Mark Terry

Friday, January 28, 2011

Book Contracts 101, Part 14 (Miscellaneous)

January 28, 2011
I'm going to jam in the last bunch of clauses here, mostly without comments, because they're mostly little legal tweaks and are self-explanatory.

16. Notices: Any notice or other communication required under this Agreement shall be in writing and shall be considered given when mailed by certified or registered mail, return receipt requested, to the other party at the address set forth above (or at such other address as a party may specify by notice to the other from time to time).

17. Complete Agreement: This Agreement contains a complete statement of all the arrangements between the parties with respect to its subject matter, supersedes all existing agreements between them, and may only be modified or terminated by writing signed by both parties.

18. Governing Law: Irrespective of the place of execution or performance, the validity, interpretations, and legal effect of this Agreement, shall be governed by the laws of the State of (where the issuing person is, in this example New York, although in reality the contract I'm basing it on was Massachusetts) applicable to contracts entered into and performed entirely within the State of (wherever). Any action by either party hereunder in connection with or arising out of this Agreement may be brought only in the appropriate State court in the COunty of (wherever). Any ground for objection to such venue, to the personal jurisdiction of such court or right to remove such action, hereby is waived by all parties hereto.

19. Lost or Damaged Property: Except for loss or damage due to Publisher's own negligence, Publisher shall not be responsible for the loss or damage of any of Author's property, including the manuscript of the Work and supporting material, and Publisher's liability for any such loss or damage caused by Publisher's negligence shall in no event exceed any amount payable to Publisher under any insurance carried by Publisher covering such loss.

20. Complimentary Copies/Author Discount: Upon publication of the Work, Publisher shall deliver ten (10) complimentary copies directly to Author, who shall have the right to purchase additional copies at a discount of fifty percent (50%) off retail price. Two (2) complimentary copies will be sent directly to Author's agent.

Just a comment here. All of my book contracts, including my nonfiction book, have offered 10 copies. I assume that's standard, although I note in Stephen King's "Bag Of Bones" the main character mentions 50. Fifty is a lot, although maybe you'd sell them. I typically buy a case or so for hand-selling. Some contracts have other stipulations and amounts about author discounts and stipulate as well that when you buy them at discount you don't get royalties on those books. The nonfiction book I co-wrote had a fairly complicated deal for this because of the nature of the book and the nature of the authors' marketing campaign, because between the two of them they did about 300 public speaking engagements each year and would sell books at those gigs, so things were worked out differently.

21. Assignment of Rights and Licenses: All rights and licenses granted or assigned by us, pursuant to this Agreement, to any affiliate or successor of Bigshot Publishing shall be construed as though the Work is still in Publisher's hands, and all parts of this Agreement will be in full force and effect. In the event Publisher declares bankruptcy or goes out of business, all rights immediately revert to the Author.

A very important point, actually, that last line. In an earlier post I mentioned Write Way Publishing going bankrupt. I was lucky, actually, in that they went bankrupt before my book was published (yeah, hard to believe I said that). Because there was no clause like this in anybody's contract, all the authors who had books out with WWP had their rights tied up in bankruptcy proceedings. And I was told by a friend of mine who was published by them that there was a meeting with the bankruptcy attorney at one point and an author asked about getting their rights back and the attorney folded her hands in her lap and said, "Make me an offer." So yeah, that line can be a very important line.

22. Headings: The paragraph headings provided in this Agreement are for convenience only and shall not be deemed to modify, construe, limit or otherwise affect the provisions thereof.

23. Agency Clause: All statements and sums of money due and payable to the Author under this agreement shall be rendered and paid to the Author's agent, Bob Bigbucks (the "Agency"), whose address is: _______________, which is authorized to collect and receive such monies. The receipt by the agency shall be a good and valid discharge of Publisher's obligations under this agreement, and that the Agency is empowered to act in the Author's behalf in all matters arising out of this agreement.

Just to point out something here, which is that if for some reason your agent decides to rip you off, this clause absolves the publisher of any blame or liability, so let's hope your agent is trustworthy and professional.

And then you sign the damned thing.

I hope this series has been helpful. It's a fairly standard contract, although there are an apparently endless variation among different publishers and undoubtedly authors, but this is, for the most part, a somewhat boilerplate example of a book contract.


Blogger sex scenes at starbucks, said...

How many is a case of books? In other words, how many books do you personally invest in?

7:45 AM  
Blogger Mark Terry said...

I think it depends on hardcover, trade paperback and mass market paperback. I think my hardcover was about 24 to a case. Trade paperbacks were more like 36 or so.

How many do I personally invest in? Well, I've learned from experience to only get about a case or two at a time. I'm not a huge handseller. My first novel, Dirty Deeds, they pushed me to buy 500 and sell on consignment, which I did, but I couldn't move that many that way, so I eventually bought the whole stock of 500, sold some as I could (and still do from time to time), but finally got fed up a couple years ago and donated the bulk of them to a charity that provides books to troops.

Realistically figure out what you can sell and always keep some on hand, because you never know when they might go out of print. I'm not much on handselling, but it's always worthwhile to keep some copies around. I sometimes use older copies as promotional books for newer books--buy 1, get the other free! sort of thing. But I've still got too many back copies laying around collecting dust.

11:30 AM  

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