Don't be fooled by choosing the Bewares & Background check folder for this question; I don't doubt whether or not I'll be paid or whether this party will do anything underhanded with my work. I'd just like some feedback on a contract. For that matter, the publisher's new and he'd like to hear it, too.
I've removed references to the publisher's name. For the record, this is an electronic publication.
Specifically, I have concerns about points 3 and 8.
This letter confirms the agreement between you and the editors of PUBLISHER, under which you will write and submit to us a manuscript on the subject “_____.”
1 The Work: The manuscript's total length on submission will be approximately _____ words. It will be completed and submitted to us by _____, and must be satisfactory in form and content to PUBLISHER. You will cooperate in PUBLISHER normal editing process, including reasonable rewriting as required.
2. Payment: Upon publication of the article, we will pay you a fee of $_____; If the editors of PUBLISHER decide for any reason not to publish the article, we will pay you instead a one-time "kill" fee of $_____. In that event, neither you nor we shall have any further obligation under this agreement, and you will be free to sell the article elsewhere. PUBLISHER will reimburse you for reasonable expenses incurred in preparing the article, up to $_____. Any expense that exceeds that amount must be approved in advance by your editor. You must provide original receipts or documentation for all reimbursable expenses. Although Publisher will make every effort to print Freelancer’s Work as quickly as possible, please be advised that the paper is a bimonthly publication; delays of 6 to 8 weeks are not unusual.
3. Grant of Rights: You hereby transfer and assign the entire copyright, throughout the universe, in any and all media and forms of publication, reproduction, transmission, distribution, performance, or display now in existence and hereafter developed, in the article to PUBLISHER. PUBLISHER may use your name and likeness in publishing, promoting, advertising, and publicizing its publication and information products and services, and in merchandising.
4. Records: You will keep all notes, recordings, and other materials used in preparing the article for a period of one year from first publication and make them available to PUBLISHER upon request. You will also provide to PUBLISHER relevant telephone numbers, e-mail addresses, and other contact information to aid in fact-checking the article.
5. Warranty: You represent and warrant that the article will be original work by you and accurate, will not have been previously published in any form, and will not infringe upon the personal or proprietary rights of or give rise to any claim by any third party, including but not limited to claims based on copyright, defamation, physical injury, or invasion of privacy or publicity. In addition, in the event that any complaint or claim relating to the article is made by any third party at any time, whether a formal legal complaint or otherwise, you will fully cooperate with PUBLISHER in responding to and defending against such complaint or claim.
6. Independent Contractor: As an independent contractor, Freelancer is not an employee of XXX [additional trade name of publisher--LB] or of PUBLISHER and is responsible for the payment of all taxes that may be due as a result of receiving payments under this agreement. Freelancer is an independent contractor and will provide his articles or graphics ("Work") to PUBLISHER as agreed upon with his or her editor.
7. Confidentiality: The subject of your assignment under this agreement and all details relating to it and the article are strictly confidential and may be discussed only with those directly involved in the preparation of the article. You will not allow anyone outside of PUBLISHER (including but not limited to the subjects and the subjects' representatives) to read the article or portions thereof before publication.
8. Limited Non-Compete: You will not, until thirty (30) days after the published date of the Work, write or publish, or cooperate in the publication of, in any form, an article, broadcast, or other communication, or submit to an interview, on the same or a similar subject as the Work unless the Author has received consent to do so by PUBLISHER.
9. Agent: If this agreement is executed by an agent on your behalf, said agent represents and warrants that it has full right and authority, pursuant to a currently valid Power of Attorney from the Author, to make this agreement on behalf of and to bind Author, including the grant of rights and warranties and representations specified herein, and will indemnify PUBLISHER against any claims of a: any nature arising from said agent's execution of this agreement. Attached to this agreement is the above-specified Power of Attorney.
10. General: This agreement sets forth the entire agreement of the parties, supersedes all prior agreements between the parties, and may not be altered except in a document signed by the party to be bound thereby. No contrary or inconsistent terms or conditions in delivery memos, invoices, letters, or other documents will be binding on PUBLISHER unless expressly agreed to in writing by the Editor of PUBLISHER. Any notices to PUBLISHER must be sent to the attention of the Editor or Senior Editor. This agreement will be governed by the laws of the state of Indiana.
Please sign and return one copy of this letter to indicate your acceptance of this agreement. You should keep the other copy for your own files.
Assigning Editor: _________________________
Accepted and Agreed:
This ______________ day of ______________, ____
Writer: ___________________ Social Security #: __________________