By Stephen Sidkin, partner at Fox Williams LLP
Celebrity linkage is growing. Whether brand partnerships, collaborations, celebrity contracts or straightforward endorsement agreements, connections come in all shapes and sizes.
Earlier this month River Island unveiled Rihanna’s new range at its Oxford Street flagship store. Such linking follows on from other relationships between the likes of H&M and Madonna and New Look and Lily Allen. Indeed, with the exception of Zara, it is difficult to think of a global brand which does not have celebrity connections of some sort.
Equally, it is invariably the case that preventative thought is not at the forefront at the time the linkage is announced. But, as the relationships between Tiger Woods and Nike and Lance Armstrong and Nike and Oakley show, what can start out as a relationship made in heaven, can soon turn to hell for the brand.
The starting point for a brand is the agreement with the celebrity. Whilst the agreement may be stated to be governed by English law, the law of the celebrity’s domicile may have a part to play. Certainly in the US, the laws of a number of states may impact on an English law agreement.
It is also important to check with whom the agreement is to be made. Will it be the individual or a company with whom the celebrity has a personal services contract?
When this has been established, the agreement should turn to the substance of the relationship. Will it be the Federer strapping of Rolex on wrist before lifting the men’s champion trophy at Wimbledon? The Murray adornment of Rado at Flushing Meadows?. Alternatively it could be the Sophie Dahl collection created with Brora which was announced this month. Or, the simple requirement to wear a number of pieces in different locations. Any which way it can be expected that there will also be image rights to be negotiated as brand and celebrity decide who will own the images that are taken of the particular occasion and the other rights which are created from their relationship.
Usually prevention is better than cure. This is something with which many brands which have seen their celebrities encounter “problems” might be expected to agree. It follows that there is a crying need to ensure that there is included a so-called morals clause. Such a clause should enable the brand to terminate immediately the agreement with the celebrity in the event of what is described in the US as “serious social misconduct”.
But it is also necessary to give thought as to what should be the consequences of termination in the event that serious social misconduct takes place and the agreement is terminated. For example, will the brand be entitled to recover any advance fees paid to the celebrity? What will be the celebrity’s entitlement to royalties in respect of image use?
However, before termination there is an agreement to perform! There will be a provision detailing the celebrity’s involvement with the brand and it’s promotion. This will include the number of appearances at a launch, photo shoot days, media days and what exactly is a “day”. Depending on the brand and the celebrity either or both parties may want to have a right of veto as to what the celebrity does or the way in which the celebrity is linked with the brand.
Whatever the relationship, getting it right is not easy. But nor is it easy to hunt a tiger with a lance.
Stephen Sidkin is a partner at Fox Williams LLP. Stephen can be contacted at SLSidkin@foxwilliams.com.