Contract Review: Preservation Magazine

Here's a review of the publishing contract for Preservation Magazine, produced by the National Trust. As always, I'm no lawyer, this is no legal advice, and you shouldn't say yes or no to a contract before trying to negotiation whatever changes you want.

• Compensation They use the term "honorarium." I'm guessing that is a non-profit and/or academic legacy. It's still pay, though. One problem here is that there's effectively a 25 percent kill fee if they don't publish, no matter what the reason. There is an expense cap which you might need to negotiate, depending on the assignment.


• Review They can edit your manuscript and if they want rewriting, they expect it to be done "in a timely fashion," whatever that ends up meaning. They can also decide not to publish your article. It would be more reasonable for them not to pay you the full fee only if the article, after at least one requested rewrite, was unprofessionally written or off the originally assigned topic.


• Rights They want FNASR to start for 90 days after the intended issue date listed at the top of the contract. That means if they don't use it by then, you get it back. Unfortunately, that would probably mean that they wouldn't publish it and you wouldn't get the full fee. They also want a perpetual, non-exclusive license to display, print, and distribute the article, including keeping it in web sites and putting it in an online archive or database (which probably means the database services). The right is transferable, so they can technically allow someone else to do the same, and I suspect that could be structured so they transfered the license for a given use, then it gets transfered back again, so they could effectively resell your piece.


• Representations and Warranties There are various warranties. The one about that the article does not "infringe any copyright, trademark, or proprietary right, violate any right of privacy, or contain libelous material" is overly broad, particularly as the contract is not explicitly construed under the laws of a specific state, and many of these issues can vary widely from one state to the next. Also, the section includes indemnification for any breach or alleged breach, which means if someone claims you've done something, you're on the financial hook. That last part is a deal killer for me.


• Payment You get paid 45 days after submitting an invoice.


• Contractual Relationship You're a contractor, not an employee.


• Sole Agreement These are the conditions and a note from your editor or any other assurance does nothing to change anything.