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tim
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Really getting into it |
Location: UK, West of London in Ber...
Registered: February 2002
Messages: 842
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I have received the contract for Chris and Nigel. I am going to invest in a lawyer, but the terms look pretty standard to me. I've asked them several questions in advance of the lawyer's advice, but I just wanted you guys to have a look and see if there are any glaring "gotchas".
I've added my queries at the end
CONTRACT FOR PUBLISHING RIGHTS
Agreement is made this ______ of ______________________, by and between ________________________, of ____________________________, social security # ____________, hereinafter referred to as the “Author”, and _______________________________________________________hereinafter referred to as “Publisher”. Said “Author” and “Publisher”, when referred to jointly throughout this contract, shall also be referred to as “The Parties”.
In consideration of the mutual promises herein contained, the parties hereto agree as follows:
1. The subject matter of this contract is the transcript, which is, or may be in existence, which may be titled, ______________________, hereinafter referred to as the “Work”. Whether the Work remains titled as indicated herein, the Work consists of the following concept or story line:
(SYNOPSIS).
Any story line, which is related or substantially similar to the Work described herein, is the Work at issue addressed by this contract. This does not include any sequels that may be in existence. The Author will retain the rights to the characters.
2. Author hereby grants to Publisher an exclusive, worldwide, non-terminable right to publish, print, distribute, sell, market and/or lease the Work in the following formats: print, hard cover and soft cover (of large or small format) for a term of 4 years, commencing on the date the book is first published. By this conveyance of rights, the Author agrees that he or she has not and will not grant any of these rights to any other person or entity, and that Publisher has obtained the exclusive and sole rights to publish the Work for the above-listed term. All rights not specifically granted to Publisher in this contract should be deemed reserved by the Author. The Author agrees to register and copyright the work with the United States Copyright Office pursuant to the first publication of the Work.
3. The Author grants the Publisher the right to use his or her name, assumed name, likeness, image, biography and photograph in and on the Work and all copies thereof, and in advertising,
marketing and promotions for the Work, including but not limited to the Publisher’s web site and any other manner in which Publisher chooses to promote the Work. Author’s true identity will be guarded to the full extent possible if so requested.
4. Publisher reserves the right to approve the final draft of the Work prior to publication. The Author agrees to provide the completed manuscript on, or prior to, the deadline imposed by the Publisher, unless granted an extension by the Publisher. Author will be given the right to review the final edit of the Work, and will be given a chance to review the typeset version prior to it going to the printer. Author agrees to make changes to the Work as requested by the Publisher. Publisher has the right to edit the Work as necessary at Publisher’s sole judgment, excluding the changing of major plot points, to make the Work acceptable for publication. Author has the right to make suggestions concerning cover art but final approval of any design is and shall be the right of the Publisher. Publisher has the right to approve the title, the cover art and any illustrations, artwork or other graphics used in the published Work.
5. Publisher agrees to pay the Author royalty of ten percent (10%) on the first 5000 copies sold, twelve percent (12%) on the next 10000 copies sold, and fifteen percent (15%) thereafter of the cover price on all print copies of the Work as discussed herein. Publisher agrees to pay Author on a quarterly basis, within thirty days following the end of each calendar quarter, and will provide Author with a written statement setting forth the number of copies sold on which royalties are due for the previous quarter. Author acknowledges that Publisher bases quarterly royalty figures on Publisher Compensation Reports received from the Publisher’s printer, and that sales figures in said reports may be one to two calendar months behind the current quarter. Author has the right to review or audit the books and financial records of Publisher once annually during the term of this agreement, at Author’s sole expense, following thirty days of Publisher’s receipt of written notice of Author’s intent to do so. All costs incurred by Author in connection with the Work will be paid by the Author.
6. Author acknowledges that Publisher uses print-on-demand and as such does not keep an inventory of titles on hand. However, Publisher agrees to provide to the Author fifteen (15) copies, free of charge, of the Work in each print format in which it is published. Author agrees not to sell these free copies. Author will also be allowed to purchase books at 50% of the cover price. Royalties will not be paid to the author on the books purchased at the Author’s discounted price.
7. The Author contracts, and affirms, and warrants that he/she has all rights necessary to enter into this agreement and to grant rights referenced herein to the Publisher; that the Work is wholly original to the Author and that there are no outstanding claims by any third parties related to the Work; that the Work does not violate any parties’ rights or intellectual property, including, without limitation, copyrights, trademarks, trade secrets, privacy, rights of publicity, contract with another publisher, or any other claim; and Author has all releases necessary to publish the Work, including without limitation, releases from interviewees, photographers, writers, sources and real persons named in the Work. Author agrees to indemnify and hold Publisher harmless in the event that any claim is brought against Publisher for allegations against Author relating to or arising out of breaches of any of the warranties or other contractual provisions herein, or any other causes of action against or through Author whereby a claim is being made against Publisher. This indemnity and hold harmless agreement includes payment of any and all costs, damages and liabilities incurred by Publisher, which shall be paid immediately upon demand.
8. Publisher agrees to use its best efforts to publish the Work and to sell copies to the public. Both parties understand the uncertain nature of the publishing and entertainment industries, and accordingly Publisher makes no guarantees as to the minimum number of copies of the Work that may be sold. The Publisher will use whatever means are financially feasible to promote the Work. Author acknowledges it is not the sole responsibility of the Publisher to market and promote the Work. In the event that the Work is not published, or in the process of being published by Publisher, in one of the formats allowed herein within one year of the date a final draft of the story is made available to the publisher by the author, in electronic form or on a disk, Author has the right to terminate this contract following sixty days written notice to the Publisher. If during such sixty-day period Publisher publishes the Work, the termination of this contract will be ineffective and void.
9. Upon the occurrence of any affirmative act of insolvency, and/or in the event that Publisher goes out of business, and/or in the event of a filing of a petition for bankruptcy against or on behalf of the Publisher (both voluntary or involuntary) any and all rights conveyed to Publisher herein shall immediately revert to Author and this agreement shall terminate.
10. The parties agree that this contract will be construed and controlled by the laws of the State of Texas. Author consents to jurisdiction in the State of Texas by State or Federal Courts in Texas. In the event that Publisher pursues a claim for indemnity against Author as provided herein, or for any other claim, and if Publisher prevails on any of those claims, Publisher is entitled to recover attorney’s fees, fees and costs, including expert witness fees from Author.
11. Author may not assign any rights conveyed to Author under this contract to any third party unless Publisher expressly consents to such assignment in writing. This agreement is intended solely as a publishing agreement pursuant to the terms contained herein, and no partnership, joint venture, employment, agency, franchise, or other form of agreement or relationship is intended. In the event that any portion of this agreement is found invalid or unenforceable, the remainder of this agreement will remain in effect and enforceable according to its terms. The parties intend the provisions of this agreement to be enforced to the fullest extent permitted by Texas law.
12. This agreement shall be construed under the laws of the State of Texas, and all obligations of the parties created herein are performable in Jefferson County, Texas.
13. This agreement shall be binding upon and inure to the benefit to the parties hereto and their respective heirs, executors, administrator, legal representatives, successors and assigns where permitted by this agreement.
14. In case any one or more of the provisions contained in this agreement shall for any reason be held invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not effect any other provision herein, and this agreement will be construed as if such invalidity illegal or unenforceable provision had never been contained herein.
15. It is expressly agreed by and between the parties that documented failure by either Party to abide and comply with the terms of this contract will release the aggrieved Party of any and all responsibilities and obligations under the contract. Under such conditions, the Publisher reserves the right to withdraw from this contract. The Publisher also reserves the right to withdraw from this contract if the Author becomes excessively demanding or controlling in any area of the publication process.
16. Author agrees to remain available and accessible to Publisher during the term of this contract, including providing Publisher with a current telephone number and address.
17. Dispute Resolution: In the event that any provision of this Agreement is found invalid or unenforceable pursuant to judicial decree or decision, the remainder of this Agreement shall remain valid and enforceable according to its terms. The parties intend that the provisions of this Agreement be enforced to the fullest extent permitted by applicable law. Any controversy or claim arising out of or relating to this agreement shall be submitted in the State of Texas, to American Mediation Council, LLC, under its Mediation Rules, before the parties resort to arbitration, litigation or some other formal dispute-resolution procedure.
18. This agreement constitutes the sole and only agreement of the parties hereto, and supersedes any prior understandings or oral or written agreement between the parties relating to the subject matter herein.
Hi Barb,
Having downloaded the contract successfully, I have several initial questions:
1) I imagine all authors want to talk to you about the cover. I can see that the contract excludes my being able to do more than "suggest" over the cover, and I don't have any fixed ideas about what SHOULD be present, but I would very much like to be able to discuss it and influence as much as I am able. For example, I suspect you, like I, detest covers which have misinterpreted the contents and prove that the graphic artist has not read or been briefed properly about the work. I am by no means an artist, nor a person who knows what the public will buy. I simply like congruency between cover and content. If, for example, the characters are used, since they are blond, the use of a brunette would be "unusual". My initial thoughts, depending on your house style, are a superimposition of Cannes (south of France) and an English Comprehensive School (modern architecture, institutional building).
2) Does "print on demand" mean that the work will never (technically) be "out of print"?
3) I will need a certain amount of privacy regarding my true identity. I will need to conceal parts of it in my biog for the "flannel panel" on the finished book and indeed for your website
4) What distribution channels are used currently? And what are planned for the future?
5) I have no US style Social Security Number to enter into your contract. I suggest we use simply my Name and Address as is common in UK contracts.
6) With regard to the synopsis element of the contract, can you show me a sample of another synopsis from another contract so that I may know what to include?
7) Are we able to assess broadly what editing changes quantity and quality) will be required at this stage? The reason I ask is that I have to hold down a demanding "day job", and need to be sure that any schedule of changes is achievable for us both.
There will be a few other questions when my lawyer has had the chance to comment. If you have early answers to those in this email I am sure it will help you and me. I am not going to ask foolish questions about potential sales volume. I know that is a "how long is a piece of string" question.
I am really looking forward to our mutual success with this book, and will work hard to ensure that I meet mutually agreed requirements. I already have the first sequel almost complete, with one chapter remaining to complete the work. If we each like the results from the first one I intend to offer you first refusal on the second. Although not in the "Harry Potter" marketplace I expect to write at least a third volume, potentially a fourth. My plan is to deal with Chris and Nigel's relationship all the way to marriage and university, handling challenging social issues for gay teenagers along the way.
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trevor
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Really getting into it |
Registered: November 2002
Messages: 732
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I'd be concerned about the following from section 4:
Author agrees to make changes to the Work as requested by the Publisher. Publisher has the right to edit the Work as necessary at Publisher’s sole judgment, excluding the changing of major plot points, to make the Work acceptable for publication.
To me, this implies they can do anything to the details or ask you to make changes to their specifications. Have your concerns (age of characters & quantity/quality of sex, etc.) been satisfactorily addressed? I can't see them compromising other than possibly giving you the chance to "veto" their changes and back out of the contract if changes aren't mutually acceptable - maybe you can add something to that effect?
Oh, also, I know Texas has at least a few funky laws compared with the other states, so make sure your lawyer (barrister?) is knowledgeable. It also tends to be quite a redneck haven, so I'm a bit surprised this publisher is located there.
This is pretty exciting! Good for you, Tim!
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tim
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Really getting into it |
Location: UK, West of London in Ber...
Registered: February 2002
Messages: 842
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Section 4 looks pretty standard. I might be a totally incompetent author, and they might need me to make changes. Wait, I AM totally incopmmefgqlvrgqoueyrg......
Seriously I am asking about the scope of editting chanmges.
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mihangel
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Likes it here |
Location: UK
Registered: July 2002
Messages: 192
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Well done, Tim. A mighty step forward. The contract looks reasonable to me, though Trevor has a good point. This sort of thing boils down to trust between author and publisher, since the degree of changes that might be required is hardly quantifiable. It's another 'long as a piece of string' matter. If you trust the publisher enough, then go for it.
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Darren
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Likes it here |
Registered: January 1970
Messages: 190
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Hi Tim,
I read the agreement and it looks fair. I am not in the publishing industry, so I would make sure to (try) and talk to another author to see what are some of the standards.
My only points are:
1. I would inquire about the cost of registering and copyrighting the cost in the US. You will notice that they have commited to no minimum order, which means this could be an out-of pocket expense if they decide to not publish (which is their decision in the end).
2. I am not sure if you have negotiated the royaltees. As not being in the publishing industry I am not sure "what is fair". I would look into this though. You would kick yourself if you later found out if you were short changed. I am sure that most publishers want to keep their Authors happy, but I always pays to be thourough
3. For royaltees, it does not say if is calculated from the list or discounted price (i.e. price they sell to their customers at). I am sure there is a standard in the undustry, but I would find out. I would also make sure there are no deductions (such as printing costs). This can also influence how much you get in the end
4. I would ask your publisher on how many volumes they have sold for some of their other titles. ALthough all books are different (of course). However, this may give you an idea on what to expect (or maybe they have given this to you already). I noticed that you asked them how they promote their books. You may also wish to ask which countries they publish in (e.g. UK, Canada, Australia too?)
5. Unless I missed it, I am not sure where it is handled what happens if the you and/or the publisher get sued. For instance, some teenage commits suicide because he did not meet his "chris", but his parents blaim it on the book. In the US, many lawsuits have been based on less. I would talk to your lawyer (and/or another author about this).
Otherwise, it looks like a good agreement that accounts for both sides views.
Cheers,
Darren
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Re: Contract 
Re: Contract 
