When negotiating a publishing deal, it is common to encounter both a short form agreement and a long form agreement. The reason for this is that parties want to negotiate the key commercial terms before negotiating the fine print of a publishing contract. Understanding the differences (and the risks of signing too quickly) is essential for developers.
What are short form and long form agreements?
The short form agreement is the result of a high-level negotiation of the video game publishing agreement. It does not include all relevant legal details, but rather a snapshot of the contract. The purpose of the short form agreement is to assess whether the developer and the publisher are actually on the same page regarding the core commercial elements of the deal. Whether a short form agreement is binding, depends on the content of the agreement.
The long form agreement is the full and detailed video game publishing agreement. It contains all the legal clauses which govern the relationship between the developer and publisher.
Why use a short form agreement?
Contract negotiations can take quite a lot of time. Therefore, it can be in the best interest of both parties to check whether they actually agree on the key terms of a collaboration, such as the development funding, the revenue share and the platforms on which the game will be released.
Additionally, there can also be some practical reasons to already agree on a short form agreement, so that parties can low-key start working together while they iron out the more detailed agreement.
Points of attention when using short form agreements
Signing too quickly can weaken your position
There have been many situations where a developer signs the short form pretty quickly, especially in case it is presented as non-binding. Whether a short form agreement is non-binding or not, depends entirely on the contract language.
However, even if the short form agreement is truly non-binding, signing too casually can weaken your negotiation position. We have seen many instances where a developer wanted to renegotiate something that was included in the short form agreement, which lead to a lot of discussion and frustration from the publisher.
Ensure short form terms carry over into the definitive agreement
It is important to ensure that the short form terms carry over into the definitive agreement. This sounds pretty self-explanatory, but this is especially important in case the long form agreement includes an ‘entire agreement clause’.
This is a clause which essentially says: “this agreement replaces all other oral and written agreements we have made before this agreement with regards to the same topic”.
As a result, the short form agreement is essentially replaced and no longer relevant. In case some parts of the short form agreement have been forgotten, this means that you can’t enforce those parts anymore.
Before you sign: summary and next steps
Short form agreements are useful tools for aligning on the key commercial terms before drafting the full contract. But developers should not treat them casually. Even if labeled as “non-binding,” short forms can shape negotiations and limit your flexibility later. Always ensure that important terms are carried into the long form, especially when entire agreement clauses apply.