No idea how to respond to all the positive support. Thank you #indiedev. I'm really glad this has sparked more conversation, and to to see a lot of comments from devs saying they'll approach publisher contracts a lot more cautiously now. Some questions/answers/thoughts ITT:

5:29 PM ยท Aug 14, 2021

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The most important takeaway for anyone seeing this as a one off is to look at all the other indies sharing "yeah, I've seen these kind of terms before." It is not one predatory company, it's an industry that leverages us taking the 'one bad apple' mentality. This IS the norm.
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> Half a mil is still half a mil, though! Ignoring that I could be made to repay it & more, most of that was for marketing, plus console/localization support and a sound designer. I would have gotten around 65k, spread across two years. Again, that's assuming I got to keep it.
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> They might have changed terms if you had pushed back... To save time, I went to the most problematic part (the breach terms). They weren't willing to change that, and weren't willing to acknowledge any other points I made. Negotiations wouldn't have changed my risk from there.
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> If you had an LLC you wouldn't have been liable for the debt! Not a structure in Canada, unfortunately. I'm just a sole proprietor, which doesn't confer the same separation of business/human responsibility.
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> Did you hire a lawyer? I took about 8 hours to go through, make notes, and cross-reference to understand myself. Yes, I had planned to hire a lawyer before signing IF it got that far, but it was so bad that obviously wasn't necessary.
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After a while there were so many red flags I stopped counting orange/yellow ones. I can imagine a lawyer would have been able to find way more than I did. Here's some random bonuses from skimming my notes:
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If *I* delay the project, I'm in breach and might have my life stripped away... but if *they* breach, I have the right to "seek" more time on milestones. The added time is not guaranteed and ofc not paid ๐Ÿ˜‡
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When I say breach of contract is easy, this is part of it too; they could delay things and choose not to extend milestone dates to put me in breach anyways. There's just so many levers of power that I would have to trust them not to lean on.
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One clause technically approves them to make DLC without me. I don't think they would have, but it's a sign the legal team was given direction to stack the cards. These days devs "get to" keep their IP, but "keep" has so many clauses that it's in name only. They still control it.
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There's also no timelines limiting me from any added unpaid work they can legally demand of me. Any time inside the 5-year license-renewing period I could be made to add DLC, or pay for them to make some.
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The license period itself only starts from launch, but launch is only something they need to "reasonably try" to do within 3 months of the final build submission, so the ball's still in their court on that front too.
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Marketing expenses are shared 50%/50%, which I don't think is great but is better than 100/0. The marketing expenses section is comically short compared to the rest: Two sentences, stating that A) expenses will exist and B) that I pay half. Nothing about their obligations.
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There's plenty of small stuff I could have gotten changed, like the careful omission around their royalty record-keeping that doesn't actually say they have to *share* those records - there was just no point fighting that battle when the war was well-lost off the jump.
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Another easy-breach clause: If they need me to confirm their treat the property as theirs in a legal battle, they can choose how long I have to respond. It literally says "a period deemed reasonable by the Publisher". Time periods NEED to be defined.
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Oh, and in addition to having to provide all game materials and source code per milestone submission (which, idk, seems fine? so many other problems I didn't check with mutuals), I also have to host all the source code and git project on a server of their choosing (ie. their own)
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> Lawyers are scum!! No - lawyers are regular people. These ones did a good job. They are hired to write exactly what the client requests, which was clearly complete immunity from risk. Lawyers shouldn't be an easy target that lets publishers off the hook.
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> They *definitely* knew they were screwing you! The scouts might have (maybe?) - I don't think the producers did. Either way, they don't write the contracts, and they don't have that kind of leverage. They aren't the people who set out to create that toxic arrangement.
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A few people made really good points ITT about how if the staff involved were replaced, I'd have no guarantee as to how the new people would treat me. That's really important. I think the producer I spoke the most with really wanted a fair deal for me - but it wasn't his call.
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One last tangent. The way these contracts are written is partially confusing in nature, and partially confusing by design. The termination clause implications are NOT immediately obvious. It's broken up, not shown sequentially, and requires basically mapping out for yourself.
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EG, 12.7b says they'd still have to pay all due royalties on termination - but a different clause elsewhere says no royalties would be due circumstantially, & there's different variations of clauses depending on circumstances that creates a matrix of outcomes under the surface.
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Not sure what more to say; conversation's moving too fast for me to keep up with but I appreciate all of you helping get the word out. The industry will ONLY change if devs stick together and push back on these terms ๐ŸŽฌ
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(publishers DMing me that you're glad you're not like that - read the room!! not the time and place buckeroos)
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