SigninG a Publishing Contract

8. Dispute resolution

Contracts usually have a section that describes how disputes will be handled. Publishers are rarely willing to negotiate on these clauses, but it’s good to understand what they say.  In general, your contract will either say that disputes will go to court, or it will say that disputes will go to arbitration. 

8A. Disputes to be resolved in court

If disputes are to be resolved in court, the main thing to establish is the place of jurisdiction. The publisher will usually choose either the place they are based, or if it is different, they might choose the place they are incorporated.

This Agreement is governed by the laws of the State of __________________ applicable to contracts executed and performed without reference to conflict of laws. Any disputes arising under this Agreement shall be subject exclusively to the jurisdiction of the state and/or federal courts having jurisdiction over ________________County. Each party will submit to the sole and exclusive jurisdiction of such courts in connection with any such dispute.

8B. Disputes to be resolved through arbitration

Arbitration is a private, confidential procedure for settling disputes that replaces going to court. If your contract says that things will go to court (as in section A above), you and the publisher could still agree to go to arbitration. The opposite is not true: if your contract says that disputes must go to arbitration, you are generally waiving your right to sue the publisher in court. (There may be some exceptions for publisher behavior that affects you beyond the scope of the contract, like sexual harassment.)


The American Arbitration Association and the World Intellectual Property Organization both have detailed rules that parties in dispute can follow for arbitration proceedings (AAA, WIPO). The contract language recommended by the AAA is: 

Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

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