This is a podcast first! In this episode, I’m speaking with a real life attorney, Sam Vander Wielen 🙂
Sam is here today to walk us through exactly what we need to do as online business owners to stay legally protected.
What You’ll Learn
- How to choose the right entity structure for your business.
- What to do to stay legally protected from day one.
- The benefits of being taxed as an s-corp.
- What else you need to do to get your ducks in a row.
- The legal policies you need on your website.
- What to focus on as you grow your team and offer more services.
More About Sam vander Wielen
Sam Vander Wielen is an attorney-turned-entrepreneur and legal educator who helps coaches & service-providers legally protect and grow their online brands through her legal templates and signature program, the Fearlessly Legal™️ Ultimate Bundle.
Sam lives in Philadelphia, PA with her husband Ryan, lots of plants, and her ever-growing stack of favorite books. If you’ve always associated attorneys with words like “shark,” “intense,” and “cutthroat,” you’re in for a down-to-earth breath of legal fresh air from Sam.
Connect with Sam
- Website: samvanderwielen.com
- Instagram: @samvanderwielen
- Facebook: Sam Vander Wielen – Legal Templates for Coaches + Creative Entrepreneurs
- Sam’s blog post: 4 Stages of Legal Protection for Your Online Business
- Free workshop – “5 Steps to Legally Grow and Protect Your Business”
Episode Show Notes
Erica Julson: Today is a podcast first. I'm not speaking with a fellow RD today, but rather a real life attorney Sam Vander Wielen, and Sam is here today to walk us through exactly what we need to do as online business owners to stay legally protected. I have a feeling this will be a popular episode because it's a topic that's been requested in the Facebook group many, many times. What I particularly love about today's interview is the way that Sam breaks everything down for us. She has seen time and time again, entrepreneurs focusing on all the wrong things at the wrong times in their businesses and they kind of make a mess of their legal protections in the process.
Erica Julson: So today she's sharing her four stage framework for protecting your online business. From establishing and registering your business to protecting your website and beyond, we walk through all the things you should focus on in order of priority, as you start, grow and scale your online business. So get out some pen and paper for this one. You'll want to take some notes.
Erica Julson: Welcome to The Unconventional RD podcast, where we inspire dietitians to think outside of the traditional employment box and create their own unconventional income streams. We'll talk all things online business to help you start, grow and scale your own digital empire.
Erica Julson: Hi Sam, I'm so excited to talk to you today. This is actually my first time having an attorney on the show, so I'm really pumped to hear all of your insights. So thanks again for volunteering all of your expertise.
Sam Vander Wielen: Thank you. Thanks for having me. I'm excited to chat with you today.
Erica Julson: So since you're the first legal expert I've talked to, can you give us a background of who you are and the type of work that you do? I know you do a lot of work with online entrepreneurs. So tell us more about how you got into that.
Sam Vander Wielen: Yeah, sure. So I was a corporate attorney practicing law in the Philadelphia area where I'm from, born and raised, and I was really, really miserable from day one but also spent my five plus years as an attorney, totally stuck in victim mode. I thought it all happened to me. Like I was sentenced to a lifetime of being a really miserable attorney and an itchy pantsuit. I spent too long, in my opinion, but I guess long enough to learn my lesson, in that place until I actually decided to leave and pursue what's my off-duty passion, which is cooking and food.
Sam Vander Wielen: So I left to start my own online business, teaching other people how to cook and doing like a little bit of health coaching-ish in terms of just talking about cooking and food prep, but that wasn't quite the right fit either but a funny thing happened when I started my online business. I started meeting a lot of wonderful women, like you, who started saying like, "Hey, what's the deal? What's an LLC or where do I start with this nutrition business and I want to run or how do I protect my website?"
Sam Vander Wielen: I was like, "Why are you guys asking me this stuff?" I never really even thought of the fact that people in our industry would have these legal needs. The more I helped just for fun and explored that curiosity of like, let me just see what it would be like to start talking with people about these topics, I loved it and I felt kind of like a business doula. Like I was helping birth these businesses into the world because people felt protected. So they could go out and start their business or create a new program or start a new offer and I loved it.
Sam Vander Wielen: So in 2017, I shuttered the health coaching business. I started Sam Vander Wielen LLC real an LLC where I sell legal templates and my Ultimate Bundle program and there's been no looking back ever since. So thousands of online coaches, RDs, nutritionist later, I'm here chatting with you.
Erica Julson: Amazing. I was looking at your website and you have a blog post called Four Stages of Legal Protection for your Online Business and it's so awesome. It outlines four different steps that people should take when they're getting started with their business and then also later when they're growing and since the people listening to this podcast, a lot of them are all at different stages, I thought that would be a great framework to kind of talk through today. So thank you for organizing it in such a clear way.
Erica Julson: So since this is the first time we're even touching on legal stuff, as we talked about before we hit record, maybe you can come back and talk about something a little more detailed later, but this is a good, I think, bigger picture overview to legal stuff as it relates to online business. So let's start with step one. On your framework, you said, Step one, legally, protect yourself by forming your business." So what does that mean? Why do people need to form a business? What's the pros and cons between that versus maybe just being a sole proprietor or something?
Sam Vander Wielen: Yeah, for sure. So really quick too, to give people a framework for the framework. One of the reasons why I wrote this to begin with is that I see a lot of procrastination when it comes to starting or legitimizing, like moving your business forward because of legal stuff and often that's because people are totally putting the cart before the horse. So a lot of my, putting this together for you guys, and hopefully we can give them the link to the post so they can see what I'm talking about, was that I want you to focus on the stage of where you're at right now. That doesn't mean that you can skimp on legal protection. You actually need more legal protection than where your business is now.
Sam Vander Wielen: A lot of times people will want to wait, and I always jokingly give the example of like Target didn't wait to get their legal stuff in place until they were in every corner of America. They obviously had it from the beginning. So there's some stuff that we're going to talk about today, which is just foundational and you need that now. There are other things, however that you will, along the way, put in your path as kind of an obstacle, maybe a little procrastination and that you will just not move forward with your business because of it.
Sam Vander Wielen: So that's why I start with stage one of just like, if you don't even have this in place, you have no business thinking about trademarking your logo or something like that. So step one is all about forming your business properly, not just formatting it, like Erica said. So I talk a lot about that there's not really a whole lot of rhyme or reason to registering as a sole proprietor, but we can talk about that, especially for what you guys do.
Sam Vander Wielen: But in America we register our businesses in the state where we live. So when you register your business, you're basically going to your state and you're saying, "I have a business and this is what it's going to be called, and this is what I'm going to do." When you do that, you're choosing an entity structure to register your business as. So when you go to your state and you register your business, you're saying, "I want to register my business as an LLC, as a sole proprietor, as a partnership, as a corporation," whatever it is, that's best for you, that's what you're doing.
Sam Vander Wielen: So what I want you to think of in terms of these entity structures, because it sounds weird and formal is that really, it's like if you were going to be building your own house from scratch, you would be choosing the framework of your house and that's what it is when you're choosing your entity structure. So when I joke about how you have no business worrying about a trademark or something, that'd be like working on your interior, decorating, like picking out couch pillows of a home that you haven't even gotten a framework for yet.
Sam Vander Wielen: So you're like way ahead. So right now I just want you, if you're in this stage, to focus on what kind of entity types does your state have? LLCs, for example, are all state created entities. So every state has an LLC law. What are the pros and cons in your state? What do you want to name your business? Has anyone else named their business that both in your state or in general, and just kind of your overall structure. Like, are you owning the business by yourself? Do you have a business partner? Do you plan to have a business partner, for example? Like a sole proprietor can only be owned by one person, whereas an LLC can be owned by one person or 20 people. It doesn't matter. A partnership has to be owned by two or more. So you can't register your business as a partnership if it's just you. So these are some of the things that you just have to consider depending on your circumstances.
Erica Julson: Yeah. There's also like the PLLC or something, like professional-
Sam Vander Wielen: Yeah.
Erica Julson: I've seen people ask that question. So what is that?
Sam Vander Wielen: So some states require that people have certain licensure or in certain professions can't register as an LLC. Like for example, where I am a lawyer, can't have a business as an LLC. You have to be a professional association. That's kind of like the equivalent, or sometimes they do this with accountants, doctors, offices. My mom owns her own medical practice. She can't be an LLC. So there are lots of those kinds of rules. What I would encourage you to think about though, because something hear about in our space a lot is, someone is an RD for example, and yes, maybe in their state, that is something that's licensed, but they're not trying to practice as an RD online because maybe they're acting in more of a coaching capacity and you just so happened to be an RD, kind of like me where I'm a lawyer, but I don't ever act as anyone's lawyer or give legal advice.
Sam Vander Wielen: So if you're trying to do that, like I had an RD in my Ultimate Bundle actually right to me the other day and she said, "I'm an RD and my state licenses RDs, but I'm doing this coaching thing. So do I have to register as a PLLC, a professional LLC?" I was like, "No, because you're..." The difference there would be if you were starting a dietitian's practice, and you were trying to just operate as that or if you were a nurse practitioner and your state allowed you to have your own practice.
Sam Vander Wielen: So it's when you're operating as that thing. Obviously I always say, of course you can consult your own local, for you guys it would be a local healthcare attorney. You can also contact the licensing board where you're licensed to ask them to say, "I just so happen to be an RD, but I'm starting a business where I'm not carrying myself as an RD or holding myself out as people's RD. so do I have to register as a PLLC?" So that's something you could explore.
Erica Julson: Cool, and I'm not sure if everyone listening even knows, why do you need an LLC? What's the benefit, and how is that different from maybe like a corporation?
Sam Vander Wielen: I'm really glad that you asked that. It's a good question. The two main business entity types that people in our industry tend to choose from there is a sole proprietorship, all the cool kids call it a sole prop. Then an LLC, which stands for limited liability company. So both of these can be owned on your own. You can just be like one person who owns these. Both are typically done by online forms and registration, a small-ish fee. In California, we all know that there's this a thing called the franchise tax, which a tax on an extra $800 per year. It's not fun. I always have like a little asterisk when I'm teaching about LLCs to say like, "It's basically the same as a sole prop, except if you're in California, unfortunately." I think there are a handful of other places, like Massachusetts, for example, I think has a little bit more expensive registration process, but overall there's something really big that you guys need to know about the difference between a sole prop and an LLC.
Sam Vander Wielen: Which is that when you register as a sole proprietor, you are essentially the same as your business. You as a person, are the same, you're simpatico, you're one. What that means is that if there was ever a problem and of course, remember, we're just talking about worst case scenario, bad day here. I obviously don't want this to happen, let alone think that this will, but let's just play with it. If you got sued, for example, you personally could be sued and you personally then are at risk. A lot of people will say to me, "Well, who cares? I don't have any assets. They can't take anything from me." It's like, well, that's not exactly how it works. So if you don't have the money to pay up, like let's say you get sued for $50,000 and you lose, they will put a lien against you as a person.
Sam Vander Wielen: So now you have no credit cards, no buying a house, no getting a car, no nothing. So it's not like if you don't have money, everybody just says like, "Okay, see you later, have a nice day." There will be something that's against you. Also, if you have bank accounts, 401ks, all of that is touchable. So the reason I'm telling you that it's not to scare you, but for you to understand really why it's so important to personally separate yourself from the business. So an LLC comes in as this mechanism that states created a while back to separate people as the owners of their business from the business itself. So the way that I like to explain it is that it's like an LLC creates a wall between you as a human, like your everyday Erica self and your Erica CEO owner of your business.
Sam Vander Wielen: So what it does is that in that same scenario, if you got sued, your business gets sued, but you, as a person are not sued. So that means at the end of the day, if you couldn't pay up that $50,000 judgment, your business owes that and your business might close up, but we're going to talk hopefully about business insurance and that shouldn't happen anyway. None of this should even be a problem. That's the way that I teach people how to handle this, but worst case scenario, it's really just your business. You personally can go on with your life. You can start a new business. Your bank account, your partner or spouse's bank account that your name is attached to, totally fine and that's what we want.
Sam Vander Wielen: So to me, it's just funny to me when people come and say, "Well, my state charges $50 for a sole prop and 125 for an LLC." I'm like, but it's such a big ... This is a world of difference. You literally go from zero, just none to what we call limited personal liability protection as an LLC. Because I spend a lot of time, and maybe we can give people access to this post, but you need to act like an LLC. For anybody who's listening who already has an LLC, you want to make sure you continue to maintain it and act properly online, and in your business in general, to make sure that you maintain that protection because it's not guaranteed and it's not absolute. So it's very important that you know that if you already have an LLC.
Erica Julson: Can we talk about that? What does that mean?
Sam Vander Wielen: Definitely. This is one of my favorite things, because I feel like nobody ever says anything about this. Everybody's just so focused on getting an LLC, but then no one ever tells you like, "Oh, by the way, you have to keep doing things." So for one you want to make sure you register properly. Two, you want to make sure that you stay current with the renewals and registration. So most days we'll have what they'll call like an annual report, which is basically, you're just telling the state, whether anything's changed, like your new address or something like that, new agent. Then typically there's a small fee, a renewal fee.
Sam Vander Wielen: So you pay that. So if you let that lapse, for example, that would be a great example for people that are like, "I registered an LLC years ago, but they didn't keep it up," and now you don't really have an LLC anymore. It's expired. So that's one, but the bigger things to me are more the everyday stuff. So for example, if you have created an LLC, all of your contracts, your client contracts, course program stuff, all needs to be in the name of your LLC. When you sign those contracts in order to maintain that personal liability separation that I was talking about, you need to sign them on behalf of your business.
Sam Vander Wielen: So your signature line, for example, if I was signing it, I shouldn't just be signing Sam Vander Wielen. I signed that in cursive, but under my name, it should say Sam Vander Wielen on behalf of Sam Vander Wielen LLC because I'm doing everything on behalf of my business. It's not me as a person. So we always want to be thinking like, where can I re-establish that there's the separation, that I'm not acting as a person?
Sam Vander Wielen: The other big part that this comes into play in our industry is with money. So we need to keep our business and personal money separate, because the idea is like, we can't have our cake and eat it too. We can't be like, "I want an LLC so that you don't treat me like I'm my business, but then I make money the same." So we need to show that that's separate. You need to keep enough money in your business bank account to show that you have operating expenses. Like if you make $500, you can't pay yourself $500 because that shows the government that that's not like a real business, because businesses need capital and they need business expenses.
Sam Vander Wielen: So that's another one. You have to have clean financial records. So you have to have like some sort of bookkeeping software, or I don't know, some very organized system if you were doing it yourself, but proof of receipts of things. So again, if you want to show that the desk that you purchased was for your business, then you buy it with your business money. You keep the business receipt, you buy it from your business account and that all stays like nice, neat and you'd be able to prove yourself if anybody ever questioned it. So those are the biggest things.
Erica Julson: I see people talking about "piercing the veil."
Sam Vander Wielen: So that's what that means. So that's what I used to do as a corporate lawyer. It wasn't my choice, but that's what we had to do and that's a lot of why I feel so passionate about making sure you guys know this because I feel like it just gets tossed around in our industry of people being like, "Yeah, just get an LLC," and people people treat it like it's a checkbox, but really there are a number of things you have to keep doing. It doesn't have to be hard or stressful. I think there are things we should be doing anyway, but you should just know about them.
Erica Julson: Is it ever appropriate to be like a corporation or something like that or not usually?
Sam Vander Wielen: It's not that it's not appropriate, but it's not common in industry, that's for sure. The big thing would be, and people get very confused about this. They'll always say like, "I used to have an LLC, but then I became an S-corp," and I'm like, "Those are totally different things." So an LLC is a type of business structure. S-Corp is a taxation status. So you still have an LLC, but what you do is say to the government instead of taxing me like an individual, because you actually get taxed as a sole proprietor if you're an LLC. It's very confusing, but by default you get taxed as a sole prop which just means you're a person, you get taxed a person, an individual. You go to the government and say, "I want you to instead, tax me as an S-corp."
Sam Vander Wielen: It gets complicated and crazy, but basically that's something that you want to be aware of once your business starts to make significant profit. Once you have a lot of money leftover after you've paid all your business expenses and invested back in the business and paid yourself and done all the things, if there's still profit, that's when you start to say, "I might want to look into this." You do have to be able to pay yourself a reasonable salary. So that might be when you go on payroll. That's what I am. So I'm on payroll. It's just me and I have to use a paycheck company and issue myself a paycheck and do all the things. So that's something that you can consider obviously moving forward.
Erica Julson: I'm actually ... I've just been looking into this as we speak. So it's top of mind and correct me if I'm wrong, but my impression was okay, so you give yourself this reasonable salary and you pay your normal taxes like you would, if you were sole proprietor on that. Then the extra you could like take, I don't remember the name. Some sort of like disbursement-
Sam Vander Wielen: Draw.
Erica Julson: Yes, and then the taxation on that is lower. So that's the benefit.
Sam Vander Wielen: The big benefit with S-corp taxation status is that you only pay self-employment taxes on the amount that you pay yourself as a salary. So self-employment taxes come out of your paycheck. You have to go on payroll. So you have to hire a company, kind of like ADP or something. Then your self employment taxes come out of that paycheck, just like if you were working corporate at Target. So I know now your question might be like, what's the difference between that and when you just have an LLC, regular? You as an LLC, by default, are taxed as a sole proprietor as an individual.
Sam Vander Wielen: So you are paying self-employment taxes on the whole of your business' profit. Total. I think a lot of people don't understand or are surprised to find out that when you have an LLC and you are just doing this individual pass through taxation, the amount that you pay yourself, like you just cut yourself checks every once in a while is not a business expense. So you still owe money on that. So the other big benefits of going to S-corp is like, you put yourself on payroll. Now, I'm considered an employee of my business and that is considered an expense and I'm paying taxes on that, but it just cuts the amount of the self-employment tax that you have to pay. I don't pay self-employment taxes on my business profits. I still have to pay other taxes on those profits. Pretty heavy.
Erica Julson: Yes. Yes. I can't remember what I was reading in terms of recommended amounts, but it was like six figures for sure, when it starts to be like maybe something that you could look into.
Sam Vander Wielen: Yeah, for sure. I guess if you ran a very lean business, some other lower amount, but I would encourage you that is never something you should do yourself because there are a lot of forms that you have to do through both the IRS and there is a state process as well. So in your state, you have to actually go to your state and say, "I'm an S-corp now." So you get taxed differently from your state. You also have to hire a paycheck company and get set up on payroll. So none of this is something you should do yourself.
Sam Vander Wielen: Obviously, keep in close contact with your accountant or CPA to find out if that's right for you and when our episode comes out, it'll be a perfect time for people ... We should mention, because this is not always available to you throughout the year. So you only have a short window in the beginning of the year in order to capture that S-corp status for that current tax year. So as we're recording this at the end of 2020, it is too late to go back and get S-corp status for 2020, but if you were meeting with your accountant in January, of 2021, you could set that up. So that moving forward, you're an S-corp for 2021.
Erica Julson: That's exactly what I plan on doing.
Sam Vander Wielen: Yes. Do that as soon as you can, so you could do it for the whole year.
Erica Julson: Yep. Cool. So bring it back. So step one, first, choose your business entity type. So we've kind of talked through that, then you register that business in your state, which is not super hard. You do it online. Obviously you can use a lawyer to be more legit. I feel like if I was doing like a partnership or something, that seems way riskier. You should definitely-
Sam Vander Wielen: Never do a partnership by yourself, either because you need a partnership agreement and you want somebody to look over. If you're starting an LLC with a business partner, with another person you need an operating agreement and you want to make sure you independently, this is a really good tip actually, you independently should have your own attorney and then you guys should have an attorney for the company. So there should be like a company attorney and then each of you has individual attorneys because you want to make sure your personal interests are protected.
Erica Julson: So then you do that, then maybe you need to register with your local, if you're in LA County, you need to register your business there. Then, business bank account?
Sam Vander Wielen: Yeah. So in terms of registration, I always say to work outside in. So start with your state, then contact your county and obviously this is for America, but ask your county if there are any business registration, and then ask your city or town. Some people, like some people in my community are like, "You'll never believe this, but I had to register an L3," and other people are like, "Nobody asked me and they said it was fine. No one cared." So it really depends on where you live and what the regulations are, but yes.
Sam Vander Wielen: So what you do is you register your business. If you're doing an LLC, I also recommend you get an EIN number. The way that I teach people to do this is to get that first. It's a free number you get from the IRS. It's kind of like your business social security number. What you do is you take the paperwork that your state gives you for having registered your business. You take the letter from the IRS, which they auto generate. You get it immediately. You can just print it out. You take that EIN letter and then you go to your bank and ask them to open a business checking account for you.
Sam Vander Wielen: I teach people inside my Ultimate Bundle program, making sure you ask for no fees and make sure you ask for free checks and no minimums and all of these things are totally negotiable. Don't worry if they say that you have to pay or whatever, ask them, and most of them will take care of that for you. Also remember to bring a tiny bit of cash, like maybe 1,500 bucks, because they'll require it to open the account.
Erica Julson: That's such good advice. What if somebody started out as a sole proprietor and then they're like, "Oh, now I want to be an LLC."
Sam Vander Wielen: You can upgrade. Yeah, you can upgrade. So most states will have processes for like ... They'll have like a form on their website. Everybody calls it something different. Some people call it conversion, something like this. So you want to go on your state's website and see about registering as an LLC. Some of them too, will just say you can register as an LLC and say like, "This was formerly a sole proprietorship in the state of Colorado," or whatever. You can do that. You can also move this. So I get asked that a lot, like you move from California to Colorado. You can shut it down in California and start anew in Colorado or you can keep your one in California ... California bad example because I probably wouldn't keep my primary LLC in California if I didn't have to, but you could keep it there.
Sam Vander Wielen: Then if you move to Colorado, you can register as what's called a foreign entity. It sounds weird because it sounds like it's outside of America, but they just mean outside of that state. What you're telling your new state is that your entity has it's like home base in another state. So you can also, if you need to move, you can look into registering as a foreign entity. Obviously, if you do that, you want to talk with your accountant about what the tax implications are of paying state taxes in both of those places.
Erica Julson: That's a good point. This is a question I think is relevant particularly to my audience. What if you're just online and you're not doing any services or you're like a blogger. Do you need to be a business?
Sam Vander Wielen: Yeah. It's so funny because people will say this to me all the time. They'll write to me and be like, "I'm just a blogger," and I'm like, "Okay. Let's back it up. So do you sell affiliate stuff?" "Oh yeah, I do that." "Oh, do you do like sponsored posts?" "Oh yeah, I do that." I'm like, "Well you're not just a blogger." So hardly anybody is just a blogger these days, but I would also say like if you even ... Well, two things. One is that depending on what you talk or write about, I would probably cover my butt just to be safe. If you talk about food, nutrition, exercise, therapy, self care, I would do it personally. Because you're talking about "riskier things" and America's just nuts with legal stuff.
Sam Vander Wielen: So that's one and two is like, if you are like, I'm going to start out now writing this content but my goal is obviously to create a course or to start a group program or a podcast, then I would, like let's lay the foundation now. There's a common misconception in our space that you can only get sued by clients and I, again, don't say this to scare anyone, but just because this is the reality of like, people can just sue people for something that you said. It doesn't have to be like, I paid you money to be in your program. So someone can say, "I read something on your blog and I had a bad reaction and now I'm blaming you for it." So I think just having the stuff in place is very smart.
Erica Julson: I've been seeing in the food blog world, like a couple of big bloggers were sued for ADA compliance. So whether their website was accessible for people with disabilities, which, let's be honest, how many people would have thought of that? Probably not that many.
Sam Vander Wielen: People don't know that it's required.
Erica Julson: What's the difference between being protected via the LLC versus your insurance?
Sam Vander Wielen: Business insurance? Yeah. So these have two different functions. So when you register your business as an LLC, you're personally protecting yourself, like you're removing yourself from being vulnerable to getting sued. Then when you have business insurance, you're financially protecting your business. So what business insurance does is that now that you have successfully separated yourself, the example I gave earlier when I was like, "Oh, at least your business would only owe the $50,000," well, there's not a lot of businesses that could sustain a lawsuit of that variety, let alone pay the lawyer and the lawyer's fees and all of that to defend your business. So what business insurance does, they provide you with a defense attorney. They pay that attorney's fees, obviously. Then if there was a judgment or a settlement against you, they would pay for that.
Sam Vander Wielen: So it's just like any other insurance. Obviously, the thing that you'd be sued for or accused of has to fit under your policy. You have to be covered for that, which is why quality is important in terms of getting the right insurance but this is huge. I hear from people all the time, like, "Oh, I went and got an LLC. So I'm so glad I don't have to get business insurance." I'm like, "No, those are totally separate things." So one pays the bills and one personally protects you. They're completely separate, different things.
Erica Julson: Okay, awesome. That's really helpful. I know there's a saga going on right now in terms of specifically content creators in the nutrition realm. I guess people have been trying to get more granular on what they're actually covered for, and it's so hard to get a clear response and people tell you different things and it's been hard, I guess. People are working together right now to try to find a policy that actually covers everything we want it to cover. So that's top of mind as well, something on my list for 2021 to really nail down. Because I don't think that I'm actually being covered for everything that I want to be covered for with my current insurance. Sadly. You think you are and then you read it and you're like, "Oh."
Sam Vander Wielen: I know. I feel like that's the story of every insurance in America where you're like, "I thought that was the whole point of having those insurance," and then it doesn't cover. If you want, I could give a quick tip about this. This is not a guarantee of sorts, but it certainly helps. It was something I used to use a lot as a practicing attorney. When you fill out your paperwork to get insurance, like you'll fill out an application, be as descriptive and thorough and detailed as possible on that application to talk about all the ways that you work with people, all the ways you create and deliver content, all the ways you advertise and market your business. Because if you've asked the right questions, which I teach people to hopefully ask and they've said like, "Oh yeah, that's covered."
Sam Vander Wielen: Well now on your application, you're being very clear about how this is like, I have a podcast, I send out emails to my email list. I do this, I do that. So you're being really clear. So if later they came back and were like, "Oh, that's not covered. We wouldn't have ever covered you for your blog posts," for example, you can be like, "I put that on my application and you issued me insurance." It at least creates enough of an issue that sometimes they'll just cover stuff because it's a long and very boring story, but there are a lot of regulations around the insurance industry for not yanking us around insurance and making us fight. They don't want to be accused of acting in bad faith. So it's very important that we put ourselves in a position to be able to say, "I told you that. Why would you have given the insurance?"
Sam Vander Wielen: If they didn't, you want to look at the exclusions for your policy to see, did they specifically exclude this in your policy? So exclusions are when your insurance company says to you, "We are specifically not covering this thing." Like cyber attacks, for example, it's very common. Like financial hacking, like somebody's credit card gets hacked. Some of my clients have told me that they've gotten exclusions for social media content. Like they'll say social media content is not covered, but at least it's there and very clear. So then you'd have a hard time arguing otherwise, but you want to try to be as thorough as possible when you can.
Erica Julson: The current exclusion that we're going through with the policies we've been reading, it's like a group of my peers, was that it won't cover you for writing liability if that's your main source of income. So it's little stuff like that that you don't even like...
Sam Vander Wielen: My dream is to start an insurance carrier for people who have our businesses, because I find this all so frustrating that I'm like, I think it's a hole in the market to be honest. So if any insurance people are listening, go for it.
Erica Julson: Agreed. So just to recap here, just making sure we hit on all the points from step one. So step one was forming your business. So you're choosing your business entity type like an LLC, probably. Then you're registering in your state and locally, if you need to. Then you're setting up your business bank account. We didn't really touch on this, but connecting your business bank account to your payment gateway, which I feel like it's pretty, obviously you need to get paid.
Sam Vander Wielen: Hopefully you do that step.
Erica Julson: People always seem to figure that part out. Then you're getting business insurance and then you're kind of like, step one, check. Yeah?
Sam Vander Wielen: That's a very solid legal foundation. I would be very, very proud of you if you got all of that stuff and you would be very confident to be able to go forward and promote your business.
Sam Vander Wielen: So there are a lot of reasons why you have to have it and I always just say like, "It's going to be worse for you to listen to me telling you why you have to have it than just like, 'believe me, you have to have it.'" So that one's required. The website disclaimer, especially for what you do is the one that I say is the most legally important. So although no feds are coming for you if you don't have this one, you will be glad that you do if you put content on your website and if you talk about you, your services, what you do, all of that. So a website disclaimer, really its primary goal is to tell people who you are, what you do and what you don't do. I think the last part being the most important.
Sam Vander Wielen: Then also telling them, just being honest and upfront about other things you do in your website. Like earnings disclaimers, for example, saying that, when you talk about how your clients have made money or you've made money in your business as a form of establishing yourself as an authority, that these are examples, or that there's a lot behind these numbers, even things like that. We also disclaim for affiliate links or third party endorsements. Like you write a blog post about a food item or a cooking tool or something like that.
Sam Vander Wielen: So all of that is baked into your disclaimer and then your terms and conditions are like the rules and regs of using your website and other purchase process, if you sell what I call it, quickie digital products. So if you're selling like a downloadable thing, a template of sorts, that kind of stuff can be covered by terms and conditions. So it's talking about the payment procedures, refunds, owning your intellectual property, all of that.
Erica Julson: Yes, and I feel like people listening are going to be like, okay, how do I know what to put in here? Help me? So what are your tips?
Sam Vander Wielen: Well, my tips are to not try to write this yourself. Because people always say like, "Could you teach me how to write this thing?" I'm like, "Sure, you can apply to law school right here and pay however many hundreds of thousands of dollars, I sunk into that and then studied for the bar," and whatever but you don't have to do everything in your business. So you have to wear a lot of hats as a business owner, but lawyer does not have to be one of them. I think when it comes to lawyer, like stuff in CPA, tax money, these are just not things I'd mess around. I think people spend a lot of time beating themselves up for feeling that they can't write this or they don't know what's supposed to go in it.
Sam Vander Wielen: I'm always just a little bit like, "It's okay. You're not supposed to know. So it's all right." So I would not try to do this yourself. Obviously, option number one is if you can afford it, you can go to your own attorney near you. If that's not something for you off the bat, or some people just don't feel as comfortable, that's obviously what I do. So I sell legal templates. I sell all the website policy templates, all the contract templates that you guys need.
Sam Vander Wielen: They take like 15 minutes or less. You fill them in. I just would not go to the copy and paste route from other people's websites. For one, you do get caught, I've been notified of some pretty hilarious situations, but you do get caught. It is copyright infringement. Both of the person you steal from but also of the lawyer who wrote it. So you don't want to get caught up in that, but more importantly, it's that they're just not going to cover you because what works for Erica, for example, would not work for me because I do very different things.
Sam Vander Wielen: We sell things in different ways. So as you build out your business, you're constantly going to be worrying like, is that policy or is that contract actually good enough? Does it cover me? Because you know what it says, and it was never really yours to start with.
Erica Julson: I've had that happen to me, actually. You get like ... Well, because I put links in my policies and then somebody used it on their website but didn't take the link out and I got the back link notification. I was like, "That's mine." What do you think though, my struggle is like, okay, you get the template and then what if you still feel confused about what exactly to put in there? How detailed does it get?
Sam Vander Wielen: I was going to say, you should definitely not feel that way if you're using my template. I can only speak from my templates, but you're only filling in your name, your business name, your website address. I've done all the legal writing for you. The reason that they take 15 minutes or less is because you're just putting in your personal info or what I call game time decisions. So it's like, if you want to allow a five day refund policy, but I say 10, you can change that.
Sam Vander Wielen: It's little things that are really just up to you, but there are very few of those. So they really should not take a long time. Then the other thing is that if you still even just fill them out, I've had some customers of mine say like, "I just want to feel even more solid. I'll take these to a local attorney, and make sure that someone looks over it for me." It's a much more affordable way than going to an attorney outright because they're going to charge you probably upwards of like $500 per hour to start and several thousands of dollars for one contract versus a couple hundred dollars on my end. Then you pay them for less than one hour's worth of work to reveal it.
Erica Julson: Totally. That's a really good tip. Then I'm just thinking about like, because I know in WordPress it can auto-generate some of it for you based on what plugins and stuff that you use. So I'm just thinking maybe that would be different person to person, depending on what information they're collecting based on the plugins that they have to.
Sam Vander Wielen: A lot of what I spend my time teaching people in this space is that yes, you need the template and stuff but the reason I actually created my Ultimate Bundle program was because I give them all the templates, but then you need to learn how to actually use it properly. You need people to agree to it at checkout the right way. You need to send a follow-up email, you need to have people sign or E-sign their contracts correctly. You need to send contracts correctly. There are all these little things that it's not just about the substance of the thing that you're sending, it's actually making sure it's enforceable as well.
Erica Julson: Super helpful. So just to recap what you offer, so you have templates and then what exactly is the Ultimate Bundle?
Sam Vander Wielen: Yeah, sure. So you can get any of my legal templates, all the cards because I want you to be able to mix and match what you need. So you can get any contract or website policy or three, four or five of that, whatever you need. Then each one of those comes with a, how to video tutorial, where I walk you through how to fill it out and explain to you what it means and says. Then I have my Ultimate Bundle, which gives you 10 of the most essential DIY legal templates. Like all your contracts, website policies, course agreements, programs, all of that.
Sam Vander Wielen: Plus you get access to 35 on demand legal trainings, teaching you everything from how to form your business, to getting business insurance, to work safely with clients online, to running sales calls and pre-screening clients that you avoid legal headaches. All the way down to protecting your intellectual property with copyrights and trademarks. So I cover it all, and I recently completely revamped the Ultimate Bundle after having now hundreds and hundreds of people inside. I wanted to build it out for the future of where I think our industry is headed. So now they're even additional trainings about scaling your business, like becoming an S-corp, starting an affiliate program, all of that.
Erica Julson: Cool. That sounds super helpful.
Sam Vander Wielen: You should probably buy that.
Erica Julson: I know. I have to say I kind of did everything backwards. My business was totally off the cuff and I did not focus on the legal stuff and I'm just now nailing all that down and also like accounting stuff, I just did everything myself. So now I'm like, "All right, now I need to get serious."
Sam Vander Wielen: Maybe it'll be a surprise, or maybe it won't be a surprise to hear that my clients are 50-50. I have 50% startup entrepreneurs who are like, "I want to do this right from the start," and the other half are the six-figure entrepreneurs who are like, "Whoops, I forgot to get this done, but this feels really serious now and I need to take care of it." So you'd be welcome company there.
Erica Julson: I think since you work in this niche, I feel like not everyone knows about online stuff. So that's something to consider.
Sam Vander Wielen: That's what's baked into all of my templates, like everything that we do, like the way that we deliver stuff. I talk about podcasts. I talk about webinars, all of these things that we do. A normal attorney, they're going to glaze over.
Sam Vander Wielen: Well, the cookie thing nowadays is like the pop-up somebody has to agree to and that's because of some recent additions to the law. Those are so specific, and I would also work with your website designer, if you have one, to help you integrate something, that's legally safe for you, but doesn't ruin the experience of being on your website because I'm a business woman first before being a lawyer. So I'm always worried about that. So yes, there's that, but in terms of the policies we just talked about, I recommend that there are three separate links on the bottom of your site, each labeled as, whatever they're called.
Erica Julson: Okay. Super helpful. I think that's what I'm doing. So hopefully I'm all set up correctly.
Sam Vander Wielen: You're nailing it.
Erica Julson: It depends too on, I think, the system that you're using.
Sam Vander Wielen: Yes.
Erica Julson: Mine already had it set up to have a checkbox there. I just needed to the page to show.
Sam Vander Wielen: Put the document in. Yeah.
Erica Julson: It wasn't too hard.
Sam Vander Wielen: It's important that people even know that that's required so that when you're picking a system, for example, I am always teaching my students, make sure you pick a platform that allows you to add that at checkout because some don't.
Erica Julson: Yeah, that's true. Okay. So website policies, check, check, check. Then you have as your next step for stage two, setting up an email list and complying with CAN-SPAM law.
Sam Vander Wielen: It sounds really fun, but it's not.
Erica Julson: So what's the CAN-SPAM law and what does that mean?
Sam Vander Wielen: CAN-SPAM. So CAN-SPAM, which always reminds me of a can of spam, if I'm not the only person, but CAN-SPAM Act of 2003 basically regulates in America, what kind of emails we send, to whom and why. So basically in a nutshell, in like non-lawyer speak, it says you can only send emails, marketing and advertising emails to people who sign up for your email lists. I actually just did an Instagram story about this today because I got a random email marketing something, maybe this is more helpful to do a real world example.
Sam Vander Wielen: I got an email from someone, where it was clearly marketing email, it was like a mass generated email, not to me personally, from someone saying like, "Hey, I got your email because you follow me on Instagram." Well, following you on Instagram does not mean that I joined your email list.
Sam Vander Wielen: That would be bad. That would actually be wrong. That would violate CAN-SPAM in and of itself just that she did that, but she took it a step further and then pitched me to buy her course in this email. So what the CAN-SPAM Act does, for example, is say that woman couldn't send me that email because I never signed up for her email list. It also labeled that email as a marketing or advertising email because she's selling something. Although I am of the mindset that in our industry, you're always selling something. Even if you don't directly email them about your program, that's what we do. At the end of the day, you want people to sign up to work with you. It's a business. So technically all of your emails are marketing.
Sam Vander Wielen: So because I never signed up for that, she can actually be fined up to $10,000 per email, per person that she sent that email to. Obviously I'm not doing anything about it, but I just shook my head and unsubscribed, but someone could. It's just not a good look. So CAN-SPAM says that, all of that stuff about like who you email and how and whatever. It also says that you have to have the unsubscribe button at the bottom of every one of your marketing emails. So don't get too hung up on this for your personal ... If I send Erica an email directly to her, I don't need to have that. It's like when I'm sending out my mass email list emails, and then you have to have a working mailing address on the bottom of your email. I highly recommend getting a PO box or going to like a UPS, FedEx store type of thing.
Sam Vander Wielen: Or, when we can all go back to in-person stuff, if you work at a coworking space, a lot of them will allow you to use that address. So you want to have an address that you can receive mail. It doesn't have to be your home, but it has to be somewhere and it also says that you then have to honor those unsubscribed requests in a reasonable amount of time. So really you just want to have, as part of your maintenance routine in your business, making sure that when people are requesting to unsubscribe, it's actually unsubscribing them.
Erica Julson: Yes. So long story short, use an email marketing platform.
Sam Vander Wielen: Yes, exactly. You don't have to manage all of this yourself, and the only other thing I always joke is like, if you're a dietitian, for example, don't start emailing them about vacuum cleaners. Sometimes you'll start getting emails from this person and you're like, what? I thought she was a health coach and now she's selling me a vacuum cleaner. So you don't want to use your email list. If you changed businesses, you have to invite people to then to come over here, like click this link or take some actions so that you have proof that this person wanted to receive emails from you about that general topic. I'm not saying you don't have flexibility. Like if you're a dietitian, you could send the emails about cooking and about meal prep and about macros and whatever else that's in your realm. It's just like, if you start to sell products or something that have nothing to do with what you're talking about, I think you guys can discern.
Erica Julson: Yeah, totally. That's super helpful. So you basically need to get these policies on your website, probably sign up for an email marketing platform like maybe ConvertKit or something I know you use and I also use.
Sam Vander Wielen: I love ConvertKit and they're very good, legally speaking by the way. Because they have like, GDPR compliance is pretty solid, the unsubscribe stuff, I've never had a problem. I've been with them for four and a half years.
Erica Julson: I like them a lot, but just for the sake of time, I'm going to zoom past. Then once that's all set up, then you just need to make sure you're using your website and everything in your scope appropriately and then set up your client onboarding systems, if you're seeing clients. People listening probably do, do that but that's not the focus of my podcast. I'm trying to teach people about the stuff beyond one-on-one work. Let's say you did all that, cool. Step two, protect your website. Pretty much done.
Erica Julson: Then step three, you say, get solid contracts for solid legal protection, get lawyer-drafted legit contracts for each client service or program like one-on-one, group programs, course membership, digital product purchase, et cetera. Make sure they're assigning them in the right way and have a good follow-up system. I like that you're helping people follow along in a logical way so that people aren't, like you said, focusing on their digital product purchase contracts when they don't even have a business yet or something.
Sam Vander Wielen: Because people would be buying your product, but you can still personally get sued. So like what's the difference?
Erica Julson: So you're saying, when you're at this stage, then it's probably worth it to work with a lawyer to set up these individual contracts for your business?
Sam Vander Wielen: Yeah. I mean, at least getting templates from someone like myself and then if you can have an attorney near you review them just to make sure any state laws are complied with or if there are any very specific things that you do, that you need someone to look at. But yes, I would just make a list of any way that you work with people, anything you sell and make sure you have a contract for that.
Erica Julson: Then what do you mean by a CYA followup system in place for max protection?
Erica Julson: Love that. Then step four, bump up your legal protection as you grow up. So let's see, you say like, oh this could be relevant when you're hiring independent contractors, definitely. Things a little more advanced like affiliate programs because those need their own whole set of documents. You even mentioned if you have a podcast, you could consider sending your podcast guests contracts. I'd like to hear more about that. I think on mine, I just had, when people submitted that they wanted to be on it, one check box that says like, I agree to allow this to be published in perpetuity, without compensation or something.
Sam Vander Wielen: It's really about using their likeness and saying like, "I'm going to promote this." Not paying them and having them confirm that they know that they're not getting paid. Not giving them a final say on the podcast edits and that they understand that by recording the podcast, you're going to go ahead. Also giving you the right to never air it. Not promising them anything. If you say, "This sucked or I decided to cancel my podcast," or something. Maybe you'll do that after my interview. You'll be like, "I don't want to air this." I don't have a right to forcing you to do it. So stuff like that is really big, and that you own the copyright to the interview because that's kind of related to that idea is like, it's your intellectual property. You can do with it what you want.
Erica Julson: For me, it's just like every time you try something new, you should be like, "Do I need to add something here to my workflow?" And you probably do.
Sam Vander Wielen: I just want people to be aware of it and I put it in there for two reasons. One is to make people aware, but two is to show you the things that you don't need to focus on until you get this other stuff. You have no business about it. Someone writes the other day saying she needed to get a VA contract up and running, which is the independent contractor one. She's like, "Have you formed your business yet?" Like, you don't even have a business. So who's hiring this person because you don't want to be personally hiring them, and you want everything that she's doing to be in the name of the business and you want to be capturing her work that she does for you as a business expense. So that's an example where like, if you didn't have the other stuff set up that we just talked about, you're not there yet.
Erica Julson: We've talked for an hour solid on like pretty nitty gritty stuff. So I'm excited. People are going to be taking furious notes and I will put the link to your actual blog posts in the show notes at theunconventionalrd.com and then you can just find this podcast episode number right there under the podcast tab and it has links to everything. So I'll link to this exact blog post that we're talking through and obviously your templates and your Ultimate Bundle as well. I have a feeling those will be popular. So basically you're saying, step one, form your business.
Erica Julson: Get all the nuts and bolts. Step two, make sure your website is protected and that you're following all appropriate laws for communication with people. Step three, start getting more in contracts for what you're actually doing right now, and then step four, when you start to expand and maybe add things like a podcast or you're doing like a summit, I just interviewed someone about summits. So stuff like that, I'm sure it would need their own legal protection as well. So in your opinion, if someone's listening to this and they need help with their legal stuff for their website, would you say the Ultimate Bundle is your most recommended thing?
Sam Vander Wielen: Yes. The reason that it's so popular and the reason I created it in the first place was really to give you this safe space that you could continue to come back to. Not only for where your business is now, but for where it's headed. So I'm continuing to add to it all the time. You get future program, lifetime of the program updates as well, but it's great because it gives you the foundational documents you need, like the website policies and the contracts but then you also get these trainings you can lean on. No matter where you are in business, there are trainings for you in there. I actually just remembered, when you just said that about summits, that I'm adding a training in about how to legally run an online summit as well.
Sam Vander Wielen: So I really tried to cover everything in our industry. You also have the benefit of being in a members-only community with me obviously. So you get support from me with any clarifying questions you have, but I think the coolest thing is like when I log into the member community every day, I see so many people in there helping each other. So like an RD will post in there to say like, "I'm having this issue. I have this question," and there are tons of others like them who have gone through it or who have experienced it. So it's really cool. We have literally every variation of a coach that's ever existed and we have obviously so many RDs, nutritionists, NTPs everything.
Erica Julson: Probably a good place to network, too because like people who are taking it seriously and ready to get their legal stuff all nailed down are probably pretty serious, cool people to get to know at a little more intimate level and you could probably make some cool connections just by meeting other business owners.
Sam Vander Wielen: It's funny you say that. I always encourage them to mingle with one another and I've started hosting masterclasses just for bundle members. I did a Instagram masterclass with them earlier this year that was pretty popular with them and they were talking with each other and I was like, "Yeah, you guys are all serious, do the right thing, go getter people. You should be hanging out." So I actually created a bundle member directory for them where they can post in what they do, and they've been referring and working with one another and collaborating. It's really cool to see.
Erica Julson: That's awesome. It's super exciting-
Sam Vander Wielen: It makes me very happy.
Erica Julson: Cool. Well, seriously, thank you for being here today. If people want to connect with you, obviously they can go to your website. Is there a certain social media platform as well that you hang out on the most?
Sam Vander Wielen: Yeah. So I would say come over and say hi on Instagram. I'm @samvanderwielen on Instagram. I'd love it if you send me a DM and let me know that you met me here and just connect with me, let me know what you do and if it's okay with you, I'll tell them that I have a free workshop they can take called Five Steps to Legally Protect and Grow your Online Business. You can just go to mylegalworkshop.com or you can head to my website, it's all over my site. In that workshop, it's a one hour training where I teach you my five step strategy to legally protecting your business, walking you through it step by step. So I definitely recommend that as a place to start. There's also an exclusive offer and discount to join the Ultimate Bundle that you only get from watching the workshop. So I highly recommend checking that out if you're interested in it.
Erica Julson: inaudible good strategy. I will put the links again. You can obviously type it in directly or if you are on the go and you want to find the links later, they will be on my website at theunconventionalrd.com. Well, thank you again for being here and you continue to be such an awesome resource for online health professionals.
Sam Vander Wielen: Thank you. It's my pleasure to be here and if anybody has any questions, please don't hesitate to reach out. I would love to connect with you and just, thank you so much for having me.
Erica Julson: Wasn't that such a helpful episode? If you still have other legal questions running around in your mind and you'd like me to have Sam back as a guest on this podcast in the future, let me know what questions you still want answered by posting in The Unconventional RD Facebook group. That's my free Facebook group for anyone who listens to this podcast and is interested in growing their online business. We have over 10,000 people in the group right now, which is absolutely wild. Just search for The Unconventional RD community on Facebook and request to join. Catch you next week.
Sign up to receive email updates
Enter your name and email address below and I'll send you periodic updates about the podcast.
Subscribe & Review on iTunes or Spotify
If you’re not yet subscribed to The Unconventional RD podcast, I highly recommend doing so today! Click here to subscribe on iTunes. That way, you’ll be able to easily find all the new episodes, right when they come out. You can also follow on Spotify, if you prefer to listen there!
PS – If you’re really loving what I’m putting down, it would be amaaaaazing if you could leave a review on iTunes, too. Reviews help other dietitians find my podcast, which I think helps us all!
Simply open the podcast on iTunes, then go to “Ratings and Reviews”, and click “Write a Review”. This is your chance to let other people know why they should check out the episodes or share stories of how it’s helped you!
Erica Julson is a registered dietitian turned digital marketing pro. She has over 12 years of experience blogging and building online businesses and has taught over 900 wellness professionals inside her signature program, SEO Made Simple.