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Legal Function

Mission​

Protect the company's intellectual property, manage legal risk, ensure regulatory compliance, and provide strategic legal guidance that enables business growth while safeguarding against disputes in the complex landscape of fashion, entertainment, and celebrity partnerships.

Scope​

  • Contract drafting, review, and negotiation
  • Intellectual property protection (design IP, trademarks)
  • Celebrity image rights and licensing
  • Non-disclosure agreements (NDA) and confidentiality
  • Regulatory compliance (labor law, consumer protection, data privacy)
  • Risk management and dispute resolution
  • Vendor and client contract management
  • Employment agreements and HR legal support

Key Responsibilities​

Contract Management​

Every business relationship starts with a contract. Legal reviews and drafts contracts for clients, suppliers, freelancers, employees, and partners. This includes:

  • Client Service Agreements: Terms of engagement, payment schedules, intellectual property ownership, delivery timelines, cancellation policies
  • Vendor Contracts: Purchase terms, quality standards, delivery schedules, payment terms, liability
  • Non-Disclosure Agreements: Protecting confidential information shared with clients, partners, suppliers
  • Licensing Agreements: When we license our designs or collaborate with other brands

Legal ensures contracts protect our interests while being fair and commercially reasonable. We maintain a contract template library in Notion and review all contracts before signing, with turnaround targets of 2 business days for standard agreements and 5 days for complex negotiations.

Intellectual Property Protection​

Fashion design is inherently creative, and protecting that creativity is critical. Legal manages:

  • Design IP: While fashion designs have limited copyright protection in many jurisdictions, we document our design process, maintain design archives, and pursue protection where available (especially for unique embellishments, patterns, or technical innovations)
  • Trademarks: Protecting our brand name, logo, and any signature design elements that function as brand identifiers
  • Trade Secrets: Our proprietary production techniques, supplier relationships, and client lists

When we create custom costumes for high-profile clients, contracts clearly specify who owns the design IP—usually the client retains rights to use the costume, but we retain rights to showcase in our portfolio (with approval).

Celebrity Image Rights​

Working with K-pop stars, actors, and entertainers means navigating complex image rights issues. Legal ensures:

  • Portfolio Rights: Contracts specify whether and how we can photograph and display finished costumes featuring celebrities in our marketing materials
  • Social Media Use: Clear terms about posting images on Instagram, website galleries, and promotional materials
  • Third-Party Licensing: If a client wants to license costume designs for merchandise or other uses, Legal negotiates terms and royalty structures

We maintain a rights database in Notion tracking which costumes can be shown publicly, which require client approval before each use, and which are subject to embargo periods (common for costumes for unreleased films or performances).

NDA Management​

Confidentiality is paramount in entertainment. We routinely sign NDAs with clients to protect:

  • Upcoming project details (film plots, concert themes, character designs)
  • Celebrity measurements and personal information
  • Budget and pricing information
  • Design concepts and mood boards

Legal maintains an NDA tracker with expiration dates and scope of confidentiality. We also require NDAs from freelancers and contractors who have access to sensitive client information.

Regulatory Compliance​

Legal ensures we comply with applicable laws and regulations:

  • Labor Law: Employee classification (employee vs. contractor), wage and hour compliance, workplace safety regulations
  • Consumer Protection: Accurate product descriptions, return policies, warranties (for any direct-to-consumer sales)
  • Data Privacy: GDPR compliance for European clients, general data protection practices for client and employee information
  • Import/Export: Compliance for international fabric sourcing and finished goods shipment
  • Tax: Nexus determinations, sales tax compliance (working with Finance)

Legal monitors regulatory changes and advises operations on compliance requirements.

Risk Management​

Legal identifies and mitigates business risks:

  • Liability: Ensuring adequate insurance coverage (general liability, professional liability, product liability)
  • Contract Risk: Reviewing terms that could expose us to excessive liability or unfavorable conditions
  • Operational Risk: Advising on business decisions with legal implications (entering new markets, hiring practices, vendor relationships)

Legal conducts quarterly risk assessments and maintains a risk register tracking key exposures and mitigation strategies.

Dispute Resolution​

When disputes arise, Legal manages resolution:

  • Client Disputes: Quality complaints, delivery delays, payment disputes
  • Vendor Disputes: Defective materials, late deliveries, billing errors
  • IP Disputes: If we believe someone is infringing our designs, or if we're accused of infringement

Legal's approach prioritizes negotiated resolution to preserve relationships and avoid costly litigation, but we're prepared to escalate when necessary to protect the company.

Employment Agreements​

Legal drafts and reviews all employment-related agreements:

  • Offer Letters: Terms of employment, compensation, benefits
  • IP Assignment: Ensuring employees assign work product to the company
  • Non-Compete/Non-Solicit: Protecting against employees leaving to start competing businesses or poaching clients (enforceability varies by jurisdiction)
  • Severance Agreements: Terms for departing employees

Legal partners closely with HR (often part of GA function) to ensure employment practices comply with law and support company culture.

Design Collaboration Agreements​

When we collaborate with external designers, brands, or influencers, Legal structures the relationship:

  • Revenue Sharing: How profits from collaborative projects are split
  • IP Ownership: Who owns designs created during collaboration
  • Brand Use: How each party can use the other's brand and designs
  • Exclusivity: Any restrictions on working with competitors during or after collaboration

These agreements require careful negotiation to balance creative partnership with business protection.

Core Processes​

Tools & Systems​

  • Notion: Contract database, NDA tracker, IP rights database, compliance calendar
  • DocuSign: Electronic signature for contracts and agreements
  • Slack: #legal channel for contract review requests and questions
  • Dropbox: Contract repository with version control
  • Clio: Matter management for active disputes and legal projects
  • LegalZoom/UpCounsel: Access to external counsel for specialized needs

Key Metrics​

  • Contract Review Turnaround (target: 2 days standard, 5 days complex)
  • NDA Compliance (target: 100% of sensitive projects have signed NDAs before disclosure)
  • IP Portfolio Size (track: number of trademarks, design registrations)
  • Disputes Resolved Without Litigation (target: 95%+)
  • Compliance Audit Findings (target: 0 critical findings per quarter)
  • Legal Spend per Revenue (target: \<2% of annual revenue)
  • Portfolio Rights Coverage (target: 80%+ of flagship projects have marketing rights)
  • Contract Rejection Rate (track: % of vendor/client contracts rejected as unfavorable)

Team Structure​

  • General Counsel (GC) (A) - Overall legal strategy, high-stakes negotiations, Board counsel, external counsel management
  • Legal Counsel (R) - Day-to-day contract review, IP management, compliance monitoring
  • Legal Coordinator (S) - Contract administration, NDA tracking, document management, compliance calendar
  • Outside Counsel (C) - Specialized legal expertise (IP litigation, international trade law, tax law) as needed

The General Counsel is Accountable for all legal matters and provides strategic advice to executive leadership. The Legal Counsel is Responsible for executing routine legal work. The Legal Coordinator provides Support for administrative and tracking functions.

For routine contracts and standard matters, Legal Counsel handles independently. For high-risk contracts, major IP decisions, or disputes, GC is Consulted before proceeding. CEO and CFO are Informed of significant legal developments.

See Responsibilities for detailed RABSIC matrix.