As an author, receiving a publishing contract offer is an exciting milestone. However, before signing on the dotted line, it’s crucial to carefully review the terms and be aware of potential red flags that could negatively impact your rights and earnings. As a contract lawyer specializing in publishing agreements, we’ve seen numerous problematic clauses that authors should watch out for. Here are some key red flags to be wary of when evaluating a publishing contract:
Copyright Transfer
One of the most concerning clauses to look out for is any language transferring copyright ownership from the author to the publisher. Unless you’re doing work-for-hire, you should retain the copyright of your work. Be cautious of phrases like “all right, title and interest in and to the Work” or “including but not limited to all copyrights therein” in the grant of rights section. Even temporary copyright transfers should be viewed skeptically. Your copyright is a valuable asset that you should maintain control over.
Overly Broad Rights Grants
While publishers need certain rights to effectively publish and market your work, be wary of overly expansive rights grants. Look closely at what specific rights you’re granting (e.g., print, ebook, audio) and in what territories. Ideally, you want to grant only the rights the publisher intends to use rather than a blanket grant of all rights worldwide. Also, be cautious of rights grabs for sequels, prequels, or adaptations that haven’t been written yet.
Inadequate Reversion Clauses
A solid reversion clause allowing you to regain your rights if the book goes out of print or sales fall below a certain threshold is essential. Be wary of contracts that make it challenging to get your rights back or allow the publisher to retain rights indefinitely, even if they’re no longer actively publishing the work.
Unfair Royalty Structures
Carefully examine the royalty rates and how they’re calculated. Red flags include royalties based on net profit rather than the retail price, extremely low royalty percentages, or clauses allowing the publisher to reduce royalties in certain circumstances substantially. The royalty structure should fairly compensate you for your work.
Onerous Marketing Requirements
While authors are generally expected to participate in marketing efforts, be cautious of contracts that place an unreasonable marketing burden on you or require you to spend your own money on marketing. The publisher should be primarily responsible for marketing and promoting the book.
Early Termination Fees
Some contracts include hefty fees if you terminate the agreement early. These can unfairly penalize authors and make it difficult to exit a bad situation. Be very wary of any early termination fees, especially excessive ones.
Pressure to Sign Quickly
If a publisher pressures you to sign quickly without giving you adequate time to review the contract, that’s a major red flag. Reputable publishers understand that authors need time to evaluate contract terms carefully. Don’t let yourself be rushed into signing an agreement you haven’t thoroughly reviewed.
Refusal to Negotiate
While not every term in a contract may be negotiable, a flat refusal to consider any changes or negotiations is concerning. Publishing contracts should involve some give and take to reach mutually agreeable terms. If a publisher presents their contract as entirely non-negotiable, that’s often a sign that the terms are unfairly skewed in their favor.
Vague or Missing Terms
Critical details like publication timelines, author approval rights for edits, and marketing commitments should be spelled out. Vague language or missing information on essential points can lead to misunderstandings and disputes.
Contradictory Clauses
Be on the lookout for internal contradictions within the contract. For example, a clause transferring copyright to the publisher shouldn’t be followed by language about the author retaining copyright. Such inconsistencies suggest the contract wasn’t carefully drafted and can create legal ambiguities.
While this isn’t an exhaustive list, these are some of the most common and concerning red flags I encounter when reviewing publishing contracts. As an author, it’s essential to approach any contract offer with a critical eye and not be afraid to ask questions or request changes. Consider having an experienced publishing lawyer review any contract before signing. Remember, a fair contract should balance the author’s and publisher’s interests. Don’t be afraid to walk away from a deal if the terms are overly one-sided or potentially exploitative. Your work is valuable, and you deserve a contract that respects your rights and fairly compensates you for your creative efforts.