What Do You Think of My Draft Copyright Notice?

My book The Structure of M&A Contracts will be published in two or three weeks. I’m currently torturing West with comments on the page proofs.

The final bit of text that I have to prepare is the copyright notice. Here’s what it would look like if I were to base it on West’s standard copyright notice:

Copyright © 2010 Kenneth A. Adams, All rights reserved.

Copyright law prohibits the reproduction or transmission in any form or by any means, whether mechanical, photographic or electronic, of any portion of this publication without the express permission of Kenneth A. Adams.

Kenneth A. Adams hereby consents to the copying of the Table of Contents ONLY of this publication for internal or personal use provided (1) copies of the Table of Contents are distributed at no cost, and (2) proper notice of copyright is affixed to each copy. This consent does not extend to any other kind of copying, such as copying any portion of this publication other than the Table of Contents for internal purposes, or for creating new collective works for resale.

All requests for permission to make copies of all or any part of this publication, other than the Table of Contents, should be addressed to:

But I can’t resist tinkering with prose. And given that The Structure of M&A Contracts will be available only as a PDF file, I thought it might be appropriate to have the copyright notice reflect the greater risk of illicit copying. So here’s what I came up with:

Copyright © 2010 Kenneth A. Adams

Copyright law prohibits you from reproducing or transmitting, whether by mechanical, photographic, or electronic means, any portion of this publication without the permission of Kenneth A. Adams.

Because this publication is available only as a Portable Document Format (PDF) file, it would be a simple matter for any purchaser to disseminate copies widely. But just as distributing photocopies of a book would violate copyright, it would be against the law for anyone who purchases this publication to forward it to anyone else without the copyright holder’s permission. And pilfering content makes it harder for authors and publishers to develop and distribute original works. This publication is readily available at a modest price—there’s no justification for illicit copying.

Kenneth A. Adams hereby consents to your copying and distributing free of charge this publication’s table of contents.

Direct any requests for permission to copy all or part of this publication (other than the table of contents) to Kenneth A. Adams. His contact information is as follows:

Would my version serve any purpose, or would I just sound like a scold?

By the way, I enjoyed omitting “All rights reserved” from my version. I always thought it sounded pointless; apparently I was right.

About the author

Ken Adams is the leading authority on how to say clearly whatever you want to say in a contract. He’s author of A Manual of Style for Contract Drafting, and he offers online and in-person training around the world. He’s also chief content officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to assist with review of contracts.

12 thoughts on “What Do You Think of My Draft Copyright Notice?”

  1. Ken,

    >> Copyright © 2010 Kenneth A. Adams

    Officially, either “Copyright” or “©” is sufficient, but it’s standard (and reasonable) to use both. See 17 USC 401(b) http://www.law.cornell.edu/uscode/html/uscode17/u

    >>Copyright law prohibits you from reproducing or transmitting, ….

    Yeah, go ahead, blame copyright law for your decision not to give away your work. ;-) A kinder way to say this without making “copyright law” the actor is, “You may not copy this publication by any means or for any reason without the prior written permission of Kenneth A. Adams.”

    If you want to be kinder to buyers who are worried about data corruption, you could say, “You may make [one copy | copies] for back-up or archival purposes, but you may not make or provide any copies of this publication to anyone else without the prior written permission of Kenneth A. Adams.”

    >>Because this publication is available only as a Portable Document Format (PDF) file, ….

    I like that you compared digital copies to hard copies, even though younger buyers/readers may consider the comparison superfluous as they have grown up with digital works. I also like the reference to “illicit copying” as it does not try to prevent the making of copies permitted under the fair use provisions.

    >>Kenneth A. Adams hereby consents to your copying and distributing free of charge this publication’s table of contents.

    >>Direct any requests for permission to copy all or part of this publication (other than the table of contents) to Kenneth A. Adams. His contact information is as follows:

    These two paragraphs work for me. Clear, simple and direct.

    By the way, don’t forget to file your copyright application. ;-)

    All the best,

    Fred Wilf

    Reply
  2. Ken, If I have understood your comments correctly, the book will be published as an electronic file (sent by email to the purchaser or supplied on a disc?) and not as a hard copy paper product. In some ways, this is closer to the supply of software than traditional book publishing, and raises a number of legal issues, including those below.

    1. I am guessing that a copy may be made by the user's computer when the electronic file is read. Will a copy also be made when the purchaser saves the pdf on his computer? Will copies be made when the computer runs a daily back-up of data? Is the purchaser allowed to print out the pdf? How many times? Typical wording for software licences, that allows copies to be made by the user's computer, may be a more appropriate starting point than the absolute ban on copying set out in your publisher's template wording.
    2. Clarity that the purchaser is not allowed to scan the print out back into a computer or convert the pdf into a Word (or other format) file [but this may be impossible technically?]
    3. Does the pdf include any recommended contract language? Is the user allowed to use this wording in their documents?
    4. Can the table of contents be extracted from the pdf file and pasted into a separate document? The references in your wording seem to assume they can; otherwise the references seem pointless.

    Were you based in the EU, I would suggest adding an assertion of moral rights (as some moral rights have to be asserted), but I am guessing (without checking) that this may not be relevant to an author based in the US. In the context of a UK author this wording might be "Kenneth A Adams has asserted his legal right to be identified as the author of this work."

    Reply
  3. Ken,

    I look forward to reading (after purchasing) your new book.

    I don't find anything objectionable about your copyright notice. But I would not be surprised if others were to pilfer if for use on their publications.

    I applaud you for your for your bold step in omitting "All rights reserved." The notice is unnecessary, but it was not always pointless. "All rights reserved" were (by your definition) "magic words" at one time. Under the Buenos Aires Convention of 1910 (a copyright treaty signed by countries in North, Central and South America) the copyright in a work created in one member country would be recognized in another member country only if the work included a notice of a reservation of rights. All of the Buenos Aires Convention member countries are now party to the Berne Convention for the Protection of Literary and Artistic Works, which specifies that member countries must recognize the copyright in works created in other member countries, regardless of any copyright notice.

    Best,

    Ned Barlas

    Reply
  4. On the "finger-wagging" paragraph, I think the tone could end up alienating customers – the last thing you want as, realistically, they will never be caught copying your work. Maybe you could just point out, at the end of paragraph 2, that forwarding copies by email is covered by the previous wording and therefore prohibited? It would make the same point, but in a neutral tone.

    As Mark Anderson noted, your customers will want to print the document, and will want to do so more than once for their own use. Restrictions on that would seem unreasonable to the customer. You could allow people to print as often as they want for their own purposes, but say that such copies cannot be circulated?

    Finally, on excluding "express" before "permission" in paragraph 2 – is there any case law suggesting that permission can be given impliedly? (I have no idea if there is or not, but would be interested to know.)

    Also, great work on omitting "All rights reserved." Another one bites the dust!

    Reply
  5. I would say this:

    Copyright 2010, Kenneth A. Adams.

    Copies of this book may be purchased at http://www.xxxxxx.com.

    You may copy and distribute the Table of Contents of this work without charge, as long as you include the above notice of copyright. You may not otherwise copy or distribute any part of this work without the author’s permission, except as permitted by copyright law.

    Inquiries regarding other uses of the work should be directed to the author at. . .

    I would suggest putting the notice on the front page — you’re dealing with a bunch of lawyers, so I think your biggest concern should be just asking them not to forward your book the same way they might forward other documents. If you put it on the second page, they may miss the request.

    Reply
  6. "Kenneth A. Adams hereby consents to your copying and distributing free of charge this publication’s table of contents." sounds backward. What about: "You may copy and distribute the table of contents of this publication free of charge." and then "sign" the notice with your name, so it is clear that this represents your consent, ref the first para of the notice. Also the first para is strictly speaking not correct as some copying/distribution is allowed under the law(e.g. fair use). I would add a reference to such permissible use to the text.

    Reply

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