What should a Publishing Agreement include under Thai law?

1. Definitions and Interpretation
2. Grant of Rights
3. Delivery and Acceptance of the Manuscript
4. Editing, Title, Cover and Proofs
5. Publication and Marketing
6. Advance
7. Royalties
8. Accounts and Payment
9. Audiobook
10. Author's Warranties
11. Indemnity and Liability
12. Credit and Moral Rights
13. Out of Print and Reversion of Rights
14. Termination
15. Force Majeure
16. Confidentiality and Personal Data
17. Notices
18. Governing Law and Disputes
19. General

• The Author keeps the copyright and grants the Publisher an exclusive licence for … years from first publication, in …, in print and e-book and audiobook (Clause 2.1). Film, TV, games and merchandise stay with the Author (Clause 2.2).
• If the Publisher wants to own the copyright outright, a separate written transfer signed by both Parties is needed, and it must state its duration — under the Copyright Act B.E. 2537 (1994), a transfer without a stated duration is treated as a transfer for 10 years (section 17).

• No stamp duty is payable. A publishing agreement is not listed in the Stamp Duty Schedule of the Thai Revenue Code.
• Advances and royalties are income from copyright for Thai tax purposes. How much the Publisher must withhold depends on whether the Author is an individual or a company, and whether the Author lives in Thailand or abroad; a double tax treaty may reduce the rate for a foreign Author. The Publisher should confirm the rate with an accountant before the first payment and give the Author the withholding tax certificate (Clause 8.4).
• A Thai Author registered for VAT adds VAT to the sums invoiced. Most individual authors are not registered.

• Manuscript delivery: … (Clause 3.1). If you will be late, tell the Publisher early and agree a new date in writing.
• The Publisher has 60 days to accept or ask for changes (Clause 3.2), and must publish within … months after acceptance (Clause 5.1).
• Royalty statements and payments: within 60 days after 30 June and 31 December each year (Clause 8.1).

• If the Publisher does not publish on time, the Author can give notice and the rights revert if the book is still not published within 60 days (Clause 5.1).
• After the first 24 months, if the book is unavailable or sells fewer than … copies in each of two consecutive half-years, the Author can ask for it to be reissued; if it is not reissued within 6 months, the rights revert (Clause 13). Keep every royalty statement — they are your evidence.
• Send notices in writing to the Publisher's email in this Agreement, and keep a copy.

• The Author reserves text and data mining and AI training rights (Clause 2.4), and the Publisher must pass that restriction on to distributors and platforms. The Publisher may not put the unpublished manuscript into AI tools that train on user content (Clause 16.1).
• Audiobook: a human narrator reads it, chosen after consulting the Author (Clause 9.1).the Author may narrate first, for a separate fee (Clause 9.1).a synthetic voice may be used only if listeners are told and the Author approves a sample (Clause 9.1). Nobody may clone the Author's or narrator's voice without consent (Clause 9.2). A narrator has performer's rights in the recording (Copyright Act section 44), so the Publisher needs a written agreement with the narrator.

• A publisher in Thailand must comply with the printing and publication rules, including sending copies to the National Library, and usually obtains an ISBN for each edition (Clause 5.4).
• Statements of fact about real people must be accurate and fair. Defamation is both a civil wrong and a criminal offence in Thailand, which is why the Author gives the warranties in Clause 10.1 and the Publisher may ask for legal changes (Clause 10.4).

• A company should sign through the director or directors authorised in its latest company affidavit or, for a foreign company, the equivalent document from its home country. Clause 19.5 allows electronic signatures and signed PDF copies.
• Keep the signed Agreement, Schedule 1, the delivered manuscript with its date, acceptance emails, royalty statements and payment slips.

• A Thai court works in Thai. A Party that relies on this Agreement, or on English emails, must file a Thai translation certified as accurate. Copyright disputes are heard by the Central Intellectual Property and International Trade Court.
• If the Publisher is abroad and has no assets in Thailand, a Thai judgment may be hard to enforce. The Advance paid up frontRegular half-yearly payments and the right to terminate for late accounts (Clause 14.1) are the Author's best protection.

Compiled from the notes that accompany the English contract templates on this site, published by Phuwara Krobtaku (ภูวรา ครอบตะคุ), Thai attorney-at-law, licence no. 477/2558. The short answer and summary at the top of this page are put together by the site from the template's clause headings and notes. Statutes are quoted only in the official Thai text: Thai is the only official language of Thai legislation, and an unofficial translation can mislead. Article registry OKC-561640. If you reuse this content, please credit the author and link to the original.