate it using their template system.
- 21:05We can generate a TOS because we were told that that's what we need to do.
- 21:09I guess what I want to know is,
- 21:10first of all,
- 21:11what are the terms of service?
- 21:15And how should an e-commerce entrepreneur effectively use terms of service
- 21:19for their business?
- 21:21SPEAKER_02: Sure.
- 21:21SPEAKER_02: So terms of service are a contract.
- 21:25SPEAKER_02: Typically,
- 21:25SPEAKER_02: when you hear the word terms or conditions,
- 21:30that usually means that there's a contract that is being at least set forth.
- 21:35SPEAKER_02: for parties to agree to.
- 21:36SPEAKER_02: With respect to a website, you typically have the terms.
- 21:40SPEAKER_02: And if anybody's interested in seeing mine,
- 21:43SPEAKER_02: I have mine,
- 21:44SPEAKER_02: you know,
- 21:44SPEAKER_02: transparency,
- 21:45SPEAKER_02: I have my terms online for everybody to see.
- 21:48It's if you were to engage with me as a client,
- 21:51those are the terms that you would agree to.
- 21:54And you can kind of get a sense of what is in my terms that would apply to a legal practice.
- 22:01SPEAKER_02: And it's enigmatechlegal.com.
- 22:04SPEAKER_02: Tech being T-E-C-H, so enigma, T-E-C-H, legal.com.
- 22:09SPEAKER_00: We'll put that in the show notes too.
- 22:11SPEAKER_02: We'll make sure that's in the show notes.
- 22:13SPEAKER_02: Yeah, so what does that mean?
- 22:15SPEAKER_02: So typically when you say,
- 22:17SPEAKER_02: and this will be in your terms of service typically,
- 22:21SPEAKER_02: or maybe in a checkbox when you sign up to get access to the website,
- 22:27but it'll say by accessing this website or by reviewing or taking advantage
- 22:32ofthe
- 22:32SPEAKER_02: services provided by us,
- 22:34SPEAKER_02: you are agreeing to these terms of service.
- 22:38SPEAKER_02: And that binds the party.
- 22:40SPEAKER_02: So it's a contract that you are agreeing to,
- 22:43SPEAKER_02: meaning that there are rights and obligations that the business,
- 22:47SPEAKER_02: your e-commerce business,
- 22:49is agreeing to with respect to each user who is also agreeing to those terms.
- 22:55SPEAKER_02: So typically,
- 22:57ThewaythatIgoaboutgettingsortofthetermstoapplytoaclientisIsend
- 23:03SPEAKER_02: out a really short one sentence engagement form that says,
- 23:07SPEAKER_02: you know,
- 23:08SPEAKER_02: I have read the terms of service available at blah,
- 23:12SPEAKER_02: blah,
- 23:13SPEAKER_02: blah.
- 23:14SPEAKER_02: And I agree and understand what they mean, essentially.
- 23:19SPEAKER_02: And then the when the party signed that engagement form,
- 23:23SPEAKER_02: it becomes a contract between me and the client.
- 23:25SPEAKER_02: Those terms kick in and are binding on the parties,
- 23:31SPEAKER_02: meaning that what it says in there,
- 23:33SPEAKER_02: what it says that Enigma Tech Legal has to do with respect to the client,
- 23:38SPEAKER_02: with respect to confidentiality,
- 23:40SPEAKER_02: with respect to data collection,
- 23:43SPEAKER_02: data use,
- 23:43SPEAKER_02: and we'll get into the privacy policy later.
- 23:46ButIamagreeingthatI'mgoingtodothethingsthatarestatedthataremy
- 23:52SPEAKER_02: obligation in the terms of service.
- 23:55What the client is agreeing to is they're saying anything that the terms of
- 23:59service
- 24:00SPEAKER_02: says that the client needs to do or is obligated to do,
- 24:04they're legally bound by those terms and conditions as well or terms of service.
- 24:09SPEAKER_02: So what does that mean?
- 24:10SPEAKER_02: What does it mean to be legally bound?
- 24:12SPEAKER_02: It means that if I don't do what's in the terms of service,
- 24:18SPEAKER_02: then the client who's the counterparty
- 24:21SPEAKER_02: can effectively seek remedy, meaning that they can go to a court.
- 24:26SPEAKER_02: We're gonna get into disputes a little bit later.
- 24:29SPEAKER_02: There are ways you can massage how that process of disputes works,
- 24:34SPEAKER_02: but they can say,
- 24:34SPEAKER_02: hey,
- 24:34SPEAKER_02: Damien,
- 24:35SPEAKER_02: you didn't do X,
- 24:37SPEAKER_02: Y,
- 24:37SPEAKER_02: Z.
- 24:37SPEAKER_02: The contract says that you were supposed to do X,
- 24:40SPEAKER_02: Y,
- 24:40SPEAKER_02: Z,
- 24:40SPEAKER_02: and I was hurt,
- 24:41SPEAKER_02: I was harmed by your failure to do X,
- 24:44SPEAKER_02: Y,
- 24:44SPEAKER_02: Z,
- 24:45SPEAKER_02: and you owe me now for that damage that you had caused.
- 24:51SPEAKER_02: The other side,
- 24:51SPEAKER_02: of course,
- 24:52is the client doesn't do what they're supposed to do under the terms of service,
- 24:56SPEAKER_02: and I can now hold the client legally bound,
- 24:59SPEAKER_02: meaning I can seek legal,
- 25:02SPEAKER_02: you know,
- 25:03kind of a court order or a judgment against that client if it goes to court,
- 25:09SPEAKER_02: which there's a whole process that lawyers,
- 25:12SPEAKER_02: a good lawyer,
- 25:14will try to kind of get you to resolve a dispute before it gets to that stage.
- 25:20SPEAKER_02: But that's sort of the gist of it.
- 25:22That's what the terms of service effectively mean with respect to you and
- 25:28your
- 25:29SPEAKER_02: website's users or your service's users.
- 25:32SPEAKER_02: Now, how you go about developing those terms of service is an art.
- 25:40SPEAKER_02: I've practiced for over 14 years.
- 25:43Contracts are pretty much what I've spent my entire career doing on a daily basis.
- 25:49SPEAKER_02: terms of service,
- 25:50SPEAKER_02: again,
- 25:50SPEAKER_02: it's a contract,
- 25:51SPEAKER_02: so I know what can go in a contract,
- 25:54SPEAKER_02: how it should be drafted,
- 25:56SPEAKER_02: how detailed it needs to be,
- 25:57howvagueitneedstobeorcouldbetomakesurethatthepartiesareboth
- 26:05comfortable with what their respective obligations are so that they can
- 26:08perform to them.
- 26:09SPEAKER_02: There's a whole other section of the law, and it's not really
- 26:13SPEAKER_02: Always need to be a lawyer doing it, but it's compliance.
- 26:17SPEAKER_02: And compliance,
- 26:17SPEAKER_02: we could have a whole separate call on,
- 26:19SPEAKER_02: but it's basically how do you,
- 26:21SPEAKER_02: as a business,
- 26:22comply with the various legal obligations that are imposed on it by virtue of
- 26:29the
- 26:30SPEAKER_02: contracts that you enter into,
- 26:31SPEAKER_02: the laws that apply to your business,
- 26:33SPEAKER_02: the regulations that apply to your business,
- 26:35SPEAKER_02: and so on.
- 26:37SPEAKER_02: And when you deal with contracts,
- 26:39SPEAKER_02: the reason,
- 26:40SPEAKER_02: again,
- 26:40why I always recommend that you use a lawyer before you enter into a contract
- 26:45isso
- 26:47that the lawyer can ensure that you understand that you could comply with the
- 26:51terms
- 26:51of that contract so that you don't create a scenario where there's a dispute
- 26:55inthe
- 26:56SPEAKER_02: first place.
- 26:56SPEAKER_02: Disputes are expensive.
- 26:57SPEAKER_02: You could easily lose a client forever.
- 27:01SPEAKER_02: Um,
- 27:01SPEAKER_02: and if you had known what you were agreeing to,
- 27:04SPEAKER_02: um,
- 27:04SPEAKER_02: and knew how to comply with the terms,
- 27:07SPEAKER_02: um,
- 27:08SPEAKER_02: you know,
- 27:08SPEAKER_02: that makes it a lot easier on everybody.
- 27:10SPEAKER_02: Um,
- 27:11SPEAKER_02: that's the best defense,
- 27:12SPEAKER_02: by the way,
- 27:12SPEAKER_02: if somebody says you breached the contract,
- 27:14SPEAKER_02: it's like,
- 27:14SPEAKER_02: nope,
- 27:15SPEAKER_02: I complied with it.
- 27:16SPEAKER_02: And here's why.
- 27:17Um,
- 27:17and a lawyer can also help you,
- 27:18um,
- 27:19you know,
- 27:19see if that's a valid argument.
- 27:22SPEAKER_02: Um,
- 27:23SPEAKER_02: I think that,
- 27:24SPEAKER_02: oh,
- 27:25SPEAKER_02: in terms of,
- 27:26SPEAKER_02: um,
- 27:27SPEAKER_02: sorry,
- 27:27SPEAKER_02: you had asked if,
- 27:28SPEAKER_02: if I believe you had asked if,
- 27:29SPEAKER_02: if
- 27:30SPEAKER_02: getting terms of service and when you should kind of get them and,
- 27:33SPEAKER_02: um,
- 27:33SPEAKER_02: you know,
- 27:34SPEAKER_02: online,
- 27:34SPEAKER_02: uh,
- 27:35SPEAKER_02: leveraging,
- 27:36SPEAKER_02: for example,
- 27:37SPEAKER_02: a competitor or another business who is kind of in your space.
- 27:41SPEAKER_02: Um, lawyers do that all the time.
- 27:43SPEAKER_02: I probably shouldn't say that out loud,
- 27:45SPEAKER_02: but we do leverage,
- 27:46SPEAKER_02: um,
- 27:47SPEAKER_02: uh,
- 27:47SPEAKER_02: other people's,
- 27:48SPEAKER_02: um,
- 27:49SPEAKER_02: terms of service.
- 27:50SPEAKER_02: And it makes sense to,
- 27:51SPEAKER_02: I think,
- 27:51SPEAKER_02: you know,
- 27:52SPEAKER_02: just from an efficiency standpoint,
- 27:54SPEAKER_02: it isn't worth,
- 27:56SPEAKER_02: um,
- 27:57Any client's money in most scenarios for a lawyer to draft terms of service
- 28:04from
- 28:05SPEAKER_02: scratch doesn't make any sense.
- 28:07SPEAKER_02: It takes way too much time.
- 28:09SPEAKER_02: Lawyers typically bill by the hour.
- 28:12SPEAKER_02: It is not a good idea.
- 28:15If you have a lawyer who is drafting things from scratch,
- 28:19maybe you find another lawyer.
- 28:22SPEAKER_02: What I typically do,
- 28:24SPEAKER_02: and I've had clients who've actually recommended that we do this,
- 28:28is they'll find something that's relatively close to what their business is,
- 28:35SPEAKER_02: and they will say,
- 28:36SPEAKER_02: let's start from there.
- 28:38That'll get us 80% of the way there,
- 28:40and then send it to me,
- 28:41and I'll say,
- 28:42okay.
- 28:43SPEAKER_02: One thing to keep in mind is when you do that,
- 28:46SPEAKER_02: you're taking a document,
- 28:48SPEAKER_02: a terms of service that a lawyer likely
- 28:52SPEAKER_02: created with respect to that e-commerce company.
- 28:57Tothinkthatyoucouldthentakeitwholesaleandapplyittoyoure-commerce
- 29:01SPEAKER_02: company is you're not really leveraging that lawyer's expertise.
- 29:08And a lot of people think that if they do that,
- 29:10oh,
- 29:10free legal services,
- 29:11right?
- 29:11SPEAKER_02: I just got a free terms of service.
- 29:13SPEAKER_02: Like, yeah, but that was designed for this client.
- 29:16SPEAKER_02: There may be important distinctions that
- 29:18Your lawyer would have a fiduciary duty to determine applies to your
- 29:23businessand
- 29:24SPEAKER_02: then make those tweaks.
- 29:26SPEAKER_02: Again,
- 29:26SPEAKER_02: one of the biggest things that I tell Cecilia,
- 29:29SPEAKER_02: my employee,
- 29:31SPEAKER_02: this a lot is what is in a contract.
- 29:35SPEAKER_02: What you put in a contract needs to be true and accurate.
- 29:39SPEAKER_02: So when you have something that's,
- 29:41let's say it's a privacy policy or it's a confidentiality provision that says,
- 29:46I won't use your confidential information for any purpose outside of
- 29:51performingto
- 29:52SPEAKER_02: these terms of service,
- 29:54SPEAKER_02: that needs to be true,
- 29:55SPEAKER_02: right?
- 29:56Because if it's not true and you don't do that,
- 29:59that's breach of contract.
- 30:00That's when you are potentially liable to the other party for not doing what
- 30:04you're
- 30:04SPEAKER_02: supposed to do.
- 30:06SPEAKER_02: So, you know,
- 30:08SPEAKER_02: So usually what a client,
- 30:11SPEAKER_02: a lawyer client,
- 30:12SPEAKER_02: like somebody in-house,
- 30:13SPEAKER_02: I have clients who I do fractional counsel for.
- 30:15SPEAKER_02: They have in-house counsel.
- 30:17SPEAKER_02: They might say,
- 30:18SPEAKER_02: you know,
- 30:19SPEAKER_02: hey,
- 30:19SPEAKER_02: Damien,
- 30:20SPEAKER_02: here's a terms of service from another company that looks pretty good.
- 30:24SPEAKER_02: I haven't reviewed it very thoroughly, but can we start with that?
- 30:28SPEAKER_02: I'll say, sure.
- 30:29SPEAKER_02: You know,
- 30:29SPEAKER_02: I'll take that and then I'll read through everything,
- 30:32make sure that whatever is in there is true and accurate with respect to my clients.
- 30:37AndthengivethatthentomyclientforthemtousefortheirspecificSaaS
- 30:43SPEAKER_02: company or e-commerce company.
- 30:45A lot of information there and certainly willing to kind of go into any more
- 30:51detail
- 30:52SPEAKER_02: if you'd like.
- 30:53SPEAKER_02: how does, is that responsive?
- 30:55SPEAKER_00: That is absolutely responsive.
- 30:57SPEAKER_00: I feel like I have now,
- 30:58SPEAKER_00: I understand it better than I ever have because,
- 31:01SPEAKER_00: you know,
- 31:01SPEAKER_00: it is honestly,
- 31:03SPEAKER_00: you know,
- 31:04SPEAKER_00: even in my,
- 31:04SPEAKER_00: in my,
- 31:04SPEAKER_00: in our business,
- 31:05SPEAKER_00: you know,
- 31:05SPEAKER_00: it's just a link,
- 31:06SPEAKER_00: you know,
- 31:07SPEAKER_00: in many ways down at the bottom of the site,
- 31:08SPEAKER_00: you know,
- 31:09SPEAKER_00: or it's something,
- 31:10SPEAKER_00: you know,
- 31:10SPEAKER_00: on the checkout page where somebody has to agree to it.
- 31:14SPEAKER_00: And I will say that most people probably don't read them, right?
- 31:18SPEAKER_00: They do not read the terms of service.
- 31:19SPEAKER_00: I mean, we're all, we all joke about the tech companies and,
- 31:23SPEAKER_00: Oh, yeah.
- 31:23SPEAKER_00: Yeah.
- 31:23When you Apple updates their their terms of service or terms of condition,
- 31:28terms and conditions.
- 31:29And by the way,
- 31:29is there a difference between the two terms of service and terms and conditions?
- 31:32SPEAKER_00: Same thing.
- 31:33SPEAKER_00: Same thing.
- 31:33SPEAKER_00: All right.
- 31:35SPEAKER_00: So we kind of just gloss over them, right?
- 31:37SPEAKER_00: Meanwhile, they are truly a contract.
- 31:39SPEAKER_00: And I have heard many situations where they have come into play,
- 31:42especially with big companies and and their consumers and things like that.
- 31:46SPEAKER_00: So I appreciate you explaining that, you know, in detail.
- 31:49one other area which again is a link at the bottom of the site in many
- 31:53situations
- 31:54is the privacy policy right this is another area that you know what you know
- 31:59what
- 32:00issoagaini'llaskthesamequestionwhatisyouknowiiknowthatyouknowi
- 32:06think we all understand the word privacy uh we understand the word policy but
- 32:09put
- 32:09togetherwhatistheprivacypolicyandhowdoesitcomeintoplayandhow
- 32:15SPEAKER_00: concerned should we be about it
- 32:18SPEAKER_02: So again,
- 32:19SPEAKER_02: like terms of service or terms and conditions or whatever,
- 32:23SPEAKER_02: a privacy policy is a document that explains what you're doing with the
- 32:34SPEAKER_02: confidential information with respect to a user of your website.
- 32:39SPEAKER_02: So let's just give you an example in my scenario.
- 32:42SPEAKER_02: So I have a privacy policy.
- 32:44SPEAKER_02: Again, it's on my website.
- 32:45SPEAKER_02: Feel free to take a look at it.
- 32:48Don't copy it wholesale and put it on your website because it's a different
- 32:51beast altogether.
- 32:53SPEAKER_02: But I'll tell you,
- 32:54SPEAKER_02: I went to other law firms,
- 32:56SPEAKER_02: e-commerce sites or websites,
- 32:59andIlookedatavarietyofthemandIsortofkindofmassagedthemtogetherto
- 33:03SPEAKER_02: create mine.
- 33:04I didn't just sit there and draft word for word from scratch and from memory.
- 33:09I don't know any lawyer who can really do that in any case,
- 33:13not without some time.
- 33:14SPEAKER_02: Yeah.
- 33:15SPEAKER_02: But the privacy policy sets forth a whole lot of things.
- 33:21And from a legal requirement perspective,
- 33:24it has to have a variety of things.
- 33:28SPEAKER_02: And the privacy policy generally,
- 33:33SPEAKER_02: I like to say to clients that it provides the what,
- 33:37SPEAKER_02: when,
- 33:37SPEAKER_02: where,
- 33:37SPEAKER_02: and why.
- 33:38SPEAKER_02: with respect to confidential information of your user.
- 33:42SPEAKER_02: What does that mean?
- 33:43SPEAKER_02: So confidential information is information that's confidential, i.e.
- 33:47SPEAKER_02: information that's not publicly out there already.
- 33:51SPEAKER_02: If you post,
- 33:52SPEAKER_02: for example,
- 33:53SPEAKER_02: your birth date on,
- 33:57SPEAKER_02: I guess,
- 33:57SPEAKER_02: formerly MySpace,
- 33:58SPEAKER_02: which was,
- 33:59SPEAKER_02: I think,
- 33:59SPEAKER_02: public without you having to log in,
- 34:02SPEAKER_02: and that's displayed,
- 34:03SPEAKER_02: that no longer becomes confidential information.
- 34:06SPEAKER_02: So you can't sort of argue that if somebody
- 34:08SPEAKER_02: discloses your date of birth, they violated your confidentiality.
- 34:14SPEAKER_02: So when you're dealing with a privacy policy,
- 34:17SPEAKER_02: the who,
- 34:18SPEAKER_02: what,
- 34:18SPEAKER_02: where,
- 34:18SPEAKER_02: when,
- 34:19SPEAKER_02: where,
- 34:19SPEAKER_02: why,
- 34:20SPEAKER_02: or the what,
- 34:20SPEAKER_02: when,
- 34:20SPEAKER_02: when,
- 34:21SPEAKER_02: where,
- 34:21SPEAKER_02: why is sort of like,
- 34:23SPEAKER_02: okay,
- 34:23SPEAKER_02: the who,
- 34:24SPEAKER_02: that's kind of obvious,
- 34:25SPEAKER_02: right?
- 34:26SPEAKER_02: You've got the two parties,
- 34:29SPEAKER_02: you,
- 34:29SPEAKER_02: the e-commerce company,
- 34:31SPEAKER_02: and the other person,
- 34:33SPEAKER_02: which is the user or visitor of your website.
- 34:36SPEAKER_02: The what,
- 34:39SPEAKER_02: What are you doing?
- 34:40SPEAKER_02: You are collecting certain information from them,
- 34:42or you may collect certain information from them that may be confidential or personal,
- 34:47SPEAKER_02: the way that the CCPA,
- 34:49SPEAKER_02: the California Consumer Rights Protection Act and the CPRA.
- 34:56SPEAKER_02: We'll get into that a little bit, I think, in this conversation for sure.
- 34:59SPEAKER_02: But the gist is it's information that is personal to an individual.
- 35:07date of birth,
- 35:08social security number,
- 35:09my ethnicity,
- 35:11my home address,
- 35:12my phone number,
- 35:13right?
- 35:13SPEAKER_02: Information that I,
- 35:15SPEAKER_02: as a lawyer,
- 35:16SPEAKER_02: typically get from my clients because I want to know who my clients are.
- 35:20SPEAKER_02: I want to know that they are, you know, who they say they are.
- 35:24I might have their driver's license,
- 35:25you know,
- 35:26number and expiration date.
- 35:29SPEAKER_02: I might have that.
- 35:30SPEAKER_02: I will have their date of birth.
- 35:31SPEAKER_02: I will have their name.
- 35:33SPEAKER_02: Their phone number, email address, so on.
- 35:35SPEAKER_02: Things that can identify that individual.
- 35:38SPEAKER_02: So my privacy policy,
- 35:40SPEAKER_02: when I collect that information,
- 35:43SPEAKER_02: I am disclosing to my clients or prospective clients,
- 35:47SPEAKER_02: I'm getting this data from you.
- 35:51SPEAKER_02: And it might include payment information,
- 35:53SPEAKER_02: your credit card number,
- 35:54SPEAKER_02: things that can be linked back to you.
- 35:57SPEAKER_02: And so the privacy policy will set forth the who, right?
- 36:02SPEAKER_02: The what, what am I collecting?
- 36:05SPEAKER_02: The why is why am I collecting this stuff, right?
- 36:08SPEAKER_02: Why do I need your date of birth?
- 36:10SPEAKER_02: Why do I need your phone number?
- 36:11SPEAKER_02: And it's easy for some things.
- 36:12SPEAKER_02: I need your phone number so I can communicate with you, right?
- 36:15SPEAKER_02: You're my client.
- 36:16SPEAKER_02: I need your email address so I can send you documents from time to time.
- 36:20SPEAKER_02: I need your date of birth for this reason.
- 36:21SPEAKER_02: I need your...
- 36:24SPEAKER_02: your driver's license for identification purposes.
- 36:26I need your social security number for identification purposes or for tax
- 36:33reporting or whatnot.
- 36:35SPEAKER_02: So that's the why.
- 36:38SPEAKER_02: Why are you doing this?
- 36:42SPEAKER_02: The when,
- 36:43SPEAKER_02: now,
- 36:44SPEAKER_02: typically,
- 36:45SPEAKER_02: or I may,
- 36:45SPEAKER_02: which means I might be asking you for this at some future date.
- 36:49SPEAKER_02: Usually when I initially take on a client,
- 36:51SPEAKER_02: I send them an intake form,
- 36:53SPEAKER_02: have them complete all the information,
- 36:55SPEAKER_02: have them send a copy of their driver's license,
- 36:57SPEAKER_02: and then that kind of goes into a client management platform.
- 37:02And then that's kind of when I have the confidence that this person is who they
- 37:05say
- 37:05SPEAKER_02: they are,
- 37:06SPEAKER_02: and we start to engage.
- 37:09SPEAKER_02: So that's kind of the gist,
- 37:11SPEAKER_02: is you're kind of explaining the who,
- 37:12SPEAKER_02: what,
- 37:12SPEAKER_02: when,
- 37:13SPEAKER_02: where,
- 37:14SPEAKER_02: and why of data collection or information gathering.
- 37:19SPEAKER_02: Now,
- 37:19SPEAKER_02: I have to say,
- 37:20SPEAKER_02: so I am a certified privacy,
- 37:24SPEAKER_02: information privacy professional and information privacy manager from the
- 37:28SPEAKER_02: International Association of Privacy Professionals,
- 37:31SPEAKER_02: all sorts of acronyms.
- 37:33SPEAKER_02: We live in a world of acronyms.
- 37:36And so I do regularly advise clients with respect to the CCPA and the CPRA and
- 37:44what they mean.
- 37:45SPEAKER_02: And I have to tell you, even as a lawyer, this is the book that I use.
- 37:48SPEAKER_02: It's a desktop manual, and it's in layman's terms.
- 37:53SPEAKER_02: And I actually recommend,
- 37:56SPEAKER_02: you know,
- 37:56it's called California Consumer Privacy Act and the California Privacy
- 37:59Rights Act.
- 38:01SPEAKER_02: um, by David Zetoony, Z-E-T-O-O-N-Y.
- 38:04SPEAKER_02: I got it on Amazon.
- 38:05SPEAKER_02: It's about 80 bucks or so.
- 38:06SPEAKER_02: Um,
- 38:07SPEAKER_02: but it's a handy,
- 38:09SPEAKER_02: um,
- 38:10SPEAKER_02: desk reference for,
- 38:11SPEAKER_02: uh,
- 38:12SPEAKER_02: anybody,
- 38:12SPEAKER_02: even non-lawyers,
- 38:13SPEAKER_02: um,
- 38:13SPEAKER_02: to have handy so that they could kind of review them.
- 38:16SPEAKER_02: Um, and it's like, what do I need a privacy policy?
- 38:20SPEAKER_02: Am I covered by the CCPA and the CPRA?
- 38:22SPEAKER_02: Um,
- 38:23and there are threshold questions that will get you there that are in the book
- 38:26and
- 38:26SPEAKER_02: they're in the law.
- 38:27SPEAKER_02: Um,
- 38:28SPEAKER_02: But it's complicated.
- 38:30SPEAKER_00: Yeah, it seems complicated.
- 38:32I guess let me ask you,
- 38:34I mean,
- 38:34you know,
- 38:35that book particularly references California.
- 38:37SPEAKER_00: Now, does it differ from state to state, privacy, policy, rules and laws?
- 38:42I mean,
- 38:42if I'm in Florida,
- 38:44am I worrying about something different than California?
- 38:47So the way that I recommend in all,
- 38:52most,
- 38:53I'll say not all,
- 38:54the lawyers rarely say all.
- 38:56SPEAKER_02: Most of the larger sophisticated e-commerce companies,
- 39:01SPEAKER_02: they have the ability to hire teams of lawyers to do just exactly that.
- 39:08Thegeneralruleofthumbistohaveaprivacypolicythatisthemoststrictof
- 39:18SPEAKER_02: all of the states –
- 39:20SPEAKER_02: In which you do business.
- 39:21SPEAKER_02: So if I just go for me,
- 39:23SPEAKER_02: I mentioned this earlier on the podcast,
- 39:26SPEAKER_02: I can support clients from pretty much any state.
- 39:29SPEAKER_02: So if I have a client who's reaching out to me from Texas and says,
- 39:32SPEAKER_02: hey,
- 39:33SPEAKER_02: I want you to advise on my privacy policy.
- 39:35SPEAKER_02: First question is, what do you do?
- 39:37SPEAKER_02: Right.
- 39:37SPEAKER_02: Who are you collecting information from?
- 39:39SPEAKER_02: If you're collecting information from from California residents.
- 39:44SPEAKER_02: Right.
- 39:45SPEAKER_02: Like if you're selling to California residents or if you're collecting,
- 39:48SPEAKER_02: you know,
- 39:49SPEAKER_02: you're taking if I'm taking on a client,
- 39:51SPEAKER_02: you know,
- 39:52SPEAKER_02: if I were in Texas,
- 39:53SPEAKER_02: vice versa,
- 39:54you kind of want to operate at the most strict level of what laws might apply.
- 40:00And the CCPA and the CPRA out of California with respect to the United States
- 40:05are
- 40:06SPEAKER_02: the strictest at the moment.
- 40:08SPEAKER_02: And so usually if you have some
- 40:13a CCPA and CPRA compliant privacy policy for your entire website and you're
- 40:21only
- 40:21SPEAKER_02: operating out of the United States,
- 40:24that's going to get you 99.9% of the way there because you're operating to the
- 40:28most
- 40:28strict version of the state laws that apply with respect to privacy policies
- 40:33inthe
- 40:33SPEAKER_02: United States.
- 40:35SPEAKER_02: This is true for the GDPR, too, out of Europe.
- 40:38SPEAKER_02: So if you're a global company,
- 40:40if you're an e-commerce company that sells things in Europe and the United States,
- 40:46SPEAKER_02: you might do a little bit of a balance.
- 40:48SPEAKER_02: But the GDPR is right now with the CPRA,
- 40:52SPEAKER_02: the CPRA and CCPA are getting pretty close to the strictness of the GDPR.
- 40:57But the GDPR is still,
- 40:58I would say,
- 41:00more strict with respect to data protection.
- 41:05such that an international e-commerce company would probably want to
- 41:11performor
- 41:12SPEAKER_02: create its policies with respect to the GDPR,
- 41:18SPEAKER_02: and that will cover them in California as well,
- 41:21SPEAKER_02: generally.
- 41:23SPEAKER_02: But it's complicated.
- 41:24SPEAKER_02: Like I said,
- 41:25SPEAKER_02: this is something that,
- 41:26SPEAKER_02: you know,
- 41:27SPEAKER_02: it's tough to go through,
- 41:30SPEAKER_02: and,
- 41:30SPEAKER_02: you know,
- 41:31SPEAKER_02: it requires –
- 41:33SPEAKER_02: you know,
- 41:33SPEAKER_02: some time to digest and to understand and sift through,
- 41:38SPEAKER_02: for which,
- 41:39SPEAKER_02: again,
- 41:40lawyers may be a better use of your money and your resources than to try to kind
- 41:45of
- 41:47SPEAKER_02: try to absorb it all yourself.
- 41:49SPEAKER_02: I like to say,
- 41:50SPEAKER_02: you know,
- 41:50SPEAKER_02: sometimes,
- 41:51SPEAKER_02: and I know clients do this a lot,
- 41:53sometimes it's good to hire a lawyer so you have somebody to blame if
- 41:57something
- 41:57SPEAKER_02: goes wrong.
- 41:59SPEAKER_02: It's coming from a lawyer, coming from a lawyer, by the way.
- 42:02SPEAKER_01: Yes.
- 42:02SPEAKER_02: Wow.
- 42:04SPEAKER_02: The whipping child of medieval times.
- 42:08SPEAKER_02: Right.
- 42:08SPEAKER_02: It's like sometimes you just need somebody to blame.
- 42:10SPEAKER_02: And,
- 42:11SPEAKER_02: you know,
- 42:11itjustimaginesyougetanNDAoffofchatGPTandexecuteitandsomebodysues
- 42:18SPEAKER_02: you for and it requires,
- 42:20SPEAKER_02: you know,
- 42:21SPEAKER_02: basically you have to pay out X amount of dollars.
- 42:23SPEAKER_02: You have to shut your business because you violated a contract.
- 42:28SPEAKER_02: Um,
- 42:28SPEAKER_02: you know,
- 42:29SPEAKER_02: it's one thing to say,
- 42:30SPEAKER_02: well,
- 42:31SPEAKER_02: you know,
- 42:31IfoundthisonchatGPTandIsigneditwithoutknowingwhatIwasdoingversus
- 42:36SPEAKER_02: Damien drafted it for me and I signed it.
- 42:39SPEAKER_02: Um, and he messed up, right.
- 42:42SPEAKER_02: That's,
- 42:42SPEAKER_02: that's a different sort of,
- 42:44SPEAKER_02: um,
- 42:45SPEAKER_02: and,
- 42:45SPEAKER_02: and the reasons why you also want,
- 42:47SPEAKER_02: uh,
- 42:47SPEAKER_02: you might also want a lawyer just for,
- 42:49SPEAKER_02: um,
- 42:50SPEAKER_02: even for optics.
- 42:51SPEAKER_02: I, one thing I tell clients and clients notice, I think right away is,
- 42:54SPEAKER_02: is when you have a lawyer,
- 42:55SPEAKER_02: once they bring the lawyer in and say,
- 42:57SPEAKER_02: you know,
- 42:57SPEAKER_02: a small business says,
- 42:59SPEAKER_02: hey,
- 43:00SPEAKER_02: talk to Damien.
- 43:00SPEAKER_02: He's my attorney.
- 43:02SPEAKER_02: The conversation changes, right?
- 43:03It's like now if they were trying to take advantage of that small business,
- 43:07they stop.
- 43:08SPEAKER_02: You know, they've said, okay, hold on.
- 43:09SPEAKER_02: You know, what am I saying that can get me in trouble now?
- 43:14SPEAKER_02: You know, I can't bully this person anymore.
- 43:16And so there are a lot of sort of,
- 43:18you know,
- 43:19benefitstohavinganattorneythataren'tjust
- 43:22SPEAKER_02: the services that you're providing.
- 43:24SPEAKER_02: It is kind of having somebody to protect you,
- 43:26SPEAKER_02: which is what attorneys do and should be doing,
- 43:30SPEAKER_02: right?
- 43:30SPEAKER_02: They protect your interests.
- 43:31They make sure that you are able to enter into contracts and to understand
- 43:37what
- 43:37SPEAKER_02: they're doing,
- 43:38SPEAKER_02: that you don't subject yourself to liability inadvertently.
- 43:42SPEAKER_02: Um,
- 43:42SPEAKER_02: and,
- 43:43SPEAKER_02: and all that good stuff,
- 43:44SPEAKER_02: but,
- 43:44SPEAKER_02: but yes,
- 43:45SPEAKER_02: back to your basic question is,
- 43:47SPEAKER_02: is,
- 43:48SPEAKER_02: um,
- 43:48SPEAKER_02: privacy laws,
- 43:49SPEAKER_02: uh,
- 43:50SPEAKER_02: typically the best,
- 43:51SPEAKER_02: um,
- 43:51SPEAKER_02: path forward is to operate to the strictest jurisdiction,
- 43:55SPEAKER_02: um,
- 43:56SPEAKER_02: uh,
- 43:57SPEAKER_02: in which you're doing business.
- 43:58SPEAKER_00: OK, that's that's phenomenal, phenomenal advice.
- 44:01And,
- 44:02you know,
- 44:02I remember back to when GDPR,
- 44:04you know,
- 44:05first became a thing.
- 44:06SPEAKER_00: There was panic,
- 44:07SPEAKER_00: you know,
- 44:08SPEAKER_00: across,
- 44:08SPEAKER_00: you know,
- 44:09the e-commerce landscape for all these companies that were operating and
- 44:13companies
- 44:14SPEAKER_00: that were not operating because they didn't,
- 44:15SPEAKER_00: you know,
- 44:15SPEAKER_00: nobody really understood,
- 44:16SPEAKER_00: like,
- 44:17SPEAKER_00: do we have to be
- 44:18aware that people can pull up our website in Europe,
- 44:20but we don't sell there.
- 44:22SPEAKER_00: So there were all these issues.
- 44:24SPEAKER_00: And,
- 44:24SPEAKER_00: you know,
- 44:24Ithinkthisworldisgoingtocontinuetogetmorecomplexwhenitcomesto
- 44:28SPEAKER_00: privacy policies,
- 44:29SPEAKER_00: because there's a lot of data out there and there's,
- 44:32SPEAKER_00: you know,
- 44:33SPEAKER_00: there's a and I think,
- 44:34SPEAKER_00: you know,
- 44:34it's a good thing to protect the data and tell people what you're asking for
- 44:38and
- 44:38SPEAKER_00: just make it make it clear as clear as possible.
- 44:42SPEAKER_00: I want to jump to another topic.
- 44:44SPEAKER_00: And this is, you know, another area that gets a lot of, you know,
- 44:48I don't understand what I need to do here,
- 44:50and that's around intellectual property and IP.
- 44:56SPEAKER_00: How can entrepreneurs protect their products?
- 44:59Maybe it's something they've created,
- 45:02their designs,
- 45:03maybe they're selling virtual wallpapers.
- 45:07uh and their content which so many e-commerce businesses now are also
- 45:12turninginto
- 45:12content production uh um companies because they have to produce all this
- 45:17content
- 45:17for social media but also for their internal sites what you know what's
- 45:22happening
- 45:22in the ip world and what should if i'm an e-commerce entrepreneur what should
- 45:26ibe
- 45:26worriedaboutwhatshouldipayattentiontowhenshouldicontactalawyer
- 45:30SPEAKER_02: Yeah.
- 45:30SPEAKER_02: So, um, that's a great question.
- 45:32And I do want to sort of caveat,
- 45:34um,
- 45:34my response that,
- 45:35um,
- 45:36I'm not an IP lawyer.
- 45:37There are certain areas of the law IP being one of them,
- 45:40um,
- 45:40that are highly complex.
- 45:41SPEAKER_02: Uh,
- 45:42SPEAKER_02: and,
- 45:42SPEAKER_02: uh,
- 45:43SPEAKER_02: usually,
- 45:43SPEAKER_02: you know,
- 45:43SPEAKER_02: um,
- 45:45you have dedicated professionals who practice just IP law for their entire careers.
- 45:50SPEAKER_02: Um, other areas of law are like tax law, super complex.
- 45:53The tax code is,
- 45:54is,
- 45:54is,
- 45:54is,
- 45:55is,
- 45:55is just,
- 45:56it's hard to digest even as a lawyer.
- 45:58SPEAKER_02: Um,
- 45:59SPEAKER_02: And,
- 46:00SPEAKER_02: you know,
- 46:01SPEAKER_02: so with that,
- 46:04SPEAKER_02: you know,
- 46:04you do have to understand that you probably do have a lot of intellectual
- 46:08property
- 46:08SPEAKER_02: in what you're doing for your business.
- 46:10SPEAKER_02: You know,
- 46:11SPEAKER_02: taking my lemonade stand,
- 46:15SPEAKER_02: you know,
- 46:16SPEAKER_02: example,
- 46:16SPEAKER_02: I go out front and I make a certain like,
- 46:19SPEAKER_02: you know,
- 46:20SPEAKER_02: I have a logo,
- 46:21SPEAKER_02: right?
- 46:21SPEAKER_02: It's like a, I don't know, just
- 46:25SPEAKER_02: a person drinking a lemonade and it's a cartoon character.
- 46:28SPEAKER_02: And that's like my, my, my logo, um, and my brand.
- 46:32SPEAKER_02: Um, and I drew it myself or I had somebody draw it for me.
- 46:35SPEAKER_02: Um, that is, is intellectual property, right?
- 46:38SPEAKER_02: I created something.
- 46:39SPEAKER_02: It was intellectual art.
- 46:41SPEAKER_02: Um,
- 46:41SPEAKER_02: and I'm using it for my business so that the LLC,
- 46:44SPEAKER_02: assuming that I formed an LLC for it,
- 46:46SPEAKER_02: um,
- 46:47SPEAKER_02: now owns that intellectual property.
- 46:49SPEAKER_02: I want to protect that intellectual property.
- 46:51SPEAKER_02: Um,
- 46:52SPEAKER_02: And how do you do that?
- 46:54SPEAKER_02: Typically,
- 46:55unless you enter into a contract that assigns rights to use that
- 47:00intellectual property,
- 47:01SPEAKER_02: you don't get rid of the intellectual property.
- 47:03SPEAKER_02: It's yours.
- 47:05SPEAKER_02: So how do you protect it?
- 47:06SPEAKER_02: You want to make sure that,
- 47:07SPEAKER_02: again,
- 47:07SPEAKER_02: going back to the contracts that you enter into,
- 47:11SPEAKER_02: make sure you understand the IP provisions.
- 47:14SPEAKER_02: Most
- 47:15SPEAKER_02: So throughout my career,
- 47:17SPEAKER_02: I've supported a lot of SaaS companies,
- 47:19SPEAKER_02: software as a service companies,
- 47:21SPEAKER_02: banking as a service company,
- 47:23SPEAKER_02: of course,
- 47:23SPEAKER_02: Visa.
- 47:25Andinprettymucheverycontractthatyouhavewithapartnerwhoisdoing
- 47:32SPEAKER_02: something with you,
- 47:33SPEAKER_02: your business,
- 47:34SPEAKER_02: there's going to be some intellectual property language in there.
- 47:38SPEAKER_02: Either it's going to be a very straightforward contract,
- 47:41disclaimer that no IP is being assigned or transferred by virtue of this contract,
- 47:47SPEAKER_02: which again,
- 47:47SPEAKER_02: it's not terribly necessary,
- 47:49butyoumightwanttohaveitinacontractjusttobesupersafethatyou'renot
- 47:53SPEAKER_02: inadvertently giving away rights to your IP.
- 47:56SPEAKER_02: But more likely,
- 47:57you're going to have a very well negotiated provision of IP that carefully among,
- 48:06SPEAKER_02: ideally among lawyers,
- 48:08SPEAKER_02: carefully reflect
- 48:11the desire of each party and the willingness of each party to provide certain rights,
- 48:20SPEAKER_02: usage rights to another party.
- 48:23SPEAKER_02: One example that I'm,
- 48:25SPEAKER_02: let me see if I can do this in a confidential way,
- 48:29SPEAKER_02: but well,
- 48:30SPEAKER_02: I'll just give you an example of a SaaS company,
- 48:33SPEAKER_02: right?
- 48:33SaaS company is entering into a partnership agreement with another SaaS company.
- 48:37SPEAKER_02: And
- 48:38SPEAKER_02: They're going to be,
- 48:39SPEAKER_02: one SaaS company,
- 48:40SPEAKER_02: we'll call it Company B,
- 48:42is going to be providing services to Company A with respect to lead generation.
- 48:47SPEAKER_02: We're going to go out,
- 48:48we're going to find leads of potential clients that might be interested in
- 48:52your service.
- 48:54SPEAKER_02: And as part of that service provision from Company B to Company A,
- 49:01SPEAKER_02: we want to be able to use Company A's logo.
- 49:05SPEAKER_02: And so we want to be able to say,
- 49:06SPEAKER_02: hey,
- 49:07SPEAKER_02: we are an authorized partner or referrer of company A.
- 49:15And we're authorized by this contract to provide a referral or maybe some
- 49:21sortofa
- 49:21SPEAKER_02: discount or something to pass those leads on to company A.
- 49:27And company A wants to make sure that it doesn't give away its IP
- 49:32unnecessarily too much.
- 49:34SPEAKER_02: rights or too many rights.
- 49:36SPEAKER_02: So what you might have is an intellectual property provision that says,
- 49:41SPEAKER_02: we're going to give you a limited worldwide license to use.
- 49:47SPEAKER_02: What does a license mean?
- 49:49SPEAKER_02: A license is we're giving you the right to use, but not the ownership of
- 49:56SPEAKER_02: the IP.
- 49:56SPEAKER_02: So you typically see licensing provisions in most SaaS agreements,
- 50:02SPEAKER_02: a lot of e-commerce provisions.
- 50:05SPEAKER_02: You might have it in your terms of service, right?
- 50:07SPEAKER_02: If you're doing business with B2B,
- 50:13SPEAKER_02: you might want to have in there that,
- 50:15SPEAKER_02: hey,
- 50:15just because you're doing business with us doesn't give you the right to use
- 50:18our IP.
- 50:20SPEAKER_02: If you want
- 50:21SPEAKER_02: access to our IP or you want to be able to post our logo on your website,
- 50:26SPEAKER_02: you have to get special permission,
- 50:28SPEAKER_02: which we usually call prior written consent.
- 50:31But long-winded way of saying that to protect your IP,
- 50:37you should typically have it in writing.
- 50:39And again,
- 50:40going back to my,
- 50:41you know,
- 50:41whatever is in a contract needs to be true and accurate.
- 50:44SPEAKER_02: You want to understand what the intellectual property provision says,
- 50:48SPEAKER_02: what rights you're giving,
- 50:50SPEAKER_02: whether it's a license or ownership right,
- 50:53what rights they're giving or that they have so that when you sign and it
- 50:58becomesa
- 51:01binding contract that you know how to comply with that contract so that what
- 51:04you're doing,
- 51:06the use of their IP or their logo or something complies with the contract.
- 51:12SPEAKER_02: What you don't want to do is
- 51:14SPEAKER_02: have a scenario where you have no rights to use another party's IP,
- 51:20SPEAKER_02: and you use that logo,
- 51:24and then you get potentially a lawsuit against them if there's a claim that
- 51:30theuse
- 51:31SPEAKER_02: of their logo causes them harm.
- 51:33SPEAKER_02: Again,
- 51:33SPEAKER_02: it's all about liability,
- 51:35SPEAKER_02: protecting that liability,
- 51:36SPEAKER_02: making sure that you are operating to your requirements,
- 51:41SPEAKER_02: either by contract or by law,
- 51:43And that's true with intellectual property as it is with any other legal
- 51:47provision
- 51:48SPEAKER_02: that you might want to see in a contract.
- 51:51SPEAKER_00: That's great.
- 51:52SPEAKER_00: That's great.
- 51:52SPEAKER_00: I mean,
- 51:53SPEAKER_00: very,
- 51:53SPEAKER_00: very helpful information on that,
- 51:55SPEAKER_00: because I know that's definitely,
- 51:56SPEAKER_00: as we mentioned earlier,
- 51:57SPEAKER_00: it's a big area,
- 51:58SPEAKER_00: right?
- 51:59SPEAKER_00: It's a big area.
- 51:59SPEAKER_00: We have a lot.
- 52:01SPEAKER_00: Sometimes we actually don't know what we have to protect.
- 52:03SPEAKER_00: We don't even know what can be protected.
- 52:05AndIthinkthat'spartofthediscoveryprocessistofigureoutwhatcanbe
- 52:12SPEAKER_00: protected and what should be protected.
- 52:14SPEAKER_00: Well, let me ask you a question now about
- 52:17SPEAKER_00: This is something that I've always been curious about.
- 52:19SPEAKER_00: So let's say I've done all the things,
- 52:20SPEAKER_00: you know,
- 52:20SPEAKER_00: I've got my,
- 52:21SPEAKER_00: you know,
- 52:22SPEAKER_00: rock solid terms of service.
- 52:24SPEAKER_00: I've got my great privacy policy.
- 52:26SPEAKER_00: You know,
- 52:27I'vegonetherouteoftrademarkingandI'vehiredtheLordtodoallthese
- 52:30SPEAKER_00: different things.
- 52:31And I've touched on other areas like accessibility and all these other
- 52:35thingsthat
- 52:36SPEAKER_00: are important.
- 52:37SPEAKER_00: but then I get a legal notice where I get a summons of some kind.
- 52:41SPEAKER_00: What am I supposed to do?
- 52:43SPEAKER_00: Do I need to get a lawyer right away?
- 52:46SPEAKER_00: Or is this something that,
- 52:47SPEAKER_00: you know,
- 52:48SPEAKER_00: I don't,
- 52:48if I don't have the funds to hire that I want to do a little discovery myself,
- 52:52SPEAKER_00: like what,
- 52:52SPEAKER_00: you know,
- 52:53SPEAKER_00: obviously I read it,
- 52:54SPEAKER_00: try to understand it,
- 52:55SPEAKER_00: but what's this,
- 52:56SPEAKER_00: what is this,
- 52:57SPEAKER_00: what are the steps?
- 52:57SPEAKER_00: And I hope this never happens to anybody that,
- 53:00SPEAKER_00: you know,
- 53:00SPEAKER_00: any of our community members,
- 53:02SPEAKER_00: but it could,
- 53:03SPEAKER_00: it's a reality.
- 53:04SPEAKER_00: It could, what do you do?
- 53:05SPEAKER_00: What are the steps?
- 53:06SPEAKER_02: So typically what you're referring to is,
- 53:08SPEAKER_02: um,
- 53:09SPEAKER_02: is what we would refer to,
- 53:10SPEAKER_02: uh,
- 53:11SPEAKER_02: as a demand letter.
- 53:12SPEAKER_02: Um,
- 53:13SPEAKER_02: and that's,
- 53:13SPEAKER_02: that's a demand letter is,
- 53:14SPEAKER_02: is a letter by either another party or,
- 53:17SPEAKER_02: um,
- 53:18SPEAKER_02: uh,
- 53:19SPEAKER_02: their lawyer,
- 53:20SPEAKER_02: um,
- 53:20SPEAKER_02: that,
- 53:21SPEAKER_02: you know,
- 53:21SPEAKER_02: you get it in the mail.
- 53:22SPEAKER_02: It says,
- 53:23SPEAKER_02: you know,
- 53:24SPEAKER_02: you have breached your XYZ contract with us and it caused us,
- 53:29SPEAKER_02: um,
- 53:29SPEAKER_02: to incur damages or liability.
- 53:33SPEAKER_02: And we're hereby demanding that you pay up.
- 53:36SPEAKER_02: Um,
- 53:37That's the right thing to do,
- 53:40I think,
- 53:42with lawyers as being the first step.
- 53:44It's usually what I advise clients to do if they have a dispute with another
- 53:48party
- 53:48SPEAKER_02: or one of their customers.
- 53:50SPEAKER_02: I'll say, let's send them a demand letter.
- 53:52SPEAKER_02: Sometimes I send a warning first, followed up by a demand letter.
- 53:57SPEAKER_02: And what do you do when you receive that?
- 53:59SPEAKER_02: So either if you have a lawyer, you get it into your lawyer's hands ASAP.
- 54:04SPEAKER_02: If it's my recommendation to clients...
- 54:08SPEAKER_02: is that if there is a reference to counsel or a lawsuit or a threat,
- 54:17SPEAKER_02: get it in my hands ASAP so that I can protect my client.
- 54:20SPEAKER_02: If I don't know about it, I can't protect my client.
- 54:24SPEAKER_02: So that's sort of the first step.
- 54:28Ifit'ssentbyalawyerorcounselorit'ssentbyanindividualbutthey're
- 54:36SPEAKER_02: threatening legal action,
- 54:38SPEAKER_02: Get it into a lawyer's hand.
- 54:39SPEAKER_02: The lawyer may say,
- 54:41SPEAKER_02: even if a client receives a letter from a customer that says,
- 54:45SPEAKER_02: we're threatening all this stuff,
- 54:47it doesn't necessarily mean that I'm going to respond on behalf of the client.
- 54:50SPEAKER_02: I might say,
- 54:51SPEAKER_02: look,
- 54:51SPEAKER_02: let's look at the contract,
- 54:53SPEAKER_02: depending on if it's a breach of contract claim,
- 54:54SPEAKER_02: which in my practice it most often is.
- 55:00SPEAKER_02: You go through and you say, let's look at the contract.
- 55:04If you look at my terms and conditions online or my terms of service online,
- 55:09you're gonna have a very well thought out dispute process section that says
- 55:16the
- 55:17SPEAKER_02: parties are agreeing to before they go to court,
- 55:20SPEAKER_02: before they go to court and file a lawsuit,
- 55:23we're gonna take certain steps to try to resolve the dispute between the two parties.
- 55:28SPEAKER_02: So between my client and between myself.
- 55:30SPEAKER_02: The first step is let's just talk.
- 55:33Sometimes,
- 55:34you know,
- 55:34you might think,
- 55:35oh my God,
- 55:35they breached,
- 55:36um,
- 55:37the contract.
- 55:38SPEAKER_02: I'm upset.
- 55:39SPEAKER_02: You know,
- 55:39SPEAKER_02: I,
- 55:39SPEAKER_02: I incurred $10,000 as a result and,
- 55:42SPEAKER_02: and I had to pay that,
- 55:43SPEAKER_02: you know,
- 55:44SPEAKER_02: and you get frustrated and you send a demand letter,
- 55:46SPEAKER_02: very formal,
- 55:47SPEAKER_02: you know,
- 55:47SPEAKER_02: threatening that I'm going to take you to court.
- 55:49SPEAKER_02: And you're just like, hold on, you know, let's, let's sit down.
- 55:52SPEAKER_02: Let's get on a call.
- 55:53SPEAKER_02: Let's chat this out.
- 55:54SPEAKER_02: Maybe, you know, there's a misunderstanding.
- 55:57SPEAKER_02: Maybe I do owe $10,000 and I, I'm sorry.
- 56:00SPEAKER_02: Right.
- 56:00SPEAKER_02: And I will pay that to you.
- 56:01SPEAKER_02: Um,
- 56:03ButalotoftimestheveryfirststepandwhatIhaveinmytermsandconditions
- 56:08SPEAKER_02: is that's chat.
- 56:10SPEAKER_02: The next step from that is to mediate.
- 56:13SPEAKER_02: What does mediate mean?
- 56:14SPEAKER_02: It means to usually with the third party,
- 56:16SPEAKER_02: you sit down with a mediator,
- 56:19SPEAKER_02: somebody who is typically trained to help parties resolve disputes.
- 56:26SPEAKER_02: But it really is,
- 56:26SPEAKER_02: I used to mediate in law school and it really is kind of sitting there,
- 56:31SPEAKER_02: let the parties
- 56:32SPEAKER_02: Explain their positions.
- 56:35SPEAKER_02: A lot of times people just want to be heard, right?
- 56:38I feel like you aren't treating me fairly under the contract and I want to
- 56:42speakmy
- 56:42SPEAKER_02: mind and I want you to hear it.
- 56:45SPEAKER_02: And a mediator will help,
- 56:47SPEAKER_02: a good mediator will help kind of keep the tone,
- 56:51SPEAKER_02: you know,
- 56:52SPEAKER_02: civil,
- 56:53SPEAKER_02: really kind of flesh out,
- 56:55SPEAKER_02: you know,
- 56:55what is the ultimate underlying problem and whether the parties can agree to that.
- 57:02SPEAKER_02: Um, next step beyond that, let's say that fails.
- 57:04So we had a call,
- 57:05we had a discussion and they'll be yelling at each other.
- 57:08SPEAKER_02: We got a mediator, didn't figure out how to get it to a resolution.
- 57:12SPEAKER_02: Um,
- 57:13SPEAKER_02: you can go to arbitration,
- 57:14SPEAKER_02: which is,
- 57:14SPEAKER_02: you know,
- 57:15SPEAKER_02: I,
- 57:15SPEAKER_02: uh,
- 57:16SPEAKER_02: have in my contract,
- 57:17SPEAKER_02: you go to arbitration,
- 57:18which is a private decision maker that the parties agree to contractually,
- 57:22SPEAKER_02: um,
- 57:23SPEAKER_02: to allow that,
- 57:24SPEAKER_02: um,
- 57:24SPEAKER_02: third party to make a decision,
- 57:26SPEAKER_02: uh,
- 57:27SPEAKER_02: based on what
- 57:28SPEAKER_02: he or she knows of the dispute.
- 57:31SPEAKER_02: So it's kind of like,
- 57:32SPEAKER_02: you know,
- 57:33SPEAKER_02: a court,
- 57:35SPEAKER_02: you know,
- 57:35SPEAKER_02: a judge,
- 57:36SPEAKER_02: but it's a private,
- 57:37SPEAKER_02: it's not within the court system.
- 57:39SPEAKER_02: It's before you get to court.
- 57:41SPEAKER_02: And then you could take a couple of things.
- 57:42SPEAKER_02: You could say the arbitrator's decision is final and binding,
- 57:47illegally binding on the party such that they can't just take it to court
- 57:51without
- 57:51SPEAKER_02: getting it possibly thrown out.
- 57:54SPEAKER_02: And or you can say that they,
- 57:56SPEAKER_02: you know,
- 57:56SPEAKER_02: if it fails in arbitration or the parties,
- 57:58SPEAKER_02: you know,
- 57:59feel like they were unfairly treated or something that then you can
- 58:02subsequentlygo
- 58:02SPEAKER_02: to court.
- 58:03But usually arbitration is in lieu of the right to file a lawsuit in court.
- 58:09SPEAKER_02: But disputes, it's a process.
- 58:13SPEAKER_02: There's no real sort of, you know.
- 58:17SPEAKER_02: Ideal way to handle it.
- 58:19I personally like the structure that I advise clients on all the time is to
- 58:25start
- 58:26SPEAKER_02: with a tiered level dispute resolution process,
- 58:30SPEAKER_02: beginning with a what we call a meet and confer.
- 58:33SPEAKER_02: You know, let's talk.
- 58:36SPEAKER_02: And if that fails, we go to mediation.
- 58:39SPEAKER_02: If that fails, let's go to arbitration.
- 58:41SPEAKER_02: That's usually my or or court.
- 58:44So that's usually what I recommend because I'm a huge fan of,
- 58:47you know,
- 58:48not going to court.
- 58:50You know,
- 58:51I usually tell my clients,
- 58:54you know,
- 58:54my job is to keep you out of court.
- 58:58SPEAKER_02: You know, that's that's I don't like being in court.
- 59:02SPEAKER_02: It's it's it's a cold place that I just don't think is I don't know.
- 59:07SPEAKER_02: It gives me the willies.
- 59:09SPEAKER_02: Um,
- 59:09SPEAKER_02: but,
- 59:09SPEAKER_02: but,
- 59:10SPEAKER_02: you know,
- 59:10SPEAKER_02: that's sort of my job is to keep you out of court,
- 59:12SPEAKER_02: making sure that you are,
- 59:13SPEAKER_02: um,
- 59:13SPEAKER_02: uh,
- 59:14SPEAKER_02: entering into good contracts that you can comply with,
- 59:16SPEAKER_02: that you understand and that you can operate to,
- 59:18SPEAKER_02: um,
- 59:19SPEAKER_02: that you're complying with all the laws,
- 59:21SPEAKER_02: um,
- 59:21SPEAKER_02: privacy laws,
- 59:22SPEAKER_02: uh,
- 59:23SPEAKER_02: you know,
- 59:23SPEAKER_02: this,
- 59:23SPEAKER_02: this book here,
- 59:24SPEAKER_02: um,
- 59:26SPEAKER_02: and,
- 59:26SPEAKER_02: uh,
- 59:27SPEAKER_02: you know,
- 59:27SPEAKER_02: make sure that you're not doing anything that's going to,
- 59:29SPEAKER_02: um,
- 59:30SPEAKER_02: uh,
- 59:30SPEAKER_02: attract,
- 59:31SPEAKER_02: uh,
- 59:31SPEAKER_02: regulators,
- 59:32SPEAKER_02: um,
- 59:33SPEAKER_02: such that you might have to,
- 59:34SPEAKER_02: um,
- 59:35you know,
- 59:36pony up some money or a fine or worst case,
- 59:38you know,
- 59:38have your business shut down.
- 59:40SPEAKER_02: That's my job.
- 59:40SPEAKER_02: That's a good in-house lawyer will keep you out of court.
- 59:45SPEAKER_02: But like you said,
- 59:47sometimesyoujustgetsomethinginthemailthatsaysyoureachedacontract
- 59:51SPEAKER_02: because the client is upset.
- 59:53SPEAKER_02: And that may be true.
- 59:54SPEAKER_02: You may have done something inadvertently.
- 59:57SPEAKER_00: Or even a cease and desist, right?
- 59:59SPEAKER_00: Even a cease and desist,
- 1:00:00SPEAKER_00: you stop using,
- 1:00:01SPEAKER_00: you didn't do maybe the work necessary on the trademark side of things.
- 1:00:05And you've got a logo floating out there that is infringing or a name is
- 1:00:11infringing
- 1:00:11SPEAKER_00: upon somebody.
- 1:00:12SPEAKER_00: And I always feel that
- 1:00:13SPEAKER_00: you know, what do you do?
- 1:00:15SPEAKER_00: And I think this is that was that was a great explanation in,
- 1:00:18SPEAKER_00: you know,
- 1:00:19SPEAKER_00: what you do in those in those steps.
- 1:00:22SPEAKER_00: I appreciate that.
- 1:00:23SPEAKER_00: And, you know, this has been like a masterclass in legal.
- 1:00:26SPEAKER_00: This is, I mean, fantastic.
- 1:00:29AndIfeellikewe'dlovetohaveyoucomebackonagainandmaybediveintosome
- 1:00:33SPEAKER_00: of these other areas that are,
- 1:00:35SPEAKER_00: you know,
- 1:00:35SPEAKER_00: that require a lot more explanation,
- 1:00:37SPEAKER_00: you know,
- 1:00:38SPEAKER_00: and
- 1:00:39SPEAKER_00: things are rapidly changing out there.
- 1:00:41SPEAKER_00: And one area that's rapidly changing is obviously the use of AI and,
- 1:00:46SPEAKER_00: you know,
- 1:00:46SPEAKER_00: how that's coming into the mix.
- 1:00:48SPEAKER_00: So we can save a whole other,
- 1:00:49SPEAKER_00: you know,
- 1:00:51SPEAKER_00: podcast just on the legal side of AI,
- 1:00:53SPEAKER_00: which I don't even know if it's like defined yet.
- 1:00:57SPEAKER_00: It seems to be kind of floating.
- 1:00:58SPEAKER_00: But I want to know, curiosity, as we can wrap this podcast up,
- 1:01:03SPEAKER_00: You know, do you use, by the way, do you use AI in your workflow?
- 1:01:07SPEAKER_00: Okay.
- 1:01:08Tell me something,
- 1:01:09you know,
- 1:01:09we'll go like off topic here,
- 1:01:12off the legal side of things.
- 1:01:14SPEAKER_00: What's something you've done on AI that,
- 1:01:16SPEAKER_00: you know,
- 1:01:16SPEAKER_00: you just stopped for a moment and you said,
- 1:01:19SPEAKER_00: wow,
- 1:01:19SPEAKER_00: like,
- 1:01:20SPEAKER_00: oh my gosh,
- 1:01:21SPEAKER_00: I can't believe it did that.
- 1:01:22SPEAKER_00: I mean, maybe it was something for your practice.
- 1:01:24SPEAKER_00: Maybe it's just something in your personal life.
- 1:01:26SPEAKER_00: Is there anything that you can point to that you had that wow moment?
- 1:01:29SPEAKER_02: Yes, and I'm still learning AI.
- 1:01:32SPEAKER_02: So I believe,
- 1:01:33SPEAKER_02: so again,
- 1:01:34SPEAKER_02: my three values,
- 1:01:35SPEAKER_02: fairness,
- 1:01:35SPEAKER_02: transparency,
- 1:01:36SPEAKER_02: efficiency,
- 1:01:37SPEAKER_02: the last one,
- 1:01:38SPEAKER_02: efficiency,
- 1:01:38SPEAKER_02: right?
- 1:01:39I try to do things as obviously carefully,
- 1:01:43but with the minimum amount of time spent.
- 1:01:46I still,
- 1:01:46at this point,
- 1:01:47I charge by the hour and my employee charges by the hour.
- 1:01:53SPEAKER_02: So what we try to do is leverage AI tools
- 1:01:57SPEAKER_02: in order to reduce the amount of time that we spend on our clients,
- 1:02:00which ultimately brings their rates low and I can take on more clients and I
- 1:02:04can
- 1:02:04SPEAKER_02: help more people and so on.
- 1:02:06But there's a fantastic tool that I use that I just learned about probably a
- 1:02:11month
- 1:02:11SPEAKER_02: and a half ago called Spellbook,
- 1:02:13SPEAKER_02: S-P-E-L-L-B-O-O-K,
- 1:02:17SPEAKER_02: and then their domain is .legal.
- 1:02:19SPEAKER_02: So it's spellbook.legal.
- 1:02:21But Spellbook is a tool,
- 1:02:22it's a plugin that you put into Word that gives me a cautioned wow.
- 1:02:31It definitely wows me and it gives me caution and pause in some scenarios.
- 1:02:37SPEAKER_02: It's not perfect, right?
- 1:02:38SPEAKER_02: But what it does is it,
- 1:02:40SPEAKER_02: so it's a local AI,
- 1:02:43SPEAKER_02: meaning that none of our clients' information is going out into Ether.
- 1:02:47SPEAKER_02: As you know, if you go to ChatGPT,
- 1:02:49SPEAKER_02: and put in a client or your own contract and it has your name in there,
- 1:02:55SPEAKER_02: you've just sent that out to who knows who,
- 1:02:57SPEAKER_02: right?
- 1:02:58That's going to be used in other responses potentially to other people and
- 1:03:02show up.
- 1:03:03SPEAKER_02: And that could be a violation of their privacy policy.
- 1:03:06SPEAKER_02: It could be a private violation of your contract.
- 1:03:09SPEAKER_02: You have to, again, I tell my employee, we have a rule.
- 1:03:14SPEAKER_02: We are not allowed to use ChatGPT for anything client related.
- 1:03:18SPEAKER_02: So,
- 1:03:19SPEAKER_02: That's a publicly-facing AI tool, and we just don't use it.
- 1:03:25Spellbook is local,
- 1:03:26meaning that no information goes from my computer anywhere.
- 1:03:31SPEAKER_02: It's all locally processed.
- 1:03:33SPEAKER_02: I understand that Apple's new artificial intelligence is also local,
- 1:03:38meaning that it doesn't go outside and potentially used in other people's queries.
- 1:03:45SPEAKER_02: So with respect to drafting,
- 1:03:47Spellbook definitely gives me the wow because what I can do is I can take a lease,
- 1:03:52SPEAKER_02: for example,
- 1:03:54SPEAKER_02: a Word version of a lease document.
- 1:03:56SPEAKER_02: I could use Spellbook and I could just type in there,
- 1:03:59SPEAKER_02: draft a demand letter to this customer on behalf of my clients.
- 1:04:06SPEAKER_02: um, for breach of contract.
- 1:04:07SPEAKER_02: And, um, what it'll do is it'll get me again, 80 to 90% of there.
- 1:04:11So it'll just like spit out a demand letter that I don't have to draft from scratch,
- 1:04:15SPEAKER_02: um,
- 1:04:16SPEAKER_02: that I can now take and revise it as needed and maybe save,
- 1:04:20SPEAKER_02: um,
- 1:04:20SPEAKER_02: you know,
- 1:04:21SPEAKER_02: 25,
- 1:04:21SPEAKER_02: uh,
- 1:04:22SPEAKER_02: to 50% of the time that I would have otherwise had to spend.
- 1:04:25SPEAKER_02: Um,
- 1:04:25SPEAKER_02: and it definitely is,
- 1:04:27SPEAKER_02: um,
- 1:04:27SPEAKER_02: expediting,
- 1:04:28SPEAKER_02: uh,
- 1:04:29SPEAKER_02: the use of,
- 1:04:29SPEAKER_02: of,
- 1:04:30SPEAKER_02: uh,
- 1:04:30SPEAKER_02: or sorry,
- 1:04:30SPEAKER_02: the use of my time,
- 1:04:31SPEAKER_02: I guess it's,
- 1:04:32SPEAKER_02: it's,
- 1:04:32SPEAKER_02: it's reducing the use of my time on client matters.
- 1:04:35SPEAKER_02: I also use a client management tool called Clio,
- 1:04:39SPEAKER_02: C-L-I-O,
- 1:04:40SPEAKER_02: that just released its own AI tool,
- 1:04:44SPEAKER_02: and it's also pretty handy.
- 1:04:45SPEAKER_02: It doesn't give me the wow yet,
- 1:04:48but it definitely can go through all of my clients' contracts and give me a
- 1:04:54summary
- 1:04:55of the status of that client with respect to how many contracts does it have,
- 1:05:00SPEAKER_02: when contracts might be expiring,
- 1:05:03what's coming up this year for this client with respect to his or her contracts.
- 1:05:10SPEAKER_02: So again, I believe in what I call the responsible use of AI tools.
- 1:05:17I certainly have obligations to maintain the confidentiality of my clients
- 1:05:22and
- 1:05:22SPEAKER_02: their legal issues,
- 1:05:23SPEAKER_02: and so nothing I do is allowed to go outside of my local processing here.
- 1:05:33But think that AI is definitely changing the game and I'm seeing it firsthand
- 1:05:38and
- 1:05:38SPEAKER_02: I'm using it and being mindful of it.
- 1:05:41SPEAKER_02: One thing that's kind of funny is,
- 1:05:43SPEAKER_02: you know,
- 1:05:43SPEAKER_02: talking to somebody about,
- 1:05:44SPEAKER_02: you know,
- 1:05:44SPEAKER_02: use of AI and it's like,
- 1:05:46Ithinklawyersaregoingtohavetogetverycomfortableveryquicklyhowto
- 1:05:52SPEAKER_02: charge for money.
- 1:05:54their services because AI is going to make it a lot faster such that the time
- 1:05:59may
- 1:05:59SPEAKER_02: not reflect the value of the service that you're providing anymore.
- 1:06:04Andit'ssomethingthatI'msortofkeepingsortofinthebackofmyheadasI
- 1:06:08SPEAKER_02: continue to learn what tools become available.
- 1:06:12SPEAKER_02: But that said, with respect to my clients' use of AI,
- 1:06:16SPEAKER_02: I always say just be careful.
- 1:06:17Don't put anything in an AI query that you don't want out publicly because
- 1:06:22chances
- 1:06:23SPEAKER_02: are it'll end up out publicly.
- 1:06:24SPEAKER_02: And I certainly,
- 1:06:27SPEAKER_02: one thing I do want to say is,
- 1:06:29SPEAKER_02: and this is not my own thought or idea,
- 1:06:32SPEAKER_02: but someone once mentioned to me,
- 1:06:35SPEAKER_02: you know,
- 1:06:36SPEAKER_02: you can't outsource good judgments.
- 1:06:39SPEAKER_02: Um,
- 1:06:39SPEAKER_02: so,
- 1:06:40SPEAKER_02: you know,
- 1:06:41SPEAKER_02: having a lawyer look at the generation,
- 1:06:43SPEAKER_02: you know,
- 1:06:44the tool that you generated from chat GPT can help you understand what the
- 1:06:48chatGPT
- 1:06:50actually produced for you before you go and sign it and have it apply to you.
- 1:06:54SPEAKER_02: Um, well, funny thing about spell book.
- 1:06:56SPEAKER_02: I, um, I love it.
- 1:06:57SPEAKER_02: I think it's a useful tool.
- 1:06:59SPEAKER_02: Um, but it's not perfect.
- 1:07:00You know,
- 1:07:00I'll have it,
- 1:07:01uh,
- 1:07:01draft something or,
- 1:07:02uh,
- 1:07:02ask it to draft something for me.
- 1:07:04SPEAKER_02: And it's like, Whoa, like,
- 1:07:06SPEAKER_02: if I had just taken it and sent it to a client,
- 1:07:08I would have probably committed malpractice because of the errors that was
- 1:07:12in there.
- 1:07:13SPEAKER_02: And it's like, it's not perfect.
- 1:07:14SPEAKER_02: And having somebody who has practiced and read through tens of thousands,
- 1:07:18SPEAKER_02: probably at this point in my career contracts,
- 1:07:21SPEAKER_02: to be able to digest what the output is,
- 1:07:25SPEAKER_02: and then again,
- 1:07:26SPEAKER_02: make sure it's applicable to your client is responsible.
- 1:07:31SPEAKER_02: And that's what I mean by the responsible use of AI.
- 1:07:33yeahwellithinkyouknowwerefertoitasahumankeepthehumanintheloopum
- 1:07:38you know and especially when you have an expertise and you're using tools
- 1:07:41thatare
- 1:07:42geared around that expertise you know make sure that you stay involved i
- 1:07:45don't
- 1:07:46think we're anywhere near that place where we're pushing buttons and
- 1:07:49they'rejust
- 1:07:49doingitforusandit'sgoingtohappenmaybeyouknowwhoknowsdowntheroad
- 1:07:53maybe damien you're waking up in the morning and you push a button and spell
- 1:07:55book
- 1:07:56SPEAKER_00: and uh
- 1:07:56SPEAKER_00: you know, it's all taken care of, and it's all perfect.
- 1:07:59SPEAKER_00: But we're not there at that at this point.
- 1:08:01SPEAKER_00: And it's always good to be careful.
- 1:08:02SPEAKER_00: And I appreciate your commentary about,
- 1:08:06SPEAKER_00: you know,
- 1:08:07SPEAKER_00: making sure what you you know,
- 1:08:09SPEAKER_00: being aware what you put into AI,
- 1:08:11SPEAKER_00: you know,
- 1:08:12SPEAKER_00: is going to be used for the masses.
- 1:08:14So,
- 1:08:14you know,
- 1:08:15if you can use a localized AI program,
- 1:08:18that definitely helps.
- 1:08:19SPEAKER_00: And especially in your field, you know, you have to be very careful
- 1:08:22SPEAKER_00: in that area.
- 1:08:23SPEAKER_00: But I got to say thank you so much.
- 1:08:25ThishasbeenanincredibleandIabsolutelywouldlovetohaveyoucomeonand
- 1:08:29we're going to dive into one specific issue and just talk about that because,
- 1:08:32SPEAKER_00: you know,
- 1:08:32SPEAKER_00: again,
- 1:08:33SPEAKER_00: this is an area that e-commerce entrepreneurs are there's confusion.
- 1:08:39SPEAKER_00: And I think,
- 1:08:40SPEAKER_00: you know,
- 1:08:40SPEAKER_00: there always will be having moments like this,
- 1:08:42SPEAKER_00: you know,
- 1:08:43SPEAKER_00: to learn an informational,
- 1:08:45SPEAKER_00: you know,
- 1:08:46SPEAKER_00: time that you can
- 1:08:48you know pull information and then reach out you know and i think we're saying
- 1:08:51here
- 1:08:51is that you know there is no substitute for you know an attorney who you know
- 1:08:56knows
- 1:08:56their craft really well that can help you you know button up you know your and
- 1:09:00i'm
- 1:09:01i'maialwaysthinkthere'stwoareasinbusinessyouinvestinuhlegaland
- 1:09:05financethesearetwoareasithinkthatyouknowiiwouldnevergoandyouknow
- 1:09:10professthatiknowyouknowi'manexpertiknowenoughtojustunderstand
- 1:09:15SPEAKER_00: But I need to know.
- 1:09:16SPEAKER_00: So I think that's a good, you know, good concept for everybody to take.
- 1:09:19SPEAKER_00: So as we wrap up here,
- 1:09:21Iwouldloveforyoutojusttakeamomentandjustletpeopleknowhowtheycan
- 1:09:24SPEAKER_00: connect with you directly or through your website and give us,
- 1:09:27SPEAKER_00: you know,
- 1:09:28any anything you want to tell us where we can put in the show notes as well.
- 1:09:32SPEAKER_02: Yeah, that'd be great.
- 1:09:33SPEAKER_02: Yeah, I am.
- 1:09:34I'd be happy to chat with anybody about anything that they're currently
- 1:09:38going through.
- 1:09:39SPEAKER_02: I have questions about I.
- 1:09:41SPEAKER_02: Don't believe in charging for consultations.
- 1:09:42So I'm happy to give a one hour consultation to anyone who is interested in
- 1:09:48having
- 1:09:48SPEAKER_02: a chat for free.
- 1:09:49SPEAKER_02: So just, you know, something that, you know, I'm happy to do.
- 1:09:53SPEAKER_02: I actually get really frustrated when I reach out to lawyers that.
- 1:09:56SPEAKER_02: um, that I might be looking for.
- 1:09:57SPEAKER_02: And they're like, you've got to pay, you know, $400.
- 1:09:59SPEAKER_02: And I'm like, but I don't even know if I want to use you yet.
- 1:10:02SPEAKER_02: Um, it's frustrating.
- 1:10:03SPEAKER_02: So I just, uh, take a stance against that.
- 1:10:05Um,
- 1:10:06you can reach me at my email,
- 1:10:07Damien,
- 1:10:08D-A-M-I-A-N at enigmatechlegal.com.
- 1:10:12SPEAKER_02: That's E-N-I-G-M-A-T-E-C-H-L-E-G-A-L.com.
- 1:10:18SPEAKER_02: Um, you can also reach me on LinkedIn.
- 1:10:19It's,
- 1:10:19uh,
- 1:10:20you know,
- 1:10:20LinkedIn.com,
- 1:10:22um,
- 1:10:22forward slash I-N forward slash,
- 1:10:25um,
- 1:10:27SPEAKER_02: Damian Guzman, D-A-M-I-A-N-G-U-Z-M-A-N.
- 1:10:30SPEAKER_02: Pretty easy to find and happy to chat with any of your listeners.
- 1:10:35SPEAKER_02: And yeah, just reach out.
- 1:10:37SPEAKER_00: Yeah, absolutely.
- 1:10:39SPEAKER_00: Well, I appreciate it.
- 1:10:39SPEAKER_00: And we'll put all that information in the show notes and highlight that.
- 1:10:42SPEAKER_00: And that is a very unusual scenario.
- 1:10:46SPEAKER_00: Not every lawyer out there is offering to have that consultation.
- 1:10:49SPEAKER_00: But I think your point is perfect.
- 1:10:51How would you know you need to hire somebody or why you need to hire them?
- 1:10:54SPEAKER_00: unless you actually have that conversation.
- 1:10:56SPEAKER_00: And by the way,
- 1:10:56SPEAKER_00: it gives you an opportunity also to say,
- 1:10:58SPEAKER_00: No,
- 1:10:58SPEAKER_00: you're okay,
- 1:10:59SPEAKER_00: you don't really,
- 1:11:00SPEAKER_00: you know,
- 1:11:00SPEAKER_00: and your time is valuable,
- 1:11:02SPEAKER_00: being able to,
- 1:11:03SPEAKER_00: you know,
- 1:11:03SPEAKER_00: focus on as many situations as possible.
- 1:11:06SPEAKER_00: So thank you for making that.
- 1:11:07SPEAKER_00: And thank you very much for coming on today.
- 1:11:09SPEAKER_00: I greatly appreciate it.
- 1:11:12SPEAKER_00: We will make sure this,
- 1:11:13SPEAKER_00: you know,
- 1:11:14SPEAKER_00: gets gets out there into the community and to anybody out there who is a
- 1:11:18emerging e-commerce entrepreneur who really needs to understand what they
- 1:11:22needto
- 1:11:22SPEAKER_00: be concerned about when it comes to the legal side of things.
- 1:11:25SPEAKER_00: So, Damien, thank you so much.
- 1:11:27Have a wonderful rest of your week,
- 1:11:29and we will make sure that you're a frequent guest.
- 1:11:34SPEAKER_00: Okay?
- 1:11:35SPEAKER_02: Thank you very much, Romina.
- 1:11:36SPEAKER_02: It was a pleasure.
- 1:11:37SPEAKER_00: Absolutely.
- 1:11:38SPEAKER_00: Thank you.
- 1:11:40All right,
- 1:11:41that brings us to the end of another episode of the e-commerce revolution podcast.
- 1:11:46SPEAKER_00: Don't forget to check out past episodes,
- 1:11:48which are all available on demand on YouTube and wherever you listen to your podcast.
- 1:11:54SPEAKER_00: Ready to join the revolution?
- 1:11:55SPEAKER_00: Become an exclusive part of our growing community of emerging e-commerce
- 1:11:59SPEAKER_00: entrepreneurs at ecomrevolution.co.
- 1:12:03SPEAKER_00: Until next time, see ya.