#365: Weston Dombroski (Attorney and Musician) (pt. 1 of 2)

This week on the podcast is part one of our interview with Weston Dombroski. He's the Director of Legal Services at Lawyers for the Creative Arts in Chicago, where he works directly with artists and creative organizations navigating contracts, intellectual property, and organizational structure. Before that, he developed programs at lawyers-for-the-arts nonprofits, worked on legal teams at platforms such as Patreon and Discord, and helped found artist-run music co-ops. 

Weston has helped artists operate as sole proprietors, LLCs, nonprofits, cooperatives, and platform-based businesses--and he’s seen how those choices play out over time. You won't want to miss his thoughts on how artists should approach business! https://law-arts.org/staff

Transcript

Welcome And Guest Background

Announcer 0:18

Welcome to the Arts Entrepreneurship Podcast, Making Art Work. We highlight how entrepreneurs align their artistry, passion, and vision to create and pursue opportunities to capture value in the arts. The views expressed by guests on the Arts Entrepreneurship Podcast are solely their own and do not necessarily represent the views of the podcast or its hosts. The appearance of a guest on the podcast, the venture they represent, or reference to any product or service does not imply an endorsement or recommendation by the podcast or its hosts. The content provided is for entertainment and informational purposes only and does not constitute business advice. Here are your hosts, Andy Heise and Nick Petrella.

Nick Petrella 1:00

Hi Arts Entrepreneurship Podcast listeners. I'm Nick Petrella.

Andy Heise 1:04

And I'm Andy Heise. Today's guest is someone I've known for a long time. Weston Dombroski and I overlapped at Millikan University. We played ensembles together, spent time in the recording studio, and we're both figuring out what it meant to try to make a life in music. Weston went on to take a path that a lot of artists consider, but few fully understand. He became an attorney specifically to support artists and creative professionals. Today, Weston is the director of legal services at Lawyers for the Arts, where he works directly with artists and creative organizations navigating contracts, intellectual property, and organizational structure. Before that, he developed programs at Lawyers for the Arts and Nonprofits, worked on legal teams at platforms like Patreon and Discord, and helped found artist-run music co-ops. Because of that mix, Weston's seen artists operate as sole proprietors, LLCs, nonprofits, cooperatives, and platform-based businesses. And he's seen how those choices play out over time. In this conversation, we're going to talk about the pros, cons, and real-world reasons artists end up choosing one entity over another and what those decisions make possible or limit down the line. Weston, thanks for coming on the podcast.

From Musician To Lawyer

Weston Dombroski 2:20

Thanks for having me. It's very nice to be here.

Andy Heise 2:24

Let's start with a brief uh thumbnail sketch of your professional life as a musician and a lawyer. How'd you get to now?

Weston Dombroski 2:32

Yeah, sure. So I started at music school, obviously, and um went all through that with the full intention on being a performing, potentially recording artist down the road. Got out, played professionally for a little while, primarily in Chicago and on cruise ships. So I kind of hit a point on the cruise ships where you realize that there's a lot of lifers on those boats. And I didn't really want to follow that path. So then the next time I was back, you know, on land, I got a job at a recording studio in Chicago, and I worked there for a good long while. And uh that kind of led me to realize how little everybody knew about the industry and how to kind of have a go at a career. And so I thought, like, where are answers? And so then the next time I was on a cruise ship because I ran out of funds again. Uh I I that was when I applied to law school. So, you know, I spent my days, you know, on the beaches and applying to law school and then my nights playing on the ship, and then got the acceptance letter, went to law school. The fun part is that after law school studying for the bar, uh a a friend of mine called me to get me back out on the seas. And I spent a little time on a cruise ship studying for the bar. So it was like you wake up, you have coffee on board, you get off with your bar prep books like one does, you sit on a beach and read legal doctrine all day, and then you perform shows at night. So not an uncommon path.

Andy Heise 4:05

Yeah. Sounds pretty typical.

Weston Dombroski 4:08

Yeah, right. But no, it was the perfect hybrid of in undergrad, I did the music business program, got really kind of like really into the licensing and the copyright and the intellectual property side of things. And so then that naturally led to at the time I found kind of the best school in Chicago that had the IP program, did well in those law classes, did not so well in some of the other law classes, and ended up ultimately passing the bar and in in 2014 and have been, you know, practicing law in some way, shape, or form ever since.

Andy Heise 4:40

Yeah. We could probably do a whole other podcast episode on um sort of um life after music school pursuing the the cruise ship stuff. That's probably a whole other a whole other podcast we could we could. A lot of us were out there, that's for sure. Yeah. Yeah, yeah. Um but I you know it's kind of interesting. The you know, you said you you you noticed there were some lifers out there, but then like your ability to leverage that downtime uh for sort of the next phase or the next step or having a vision for where you wanted to go and be able to leverage that that availability that you had while doing those things.

Weston Dombroski 5:18

There was a trend with a lot of the lifers. Okay. And it was a not good use of their downtime.

Andy Heise 5:24

Got it.

Weston Dombroski 5:24

So yeah, I've I kind of learned from that and yeah.

Andy Heise 5:28

Yeah, for sure.

Weston Dombroski 5:29

There were definitely some eyes, like in the when I was walking around, you know, with my books and television.

Andy Heise 5:34

Oh, sure.

Weston Dombroski 5:35

But, you know, that's that's par for the course, I guess.

Nick Petrella 5:41

Weston, when artists go to see you, what are the common issues they need help with?

Weston Dombroski 5:49

Yeah, a friend of mine who is also uh a music attorney and went to Millikan with us as well, uh Odell. I don't know if you remember who we were just chatting the other day about how that is an unanswerable question. There's such a there's such a wide range, there's such a variety, there's such a unique quality to everybody's kind of career path that, you know, there are trends. Copyright registration is a big one that folks have questions about. I would say, what am I, as far as like my employment status is a big one, because in the arts that gets really nebulous. Am I an independent contractor, or am I an employee, and should I get those employee rights, or do I get to keep my work because I'm an independent contractor? And so like there's that spectrum of um just understanding how you fit into the world of commerce as an artist that I don't think is very well taught or kind of given to the the artists in the world at either art school or or otherwise. Um but then there's also there's I mean, I the current role that I'm at as a legal service aid provider. Our belief is that we help the whole artist. So if the artist comes to us with a landlord tenant issue, we help out there too. So I mean it's like you you you can't make art without a place to live a lot of the time. And so, you know, you have to sort out all of the underpinnings first and a whole lot of disputes. We encourage all bands to sign some form of some contract or some agreement that says who's gonna own it once we all inevitably split up.

Nick Petrella 7:28

Yeah, and that's because that's what I was looking for. So uh and you use the word trends, and I think that's right. I was looking for common issues. So it sounds like contracts, some licensing. That's a fairly common thing. And then specifically in the contracts, I don't know, what would you call that? An exit clause? What would you say?

Weston Dombroski 7:46

Yeah, I mean, just like ownership, actually, is is how that most often kind of comes to the surface is some songwriter in the band, they never clarified that everybody wrote the song. Right. So they, you know, the the person who actually wrote the thing, the lyrics and the melody, the part that the law kind of recognizes as the song, is is what happened what generally happens, and then one of the band members wants to take it off of somewhere or put it up somewhere else. Yeah, and that's where it becomes an issue.

Nick Petrella 8:18

Yeah.

Weston Dombroski 8:19

So you don't necessarily need to think of it as like you know a prenup or something, but like just a clear set of like us as individuals and us as an entity, who owns what.

Nick Petrella 8:29

Yeah, yeah, yeah, yeah. So it's not a good thing.

Weston Dombroski 8:31

And just who owns what is the through line, I would say, through all of those issue types, I think.

Nick Petrella 8:35

Right. They they need to pursue it, pursue it as if it's a business. Since it's a business.

Andy Heise 8:42

Yes.

unknown 8:42

Yeah.

Andy Heise 8:43

And if you don't not clarifying those things at the beginning, uh the idea that I have in like if we if if we the three of us joined a group here, um my idea of my contribution or what I think my contribution to this is worth might be different than your perception of what my contribution to this is worth. And so we have to clarify those things at the beginning and talk about them before it become before m when then when money enters the picture, right, then it becomes a a real issue. Yeah.

Weston Dombroski 9:08

Yeah, there's almost never, unless written down, the same understanding of who contributed what aspect to what album or record or recording, or yeah. And that's kind of true throughout. That's there's there's parts in like uh um plays and theater law where they kind of do it's merge, it's a copyright aspect known as merger doctrine, where it's like you have somebody that did the costuming, you had someone that did the songs, the the score, you had someone that wrote the the actual like dialogue and stuff like that. Up until a certain point, each of them owns that separately and can pull it from the production, but at a certain point it's gotta merge because we don't want a Broadway play all of a sudden being disrupted by somebody who contributed that much to you know, like a very small amount to the overall thing.

Nick Petrella 9:58

So yeah, you know, and and being a drummer, you may you know Jordan Perlson, he's out down in Nashville. Yeah, he was he was on a couple years ago, and we were talking about who owns what, and I think the conversation went along the lines of, you know, he's being asked to play a chart, he plays a chart, puts it in, but then once the producer starts talking with him, and then you started getting into this nebulous area where, hey, wait a minute, now I'm kind of producing this, you know, so then it's time to renegotiate for who owns what, or maybe I'm getting a greater piece of it. Yeah.

Weston Dombroski 10:34

That's right. Yeah. Even if you can't get in on the songwriting ownership aspect, if you're contributing to albums in the ways that drummers normally do, yeah, there's not a lot of songwriter credits being tossed around to drummers. Right, right. It's not a focal point, it's not a melody point, it's not it's like mostly a supporting thing. The history of recorded music has session players that they're lucky to get royalties. Do you know what I mean? Like that's uh it's an hourly rate, and then they go home and try to make ends meet with that hourly rate. Yeah. And so if you can negotiate for producer credits or something like that, it's far easier to get access to royalties, to get access to you know, some stream of income from your contribution.

Andy Heise 11:15

Yeah, yeah, that's great.

Weston Dombroski 11:17

And more and more it seems like artists are wising up to that. They've watched all their VH1 specials that they needed to, all the behind the music crash out stories. And there's just like a better knowledge. I I what I see now versus 15 years ago are better questions from artists, from musicians, from from everybody in involved. And I think that the the platforms have helped a little bit with that. Right, right. And I think that like just the general kind of media onslaught of everybody having their own channel, having their own business, you know, it's it's become part of the zeitgeist to a little bit better understand, you know.

Nick Petrella 11:59

Yeah.

Weston Dombroski 11:59

You gotta own your masters or your master owns you kind of thing, you know? That was a press quote. Yeah.

Andy Heise 12:07

Um so one of the one of the main things we want to talk about here today is um entity selection for um for artists. Um you know, you've you've helped artists uh in a variety of uh entity formations, uh sole proprietors, LLCs, nonprofits, co-ops, um platform-based um artists. Uh when someone's choosing an entity, what are they usually optimizing for? Why do they need to choose an entity? And uh what is it that um they maybe don't realize that's so important about doing that?

Weston Dombroski 12:41

I would say the unfortunate reality is that a lot of people are choosing the entity that they saw someone else choose. And that there's no real understanding of what specific entity is gonna get you what result.

Andy Heise 12:57

Yeah.

Weston Dombroski 12:58

A lot of folks that get into the nonprofit world understand that you know, there's that tax incentive, that kind of like write-off capability and quality that you can hey, you can come donate to me, and it's great for you because you can write that off on your taxes.

unknown 13:14

Right.

Weston Dombroski 13:15

But there's like board structure and a bunch of headaches that come along with that nonprofit thing that often people don't anticipate. And on the flip side, if you're trying to start a co-op, you you better have a community, because that's the co-op. Do you know what I mean? Like I've I've I've seen people try to start a co-op, and I'm like, okay, and so who else is starting this? And like, well, just me for now. And it's like, that's not that is not a properly aligned, you know, incentive structure for your business then. I might I suggest a single-member LLC. Do you know what I mean? Like there's just certain ways that you can go about it that are not even forward-looking, but just reality-based in what you have now, and then can grow with you.

Andy Heise 14:01

Yeah.

Weston Dombroski 14:01

And so I would say first we gotta assume that folks are and have kind of chosen what they want to do with this ultimate like business endeavor. Because, you know, closing down a co-op can be tough too, or closing down and and and fulfilling the full length of your uh creative endeavor and then being like, well, I don't really want this nonprofit anymore.

Andy Heise 14:26

Right.

Entity Selection: Goals And Tradeoffs

Weston Dombroski 14:26

Like it may have been better to have not formed it in the first place and to have found other ways to fundraise. I will say, having worked at a few kind of like technology platform investor-based, I it it I may be uh an outlier here, but I didn't really care too much about wasting investor money. Do you know what nonprofits, I very much do. I do care that they, you know, get what they wanted to contribute to and for, and it furthers the goal, and that's wasting money is kind of part of the the being an investor in those companies. And so they're okay with those risks. And so the other thing, other than like just kind of following what somebody before you did, the other thing is not really understanding what risks are involved.

Andy Heise 15:19

Yeah.

Weston Dombroski 15:19

Yeah.

Andy Heise 15:20

Yeah, we've heard that we've heard that from interviewees uh or on the podcast before is you know, you s you you have this vision for this thing you want to do, and you say, Oh, I need to start a nonprofit to do this, but then you then you create the nonprofit, now you're running a nonprofit rather than doing the thing that you wanted to do in the first place. So sometimes you're better off just to your point, just just get started as whatever, sole proprietor LLC or whatever. And and then the other thing I I just wanted to say about that is I I might hear my students say to me, Well, when I start my LLC, I'll da da da da like so there's something in their minds about this, like that's sort of the official step for them, is this LLC. And what you know, what I try to instill in them is like, no, look, you walk out the door, you can start selling stuff, and you're a legitimate business. It's just not an LLC, right?

Weston Dombroski 16:07

It's similar to the copyright world. I look at all of this as kind of a further discussion of our who owns what. Copyright gives you the ability to sell your art and distribute it in commerce. If you also own the distribution channel, that's more money in your pocket and less that you have to then give to someone else who's distributing the work on your behalf.

Andy Heise 16:32

Right. Yeah.

Weston Dombroski 16:33

Like the the reality of copyright in the arts world is that it's been severed into this bundle of rights that you get. You get to create the thing, you get to reproduce the thing, you get to and there used to be entire industries around each one of those rights. Right, right, right, right. Each one of those rights is now kind of becoming accessible to us. Right? It first happened when, you know, like I can remember transitioning from a giant multimillion dollar studio at the university I was at to a laptop. Yeah. And that was a harsh transition, you know. Yeah. But very quickly, you you could do all of the same things. You could be a disruptor pretty quickly. That's right.

unknown 17:14

Yeah.

Weston Dombroski 17:14

You well, you could make an album that actually sounds decent.

Nick Petrella 17:17

Yeah.

Weston Dombroski 17:17

That wasn't really, you know, before, I don't know, around the time that now I'm dating myself and I don't want to, I don't want to do that. But you know, it's the days of splicing tape are through. You know? So like it's it's one of those things where now we're seeing that the distribution channels are kind of not falling by the wayside, but being aggregated in different power dynamics, that's for sure.

Andy Heise 17:40

Yeah.

Weston Dombroski 17:40

And we're seeing that artists are like looking for alternatives to the standard traditional models for releasing their visual stuff, releasing anything, and even like putting on and hosting art shows kind of in these online spaces and stuff. Yeah.

Nick Petrella 17:56

Yeah, you gave me a flashback there about splicing tape. Uh I do have a I like to joke.

Weston Dombroski 18:02

Uh we were the last class, I believe, that learned from one of those old school Nashville types how to how to cut and splice the tape together.

Nick Petrella 18:10

Yeah. I do have a quick follow-up question. Yeah, sometimes I'll get a student that says they want to form an S-corp. And one of the things I always say, it's kind of back of the uh napkin math, is if you are not netting, I don't know, $90,000 to $100,000 a year, it's just not worth the hassle to set up everything. What do you think?

Weston Dombroski 18:34

If people ask the S-Corp question, I typically will follow up with how many employees do you have? And if they're like, oh, none. Okay, then that's maybe a step too far at this current moment.

Andy Heise 18:48

Yeah. Gotcha.

Weston Dombroski 18:49

Like it's not impossible to kind of like start an S-Corp out of the gate and march full forward. And that's where it gets a little bit more um interesting as far as where you choose to domicile and all of those types of things. But starting out, the vast majority of small businesses are going to do just fine with the LLC. Yeah. And that is going to limit the risk and the liability and the like you putting yourself out there in a way that can grow with you. And then one day, if you want to kind of reform or transition that entity, there are ways to do that.

Nick Petrella 19:25

And at what point would you do that? Do you look at a dollar amount? Do you look at the number of employees?

Weston Dombroski 19:31

That's where I'm going to give the classic and patented it depends. Yeah. It just really does. There's just so many kind of like I don't even know who's investing in your kind of business and what they want from the outcome. Or um if you're looking to go international vast, that's a different approach than if you're looking to stay domestic for a long period of time.

Nick Petrella 19:58

Yeah.

Weston Dombroski 19:58

Say the two companies that I kind of briefly worked at in the technology space that was still kind of, you know, technology tech company for artists-ish we had offices all over the world. Like I managed a team in Amsterdam and one in Portugal or yeah, they were in Porto. Porto, uh Porto Portugal. And so like you you you just kind of have to factor that into the business equation very early on because with the online just reality of the internet, you're kind of an international company before you fully intend to be. Yeah.

Nick Petrella 20:36

Yeah. So so for sure, seek advice before you take that leap.

Weston Dombroski 20:41

Yes. Yeah, yeah. Definitely seek advice. That would that's where I would say find and if you're an LLC that doesn't have a whole lot of money, I'll take this moment to plug any volunteer lawyer for the arts program. I believe there's one in Kansas City. Yeah. I believe there's one that's I'm I'm at one that that covers Illinois right now, uh based out of Chicago. So they're all over the place. The New York one is really great. I worked at California Lawyers for the Arts for a little bit as well. They're fantastic and kind of scattered throughout the entire state of California. So look at those entities because they are kind of first the line of defense and of you know help for if you are trying to transition an arts-based org. Trevor Burrus, Jr.

Nick Petrella 21:24

And we'll link to those in the uh in the show notes.

unknown 21:27

Cool.

LLCs, S-Corps, And When To Level Up

Andy Heise 21:28

I feel like a lot of that S-corp stuff, and maybe it's just just my algorithm that I get on my social media, but I feel like there's a lot of social media legal advice around S-corp stuff right now, or maybe that was and I think maybe you know, anyways, I don't know. You're thinking they they might be seeing that, and that's prompting them to be able to do that. Exactly. I think that's I think students are seeing that and they're like, oh well that sounds like something I would like to be. And so they start asking about it.

Weston Dombroski 21:55

That gets back to my earlier point. They see something, they don't really know what it means to them, or to the Personal goals or their like what they want to achieve with this endeavor, and so then it becomes like uh the internet told me that I should do this.

Nick Petrella 22:09

Exactly.

Weston Dombroski 22:10

I don't know. I wouldn't always trust the internet.

Nick Petrella 22:12

Really? I just assumed it was all true.

Weston Dombroski 22:16

Yeah.

Andy Heise 22:16

Yeah, yeah, yeah.

Nick Petrella 22:17

You mentioned domicile. That that's was uh was my next question. What should arts entrepreneurs consider when choosing a state to domicile or incorporate in?

Weston Dombroski 22:27

Yeah, this is where everyone hears the Delaware thing, yeah? You know, it's it's Delaware has historically like been the place where large companies and corporations would go to signal to investors and other folks that they mean business and that they want to grow this thing and grow it fast. There's certain tax incentives and all sorts of you know, like legal reasons for wanting to do that. Uh, but really it does boil down to like what's easiest and cheapest, especially at the small business level. You have to actually hire a registered agent in the state that you choose to register, that can cost money. That can cost not a whole lot, but enough that it makes you kind of take pause. And so if it is something that you're wanting to grow really fast and you're trying to entice investors or you're trying to sure, go go for it. Find the one that has the most kind of like frictionless path to growth. But typically, and I'm speaking from the perspective of like Illinois, yeah, there's some requirements that you have to keep with the state, but it's not rigorous. It's definitely much cheaper to just file in Illinois if you're already operating in Illinois. The tax uh incentives at the level that you would be operating at aren't really enough to kind of move the needle as far as, you know, like unless you're jumping out of the gate as a pretty big business, at which point you could probably hire legal counsel to answer some of these questions for your specifics. I would say, yeah, we nine times out of ten are telling people nine and a half, nine point nine times out of ten are telling people as a small business to just stay with the state that you're in.

Nick Petrella 24:19

And in the arts, what do you consider a big business? What would you say?

Weston Dombroski 24:27

I would say that might be different than what other people consider, but I would say like, you know, pulling in the the or the the the way that the tech companies grow at that kind of up and to the right trajectory of either profits going up by the millions and millions year over year, or users going up by the tens of thousands month over month. Like those types of growth rates are usually what investors, especially now with like the AI bubble and all I don't want to call it a bubble in case it you know is here to stay. The AI reality. Yeah.

Nick Petrella 24:59

And we're gonna talk about that at the end, yeah, for sure.

Where To Incorporate And Why

Weston Dombroski 25:02

Oh, cool. Yes. Because it is one of those things where you know, like high growth rate means not what it used to mean.

Andy Heise 25:08

Yeah. Right. Okay, great. But but but what what I hear you saying is that for the vast majority of self-employed artists, this is not a consideration.

Weston Dombroski 25:17

And early on in your like endeavor. You'll be able to spot if maybe you are getting that attention faster than you thought was possible or faster than you originally had anticipated.

unknown 25:30

Yeah.

Nick Petrella 25:31

So just stay in the state that you are domiciled in.

Weston Dombroski 25:35

I mean you're making it sound like I'm giving hard and fast advice here. This is not a legal advice podcast. We say that too.

Nick Petrella 25:41

Disclaimer.

Weston Dombroski 25:43

I'm just saying that typically, yeah, it's there's there's very kind of like it comes out in the wash.

Nick Petrella 25:48

Sure. You have opinions. Don't attorneys give opinions? Yeah.

Weston Dombroski 25:52

Yes, of course. Yes.

Nick Petrella 25:54

We give opinions, just it doesn't matter as much.

Weston Dombroski 25:56

Yeah. But I would say, yeah. I mean, like, it would be the rare exception to the rule where I would want to kind of dig deeper and try and figure out what's going on and where we can best domicile you. But for the most part, yeah.

Nick Petrella 26:08

Path of least resistance. Okay.

Weston Dombroski 26:12

The biggest thing is like sorry, I I don't mean to So the one of the biggest things is that then that can like freeze folks. You don't want to paralyze yourself with over overthinking and analyzing every aspect of the formation right out of the gate because of the thing you alluded to earlier, Andy, which is that you don't want to get stuck running the nonprofit instead of doing the thing that the nonprofit was supposed to do. So like that can we have a lot of folks that come through to like the legal services role that I have where they're like kind of, you know, hands in their hair like, yeah, I think I messed it up. Like, okay, it's probably fine. We can probably untangle this, but let's, you know, let's dial it back and see what you've what you've done here.

Andy Heise 27:01

Right. Yeah, yeah. Intentionally or unintentionally.

Weston Dombroski 27:04

Exactly.

Andy Heise 27:05

Yeah. Well, and that's that's sort of that and we we've sort of been talking about this, but my next question is um, you know, what are some some of the real pros and cons that artists discover after they choose the entity versus the uh versus ones they think that they're choosing up front? So, you know, as those things sort of start to unfold, they maybe realize um, you know, again, pros and cons of of that entity selection.

Don’t Overthink Formation

Weston Dombroski 27:27

Yeah. I have a few kind of anecdotes and fun. So like in the co-op worlds, I helped form kind of a it was an online, it was a short-lived, we just kind of tried it. We actually did release all of the policies and all of the paperwork that we came up with and generated through this experiment. It's called AMPLED, A-M-P-L-E-D, like AMP. And so like you could maybe still find these documents somewhere out there, but there was this guy who kind of really was at the helm and was essentially like, I don't know if you'd call it a CEO of the co-op, but he was the one that really like drove it and drove it and drove it. When he got involved with it, he realized, oh, it's a community. Like people are volunteering to do stuff, this is great. But then, you know, like the the pro also meets the con of there's a lot of stuff to do. So then, you know, like if the community doesn't scale and stay as in involved and active in the growth of the thing, then that model kind of trickles away and falls apart. So the pro being it's everybody lifting their part of the load, no singular entity that like is stressed to the max trying to make this happen. But at the same time, without the proper uh investment of time and resources, and without the like the overall structure that can facilitate you know consistent contributions and things like that, then it's harder to maintain it.

Andy Heise 29:02

Yeah.

Weston Dombroski 29:02

And that was kind of what we what we found. And I I believe that he has like gone on and released articles and things like that on like what we've learned. And there's now he's a part of a new one that is uh trying to become a cooperative band camp.

Andy Heise 29:18

Okay.

Co-Ops, Community, And Platform Risks

Weston Dombroski 29:19

As all of our hearts were collectively broken when bandcamps was ultimately, you know, no longer an independent source. And so like there's it's it's there it's called subvert. Okay. And I that's a fun um if artists are looking for ways to distribute their music within a community of music lovers and owners, and also own a percentage of the the platform that they're putting their music up on, it's a great place to go. That's awesome. I know that they're like up off the ground, they've officially launched you know V1 of their platform, so now they're just kind of like, you know, getting the artists on board. That's really cool. Yeah. And then from another perspective of pros and cons, like the the for-profit thing, like if you're hosting stuff online or just going straight to like your own site, not using any of the tech platforms or anything like that, but just like you want to be the platform. Having worked at a few uh places that wanted to do that, you don't realize just how many decisions there are to make. And so I I briefly kind of contributed to content moderation policies at a few of these places, and it's like, oh my goodness, the amount of content that could potentially be hosted on your space online, even in the comments section. Sure, that's I'm not even saying like you're a YouTube, I'm just saying you have a website, you're taking user data, that's a privacy issue internationally that could cost you more money than you make in 10 years, you know? Like there's so many little like hiccups and and trip-ups now because you're so exposed online that it's a pro to have access to the whole world. It is also a con to have to maintain, right? Like proper terms of service, and just like the things that we all see and interact with every day, but just scroll right past. There's an unfortunate amount of detail in those documents that folks like pour over. And it's kind of like once you start to own that yourself, yeah, that's when it's kind of yours to own.

Nick Petrella 31:31

That's your work of art. The people scroll over.

Weston Dombroski 31:34

Right. Yes. Like there was there's a there's a funny anecdote where, I mean, I don't know if it's funny, it's like just a highlight of of how this can manifest in a very specific use case, but you're trying to start a co-op and all of a sudden you have a message board that is taking everybody's like information and uh contributions, and somebody just chimes in and says, What's your stance on X, Y, or Z? Yeah. And it's like, oh shoot, this co-op has to have a stance on you know, some political issue of the day or on overarching things that is 100% going to just div just send a wedge right down our entire community. It's like, uh, I'd rather abstain. Oh no, now we've lost a third because we've abstained, you know, like it's yeah. And so it's just like having to weigh in and be what everybody expects you are at any point in time, is a is an endeavor kind of that the online space has made a little new and a little unique to this timeline. Yeah.

Andy Heise 32:40

You know, that's a that's a whole area that I hadn't considered. You know, I every semester I get a dozens of student business ideas. I want to create an app that's a platform for X type of people to connect and share and do all of this stuff. And the the the concern the issues that you're talking about right now are exactly the types of issues that that type of a platform would would be dealing with.

Weston Dombroski 33:03

Yeah, yeah. What's your privacy policy? Would be my first question. And they would look at you blankly and be like.

Nick Petrella 33:08

What's that?

Weston Dombroski 33:09

What? And to make matters worse, the United States doesn't really have one. Right. It doesn't have like a guiding privacy law. They don't have like a so the European Union has come up with one, and that is the one that gets uh you know standardized across all uh online platforms now where you have you know these rights to be forgotten and rights to it's yeah it's it's great. I'm all for it, but until the United States follows suit, it really does like bifurcates the the web, so to speak, you know?

Nick Petrella 33:44

Yeah. Yeah, I just clicked on one of those the other day. Right to be forgotten. Yeah.

Weston Dombroski 33:50

That's right.

Andy Heise 33:50

Interesting. But then with with all of the like like the European policies and those you have to manage like if somebody does come to you and say, I want you to delete my stuff or send me my data, and that you st you have to be able to fulfill that. Like that so the the regulations are good and protective for the consumers, but like that's yet another burden. It's a burden for yeah, it's a burden for the company to to deal with.

Weston Dombroski 34:09

So I had the the I was gonna say pleasure, but I had the opportunity to speak to legislators in DC.

Nick Petrella 34:20

About this issue.

Weston Dombroski 34:21

About this exact issue, and say uh we've read some of the drafts and we're not really fully understanding what it is you want us to do here.

Andy Heise 34:30

Yeah.

Weston Dombroski 34:30

Could you please clarify just like face-to-face, just going from office to office, usually dealing with the, you know, a congressperson's least paid intern, but at the same time I was in the office speaking with somebody. But it was. It was one of those things where I left feeling like, am I a lobbyist now? But no, it was a good insight into the process. How they were. Just the balancing of literally every interest in the country. Like, that's that's an insane proposition. So of course these folks have not come up with a comprehensive and coherence that's good for everybody piece of legislation. But at the same time, some of the things that were being proposed like directly contradicted or conflicted with the European approach, which meant every tech company would have to have two separate systems and very clearly track everybody and where they're from.

Andy Heise 35:26

So double the work.

Weston Dombroski 35:28

Double the work, but also now this data collection we were trying to not do because you said respect people's privacy, and now we have to collect so much data on everybody just to be able to properly put them in the right bucket for their privacy rights that we've just invaded. Do you know what I mean? Like it was a very yeah.

Nick Petrella 35:48

Well, I think we've scared off people from creating platforms.

Weston Dombroski 35:52

It's doable. And there are a lot of reg tech companies. This is where a new regulation comes out, and within months there's a tech company that can solve that for you. So you can plug and play. It's kind of like, you know, Squarespace, but for privacy policies. Yeah, yeah, yeah.

Andy Heise 36:10

Like open source type of platforms where you can use the code. Some are open source works, yeah.

Weston Dombroski 36:15

Some some will will agree to take a small percentage of whatever you make. And then yeah, so there's a lot of options. Yeah.

Andy Heise 36:22

Yeah.

Weston Dombroski 36:23

Sorry, definitely not trying to scare people off from anything, but just the realities of it are like that's but that's a very new and unique struggle. Trevor Burrus, Jr.

Andy Heise 36:31

That's exactly what we're talking about here. Is we have an idea. How do we how do we, if we want to actually execute on that, yeah, what are the realities that we need to be thinking about in terms of uh legal issues around that.

Nick Petrella 36:42

So yeah. We we live in the world as it is, not as it should be. That's that's that's it. Uh Weston, as Andy said in the intro, you managed intellectual property initiatives for Patreon and Discord. And I'm wondering what should artists keep in mind about their IP and when should they be filing for copyrights and trademarks, or you know, if it's a production, if it's a patent or something.

Privacy, Policy, And Compliance Online

Weston Dombroski 37:07

Yeah, great question. That is um a large part of my time at the tech companies was building those like notice and takedown systems to respect, honor, and enforce, you know, the copyrights of the actual artists, the creators, the people who made the stuff. And so, I mean, first and foremost, it is on you to police your own work online. That can feel like a burden, but it doesn't need to be a huge one. There are a lot of tools now that you can use to get out, and before you've ever registered anything, before you've ever filed a trademark or have a brand entity or anything like that, if you see somebody using your work online, the Digital Millennium Copyright Act has like a prescribed notice and take down thing, where if you give notice to these platforms, then they have to take it down, or else they're liable for it. Which doesn't sound like a lot, but if YouTube all of a sudden is liable for all of the copyright infringement on YouTube, holy goodness, like that's a lot. That's that's you know, that's they've some someone quoted to me once that, and there's there's no way that you can know this, but they were like, 90% of the internet is copyright infringement. It's like, well, I mean, sure, every time you share a meme, you've not gotten permission for it. Every time you post a photo that your grandma took or something, that's technically her work. You've not gotten permission for it.

Andy Heise 38:41

Yeah.

Weston Dombroski 38:41

Now she's the owner, she's probably not gonna sue you, but you know, should there be a falling out? Right. Yeah, but what wouldn't that be frivolous though? I mean, that's 100% right. And that's what everybody is realizing is that these laws were created when you had to have a printing press in order to make a copy. And so it kind of there were funnels and like barriers of entry to even have these rights, and now uh you right-click and you and you press save as. Do you know what I mean? Like it's just a slightly different analysis. And so what I would say is for the vast majority of folks, registration of copyright for just social media content or things that you're putting up, probably not necessary. Once you have something that you're trying to distribute commercially, that's usually when it makes the most sense. Now, having a plan in the creation helps because if you register within a certain time frame with the copyright office, you get more stuff. They want to incentivize folks to register their works so that they know who owns what and can better sort that out in the in the courts. The earlier you register, the more you have like access to paid attorney's fees, should you win, or statutory damages, which is huge for a small artist because $150,000 per infringement, that's a lot more than I've ever made off of my music releases.

Nick Petrella 40:13

So far.

Weston Dombroski 40:14

And so I would much, yeah, exactly. Cumulatively, no, I'm saying so. It would be much better to like have access to those damages than to have to get to court and prove some lost compensation or monetary value and pay for the person then who has to come in with that expert advice who's calculated those numbers. It can just be very prohibitive to bringing the lawsuit in the first place is the benefit to registering your copyrights.

Nick Petrella 40:43

Aaron Powell So they should know it's self-policing and they should be policing the internet, right? And then copy you you want them to go to uh copyright.gov. Right.

Weston Dombroski 40:57

And I mean copyright.gov wants them to go there.

Nick Petrella 41:00

Yes.

Weston Dombroski 41:01

Well, you don't have to again I'm pretty agnostic, yeah.

Nick Petrella 41:03

Yeah, yeah.

Weston Dombroski 41:04

I'm just saying that if if your intention is to make this a big commercial release and you are like you already have your distribution timeline and stuff mapped out, then yeah, filing copyright early makes a lot of sense.

Nick Petrella 41:17

Yeah.

Weston Dombroski 41:18

If you're like me and you're just creating a bunch of stuff that's probably never gonna see the light of day, like copywriting at the time of creation doesn't that doesn't line up with my practice room recordings.

Nick Petrella 41:29

Yeah. I I want to bring this up only because I heard it actually two months ago. Uh someone said all you need to do is mail yourself a copy of it. And I was like, no. But you do you want to talk about that?

Weston Dombroski 41:43

Yeah, those those are there's a lot of myths that goes in line with if you only do so many seconds of a song, then it's fine. That's again not a thing. Like all of these things are practically sure, that makes sense. A mailed envelope of whatever can potentially be used as a small piece of evidence at trial to help to prove the case that that might be your thing. But no, it there's no slam dunk, there's no poor man's copyright, there's no the second's thing gets confused because there's a a notion in copyright law called de minimis use. If it's a de minimis use, then it's typically not you know a big infringement or it's an argument against the infringement claim. And so it becomes like conflated as de minimis. That means small, so under two seconds and you're good. And it's like, well, not if it's the whole hook.

Andy Heise 42:37

Right. Yeah.

Weston Dombroski 42:38

Do you know what I mean? Not if it's the most important and vital part of the of the song.

Andy Heise 42:42

So the other one, the other thing I hear my the visual my visual artists say, well, if if you change, isn't it something like if you change like 10% of the it's like, no, well, that's no.

Policing Your IP And When To Register

Weston Dombroski 42:53

All of this is a uh one side of the brain trying to break down and analyze the other side of the brain. We want the rules, but that's exactly right. So like this is this is a a legislative approach to creativity. So take it all with a little bit of a grain of salt.

Andy Heise 43:09

Yeah.

Weston Dombroski 43:10

Every judge that is uh presiding over an IP like case will have a slightly different take and opinion on the matter.

Andy Heise 43:18

Yeah.

Weston Dombroski 43:19

I mean, we see this time and time again, and now we're seeing it again with all of the legislation against these AI training models and you know, generative AI outputs.

Announcer 43:30

Yeah. Yeah. Thanks for listening. If you like this podcast, please subscribe. Visit Arts Entrepreneurship Podcast.com to learn more about our guest and how you can help support artists, the arts, and this podcast.