Thursday, January 17, 2013

More Than You Bargained For: Contracts Up Close & Personal

As a publishing attorney, I hear lots of questions (and complaints) from authors about publishing contracts. One of the most common is, "I just don't understand what it says."

A problem we're going to fix here at Chiseled In Rock.

Over the next few weeks, I'll be dissecting and explaining publishing contract language in detail, to help all authors - independent and traditionally-published - better understand their publishing deals.

Whether you're a seasoned pro or still working on that all-important initial manuscript, it's a series that will help you understand your rights, your contracts, and the publishing business - it's your business, after all!

Today we'll start with a brief explanation of defined terms.

Defined terms are the often-capitalized words in a contract that have a specific or special definition. The defined term is usually set off by parentheses or quotation marks (sometimes both), and is usually a shortened form of a longer name or idea.

Defined terms are legalese shorthand, allowing attorneys and others to read a contract without repeating parties' names and redefining deal-specific terms (some of which have elaborate definitions) every time the words appear in the contract. They have the effect of simplifying contract language, but they can also be traps for the unwary, especially with complicated terms like "Royalties," "Territory," and "Option."

An example from the header of a standard publishing contract:

Fictitious Publishing Company ("Publisher") and John Q. Penman ("Author") are entering into this Publishing Agreement ("Agreement") dated January 17, 2013 ("Effective Date").

Did you spot the defined terms?

Throughout the rest of this publishing contract, the capitalized term "Publisher" means Fictitious Publishing Company and "Author" means our new friend, John Q. Penman. (We'll be seeing a lot of John, and his publishing contract, in the weeks to come. Tune in and see if he's made a good deal or a bad one.)

The term "Effective Date" will show up again, when we get to the paragraph about contract term and termination, so keep it in mind, because the contract generally won't re-define it the next time it appears.

Tune in next week when we dive right into the meat of "John's" contract - the territory and rights clause. Until then, keep it legal!

Posted by Susan Spann

Susan Spann is a California publishing attorney and the author of Claws of the Cat (St. Martin's / Minotaur, July 2013), the first novel in the Shinobi Mystery series featuring ninja detective Hiro Hattori.


Patricia Stoltey said...

Susan, I'm so glad you've joined Chiseled in Rock. Your posts will be a great resource for our visiting writers facing that new contract and wondering what the devil it means.

Anonymous said...

You should have your own public service channel on the TV. Thanks so much for the info, Susan. :)

Susan Spann said...

Thanks Piper and Pat! I'm thrilled to have the opportunity to blog at Chiseled in Rock, and I'm looking forward to posting every week!

Chiseled in Rock said...

I think it was more than I bargained for just to be a writer. Awesome post, Wonder Woman...I mean Susan.