Amazon Kindle Contract Review and Annotation (2009)

Kindleby members of the Contract Committee

This .pdf document is an annotation of the Amazon Kindle contract as it was posted on Amazon’s Web site (downloaded in February, 2008). Members of the SFWA Contract Committee compiled these annotations solely as an educational service to SFWA members. It is not legal advice and may not be relied on as such.

Our annotations consist of yellow-highlighting particular passages, then describing issues raised by the passage (using blue indented text). In a few cases we present new language (in blue highlight) that is relevant to an issue we raise.

We welcome comments or suggestions, particularly if Amazon amends the Kindle contract.

5 Responses

  1. Celia

    From the contract:

    “(e) use, reproduce, adapt, modify, and create derivative works of any metadata that you submit as
    part of your Application for the purpose of improving categorization, recommendations,
    personalization features and other features of any Amazon Properties; and

    It seems clear that the intent of this section is benign – to add “if you liked this, you’ll like that” searches – but phrases like ‘personalization features and other features’ are awfully open-ended. Suppose somebody downloads your book, photoshops the images, and writes offensive but wildly popular slash fiction using your characters. Can that person do so? Can you sue said person? Can you prevent yourself from being sued by a libeled third party? ”

    This annotation makes no sense to me at all, given standard definitions of metadata. Does Amazon consider book covers part of the metadata?

  2. CEPetit

    Speaking for me, and not for the Committee:

    Unfortunately, the law does not recognize any “standard definitions of metadata” at this time. In fact, there is considerable litigation going on regarding what that term means, particularly in the context of withholding and inspection of work product and privileged documents in a wide variety of contexts.

    As a specific example, some “metadata” at issue might tend to disclose the identity of person(s) who provide advice to authors who “submit… Applications,” which in turn could easily be misused to everyone’s detriment. There simply is no reason to allow Amazon to, hypothetically, build up a list of my clients and create and potentially publish a chart (a “derivative work”) showing who I have advised to reject certain terms in the Kindle contract. This is, unfortunately, not an entirely hypothetical concern, as publicizing my association with certain authors could harm their business interests due to existing conflicts between me and A Certain Publisher who refuses to communicate with me (fortunately, not in speculative fiction!).

    The point of the objection is that this is just too damned vague and open-ended, and constitutes a blanket license of exactly the kind SFWA has opposed over the years.

  3. Michael Capobianco

    I was not on the Committee, but I asked them to do this work and was involved in the final product.

    I do think that the hypothetical the committee used was a bit far afield, but for me, it’s “create derivative works” that is the is the kicker here, especially taken in the context of the lack of definition of “metadata,” although that’s troubling, too.

    If we assume that the “metadata” referred to is solely the information required to submit a file to Kindle, that includes a description of the work and a cover image, as well as various other basic items like author name, isbn, publisher, etc. The troubling part is granting almost unlimited rights to make derivative works from the description and cover picture for the use of “improving” “other” (undefined) “features of any Amazon Properties.”

    I’m glad you’ve taken the time to read this analysis with a critical eye. It’s exactly that kind of careful reading that we’re hoping authors will dp to their contracts before they sign them.

  4. CEPetit

    One clarification: Although I was/am on the Committee, and participated in the markup of that version of the Kindle contract, the hypothetical I stated above was not considered by the Committee. It is, instead, an example of just how poorly drafted the Kindle contract really is.

  5. plausible deniability

    Thanks for putting this on the web. I would like to see a contract that didn’t put the author at the mercy of the big guy and his legal team. Is there such a document? Has anyone been able to successfully use the mod’s suggested with Amazon?
    I like the idea of Kindle but I don’t want to give away the store. I appreciate the efforts of the committee to educate the community. pd.