Flaw in Associated Content
By Amy
@artemis432 (7474)
Abernathy, Texas
September 5, 2007 10:32pm CST
I just signed up for Associated Content - I like the 20 per article - or up to - although its not great, since I tend to procrastinate about sending my work anywhere this is a good alternative for now. Did anyone read the legal agreement they signed though - they own absolutely all rights and if they resell they owe no royalty. If they own it I suppose we couldn't sell elsewhere if offered more money.
INDEPENDENT CONTRACTOR/LICENSE AGREEMENT
This Agreement specifies the terms and conditions governing the relationship between Company and the approved Content Producer, whereby Content Producer, as an independent contractor of Company, has provided or will provide certain Works (as defined in Section 1, below) for which Company shall have an option to acquire a worldwide, perpetual, fully-paid up, royalty-free, transferable right and license to edit, publish and use the Work (as further described in Section 2(d), below). ROYALTY FREE - YOU GET NOTHING IF THEY GET A LOT FROM YOUR ARTICLE - LICENSE TO EDIT - THEY CAN CHANGE YOUR ARTICLE!
NOW THEREFORE, in consideration of the mutual promises and covenants herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
1. Definitions. In addition to the terms defined elsewhere in this Agreement, the following terms shall have the meanings set forth below: "IP Rights" means all forms of intellectual property rights and protections throughout the world, whether currently existing - CURRENTLY EXISTING - THEY OWN EVEN IF YOU'VE PUBLISHED IT ELSEWHERE - or hereafter developed or acquired and whether now known or hereafter recognized, including all right, title and interest arising under United States or foreign common or statutory law in and to all: (a) patents and all filed, pending or potential applications for patents, including any patent disclosure, reissue, reexamination, division, continuation or continuation-in-part applications throughout the world now or hereafter filed; (b) trade secret rights, know-how, technical information, rights in databases, rights to confidential or other proprietary information and equivalent rights; (c) copyrights, copyright registrations, design registrations and applications therefor, moral rights, other literary property or authors' rights, whether or not protected by copyright or as a mask work; and (d) proprietary indicia, trademarks, service marks, trade names, trade dress, logos, symbols, domain names, logos and/or brand names and all goodwill associated therewith.
"Moral Rights" means any rights to claim authorship of any Work, to object to or prevent any modification of any Work, to withdraw from circulation or control the publication or distribution of any Work, and any similar right, existing under judicial or statutory law of any country in the world, or under any treaty, regardless of whether or not such right is called or generally referred to as a "moral right."
"Related Parties" means any owner, parent, partner, affiliate, subsidiary, supplier, subcontractor, shareholder, director, officer, hired or leased employee or worker, agent, representative or permitted assignee or successor of Company or Content Producer, as the case may be and as context requires.
"Taxes" means any sales, value added, use and/or other applicable taxes, as well as any duties or other charges imposed on or related to the provision of the Services or the payments provided under this Agreement.
"Work" means any deliverables, technology, designs, articles, written expressions, materials, content, graphics, data, information, images, photographs, art, illustrations, animations, video, audio, or audio/visual work, music, text, and/or any works of authorship that Content Producer (or Content Producer's authorized employees, subcontractors or agents) may conceive of, create or develop prior to or in the course of performing the Services for Company, whether or not eligible for patent, copyright, trademark, trade secret, or other legal protection.
2. Services; Option to License Works.
(a) Services. During the term of this Agreement, Content Producer shall create and submit to Company from time to time, for Company's consideration, original, thought provoking, multi-format Works ("Services"). Content Producer's Services may also consist of submitting to Company, during the term of this Agreement and for Company's consideration, Works that were conceived of, created or developed by Content Producer prior to the effective date of this Agreement.
(b) Submission Procedure. The Works shall be submitted for Company's consideration via this interactive computer service and web site using Company's proprietary computer program and software application known as the "Associated Content Publishing Technologies," pursuant to the terms and conditions set forth in the End User License Agreement, which is incorporated herein by reference. The frequency of the submissions by Content Producer shall be determined at Content Producer's sole discretion.
(c) Option. Content Producer hereby grants Company an option to acquire a worldwide, perpetual, fully-paid up, royalty-free, transferable right and license to edit, publish and use any Works (as further described in Section 2(d), below) submitted by or on behalf of Content Producer to Company hereunder ("Option"). In connection with such Option, Content Producer hereby grants Company a fully-paid up, royalty-free right and license to reproduce, display, distribute, perform, transmit, disclose and use such Works for learning about, evaluating, and considering such Works. Upon receipt of any Work submitted by or on behalf of Content Producer hereunder, Company shall have five (5) business days (or such other time period as the parties may mutually agree) within which to notify Content Producer (which notice may be in e-mail form) of its intention to exercise or decline its Option ("Option Period"), provided that if Company is unable to notify Content Producer due to an error in the contact information provided by Content Producer, the Option Period shall be extended until Company, using good faith efforts, is actually able to contact Content Producer. Upon receipt of Company's notice to exercise its Option, Content Producer shall offer Company the opportunity to acquire a worldwide, perpetual, fully-paid up, royalty-free, transferable right and license to edit, publish, disclose and use the submitted Work (as further described in Section 2(d), below) ("Rights Grant"), at either (i) a one-time price to be mutually agreed upon between Company and Content Producer, or (ii) no cost to Company but with proper attribution to Content Producer, Content Producer acknowledging that such Rights Grant represents a unique and valuable online publishing opportunity for Content Producer (in either such case, the "Rights Grant Consideration"). The type of Rights Grant Consideration shall be designated and identified in the Application submitted by Content Producer in connection with each submitted Work. If within five (5) business days thereafter (or such longer period of time as the parties may mutually agree), the parties are unable in good faith to mutually agree upon the Rights Grant Consideration, no Rights Grant shall be deemed to have occurred and Content Producer shall be free to dispose of the submitted Work elsewhere without restriction hereunder. This Agreement and any writing (which may be in e-mail form) regarding the Rights Grant Consideration shall be construed as consistent with one another whenever possible; provided, however, that notwithstanding anything herein to the contrary, in the event of any conflict between any of the terms and conditions of this Agreement, on the one hand, and any such writing, on the other hand, this Agreement shall prevail, unless the conflicting or additional term of such writing expressly states otherwise and is executed by Content Producer and a duly authorized officer of Company.
(d) License Grant. Upon any Rights Grant, Content Producer hereby irrevocably (i) grants to Company a worldwide, perpetual, fully-paid up, royalty-free, transferable right and license, with right to sublicense, to reproduce, publicly display, distribute, and perform, transmit, edit, modify, create derivatives works of, publish, sell, exploit, use, and dispose of such Work for any purpose and in all forms and all media whether now known or to become known in the future, the right to retain all revenue and income derived therefrom, and any and all other related rights of whatever kind or nature; and (ii) waives and agrees never to assert any and all Moral Rights Content Producer may have in or with respect to any such Work in connection with Company's use thereof, even after termination of this Agreement (hereinafter, the grants described in subsections (i) and (ii) above are referred to as the "License"). The License shall be either (A) exclusive, or (B) non-exclusive, as designated and identified in the Application submitted by Content Producer in connection with such Work.
(e) Further Cooperation. Upon any Rights Grant, Content Producer, at the request of Company or its counsel, and at no additional charge, shall execute, acknowledge and deliver any and all documents or instruments that Company may determine necessary, in its reasonable discretion, to carry out the intent of this Agreement and the License; provided, however, this Agreement and the License shall be effective regardless of whether any such additional documents are executed. In the event Company is unable for any reason, after reasonable effort, to secure Content Producer's signature on any document needed in connection with the actions or grants specified herein, Grantor hereby irrevocably designates and appoints Company and its duly authorized officers and agents as his agent and attorney in fact, which appointmen
3 people like this
6 responses
@Perspectives (7131)
• Canada
6 Sep 07
Wow...do I appreciate you posting this...thank you so much! I signed up awhile back but didn't submit anything. Now you have made me see that it might not be a good idea to do so..with that clause about owning the material outright with no royalties paid. Big flashing warning sign there for me. I am a professional writer anyway..and I am very protective of my right...and about how much I will allow any paper or magazine to 'own' of my material.
The most I will agree to is a 60 day...exclusive on stories...but after that I take my rights back and resubmit my ideas elsewhere. I am planning to publish my autobiography...and I will have a lawyer look after my interests on that one.
Writer's have to be extremely vigilant and I am truly grateful that you posted this for anyone considering AC...or any other site like this. Good job...and continued success in your writing goals.
Raia
@pyewacket (43903)
• United States
6 Sep 07
Since I'm a writer too, I was concerned, but this actually has to do with any article that you submit as an exclusive for AC and for upfront payment for any article and yes they will "own" it---If you decide to submit any article or poem/story for non-exclusive and non-payment, however, you still retain all the rights and are free to publish elsewhere--Since most of my articles aren't ones that I cry over about rights, I really don't care about the rights business...Its not like I'm going to publish them elsewhere and they're pretty generic in subjects. As for my short stories...now that is a different ballgame all together..those I protect with my life!! LOL
1 person likes this
@artemis432 (7474)
• Abernathy, Texas
6 Sep 07
Raia, can't wait for that autobiography. Everything I write has a potential to go into something else. Plus, as I say, if they wind up making more from it - we don't see a dime. I actually have only collected my writing and although this year I will start publishing so I can go for the NEA award and I will be entering the free, Writer's of the Future contest with a sci-fi story I have (they take sci-fi and fantasy as submissions) I'm a writer but not a "professional writer" , so you actually have even more to lose then I do.
I'm not sure what you mean when you say, "The most I will agree to is 60 a day...exclusive on stories..." Do you refer to pay and do you not take more then 60 dollars then?
No problem about me posting, if there are those who don't put too much into their writing - its great! If you could get that maximum $20 it be great. Not so great if you really want to professional then its better as I think the next person says - to post it somewhere that doesn't take the rights - for free. In the agreement - I didn't see any differentiation between the submitting an article for free or pay as far as rights.
Maybe if I take a few minutes to a half hour to type out a fluff article two or three times a week, I might consider it.
I think I'd consider one time rights or even full - if I got paid well enough. You never if some fluffy thing you create will do well. Has anyone has read the Blue Mountain Arts story - a couple sold cards out of the back of their pick up camper where they actually lived. Although today they are a multi-billion dollar industry - they've had to go through lawsuits. One day, Susan Schultz was in the store and saw, within Hallmark's line of cards - her cards - several.
In the same vein, if someone, likely not Hallmark in light of this and other things, offered to buy my card line, which is expansive, I would consider if it was enough. I would never sell it piecemeal - even for five hundred each. I have too many to give away rights....
Happy mylotting Perspectives!
1 person likes this
@artemis432 (7474)
• Abernathy, Texas
6 Sep 07
Raia, can't wait for that autobiography. Everything I write has a potential to go into something else. Plus, as I say, if they wind up making more from it - we don't see a dime. I actually have only collected my writing and although this year I will start publishing so I can go for the NEA award and I will be entering the free, Writer's of the Future contest with a sci-fi story I have (they take sci-fi and fantasy as submissions) I'm a writer but not a "professional writer" , so you actually have even more to lose then I do.
I'm not sure what you mean when you say, "The most I will agree to is 60 a day...exclusive on stories..." Do you refer to pay and do you not take more then 60 dollars then?
No problem about me posting, if there are those who don't put too much into their writing - its great! If you could get that maximum $20 it be great. Not so great if you really want to professional then its better as I think the next person says - to post it somewhere that doesn't take the rights - for free. In the agreement - I didn't see any differentiation between the submitting an article for free or pay as far as rights.
Maybe if I take a few minutes to a half hour to type out a fluff article two or three times a week, I might consider it.
I think I'd consider one time rights or even full - if I got paid well enough. You never if some fluffy thing you create will do well. Has anyone has read the Blue Mountain Arts story - a couple sold cards out of the back of their pick up camper where they actually lived. Although today they are a multi-billion dollar industry - they've had to go through lawsuits. One day, Susan Schultz was in the store and saw, within Hallmark's line of cards - her cards - several.
In the same vein, if someone, likely not Hallmark in light of this and other things, offered to buy my card line, which is expansive, I would consider if it was enough. I would never sell it piecemeal - even for five hundred each. I have too many to give away rights....
Happy mylotting Perspectives!
1 person likes this

@dpk262006 (58679)
• Delhi, India
7 Sep 07
I understand that you are going to 'write some articles' for someone? Is not it?
I am sorry if I understood your discussion otherwise.
@artemis432 (7474)
• Abernathy, Texas
7 Sep 07
I am considering it but the point of the discussion is that when you sign up for Associated Content you agree that if they buy your article they own all rights and can resell without having to give you more money. Have a great day deepak.
1 person likes this

@suspenseful (40192)
• Canada
7 Sep 07
I submitted one article to Associated Content as non-exclusive. I figured since it takes me a while to figure out what to write, then it is better to put it on as many sites as I can, but since I have difficulty understanding lawyer talk, I will probably go elsewhere. It is unfortunate because I am a novel rather than an article writer, and will not get paid until I finished my novel and found an agent to submit it to. I guess the only places I can write for money is here and at Yuwie.
1 person likes this
@artemis432 (7474)
• Abernathy, Texas
7 Sep 07
I will definitely have to explore more - to me the fact that before even signing up with Associated Content - you have to agree to give them all rights is fishy.
@craftcatcher (3699)
• United States
6 Sep 07
This is why I don't have an account with them or another other pay site. You basically lose all rights to anything you publish with them. I am not willing to give up my rights for a few bucks for an article that later could be worth a couple hundred. The trade off just isn't worth it to me.
I'm no great writer or anything but when I do write I'll do it on a blog or website and keep my rights.
1 person likes this
@artemis432 (7474)
• Abernathy, Texas
6 Sep 07
I think that's great - and if you blog it - it will be dated and thus copywritten. Its still good as you likely know, to mail yourself any work you realy want to protect - and not open it. And you could send it to the copyright office - for a small fee - but this doesn't copyright it as they explain but it does register it.
@artemis432 (7474)
• Abernathy, Texas
6 Sep 07
It is D especially I would encourage people to look at!
@pyewacket (43903)
• United States
6 Sep 07
I gave a rather lengthy response to Perspectives reply about the rights issues...The articles that I write for AC are pretty generic ones, and frankly I'm not bothered if they own all the rights to them...this is only if you decide to publish the article as for payment and exclusive to AC only--so it makes sense that in many ways that article is then theirs forever...and they can do what they want with it. For anything I don't want as AC "property" I submit as non-exclusive and for no payment, then I am free not to only publish it elsewhere but I retain all the rights to it. As I mentioned to Perspectives the articles I write are pretty generic so I'm not in a dither about it...But my short story writing, well that's another story (no pun intended) and guard with my soul and life--LOL
1 person likes this
@pyewacket (43903)
• United States
6 Sep 07
Oh as a PS---that is why I haven't gotten suckered into the MicroStock Royalty Free Photo Stock Websites...no way am I going to sell my photo work as royalty free and just get pennies for my work...as a pro photographer, my work is worth more than 25 cents
1 person likes this
@artemis432 (7474)
• Abernathy, Texas
6 Sep 07
pyewacket, great if you don't care about the piece, but it actually doesn't make sense that they own it just because they publish it, most pubication and magazines and such don't own it - or they own what's known as first time rights - and these vary - sometimes they're world wide sometimes first time north american rights. They own full rights and can use it again and again for royalties.
BTW, quick aside, I still have yet to go to look up your poetry but plan too, I have a feeling you're a very good writer. I was just busy yesterday - and me and the baby slept for about four hours, still dealing with my mom and her tumours.
@scarywhitegirl (2766)
• United States
6 Sep 07
You do have the option on AC to sell your stuff to them non-exclusive, which means that you can republish it elsewhere. I have started doing this with a lot of my articles recently, especially my Etsy seller profiles, as I publish all of those on my blog as well. In that case, I'm trying to increase the potential exposure for the sellers that I profile, so I want those articles to be as many places as possible.
With my other (earlier) articles, I wasn't so worried about getting them extensive exposure, so I did those as exclusive. Looking back on it, I wish I had published some of them as non-exclusive, as I've joined a lot of other sites now where I could have published them, but ah well. You live and you learn.
1 person likes this
@artemis432 (7474)
• Abernathy, Texas
6 Sep 07
If you can sell it non-exlusive - why this agreement you have to - agree to - before even signing up with them.







