Page 17 - Fashion Law

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Fashion Law | MONDAY, SEPTEMBER 12, 2016 | S17
ship between CEO and GC is vital. Lawyers must understand that the CEO’s mission is to innovate, drive business and expand into new products and territories, and that is tempered by constantly evolving legal rights and obligations. When the business is both public and global in nature, things get even more complex.
Miscalculations Are Costly
Miscalculations in any of these areas can make or break a young company. Some com- mon mistakes young lawyers make include: not documenting promises made to employ- ees and consultants regarding equity or pro- motions or ownership of IP; not warning a designer who uses her name as the name of the company that she is effectively giv- ing away her name for all future commercial ventures; not thinking globally and protecting the brand’s trademarks in future markets; and not staf ng up appropriately to make sure all contracts are enforced and all potential liabilities and deadlines managed.
Timing Is Crucial
Fashion companies must get their prod- uct into the marketplace on a short timeline,
which means lawyers will have little time to spend on dense and complex legal docu- ments. Advertising campaigns may involve 20 agreements, each with a 24-hour turnaround. We teach our students to focus on the big pic- ture—what are the vulnerabilities they must spot to protect the company from risk. They must understand the business, and the tim- ing of all the agreements that need to be in place to get product in stores for Christmas, or back-to-school, for example. This vastly complicates contract completion.
It’s a Matter of Tone
Throughout our careers, we have learned that drafting of letters is key. That’s why we spend a lot of time in our “drafting for fash- ion” class teaching how to get the right tone in letters. For example, a high-end fashion brand that has fought hard to locate a store within a particular shopping mall may have a landlord con ict requiring a letter. This is not the time for a typical “cease and desist” letter, which a lot of younger lawyers might jump to write. Such an approach could damage a relationship that may have taken considerable time and effort to develop. Understanding the business requires developing an ear for how to draft such a letter.
Another example occurs when luxury fash- ion companies, in order to elevate their brand, strategically decide to restrict points of sale to ensure that product is sold at speci c stores only—re ecting the high-end aspiration of the company. Such “selective distribution” is legal, and counsel must require that product licenses re ect those business goals.
Overlap of Fashion and Entertainment
Another important distinct aspect of fashion is the role that celebrity plays in the industry. One of the structural characteris- tics of today’s fashion industry is a reliance on licensing, and that means entering into transactions in which the owner of intellectual property allows another party to manufacture branded fashion items pursuant to the licen- sor’s quality and design standards.
Add to those issues the tremendous growth in the value of fashion trademarks and the serious business problems of global trademark counterfeiting, which represents a threat to corporate identity as well as an increasing drain on the corporate treasury— not to mention the goodwill of consumers.
We started the FAME center at Cardozo Law to train lawyers who will be advising fashion, arts, media and entertainment industry execu-
tives on how to protect and grow their busi- nesses. Many of the skills that have become necessary for lawyers in fashion also apply to tech startups, media and entertainment com- panies, artists and museums, sports leagues and the ever-changing music business.
The legal profession needs to engage professionals from these various industries with a more uni ed and systematic approach. The goal is to combine deep instruction in IP, corporate, real estate, employment and labor, international trade, commercial and contract courses with specialized courses taught by lawyers with experience in each of these special industries. And these young law- yers need to be ready to say “yes” to growth and to understand risk as part of the fabric of creative industries.
Fashion lawyers need to understand the entrepreneurial mindset of these very com- petitive creative businesses. And they need to adjust their analysis so that they can help balance risk with spirited inspiration and the bold business strategy necessary to stay ahead in a live-or-die global competition. When the legal counsel and CEO see eye-to- eye, trust in the boardroom translates into runway success and a successful business brand.
INNOVATIVE | PRACTICAL | EXPERIENCED
Katten Muchin Rosenman LLP is a full-service law rm with one of the most experienced
and comprehensive fashion law practices in the United States. Katten offers its clients a cadre of
lawyers fully dedicated to the international fashion industry and its unique challenges, and provides
innovative advice to businesses and individuals ranging from high-end designers and celebrities to
retailers and apparel companies. We have been lauded by clients, colleagues and legal ranking organizations including New York Metro Super Lawyers, New York magazine’s “New York’s Women Leaders in the Law,” and the World Trademark Review 1000 – The World’s Leading Trademark Professionals, among others.
Karen Artz Ash | National Co-Head, Intellectual Property practice | +1.212.940.8554 | [email protected] www.kattenlaw.com/fashionlaw
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