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Ask YC: Would you sign this if you were me?
15 points by PStamatiou on July 7, 2008 | hide | past | favorite | 29 comments
I was recently approached by a media agency looking to syndicate my blog's content, make it mobile friendly, find and put ads on it and revenue share with me. The term sheet is a bit daunting though. The highlights are:

I get 30% of adjusted gross advertising revenue.

"Initial term is one (1) year. Then, repeated one (1) year automatic renewals, unless Owner notifies [media agency] of non- renewal in writing. [media agency] will have a 30-day exclusive right of first negotiation after any termination, expiration or non- renewal. Owner will not have discussions or negotiations with any third party until 30 days of negotiation are complete." That was initially 2 years but I got them to work it down.

I only get paid if my amount payable exceeds $1000.. which I think will take a long time.

I have to put their logo and slogan on my site.

"Owner must ensure that factual assertions in the Internet Blog are true and that no content on or linked to by the Internet Blog will be obscene, pornographic, abusive, harassing, intimidating, deceitful, deceptive, offensive, or violate any law, or any right of any third party (including copyrights, trademarks, or trade secrets), or disparage [media agency] or its products or services."

I'm a bit wary about that one as they hold me liable for what I write about.

"Disclaimer and Limitation of Liability. [media agency] makes no representation or warranties express or implied and disclaims any implied warranty. In any case, [media agency]’s liability to Owner will be limited to $100."

Feedback greatly appreciated. Also, is Google okay with essentially duplicate content floating around elsewhere on the net? I thought this was a big no-no.




No.

They're asking for too much in exchange for too little.

If you're interested in the economics of pro blogging, read this about how Gawker pays its bloggers: http://www.radaronline.com/exclusives/2008/07/gawker-cuts-st...


What's the relevance between Gawker and his syndication deal?


It shows how much Gawker pays its bloggers per page view.

While the article implies the amount is small, it's still a number Paul can use as a baseline for comparison & negotiation.


It's not an equal comparison. These links are more relevant:

A post about blog syndication: http://blog.penelopetrunk.com/2007/01/17/make-money-from-you...

Another competing syndication network: http://www.blogburst.com/


Picky, picky.

Anyway, as create_account said, that was the idea...


Here are my thoughts on it:

Have you tried going to advertisers directly and failed? It seems like this would be the only way that they could benefit you. If you want money, direct advertising seems like the best way to go. The rest of the terms put you in their pocket, and if they can't give you numbers (based on your current numbers) of when you may or may not get to the $1k threshold (based on their other numbers), then can you really trust that you will in 'no time at all'?

It seems like and infomercial, all promise and no product..

You can sell ad-space, or sell blog-posts (you already do some great reviews)


>>> You can sell ad-space, or sell blog-posts (you already do some great reviews)

As I understand it, he could sell ad-space anyway. They are offering to syndicate his content on another website and monetize it there...which is not mutually exclusive with selling ads himself on the original blog.

Only thing I would not agree with is the $1000 cap - there's a big risk of ending with nothing.


Ah, Thanks. That's not how I understood the OP, if that's the deal, and he still has full ad-control over his website and RSS..it's worth a second look at least.

I'd still want some sort of estimate of their expected timeframes..If they can't give you that, then you're an early adopter, and you should get better terms.


You'll never get paid. If you figure they can sell ads on your content at a $2 CPM (which is generous), then you'll need $1000/$2/0.3*1000 (or 1.67e6) page views to get paid and that ain't gonna happen.


If I understand it correctly, what they want is to continuously copy your content to their website, making money out of it and give you 30% back? I think that isn't a bad deal, provided you can place any ads on your original blog. Is that true? Because then I see it basically as an additional income.

What I would worry about is the $1000 cap. If they give you 30%, it means that they need to make at least $3333 from it - and making such number from a blog is not easy. So you may really wait a long time, in which case it might not be worth it. IMHO reasonable cap is $100.


I ended up declining. Thanks for your help guys!


start at the beginning: you don't say what you want to get out of your blog. fame? a job? money? a place to play? an audience?

if you've figured that out, there's an easy answer to whether you should sign this deal or not.

my 2c: you'll make a lot more because of your (great) blog than with it. a blog is one place you can truly be yourself and have control - do you want cede some control of your online personal brand to another party for a few thousand bucks?


I'm just looking for some spare cash to deal with credit card bills, rent and so on.


Dont do it. I dont think the returns are high for the caliber of your blog. I think you should be able to find a deal much better then that and with much higher returns. As others are saying you tell them exactly what deal you want. Dont accept their offer. Now I know i would be lost as to what to ask them so you should consult someone who is already running a profitable blog.


If they approached you, you have the ball. Feel free to walk away.


Can't you just use a wordpress plugin to make your content available for mobile phones? What is this company providing beyond ad sales that it deserves such control. I'd run the other way


They host the mobile friendly site on a 3 letter domain along with other such syndicated content. I think the big thing is just that they find advertisers, but is that worth agreeing to these terms?


No.


Paul, this is pretty common legal language. I've seen a number of deals like this. As others have said, though, don't do it. You can probably come up with something much better.


My advice: if you're the least bit squeamish, don't sign. Better yet, procrastinate on it for a few days and see if your thoughts change. Who knows - they may get antsy and start writing back with more info.

I do that - it's, "The Art of Decision Making by Procrastination" lol. I figure that if, after a week's time, I still want to do it, I should do it.


yeah i've procrastinated for about a week, and decided to get your opinions here. I could go either way but I feel like they would get more out of me than I would get out of them and I don't like being a means to an end.


Comparing it to the Internet TV world, 30% revenue share seems awfully low. Hulu, for instance, passes about 70% of its ad revenue on to the content owner (i.e. you).

If they won't negotiate on the other terms then definitely get a better deal on the revenue share.


No. The terms are unfavourable with too many escape clauses, and you should try to moneytize the blog on your own first (adsense/adverts/etc) to try and establish its market value/worth.


Try to negotiate that $1000 threshold down.

Better yet, try and negotiate an advance on ad revenue.

Do you currently have any AdSense or Affiliate ad revenue?


I already tried to negotiate that:

"I’m sure with your fan base and the cross-pollination you will automatically receive form other blogs and content within [domain] you will reach our minimum threshold in no time whatsoever. Unfortunately this clause is a requirement as is by our CFO."


Get the advance of $1,000 if you're worried that it will take so long. If they're so confident they can get there, then you're fine. Standard book author terms - hooray for precedent that strengthens your position. Again, they think that their $1,000 is enough - but only you can decide that.

I have no comment on the "harshness" of the other T&C's.


If the content is going to be worth a large amount of money to them it seems like they would be willing to play ball on an advance. Them not being willing to budget on the issue might be a bad sign about how much they actually expect both you and them to make on the issue, and the fact that you can't sign any other deals would lock you into them for a year.

Is there any way to do a test, put up content for a week, see how it performs? Maybe $5000 + one year commitment upfront, or no advance, test content for a week, and decide whether to move forward after the one week test.


You have the whole rest of your life to sell out. You can afford to wait.


They say you can't link to anything "offensive"? That is a blanket clause that lets them say you have violated their terms whenever they want. It's also a wildly unreasonable restriction on your freedom.




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