Yiannopoulos V Simon & Schuster

FILED: NEW YORK COUNTY CLERK 07/07/2017 08:50 AM INDEX NO.
654668/2017
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 07/07/2017
SUPREME COURT OF THE STATE OF NEW YORK

COUNTY OF NEW YORK
---------------------------------------------------------------x Index No. __________
MILO YIANNOPOULOS, :
: SUMMONS
Plaintiff, :
:
-against- :
:
SIMON & SCHUSTER, INC., :
:
Defendant. :
---------------------------------------------------------------x
To the above-named Defendant:
YOU ARE HEREBY SUMMONED and required to serve upon Plaintiffs attorney an
answer to the Complaint in this action within twenty (20) days after the service of this Summons,
exclusive of the day of service, or within thirty (30) days after service is complete if this Summons
is not personally delivered to you within the State of New York. In case of your failure to answer,
judgment will be taken against you by default for the relief demanded in the Complaint.
The venue was designated based upon Defendants residence, pursuant to CPLR 503.
Dated: New York, New York MEISTER SEELIG & FEIN LLP
July 7, 2017
By:___/s/ Jeffrey P. Weingart ____________

Jeffrey P. Weingart, Esq.
Stephen B. Meister, Esq.
125 Park Avenue, 7th Floor
New York, New York 10017
Tel: (212) 655-3500
Attorneys for Plaintiff
1 of 83
FILED: NEW YORK COUNTY CLERK 07/07/2017 08:50 AM INDEX NO. 654668/2017
SUPREME COURT OF THE STATE OF NEW YORK

COUNTY OF NEW YORK
---------------------------------------------------------------x Index No. __________
MILO YIANNOPOULOS, :
: VERIFIED
Plaintiff, : COMPLAINT
:
-against- :
:
SIMON & SCHUSTER, INC., :
:
Defendant. :
---------------------------------------------------------------x
Plaintiff Milo Yiannopoulos (Yiannopoulos or Plaintiff), through his undersigned
counsel Meister Seelig & Fein LLP, as his Verified Complaint against Defendant Simon &
Schuster, Inc. (Simon & Schuster or Defendant), alleges, as to his own personal knowledge as
to facts within his knowledge, and upon information and belief as to the remaining allegations, as
follows:
NATURE OF THE ACTION
1. This action arises out of Simon & Schusters willful and opportunistic breach of its
contract with Yiannopoulos to publish his memoir entitled Dangerous.
2. Yiannopoulos, an outspoken and controversial columnist, blogger and free-speech
activist and a former editor at Breitbart News, entered into a written book-publishing contract
dated December 13, 2016 with Simon & Schuster under which Simon & Schuster agreed to publish
Dangerous.
3. However, rather than live up to the terms of its contract with Yiannopoulos to
publish Dangerous, and despite pre-orders projected to propel the book onto leading best-selling-
book lists, Simon & Schuster wrongfully, and in bad faith, terminated the contract with
Yiannopoulos in violation of its terms and cancelled Dangerous under pressure from authors,
2 of 83
bookselling accounts, business and special-interest groups, celebrities, and various other self-
appointed censors who disagreed with views expressed by Yiannopoulos.
4. Simon & Schuster canceled Dangerous based on the pretext that it was
unacceptable for publication despite having possessed and reviewed Yiannopouloss 80,000-
word Dangerous manuscript for two weeks prior to the company signing Yiannopouloss
publishing contract, and even though, just days before the cancellation, the Simon & Schuster
editor overseeing the books content had praised Yiannopouloss thorough and good work on
the manuscript.
5. In reality, Simon & Schuster, abruptly and without warning, informed
Yiannopouloss book agent that it was terminating Yiannopouloss agreement and canceling the
publication of Dangerous only hours after a news story broke that Breitbart News may be
dismissing Yiannopoulos in the wake of false and misleading reports that he had publicly
condoned pedophilia an accusation he has vociferously denied in social media postings, as well
as in the pages of Dangerous, which Yiannopoulos self-published on July 4, 2017.
6. As set forth in further detail below, Simon & Schusters termination of the
Yiannopoulos book contract had nothing to do with the content of the Dangerous manuscript, and
everything to do with the firestorm of controversy around Yiannopoulos, his well-known
reputation for political incorrectness, and Simon & Schusters announcement of plans to publish
his book.
7. While the book contract specifically describes Yiannopoulos as the outspoken and
controversial Breitbart columnist and blogger the prime motivation for Simon & Schuster to
sign him, with hopes of selling many copies of his book he apparently had become too
controversial for Simon & Schuster, leading the company to abandon him, to his detriment, in
-2-
3 of 83
violation of the parties contract. Simon & Schuster deliberately and opportunistically breached
the agreement to spare itself the economic harm from boycotts, protests and other threatened
actions which it perceived it would suffer in the absence of breaching the agreement.
8. The timing of Simon & Schusters termination of the agreement was no
coincidence, as reflected by the chronology of events. Indeed, on February 20, 2017, the day the
Breitbart news broke, Mitchell Ivers, the Simon & Schuster editor, emailed Yiannopouloss
literary agent to ask if Yiannopoulos had been dropped from Beitbart. Less than three hours
later, Ivers informed Yiannopouloss agent that Dangerous was being cancelled because it was
allegedly unacceptable. Tellingly, on the same phone call, Ivers added that because of the news
regarding Yiannopoulos that had broken that day, Simon & Schuster would not be able to sell
Yiannopouloss book anyway.
9. Simon & Schuster followed up with a formal termination notice two days later on
February 22, 2017, alleging, without any explanation or detail, that the Dangerous manuscript was
unacceptable for publication.
10. Contrary to Simon & Schusters stated reason for terminating the Dangerous
contract, the real reason for such termination was that Simon & Schuster buckled under a tsunami
of unrelenting negative publicity surrounding Yiannopoulos and his memoir, including threatened
boycotts and the like from many corners, such as authors, book sellers, publishers, reviewers,
celebrities, and other parties.
11. Simon & Schusters willful breach of its agreement with Yiannopoulos through its
wrongful and unjustified termination of the contract and refusal to publish Dangerous has caused
irreparable harm to Yiannopoulos and the commercial value of his public persona, including
-3-
4 of 83
millions of dollars in royalties and fees, as well as permanent harm to the development and
exploitation of his stature as an important, sought-after media figure and free-speech celebrity.
12. Since Simon & Schusters wrongful termination of Yiannopouloss contract and
cancellation of the book, he has self-published Dangerous commencing on July 4, 2017 in an
attempt to mitigate at least a portion of the harm he has suffered, and will continue to suffer, as a
result of such termination. Robust sales of Dangerous during the first three days after its release
confirm expectations for the book to appear at or near the top of various best-seller standings,
including The New York Times Bestsellers list.
13. However, even with book enjoying strong sales, any revenue that Yiannopoulos
may receive from such publication will hardly begin to compensate for such damages.
14. As discussed in greater detail below, having determined to opportunistically breach
its agreement with Yiannopoulos in an effort to preserve its other business relationships and to
protect its own existing revenue streams instead of honoring the terms of the Dangerous contract,
Simon & Schuster wrongfully and in bad faith terminated its publishing contract with
Yiannopoulos and cancelled his book, in violation of such terms. As a direct result of Simon &
Schusters wrongful acts and omissions, Yiannopoulos has been damaged in an amount to be
determined at trial, but in no event less than Ten Million Dollars ($10,000,000). The award should
include, without limitation, disgorgement by Simon & Schuster of any profits it has made or will
make, and any other benefit it has received or will receive, that are the result of its opportunistic
and self-serving breach of its agreement with Yiannopoulos.
PARTIES
15. Plaintiff Milo Yiannopoulos (Yiannopoulos or Plaintiff) is a resident of
London, England.
-4-
5 of 83
16. Upon information and belief, Defendant Simon & Schuster, Inc. (Simon &
Schuster or Defendant) is a corporation organized under the laws of the State of New York,
with offices located at 1230 Avenue of the Americas, New York, New York.
JURISDICTION AND VENUE
17. Pursuant to CPLR 301 and 302, et seq., jurisdiction over Defendant is proper
because (i) Defendant is located in the State of New York and transacts business in the State of
New York, and (ii) Defendant agreed by contract to the exclusive jurisdiction in the federal and
state courts located in New York County.
18. Venue is proper pursuant to CPLR 503(a) because Defendant resides in New York
County.
FACTS
Simon & Schuster Races To Secure

The Exlusive Right to Publish Dangerous
19. Yiannopoulos is a well-known and controversial free-speech advocate and former
editor at Breitbart News famous for his frank and outspoken approach to discussing politics,
culture, religion, style and sexuality.
20. Yiannopoulos has risen to prominence in the past several years, through his
appearances on television programs such as Real Time hosted by Bill Maher, Tucker Carlson
Tonight, Justice With Judge Jeanine Pirro, and ABC Nightline, as well as on college campuses
across the country during his notorious Dangerous Faggot Tour. His ever-higher media profile
has resulted in his being banned from Twitter in 2016 and tapped as a keynote speaker at the
Conservative Political Action Conference (CPAC) held in Washington, D.C. in February 2017.
-5-
6 of 83
21. Beginning in early November 2016, Yiannopouloss literary agent, Thomas
Flannery of AGI Vigliano Literary, approached Simon & Schuster with a proposal for Simon &
Schuster to publish Yiannopoulos memoir, to be entitled Dangerous.
22. On November 2, 2016, Flannery called Mitchell Ivers, Vice President and Editorial
Director, at Simon & Schusters Threshold Editions imprint, to let him know that a formal proposal
for Simon & Schuster to publish Dangerous was forthcoming. Later that day, Flannery attached
the proposal, entitled The Milo Manifesto, to an email to Ivers (the Proposal). In the email,
Flannery noted: Milo Yiannopoulos has become the icon of young conservatives. Current
leading voices of conservatism, like Bill OReilly, Ann Coulter and Laura Ingraham, all appeal to
a demographic age 50 and above. Milo has galvanized the next generation of conservatives, and
hes doing so on their playground: social media.
23. The Proposal summed up the envisioned book as a 75,000 word guidebook to the
Milo phenomenon, its mission, and how to emulate it. The Proposal divided the book into three
sections that would focus on the Milo philosophy including what he believes, how he behaves
and why it infuriates half the world and captures the rest; the history of Milo; and a call to
arms in the form of a primer for bold millennials who want to emulate Milos revolution,
containing all the essential ingredients for being a Dangerous Faggot regardless of your sexual
preference.
24. The next morning, Ivers replied: Finished reading it last night. Great proposal. I
would like [Milo] to come in and meet Louise Burke. Burke is President of Simon & Schusters
Gallery Books Group, which includes Threshold Editions.
25. Things then began to move quickly, reflecting Simon & Schusters desire to lock
in exclusive publishing rights to Dangerous and release the work as soon as possible. Within a
-6-
7 of 83
week, on November 7, 2016, Yiannopoulos and Flannery met with Ivers and Burke at Simon &
Schusters New York City offices. At the meeting, Ivers and Burke were effusive in their praise
for Milo and the Proposal, and expressed their excitement about having the opportunity to publish
Dangerous. During the meeting, the Simon & Schuster team stated they were accustomed to
working with controversial authors, and that they were not concerned with the potential social
media fallout from signing Yiannopoulos, who they knew to be controversial. A week later, Ivers
wrote to Flannery, stating, Id like to make a preemptive offer for the book.
26. Simon & Schuster was anxious to make an offer and sign Yiannopoulos to a
publishing deal because Yiannopoulos is controversial, which meant that Simon & Schuster could
sell many copies of his book as Simon & Schuster repeatedly informed him.
27. Ivers first offer, made via telephone, was for an advance against royalties of
$100,000, which Flannery quickly rejected. A revised offer from Simon & Schuster came in the
form of an email from Ivers on November 30, 2016, in which he offered an advance against
royalties of $255,000 for the right to publish Dangerous. In the email, Ivers touted the reputation
of Threshold Editions, stating: As you know, Threshold Editions has always been fearless when
it comes to our publishing program. We have a long history of publishing controversial authors
and making them into bestsellers. We have a great shared history with the Breitbart organization,
and we are excited about working with them to publish Milos book quickly and aggressively.
28. The parties promptly agreed in principle to Ivers financial advance proposal, and
almost immediately, prior to providing Yiannopoulos with a proposed written contract containing
other financial terms, including royalty and other provisions, Simon & Schuster began pushing for
an aggressive Dangerous publication date, to coincide with the then-upcoming CPAC Conference
-7-
8 of 83
in February 2017. The idea would be to have finished books at CPAC, to hand out as a tease,
Ivers wrote to Flannery on November 30th, with an original onsale date of March 14, 2017.
29. By the middle of December, even before Yiannopoulos delivered his Dangerous
manuscript to Ivers on January 2, 2017 and well before the parties went to formal written contract,
Ivers presented the book to his internal Simon & Schuster sales teams so that they could begin
preselling Dangerous to Barnes & Noble, Amazon, and independent book stores. As part of that
effort, Ivers also asked that Yiannopoulos provide professional head shots so that the Simon &
Schuster team could develop and present a book cover to his sales team. He also requested that
Flannery and Yiannopoulos provide additional written materials to support the sales rollout effort,
stating in an email on December 12, 2016: Send me anything they feel comfortable sending. Im
looking for wording on responses to liberal objections, so Im looking for best responses to Alt-
Right, white supremacists, and Leslie Jones. We can come up with the wording on the anti-PC
angle more easily. Yiannopoulos promptly provided Ivers with an exhaustive list of proposed
responses per his request.
30. The following day, December 13th, Ivers sent Flannery Simon & Schusters
proposed contract to publish Dangerous. Two days later, on December 15th, while Flannery and
his team were still reviewing the draft contract, Ivers reported to Yiannopoulos that his internal
presentation to his mostly liberal sales team at Simon & Schuster had gone very well. He
noted that during the meeting, the Vice President of Digital Marketing had asked, Have you ever
done a book that received protests on social media? Ivers continued: (Shes still new here.)
Everyone laughed and the EVP of Sales and Marketing filled her in on Thresholds role in the
company. Louise [Burke] added: This is what we do at Threshold!
-8-
9 of 83
31. Word that Simon & Schuster had agreed to publish Dangerous started to leak out
by December 20th, at which point Ivers began conferring with Jennifer Robinson, Simon &
Schusters Director of Publicity. If we can hold off a few days and have the [book] jacket out
there too, it would be better than issuing the statement now, Ivers wrote.
32. On December 29th, the world became aware that Simon & Schuster had agreed to
publish Dangerous. Ivers, who assured that he was comfortable with Yiannopoulos announcing
the deal himself, and Simon & Schusters publicity team followed Yiannopoulos lead in arranging
for an exclusive story to break in The Hollywood Reporter early that day. Yiannopoulos was
quoted in the article as saying: I met with top execs at Simon & Schuster earlier in the year and
spent half an hour trying to shock them with lewd jokes and outrageous opinions. I thought they
were going to have me escorted from the building but instead they offered me a wheelbarrow
full of money.
33. The Dangerous cat was definitely out of the bag. By the very next day, December
30, 2016, Dangerous pre-orders were propelling the book toward the top of several leading best-
seller lists, despite not being scheduled for publication until March, 2017. And the publishing and
literary world was aflame.
Social Justice Warriors Immediately

Blast Simon & Schuster For Agreeing
To Publish Dangerous
34. The overwhelmingly negative reaction to the The Hollywood Reporter story from
all corners of the left-leaning public was swift and sure. Simon & Schuster was the immediate
target of brutal attacks from a broad swath of liberal groups and individuals which Yiannopoulos
often refers to as Social Justice Warriors or SJWs.
-9-
10 of 83
35. Within 24 hours of the Dangerous announcement, widespread calls for boycotts
against Simon & Schuster and its publications began reverberating across news outlets and social
media though none of the critics had read book because it was still in manuscript form and had
not been published. In one such typical protest, a publisher promptly Tweeted: Simon & Schuster
just agreed to pay an advance of $250,000 to Milo Yiannopoulos.I think we should show them
that theyre wrong. Stop buying, stocking, assigning, and reviewing their books until they end their
relationship with Milo. See https://www.facebook.com/tomleger/posts/10105757456812199
36. The Chicago Review of Books threatened to not cover a single Simon &
Schuster book in 2017 if Simon & Schuster did not drop Dangerous. See
https://www.theguardian.com/commentisfree/2017/jan/04/simon-schuster-alt-right-hate-
breitbart-milo-yiannopoulos
37. Over 160 Simon & Schuster childrens authors and illustrators signed an open letter
to Simon & Schuster, protesting the companys decision to publish Dangerous. In the letter, the
authors and illustrators stated that they do not have to quietly accept or assent to this
Gleichschaltung, this getting in line with fascism and making it mainstream. We reject the
wisdom of this decision. This man, and this book, are not America.
http://uproxx.com/life/authors-protesting-simon-schuster-milo-yiannopoulos-book-deal/
38. Feminist author Roxane Gay pulled her forthcoming book from Simon & Schuster,
blasting its decision to publish Dangerous, stating I was supposed to turn the book in this month
and I kept thinking about how egregious it is to give someone like Milo a platform for his blunt,
inelegant hate and provocation. See https://www.theguardian.com/books/2017/jan/25/roxane-
gay-simon-schuster-milo-yiannopoulos
-10-
11 of 83
39. Comedian Leslie Jones accused Simon & Schuster of allegedly helping the likes of
Yiannopoulos spread their hate. See https://www.theguardian.com/books/2017/jan/03/milo-
yiannopoulos-250000-book-deal-fury-leslie-jones-simon-schuster-breitbart-alt-right
40. Jones was not the only celebrity to jump on the anti-Simon & Schuster bandwagon
as 2016 wound to a close. Comedian Sarah Silverman almost immediately Tweeted, The guy has
freedom of speech but to fund him & give him a platform tells me a LOT about @simonschuster.
YUCK AND BOO AND GROSS. Producer and comedian Judd Apatow Tweeted: In these
times we cannot let hatemongers get rich off of their cruelty. Shame on @simonshuster. See
https://heatst.com/politics/sarah-silverman-and-judd-apatow-join-movement-to-stop-publication-
of-milos-book/
41. The Books Editor at the Los Angeles Times, Carolyn Kellogg, accused Simon &
Schuster of publishing a troll promoting racist, sexist views. See
https://twitter.com/paperhaus/status/814512212488224768?lang=en. Likewise, CNN published
an anti-Simon & Schuster editorial, asking So why on earth would Simon & Schuster give [Milo]
a platform? Profit, for one thing. See http://edition.cnn.com/2017/01/02/opinions/milo-
yiannopoulos-and-trump-profitable-hate-ben-ghiat-opinion/index.html. Similarly, the
Washington Post accused Simon & Schuster of making the decision to profit from hate. See
https://www.washingtonpost.com/lifestyle/style/civilities-why-milo-yiannopoulos-is-a-man-to-
be-feared-its-not-what-you-think/2017/02/10/3bff3f8e-ef06-11e6-9973-
c5efb7ccfb0d_story.html?utm_term=.0953a8ea90fa
42. A Teen Vogue writer encouraged members of the public to send a deluge of calls
and physical letters to Simon & Schuster. See http://www.teenvogue.com/story/milo-
yiannopoulos-book-deal-boycotting-simon-and-schuster. In the same vein, one ELLE writer
-11-
12 of 83
accused Simon & Schuster of actually endangering human lives by publishing Dangerous. See
http://www.elle.com/culture/news/a41798/milo-yiannopoulos-book-deal/. Such attacks were
notable in that they did not come from publications known for their political coverage another
indicator of just how widespread the Simon & Schuster bashing had become in a very short time
after the Dangerous story broke.
Yiannopolous Delivers The Manuscript

For Dangerous To Simon & Schuster
43. Meanwhile, Yiannopolos was working furiously to complete the 80,000-word
manuscript for Dangerous, which he delivered to Ivers at Simon & Schuster on January 2, 2017
(the Manuscript). Given Simon & Schusters aggressive schedule for the book, Ivers
immediately began to review the Manuscript in earnest. Getting right to it, since theres going to
be an inordinate amount of attention paid once were done, Ivers emailed Yiannopoulos later that
day.
44. Within hours after receiving the Manuscript, Ivers began to attempt to control
Yiannopouloss public statements and appearances. For example, he requested that Yiannopoulos
not respond to Tweets by the actor Leslie Jones. From this point on, see if you can let the book
speak for itself, Ivers emailed. The next day, January 4th, Ivers wrote in an email to Flannery:
Laboring to finish the edit, as there will be much scrutiny of the manuscript. Internal upset is
large, especially since it involves complaints to other imprints.
45. True to his word, Ivers continued with his review of the Manuscript through the
first week of January, reporting to Flannery on January 10th that some people here are looking
at my edits. I should be ready to send today. Upon information and belief, the some people to
whom Ivers referred included executives and attorneys at Simon & Schuster, as confirmed in
various verbal updates from Ivers to Flannery.
-12-
13 of 83
46. By January 11th, Ivers still had not sent the edited Manuscript back to Flannery or
Yiannopoulos. When Flannery expressed concern that time was running short until the scheduled
Dangerous March 17th publication date, Ivers responded: Lets talk tomorrow after you see the
edited manuscript. As Ive said the edits have been more extensive than I imagine, particularly
given the level of scrutiny the book has been and will be under. Im sorry to put you off another
day, but the work is important.
47. On January 13th, Ivers delivered Simon & Schusters comments on the Manuscript
to Yiannopoulos and Flannery. In conjunction with such delivery, Ivers, Flannery and
Yiannopoulos had an extensive phone call to review Ivers edits together. Thank you for taking
the time to go over the edits yesterday, Ivers stated in a follow-up January 14th email. I know it
can feel like root canal to dissect something youve written, so I was glad to hear you say that you
are 90-95% in agreement with what we discussed. In his email, Ivers listed seven points that
Yiannopoulos would need to address in the second draft of the Manuscript.
48. During the January 13th call, Yiannopoulos and Flannery agreed to immediately
begin making the edits to the Manuscript that Ivers had requested. Yiannopoulos chief of business
operations informed Ivers and Flannery on January 16th that he and Yiannopoulos expected the
work to be done, and the revised Manuscript submitted to Ivers, on Monday, January 30th. Ivers
responded that legal review of the revised Manuscript could not begin until he and Yiannopoulos
had completed their revisions, and that Ivers was scheduled to be on vacation that week and would
not return to the office until Friday, February 3rd. Therefore, Ivers stated, the original publishing
schedule was no longer possible. The Dangerous release date was consequently moved from
March 14th to June 13th.
-13-
14 of 83
Simon & Schuster Finally Executes and Delivers

Its Publishing Agreement With Yiannopoulos
49. On January 18, 2017, after more than two weeks of detailed internal Simon &
Schuster review of the Manuscript, and after discussing the resulting edits with Yiannopoulos,
Simon & Schuster finally sent to Yiannopoulos and Flannery, under cover of a letter from Steve
Filbert, Senior Director of Contracts, a fully executed form of the parties Publishing Agreement
dated as of December 13, 2016 (the Publishing Agreement). A true and correct copy of the
Publishing Agreement, which Yiannopoulos had signed and returned to Simon & Schuster on or
about December 29, 2016, is attached as Exhibit A hereto. The Publishing Agreement was
executed by Carolyn K. Reidy, President & Chief Executive Officer of Simon & Schuster.
50. Filbert noted in his cover letter to Publishing Agreement that Simon & Schusters
royalty department would shortly mail out separately the first advance installment check of
$80,000, as called for under the Publishing Agreement. Such payment was made and received
shortly thereafter, as promised by Filbert.
51. Simon & Schuster delivered the fully executed Publishing Agreement to Flannery
nearly three weeks after Yiannopoulos had signed and delivered the partially executed form of the
Publishing Agreement to Simon & Schuster, and more than two weeks after Yiannopoulos had
delivered the Manuscript to Ivers, the Simon & Schuster editor.
52. At no time prior to returning the fully executed Publishing Agreement back to
Flannery on January 18th and making the initial $80,000 advance payment to Yiannopoulos shortly
thereafter, did Ivers or anyone else at Simon & Schuster communicate to Flannery or
Yiannopoulos, in words or substance, that the Manuscript was unacceptable for publication.
53. Upon information and belief, at no time during the two weeks of internal Simon &
Schuster review of the Manuscript leading up to the return of the fully executed Publishing
-14-
15 of 83
Agreement on January 18th did Simon & Schuster conclude that the Manuscript was unacceptable
for publication.
54. Upon information and belief, had Simon & Schuster come to the conclusion during
the internal, two-week review of the initial Manuscript by multiple high-level executives and
attorneys at Simon & Schuster that the Manuscript, with revisions that Yiannopoulos had already
expressly agreed to, was unacceptable for publication, Simon & Schuster would not have sent to
Flannery the fully executed Publishing Agreement on January 18th; nor would Simon & Schuster
had made the initial advance installment to Yiannopoulos of $80,000.
55. Reidy, the Simon & Schuster President and CEO, executed the Publishing
Agreement and/or authorized the fully executed Publishing Agreement bearing her signature to be
delivered to Yiannopoulos only after Simon & Schusters two-week review of the Manuscript by
executives and attorneys at Simon & Schuster.
56. Upon information and belief, Reidy would not have signed the Publishing
Agreement, authorized her electronic signature to be applied to the Publishing Agreement, or
authorized the return to Flannery of the fully executed Publishing Agreement bearing her
signature, unless Simon & Schuster believed that the Manuscript was acceptable for publication.
57. Upon information and belief, if Simon & Schuster had, in good faith, determined
that the Manuscript was not acceptable for publication at any time prior to Reidy executing the
Publishing Agreement or returning the Publishing Agreement to Flannery, it would not have
provided the fully executed Publishing Agreement to Flannery or paid the $80,000 initial royalty
advance installment.
58. On or about January 18, 2017, at the same time Simon & Schuster CEO Reidy was
arranging to have the fully executed Publishing Agreement sent to Flannery, she remained under
-15-
16 of 83
intense pressure from Simon & Schuster authors, imprints and publishers, as well as endless other
groups and individuals, to cancel the book. In response, she began preparing an open letter to
Simon & Schuster authors in order to distance its Threshold Editions imprint, which was to publish
Dangerous, from other Simon & Schuster imprints and publishers.
59. On January 23, 2017, Reidy published the resulting letter defending Threshold
Editions decision to enter into the Publishing Agreement with Yiannopoulos, stating: First and
foremost, I want to make clear we do not support or condone, nor will we publish, hate speech.
A true and correct copy of Reidys January 23rd letter is attached as Exhibit B hereto.
60. In a cover email to the letter which Reidy distributed internally to Simon & Schuster
employees, Reidy stated:
In the past few weeks I have heard from many of you, either directly or
through your managers, regarding the Threshold Editions acquisition of
Dangerous by Milo Yiannopoulos. I have also heard from some of our
authors, bookselling accounts, and members of the reading public.
Your opinions are not taken lightly, and while we are clearly in the
middle of a controversial situation, I am gratified by your obvious pride
in working for Simon & Schuster, and that you care enough and have
taken the time to be in touch.
Attached is a letter being distributed to our authors who have

communicated with us about this matter. If you have been contacted by
authors who did not also write to me, feel free to send this letter on to
them. It will also be posted on our Author Portal.
I hope you will read this letter and be assured that above all else, we will
not publish a book that we consider to be hate speech.
A true and correct copy of Reidys email dated January 23, 2017, is attached as Exhibit C hereto.
Reidy issued the foregoing statement without consulting or warning Yiannopoulos, and without
first providing him with any information he could use to defend himself or prepare for media
questioning, including on the topic of what, in her view, constituted hate speech.
-16-
17 of 83
Breaking News Events Involving

Yiannopoulos Ratchets Up Pressure
On Simon & Schuster to Cancel Dangerous
61. Meanwhile, while Yiannopoulos was working with his team beginning on January
13th to revise the Manuscript in order to address Ivers suggestions, events surrounding
Yiannopoulos continued to ratchet up pressure on Simon & Schuster to cancel Dangerous.
62. On Friday, January 13th, a planned event at the University of California at Davis,
hosted by Davis College Republicans, which was to be keynoted by Yiannopoulos and Martin
Shkreli, was abruptly canceled after a mass of protestors opposing Yiannopoulos appearance on
campus turned up outside the building where it was supposed to take place. UC Davis said in a
statement that the Davis College Republicans had canceled the event after consulting with the UC
Davis Police Department, determining that due to the protestors blocking access to the venue, it
was no longer feasible to continue with the event safely.
63. A week later on Friday, January 20, 2017 the day President Trump was
inaugurated Yiannopoulos spoke at the University of Washington in Seattle. Raucous protests
and confrontations between Trump supporters and detractors throughout the day escalated,
peaking when a man was shot outside of the campus building where Yiannopoulos was speaking.
64. Then, on February 1, 2017, Yiannopoulos was scheduled to appear at a speaking
engagement at UC Berkeley as part of his cross-country Dangerous Faggot Tour. However,
violent protests erupted ahead of the appearance, reportedly causing $100,000 worth of damage to
the campus and $500,000 worth of damage to downtown Berkeley. UC Berkeley reportedly
blamed 150 masked agitators for the unrest, adding that they had apparently come to the campus
to disturb an otherwise peaceful protest. In a prepared statement, UC Berkelely stated that two
Berkeley College Republicans were attacked while conducting an interview. Administrators at
-17-
18 of 83
the school decided to cancel Yiannopouloss speech about two hours before the event, stating that
it removed him from campus amid the violence and destruction of property and out of concern
for public safety.
65. En route back from vacation the following morning, Friday February 3rd, Ivers
wrote to to Flannery: The moment I got through Customs, there was Milo on the TV on CNN.
Lets chat on the phone this A.M.
66. In light of the breaking news about the UC Davis, University of Washington, and
UC Berkeley events, Yiannopoulos requested that Ivers provide him more time to submit his
revised Manuscript so that material about the events could be included. It would be absurd for
me to publish a book without some discussion of the INSANITY of the last few weeks,
Yiannopoulos told Ivers. Ivers concurred with the request.
67. The escalating protests against Yiannopoulos resulting from the fallout from The
Dangerous Faggot Tour continued to mount, causing Ivers to complain in an email to Flannery on
Monday, February 13th: My phone has been toxic since the Milo news broke! The only calls I get
are SJWs reading prepared scripts about how I am aiding and abetting fascism.
68. Meanwhile, Ivers continued to complain to Flannery about what he referred to as
Yiannopoulos out of control media bookings. In a February 14th email to Flannery, Ivers stated:
Bad situation developing here with out-of-control media bookings and no manuscript. What time
will you be in? Ivers email was consistent with his continued efforts to control Yiannopoulos
and limit his public appearances prior to the release of Dangerous.
-18-
19 of 83
Simon & Schuster Praise Yiannopoulos

Revised Manuscript Draft And Plot Publicity
Strategy For Dangerous Release
69. Later that evening, on February 14th, Yiannopoulos sent Ivers revised version of the
Manuscript, noting that he would like another 24 to 48 hours to add theory, history and pop
culture material I consider critical to making the case for me as a cultural icon in my own right as
well as Americas most relevant cultural and political critic. Ivers responded almost immediately:
Received, and will read with alacrity.
70. Yiannopoulos revised Manuscript addressed each of the issues that Ivers had raised
after he and others at Simon & Schuster engaged in indepth reviews of the first draft, beginning
the first week of January.
71. The very next day, February 15, 2017, Ivers, confirming that he was pleased with
the revised Manuscript, stated in a text to Yiannopoulos, Dont quote me but you done good.
Ivers on the same day also confirmed that sentiment in a separate email to Yiannopolous, stating
as follows:
Thanks for doing such thorough and good work. Hold off on the theory,
history and pop culture material. They can be inserted into your 3d draft
after I send back notes on this draft. Getting another one 24-48 hours will
just confuse matters now. Theres plenty for us to chew on here, so hold
off on re-submitting until I respond.
[Emphasis added]. True and correct copies of Ivers February 15th text and email are attached as
Exhibit D hereto.
72. Two days later, on February 17th, the parties spoke on a conference call arranged
by Ivers that included Yiannopoulos, Flannery, Threshold Publisher Louise Burke, and Jen
Robinson, Vice President and Director of Publicity. At or about the time of such call, which
closely followed Yiannopoulos appearance on the television program Real Time hosted by Bill
-19-
20 of 83
Maher during the prior weekend, Dangerous pre-orders had climbed toward the top of Amazon
rankings. In addition, Flannery two days earlier had published an opinion piece in Publishers
Weekly in defense of Dangerous. See https://www.publishersweekly.com/pw/by-topic/columns-
and-blogs/soapbox/article/72794-in-defense-of-milo-yiannopoulos-s-book.html
73. Ivers set the stage for the February 17th all-hands call in a text to Yiannopoulos a
day earlier, stating, On this phone call with us tomorrow, youre going to love Jen Robinson, our
VP of publicity. Shes a big supporter.
74. On the February 17th call, Ivers, Burke and Robinson expressed their displeasure
that Yiannopoulos was maintaining such a high profile in advance of the Dangerous release. They
stated that having Yiannopoulos appear on shows with Bill Maher and the like so close to the book
release date would undercut Simon & Schusters ability to arrange such engagements in order to
promote Dangerous upon its release. Said differently, Simon & Schuster was concerned that if
Yiannopoulos appeared on such shows only several weeks before the books release, those same
shows would not have him back on the shows, as part of their intended rollout and promotion of
Dangerous once it was published.
75. Ivers, Burke and Robinson made it very clear during the February 17th call that
Simon & Schuster intended to move ahead with publishing Dangerous. At that point, Ivers had
already reviewed and praised Yiannopolous work on the revised Manuscript, delivered three days
earlier, and Robinson was well into planning publicity for the book. Consistent with their clear
intent on February 17th to publish Dangerous, no one from Simon & Schuster said anything
negative about the Manuscript or its content during the call, instead focusing on how to best
prepare for and roll out publicity once Dangerous was released. As reflected during the call,
publication at that point was a given.
-20-
21 of 83
76. Ivers, unable to contain his glee over how well the February 17th call with his boss
Burke had gone, wrote in an email to Yiannopoulos and Robinson, the Simon & Schuster publicity
contact, a few minutes after the call ended: That was a great phone call. Have a great, great time
on Bill Maher. I will be at the opera (of course), but Ive set my DVR. Here is Jen Robinsons
contact information. [Emphasis added] A true and correct copy of Ivers email of February 17,
2017 is attached as Exhibit E hereto.
77. Following the February 17th meeting, on February 19, 2017, a day before he
abruptly informed Flannery that Simon & Schuster was terminating the Publishing Agreement (as
described further below), Ivers texted Yiannopoulos as follows:
I will have my notes for you [on the revised Manuscript] before CPAC but
they may have to wait for me to add some notes from my colleagues. Then
I will be in London for a week for my birthday, so it wou[l]d be great to
get the file back from you shortly after I return. Im hoping that will be
the draft that goes to copyediting and legal. Ill know more Tuesday or
Wednesday.
[Emphasis added] A true and correct copy of Ivers February 19th text is attached as Exhibit F
hereto. In the book-publishing process, copyediting and legal are generally two late-stage
activities undertaken by publishers shortly before finalizing and publishing a book.
Simon & Schuster Abruptly Terminates

Publishing Agreement Within Hours
Of News Reports that Breitbart News May
Dismiss Yiannopoulos
78. On February 20, 2017, only three days following the all-hands call with Simon &
Schuster which call Ivers had described as great, less than a week after he had personally praised
Yiannopoulos for doing such thorough and good work on the revised Manuscript, and only one
day after Ivers expressed optimism to Yiannopoulos about shortly submitting the Manuscript for
-21-
22 of 83
copyediting and legal review, Ivers called Flannery and abruptly informed him that Simon &
Schuster was terminating the Publishing Agreement.
79. The sudden revelation that Simon & Schuster had decided to terminate the
Publishing Agreement came following a mid-afternoon email from Ivers to Flannery on February
20th at 2:50 p.m. in which he asked: Charlie Gasparino at Fox Business just Tweeted this. Is it
true? #BreakingNews @BreitbartNews considering dismissal of Milo Yiannopoulos over remarks
that sparked outrage no comment yet from milo. A true and correct copy of Ivers email of
February 20th is attached as Exhibit G hereto. Leading up to his 2:50 p.m. email to Flannery, Ivers
texted Yiannopoulos regarding his scheduled upcoming appearance as a keynote speaker at CPAC:
Did they cancel you? Ivers wrote.
80. Slightly more than two hours after his earlier email to Flannery, at 4:59 p.m., Ivers
emailed Flannery, stating: Just called. Can you call me ASAP?
81. About a minute later, at or around 5 p.m. on February 20th, Flannery reached Ivers
by phone. On the call, Ivers informed Flannery that the second draft of the Manuscript that
Yiannopoulos had delivered rather than reflecting Yiannopoulos thorough and good work as
Ivers had stated only five days earlier was allegedly unacceptable and that, because of the
news about Yiannopoulos that had broken earlier that day, Simon & Schuster wouldnt be able
to sell the book anywhere. On the call, Ivers did not provide any details about why the Manuscript
was allegedly unacceptable, citing only what he referred to vaguely as Yiannopoulos
incendiary jokes and flippant remarks concerning various groups of people, which Ivers stated
were getting in the way of what Yiannopoulos was actually saying. A brief statement released
by Simon & Schuster the same day read: After careful consideration, Simon & Schuster and its
Threshold Editions imprint have cancelled publication of Dangerous by Milo Yiannopoulos.
-22-
23 of 83
82. By letter dated February 22, 2017 to Yiannopoulos, Jeffrey L. Wilson, Vice
President Contracts at Simon & Schuster, informed Yiannopoulos that the Manuscript was
unacceptable for publication and that we hereby terminate the [Publishing] Agreement. The
letter provided no supporting details. A true and correct copy of Wilsons letter is attached as
Exhibit H hereto (the Termination Letter).
83. The Termination Letter went on to state: This letter shall confirm that you are
under no obligation to repay the $80,000 advance to you such sum being in full satisfaction and
discharge of Simon & Schusters obligation under the Agreement. We hereby revert all right, title
and interest in and to the Work. The statement that Yiannopoulos could retain the $80,000 was
a transparent attempt to placate him so that he would not file the instant lawsuit.
84. The Gasparino Tweet of February 20th which inaccurately reported that
BreitbartNews [was] considering dismissal of Milo Yiannopoulos over remarks that sparked
outrage was the result of videos of Yiannopoulos posted by The Reagan Battalian on February
19, 2017 in reaction to the news that CPAC had given him a keynote speaking position at the
upcoming CPAC conference. Critics charged that, in the videos, including an audio track from a
January 2016 installment of a political podcast, Yiannopoulos allegedly justified sexual
relationships between teenage boys and adult men in certain circumstances, including by pointing
to himself as an example of someone who was, according to him, capable of consensually agreeing
to sexual relationships before he was 18 years of age.
85. In a Facebook posting later that evening, February 19th the day before Ivers
notified Flannery that Simon & Schuster was terminating the Publishing Agreement --
Yiannopoulos was quick to expressly disavow supporting pedophilia.
I do not support pedophilia. Period. It is a vile and disgusting crime,

perhaps the very worst. There are selectively edited videos doing the
-23-
24 of 83
rounds, as part of a coordinated effort to discredit me from establishment

Republicans, that suggest I am soft on the subject.
If it somehow comes across (though my own sloppy phrasing or

deceptive editing) that I meant any of the ugly things alleged, let me set
the record straight: I am completely disgusted by the abuse of children.
In his Facebook post, Yiannopoulos went on to cite a number of facts as proof that the pedophilia
allegations against him were false and misleading, including that he outed three pedophiles
during his career as a journalist, and that he has repeatedly expressed disgust at pedophiles in my
journalism. He also noted that in the podcast, he was referring to his own relationship when he
was 17 with a man who was 29, and that he should not have used the word boy when talking
about such relationships. A true and correct copy of Yiannopoulos February 19th Facebook post
is attached as Exhibit I hereto.
86. On February 21, 2017, Yiannopoulos resigned from Breitbart News, stating: I
would be wrong to allow my poor choice of words to detract from my colleagues important
reporting, so today I am resigning from Breitbart, effective immediately. This decision is mine
alone.
87. The following day, February 22nd, Wilson from Simon & Schuster sent his letter
confirming that Simon & Schuster had terminated the Publishing Agreement.
Simon & Schusters Termination

Rights Under The Publishing
Agreement Were Limited
88. The Publishing Agreement between Simon & Schuster and Yiannopoulos set out
the terms and conditions under which Simon & Schuster was to publish Dangerous.
89. Section 4(a) of the Publishing Agreement provides that Yiannopoulos shall deliver
the Work, i.e., Dangerous to Simon & Schuster, referred to as Publisher, on or before
December 31, 2016. Section 4(a) further provides that [t]he Work shall be approximately 65,000
-24-
25 of 83
words in length and is described as a work of non-fiction on free speech by the outspoken and
controversial Breitbart columnist and blogger.
90. Article III of the Publishing Agreement is entitled Payments to the Author, and
specifies what payments Simon & Schuster is required to make to Yiannopoulos in connection
with the publication of Dangerous. Such payments include: (i) $225,000 in advances against all
amounts accruing to Yiannopoulos under the Publishing Agreement (Section 5); (ii) payment of
royalties arising from sales of Dangerous (Section 6); and (iii) payment of proceeds from the sale
or license of subsidiary rights (Section 7).
91. Article IV of the Publishing Agreement is entitled Failure to Deliver the
Manuscript; Acceptance of the Manuscript. Included in Article IV is Section 13 entitled
Acceptance of Manuscript. Section 13(a) states as follows:
The Publisher shall not be obligated to accept or publish the Work if in its
sole good faith judgment the Work is not acceptable to it. If the Author
delivers a manuscript of the Work within the time specified, in what the
Author represents to be its complete and final form, the Publisher shall,
within 45 days after its receipt thereof, determine whether the Work is
editorially acceptable to it. If the manuscript of the Work is not editorially
acceptable to the Publisher, the Publisher shall (within said 45-day time
period) notify the Author in writing, stating the reasons therefor, and shall
request in writing in reasonable detail that Author make revisions, changes
or supplements (revisions) thereto, and Author shall have 90 days for the
revision process. If Publisher requests one or more revisions in the
manuscript as submitted or as thereafter revised, Publishers time to
determine the acceptability thereof shall be extended for a period of 30
days after resubmission by the Author, or 30 days after Publishers receipt
of written notice by Author that no further revisions will be made. Author
will make revisions as promptly as possible after Publishers request
therefor. No request for revisions shall be deemed to obligate Publisher to
accept the final revision or to constitute a conditional acceptance thereof.
If the Publisher in its sole discretion determines to submit the manuscript
to a legal review (which shall be conducted at Publishers sole expense),
the Author shall cooperate with the Publisher or Publishers counsel in
such review and notwithstanding anything to the contrary in this
Agreement the time for Publisher to accept or reject the Work shall be
extended to 30 days after completion of the legal review.
-25-
26 of 83
92. Section 13(d) of the Publishing Agreement further states as follows:
If the revised complete manuscript of the Work delivered by the Author is

not, in Publishers sole good faith judgment, editorially acceptable to the
Publisher, the Author shall repay, in accordance with the provisions of
subparagraph 13(e) below, all sums advanced to the Author hereunder and
upon such repayment the Agreement shall terminate and all rights granted
herein shall revert to Author.
93. Section 13(e) of the Publishing Agreement provides that [i]n the event of
termination of this Agreement because the revised complete manuscript is unacceptable to the
Publisher, the Author or the Authors duly authorized representative shall make reasonable
commercial efforts to sell the Work elsewhere and use the proceeds to repay the advances paid
to Yiannopoulos under the Publishing Agreement.
94. Article V of the Publishing Agreement is entitled Production and Publication of
the Work. Included in Article V is Section 18 entitled No Obligation To Publish. Section 18
states as follows:
The Publisher will, at Authors reasonable request and at Publishers sole

expense, vet the Work for legal concerns. Notwithstanding anything
contained herein to the contrary, the Publisher shall not be obligated to
publish the Work if, in the sole and absolute good faith judgment of its
legal counsel, whether before or after acceptance thereof, the Work
contains libelous or obscene material, or its publication may violate the
right of privacy, common law or statutory copyright, or any other right of
any person or entity. In such event, unless the Author makes changes
required by Publishers legal counsel in such counsels reasonable
judgment, Publisher shall be entitled, within 90 days after Publishers
written notice of such decision, to the return of all monies advanced to the
Author hereunder, and to terminate this Agreement. Notwithstanding any
request by Publisher for change or substantiation, nothing in this
Agreement shall be deemed to impose upon the Publisher any duty of
independent investigation or to relieve the Author of any of the
obligations assumed by Author hereunder, including, without limitation,
the ongoing validity of Authors warranties and representations which
shall apply to all material in the Work, whether or not changed at the
request of Publishers legal counsel.
-26-
27 of 83
95. Pursuant to Sections 13(a) and 18 of the Publishing Agreement, once Yiannopoulos
had timely delivered the Manuscript, which he did, Simon & Schuster had the contractual right to
terminate the Publishing Agreement and refuse to publish Dangerous only if either (i) in its
sole good faith judgment the Work is not acceptable to it (see Section 13(a)); or (ii) in the sole
and absolute good faith judgment of its legal counsel, whether before or after acceptance thereof,
the Work contains libelous or obscene material, or its publication may violate the right of privacy,
common law or statutory copyright, or any other right of any person or entity and Yiannopoulos
failed to make changes required by Publishers legal counsel in such counsels reasonable
judgment.. (see Section 18).
96. Further, the option to terminate the Publishing Agreement and to refuse to publish
Dangerous was available to Simon & Schuster only if, in addition to the fulfillment of the
aforementioned express conditions set forth in Sections 13(a) and 18, Simon & Schuster followed
the notification-and-revision requirements set forth in those provisions, which it failed to do.
Simon & Schusters Termination

Of The Publishing Agreement And
Refusal To Publish Dangerous Was
Pretextual And Was Not Based On Its
Good Faith Judgment That Dangerous
Was Unacceptable For Publication,
As Required By The Publishing Agreement
97. Based on the chronology and facts cited above, it is beyond any doubt that Simon
& Schusters wrongful termination of the Publishing Agreement was based on the intense public
outcry and pressure it faced following the announcement of the Dangerous deal including
widespread social media protests and barrages of threatened boycotts and author mutinies to
spare itself the financial harm it perceived would occur in the absence of such termination, rather
than on its good-faith judgment that Dangerous was unacceptable for publication.
-27-
28 of 83
98. Before February 20, 2017, Simon & Schuster never informed Yiannopoulos or his
literary agent that the Manuscript was unacceptable for publication. On the contrary, Ivers and
others in positions of authority at Simon & Schuster confirmed, through their actions and words,
that they were pleased with the work that Yiannopoulos had done on the Manuscript, that the
Manuscript was acceptable for publication, and that they were excited about shortly finalizing the
Manuscript and promoting and publishing Dangerous.
99. Simon & Schusters President and CEO would not have authorized delivery of the
Publishing Agreement bearing her signature more than two weeks after Ivers had received the
Manuscript if she, Ivers and/or others at Simon & Schuster in positions of authority were of the
view that the Manuscript was unacceptable for publication.
100. The chronology of events establish that Simon & Schusters termination of the
Publishing Agreement was nearly simultaneous with and in reaction to news report that
Breitbart News was about to dismiss Yiannopoulos following false and misleading social media
postings to the effect that Yiannopoulos is soft on pedophilia, rather than on concerns regarding
the content of the Manuscript.
101. Based on the timing of the termination, it is clear that the reports concerning the
alleged pedophilia issue and Yiannopoulos alleged imminent dismissal from Breitbart News were
the last straw at Simon & Schuster, which had been under intense public scrutiny and criticism
for nearly two months due to its planned publication of Dangerous. More specifically, such reports
apparently left Threshold Editions without the ability to continue defending the publication of
Dangerous against growing opposition from other Simon & Schuster executives, publishers and
editors who oppose Yiannopoulos views. At that moment, by all indications, the pressure within
-28-
29 of 83
Simon & Schuster to cancel the book trumped the terms of the Publishing Agreement, leaving
Yiannopoulos to fend for himself.
102. Upon information and belief, in light of the public pressure that had been building
on Simon & Schuster since the announcement of Dangerous, including the prospect of boycotts
and author mutinies, there were discussion within the leadership ranks of Simon & Schuster
leading up to February 20, 2017 about whether to honor the terms of the Publishing Agreement,
or instead cancel the book.
103. The swiftness with which Ivers informed Flannery on February 20, 2017 that Simon
& Schuster was terminating the Publishing Agreement, coming a day after praising Yiannopoulos
work and stating his anticipation of having the Manuscript copy edited and reviewed by legal
counsel, evidences prior consideration of such termination at the highest levels of Simon Schuster
prior to February 20th on grounds other than any alleged issues with the Manuscript.
104. According to Ivers, Threshold Editions had had prior business relations with
Breitbart News, and had worked with Breitbart News, on some publishing projects. Accordingly,
Simon & Schuster had serious concerns about Yiannopoulos allegedly being imminently
dismissed from Breitbart News, as reflected in the correspondence from Ivers. Upon information
and belief, such concern was a factor in Simon & Schuster terminating the Publishing Agreement.
105. None of the foregoing concerns about public pressure, boycotts or industry
criticism, or Yiannopoulos departure from Breitbart News are valid grounds for termination of
the Publishing Agreement according to its terms or for canceling the publication of Dangerous.
Accordingly, Simon & Schusters termination of the Publishing Agreement and refusal to go ahead
with the publication of Dangerous constitutes a willful and material breach of the Publishing
Agreement.
-29-
30 of 83
106. Based on the foregoing, Simon & Schusters stated ground in the February 22, 2017
Termination Letter that the Manuscript is unacceptable for publication is obviously a false
pretext, designed to attempt to legally justify such termination where no such justification exists.
Yiannopoulos Self-Publishes
Dangerous
107. Without making any admission that Simon & Schusters termination of the
Publishing Agreement was in compliance with the terms of the Publishing Agreement (which it
was not), Yiannopoulos began making arrangements shortly following such termination to quickly
self-publish Dangerous.
108. By self-publishing Dangerous, Yiannopoulos sought, among other things, to
mitigate, to the extent possible, at least some portion of the irreparable and ongoing financial and
reputational harm which Simon & Schuster caused him through its legally unjustified termination
and breach of the Publishing Agreement and its refusal to publish Dangerous, in accordance with
Section 13(e) of the Publishing Agreement.
109. On July 4, 2017, Yiannopoulos released the first edition of Dangerous.
110. Robust sales of Dangerous during the first three days after its release confirm
expectations for the book to appear at or near the top of various best-seller standings, including
The New York Times Bestsellers list.
Simon & Schusters Wrongful Termination Of The Publishing

Agreement and Cancellation Of Dangerous Has Caused
At Least $10 Million In Damages To Yiannopoulos
111. Simon & Schusters wrongful termination of the Publishing Agreement and
cancellation of Dangerous has irreparably harmed Yiannopoulos, financially, professionally and
personally.
-30-
31 of 83
112. Among other things, Simon & Schusters knowing and willful breaches of the
Publishing Agreement has forever tainted Yiannopoulos as somehow being unfit to be published
by a leading publication house. Rather than have Simon & Schuster standing behind him as a
well-regarded and best-selling author, pursuant to the terms of the Publishing Agreement,
Yiannopoulos is now one of the legions of authors who have had to resort to self-publishing his
work in order to provide the public an opportunity to read it, at his own expense and with uncertain
financial outcomes.
113. By terminating the Publishing Agreement without any valid basis, Simon &
Schuster has placed the financial interests of Simon & Schuster over those of Yiannopoulos, the
author with whom it had contracted. As a result, Yiannopoulos has been deprived of all the
benefits of being affiliated with Simon & Schuster consideration for which he bargained and to
which Simon & Schuster agreed pursuant to the Publishing Agreement.
114. Such benefits include, without limitation, millions of dollars in royalties and other
fees from sales of Dangerous and the exploitation of various subsidiary rights, including sales
resulting from Simon & Schusters rollout and promotion of the book.
115. Upon information and belief, although sales of Plaintiffs self-published Dangerous
have been robust during the first three days after being released, long-term sales of Dangerous will
be lower than they would have been had Simon & Schuster not terminated the Publishing
Agreement and cancelled the book without any legal justification.
116. As a direct result of Simon & Schusters willful breach of the Publishing
Agreement, Yiannopoulos has suffered and will continue to suffer direct and consequential
damages arising from lower public awareness of, and sales of, Dangerous, including millions of
dollars in book royalties, other fees, and lost profits.
-31-
32 of 83
117. In addition, Simon & Schusters wrongful acts and omissions have caused
irreparable harm to the commercial value of Yiannopoulos public persona, including long-lasting
harm to the development and exploitation of his stature as an important, sought-after media figure
and free-speech celebrity. Such damages include the loss of reputation and goodwill which
Yiannopoulos would have garnered, through Simon & Schusters diligent promotion and sales of
Dangerous, including by achieving book sales that would put him at or near the top of best-selling-
author standings, such as The New York Times Best Sellers.
118. To the extent that Simon & Schuster has profited by opportunistically terminating
the Publishing Agreement and canceling Dangerous, thereby preserving important Simon &
Schuster business relationships with authors, book distributors and sellers, publishers, and the like,
Yiannopoulos is entitled to disgorgement of such profits as part of an award against Simon &
Schuster.
119. Upon information and belief, all told, as a result of Defendants wrongful acts and
omissions described above, Plaintiff has suffered damages in an amount to be determined at trial,
but in no event less than Ten Million Dollars ($10,000,000).
FIRST CAUSE OF ACTION

(Breach of Contract)
120. Plaintiff repeats and re-alleges each and every allegation in the preceding
paragraphs as if fully set forth herein.
121. The Publishing Agreement is a valid and binding contract.
122. Plaintiff performed each and every one of his obligations under the Publishing
Agreement.
123. Upon information and belief, Defendants termination of the Publishing Agreement
on the grounds that the Manuscript was allegedly unacceptable for publication was merely
-32-
33 of 83
pretextual, in bad faith, and without any valid legal basis, under the Publishing Agreement or
otherwise.
124. For all the reasons set forth above, Defendants termination of the Publishing
Agreement and refusal to proceed with publication of Dangerous was in breach of the express
terms of the Publishing Agreement.
125. Defendants breach of the Publishing Agreement through its wrongful termination
thereof and cancellation of Dangerous was willful and in bad faith.
126. As a direct result of Defendants willful breach of the Publishing Agreement,
Plaintiff has been damaged in an amount to be determined at trial, and is entitled to disgorgement
of profits realized by Defendant from such deliberate and opportunistic breach, in an amount of no
less than Ten Million Dollars ($10,000,000), in the aggregate.
SECOND CAUSE OF ACTION

(Breach of the Covenant of Good Faith and Fair Dealing)
127. Plaintiff repeats and re-alleges each and every allegation in the preceding
paragraphs as if fully set forth herein.
128. Plaintiff and Defendant are parties to the Publishing Agreement, which is a valid
and binding contract.
129. Defendant has acted in a manner that, although not expressly forbidden by any
contractual provision in the Publishing Agreement, has deprived Plaintiff of the right to receive
the benefits and valuable consideration for which he bargained under the Publishing Agreement.
130. As a party to the Publishing Agreement, Defendant is bound by the implied
covenant of good faith and fair dealing.
131. Under the implied covenant of good faith and fair dealing, Defendant is bound by
an implied promise to act in a manner that does not deprive Plaintiff from receiving the benefits
-33-
34 of 83
and valuable consideration called for under the Publishing Agreement, including, without
limitation, royalties, fees, good will, and other consideration arising from and in connection with
Defendants marketing, promoting, offering for sale, selling, and otherwise exploiting Dangerous
and various related subsidiary rights.
132. Such implied promise is not contrary to, or in breach of, to any express provision
in the Publishing Agreement.
133. Defendant breached the implied covenant of good faith and fair dealing by
arbitrarily and in bad faith exercising its discretion to deem the Manuscript unacceptable for
publication.
134. As a direct result of Defendants aforementioned breach of the implied covenant of
good faith and fair dealing, Plaintiff has been damaged in an amount to be determined at trial, and
is entitled to disgorgement of profits realized by Defendant from such deliberate and opportunistic
breach, in an amount of no less than Ten Million Dollars ($10,000,000), in the aggregate.
WHEREFORE, Plaintiff hereby demands entry of judgment against Defendant as follows:
(a) On the First Cause of Action, an award of damages in Plaintiffs favor, and against
Defendant, in an amount to be determined at trial, but in no event less than Ten Million Dollars
($10,000,000), plus interest;
(b) On the Second Cause of Action, an award of damages in Plaintiffs favor, and
against Defendant, in an amount to be determined at trial, but in no event less than Ten Million
Dollars ($10,000,000), plus interest;
(c) On the First and Second Causes of Action, awarding Plaintiff disgorgement of
Simon & Schusters profits resulting from its deliberate and opportunistic breach of the Publishing
-34-
35 of 83
Agreement and implied covenant of good faith and fair dealing, and wrongful cancellation of
Dangerous;
(d) Awarding Plaintiff punitive damages;
(e) Awarding Plaintiff pre-judgment and post-judgment interest to the maximum
extent provided by law;
(f) Awarding Plaintiff his legal fees, costs and disbursements incurred in this action;
and
(g) granting Plaintiff such other and further relief as the Court deems just and proper.
Dated: New York, New York MEISTER SEELIG & FEIN LLP
July 7, 2017
By: /s/ Jeffrey P. Weingart

Jeffrey P. Weingart, Esq.
Stephen B. Meister, Esq.
125 Park Avenue, 7th Floor

Tel: (212) 655-3500
Attorneys for Plaintiff
-35-
36 of 83
37 of 83
EXHIBIT A
38 of 83
Steve Fallert
[l
COnlf..... O.u:.'('tor
1230 A,,"nuc or 11',.:" An~
N.>w York, NY 10020
212-6987045' F.,. 112~70)4
SIMON & SCHUSTER M.lt .1 ,..,J..I.... Imo"."'bchu'I.........m
January 18,2017
Mr. Tom Flannery
AGI Vigliano Uterary, LLC
150 East 58 th Street, 20th Floor
New York, NY 10155
Re: DANGEROUS by Milo Yiannopoulos
Dear Tom,
Enclosed are two fuBy-executed copies of the publishing agreement for the above
mentioned title for your records and Milo Yiannopoulos's records. The advance payment
due on signing of the agreement will be mailed out separately by the Simon & Schuster
royalty department.
Should you have any questions regarding this material, please contact me at (212) 698
7045 or via e-mail [email protected].
Best wishes, ~
~iP~
Senior Director of Contracts
39 of 83
Publishing Agreement
SIMON & SCHUSTER, INC.
123 0 Avenue of the Americas
(212) 698-7000
Threshold Editions
AGREEMENT dated December 13, 2016 between SIMON & SCHUSTER, INC. (the
"Publisher"), 1230 Avenue of the Americas, New York, New York 10020, and
MILO YIANNOPOULOS (the "Author"), whose agent is AGI Vigliano Literary, LLC,
Attention: Thomas Flannery, 150 East 58 th Street, 20 th Floor, New York, New York 10155.
In consideration of the premises hereinafter set forth, Publisher and Author hereby agree with
respect to the literary work by the Author tentatively entitled:
DANGEROUS
(the "Work"). Author has hired Allum Bokhari as a collaborator (the "Collaborator',) who
shall assist Author in the preparation of the Work. In the event Author fmds it necessary to
hire a replacement for Allum Bokhari, Author and Publisher shall mutually agree upon the
selection of the replacement Collaborator in good faith. Author and Publisher shall mutually
agree upon the credit, if any, to be given the Collaborator on the Work and in the advertising
and promotion of the Work. The Collaborator shall look solely to the Author for any and all
compensation due the Collaborator in connection with the Work.
1. Rights Granted
The Grant and the Territory
1. Author grants to Publisher during the full tenn of copyright and any renewal or
extensions thereof the exclusive right to publish the Work in book form in its entirety and to
exercise or license the rights set forth in Paragraph 2 throughout the world in the English
language and all other languages.
Subsidiary Rights
2. (a) The Publisher shall have the right, in the territories sct forth in Paragraph 1, to
exercise the following rights in the Work or to license such rights upon such terms as Publisher
deems advisable: book club rights; anthology/permission rights; second serial rights;
abridgment/condensation and digest rights; large print rights; reprint and special edition rights;
electronic text rights as defined in Paragraph 34(a)(i); audio rights as defined in Paragraph 34(b);
40 of 83
first serial rights; British Commonwealth rights; and foreign language rights. The Author shall
have the right to approve the license of reprint and special edition rights in the Work,
electronic text rights and audio rights, and the right to approve the text of any abridgment,
condensation and digest versions of the Work, such approvals to be made in writing and
not unreasonably to be withheld. The Author also shall have the right to approve the
licensee of first serial rights in the Work, and the excerpt to be published by the licensee,
such approval not unreasonably to be withheld or delayed.
(b) Any grant of first or second serial rights shall specifically prohibit the licensee from
reproducing all or a substantial portion of the Work.
(c) Publisher may license others free of charge to publish the Work in Braille or other
forms for the handicapped, excluding large print editions, which shaD be subject to the
Author's approval if the same are to be licensed free of charge.
(d) Publisher may authorize copyright and permissions clearance organizations to act in
full or in part on its behalf and Publisher shall account to the Author for royalties received from
such organizations designated as arising from reproduction of the Work.
(e) The Author retains and controls all rights not expressly granted to Publisher
herein as set forth in detail in Paragraph 21, including without limitation, motion picture,
dramatic and television rights, and electronic adaptation and video rights and is authorized to
publish and to license others to publish, in any form, excerpts, summaries and serializations,
none to exceed 7,500 words in length, of motion picture, television, stage and other
dramatizations based upon the Work for use in advertising and promotion of any such
dramatization, and not for resalc. The Author, in connection therewith, shall take all
reasonable steps necessary to protect the copyright in the Work.
(f) The Publisher shall notify the Author promptly after each disposition of rights, but
inadvertent, non-repetitive failure to do so will not be deemed a breach of this Agreement. The
Publisher shall provide the Author with copies of any license agreements and licensees' royalty
statements relating to the Work on Author's request therefor.
(g) Publisher shall have the right, subject to the Author's prior approval which shall
not be unreasonably withheld or delayed, to license the rights set forth in subparagraph (a)
above to Publisher's parent, subsidiaries, affiliates and divisions, provided that the terms for such
license are no less favorable to the Author than the terms which Publisher in its reasonable
judgment would accept from an unrelated third party licensee for the same rights.
Option
3. The Author grants the Publisher an exclusive negotiation period (i.e., an option) to
acquire the Author's next (i.e., written after the Work) book-length work for publication on
mutually satisfactory terms. If, within 30 days following submission of a proposal for such
work to the Publisher, or within 30 days after acceptance of the Work, whichever shall be later,
Publisher and Author are unable in good faith to agree upon terms for publication, the Author
shall be free thereafter to submit such next work to other publishers and Author shaD have no
-2
41 of 83
further obligation to Publisher. During this exclusive negotiation period (i.e., option period),
the Author shall not submit such next work to other publishers, nor seek offers from or negotiate
with others with respect thereto. In the event this Agreement is terminated pursuant to the
provisions of Paragraph 11, 13, 18, 19 or 29, the Author's obligations under this paragrapb
shall terminate as well.
II. Manuscript Delivery
Deliverv of the Manuscript, Related Materials and Permissions
4. (a) The Author shall deliver the Work in the English language, satisfactory to the
Publisher in length, content and fonn, on or before December 31, 2016. The Work shall be
approximately 65,000 words in length and is described as a work of non-fiction on free speech
by the outspoken and controversial Breitbart columnist and blogger.
(b) As part of the complete manuscript, the Author shall furnish to Publisher,
photographs, drawings, charts, illustrations, maps, appendix, bibliography and other related
material (herein "related materials") necessary in Publisher's and Author's mutual opinion for
publication of the Work, all in content and fonn satisfactory to Publisher. If the Publisher
decides thcre is to be an index in the Work the Publisher will be responsible for preparation of
the index and shall charge such cost against the Author's royalty account, provided such charge
will not exceed $1,500 without the prior approval of the Author, such approval not
unreasonably to be withheld or delayed.
(c) If pennission from others is required for publication of any material contained in the
Work for exercise of any of the rights conferred by this Agreement, Author shall obtain such
pennissions at Author' s expense, in fonn acceptable to Publisher, and shall deliver such
pennissions to the Publisher as part of the complete manuscript of the Work. Permissions shall
cover all territories, rights and editions covered by this Agreement. Publisher will at Author's
request provide Author with a permissions form that Publisher fmds acceptable.
(d) Unless otherwise mutually agreed, the Work and all related materials supplied by the
Author shall be submitted by the Author to the Publisher in a reproducible-quality digital fonnat
reasonably specified by the Publisher and agreed by the Author. If the Author does not supply
any such materials in the agreed fonnat or fails to deliver the related materials or required
pennissions, Publisher shall have the right, but not the obligation, to convert such materials into
the agreed fonnat and/or obtain the missing related materials and/or pennissions. In such event,
the cost of such conversion and/or acquisition shall be charged by the Publisher to Author's
royalty account. The Author shall have the right to approve any such related materials
(including but not limited to the cost thereof) added to the Work by the Publisher, which
approval will not be unreasonably withheld or delayed.
-3
42 of 83
III. Payments to the Author
Advance
5. Publisher shall pay Author, as an advance against all amounts accruing to Author under
this Agreement, the sum of $255,000, payable as follows:
$80,000 on signing of this Agreement;
$80,000 on delivery and acceptance of the complete manuscript of

the Work, as satisfactory to the Publisher; and
$70,000 on Publisher's first publication of the hardcover/initial

edition of the Work or twelve (12) months after delivery and
acceptance of the complete manuscript, whichever is earlier; and
$25,000 on Publisher's first publication of the

paperback/subsequent edition of the Work or twenty four (24)
months after delivery and acceptance of the complete manuscript
or twelve (12) months after Publisher's first publication of the
hardcover edition of the Work, whichever is earlier.
Advances shall be non-returnable except as otherwise expressly set forth in this

Agreement.
Royalties
6. The Publisher shall pay the Author royalties on all copies of the Work sold by the
Publisher, less returns, as follows:
(a) if published as a hardcover edition, 10% of the catalog retail price on the first 5,000
copies sold, 12Y2% of the catalog retail price on the next 5,000 copies sold, and 15% of the
catalog retail price on all copies sold thereafter, subject to the exceptions set forth below;
(b) if published as a trade paperback edition, 7WYO of the catalog retail price on all copies
sold, subject to the exceptions set forth below;
(c) if published as a mass-market paperback edition, 8% of the catalog retail price on the
first 150,000 copies sold, and 10% of the catalog retail price on all copies sold thereafter, subject
to the exceptions set forth below;
(d) if published as an electronic edition or as a digital download audio edition, 25% of the
net amount actually received from such sales. However, should marketplace conditions change
such that said royalty rate is below prevailing market rates, Publisher agrees to renegotiate the
royalty rate at Author's request at any time following three years after first publication of the
first electronic edition;
-4
43 of 83
(e) if published as an abridged or unabridged audio edition in physical form intended

primarily for sale in the trade retail marketplace, 5% of the catalog retail price on the first 10,000
copies sold, 6% of the catalog retail price on the next 10,000 copies sold, and 7% of the catalog
retail price on all copies sold thereafter, subject to the exceptions set forth below; if published as
an unabridged audio edition intended primarily for sale in the library and school marketplace,
10% of the net amount received by or credited to Publisher from such sales;
(f) if published as a large print edition, 10% of the net amount received by or credited to
Publisher from such sales, subject to the exceptions set forth below;
(g) if published as a low-cost hardcover edition, after publication of Publisher's initial

edition, 10% of the net amount received by or credited to Publisher from such sales, subject to
the exceptions set forth below. Publication of a low-cost hardcover edition shall be subject to
the Author's approval, such approval not unreasonably to be withheld or delayed;
(h) on copies of the hardcover and trade paperback editions sold for export to third parties
or outside the United States by Publisher or its affiliates, royalties shall be paid at the rates sct
forth in subparagraphs (a) and (b), respectively, but calculated on the net amount received
by or credited to Publisher from such sales. On copies of the mass-market paperback, large
print and low-cost hardcover editions sold for export to third parties or outside the United States
by Publisher or its affiliates, the royalty shall be 10% of the net amount received by or credited
to Publisher from such sales. On copies of the audio edition sold for export to third parties or
outside the United States by Publisher or its affiliates, the royalty shall be two-thirds the
prevailing rate in subparagraph (e) above, calculated on the net amount received by or credited
to Publisher from such sales;
(i) on mail order sales and other direct response sales (excluding such sales made through
Publisher's own websites), the royalty shall be 8% of the net amount received by or credited to
Publisher from such sales, except that on mail order sales and other direct response sales of the
audio edition, the royalty shall be two-thirds the prevailing rate in subparagraph (e) above,
calculated on the net amount received by or credited to Publisher from such sales. If mail
order rights are licensed to a third party, the net amount shall be divided equally between
Author and Publisher;
U) on special discount sales (as defined in Paragraph 34(d, the royalty shall be 10% of
the net amount received by or credited to Publisher from such sales, except that on special
discount sales of the audio edition, the royalty shall be two-thirds the prevailing rate in
subparagraph (e) above, calculated on the net amount received by or credited to Publisher
from such sales, and except that on special discount sales initiated by the Author, the
royalty shall be 15% of the net amount actually received from such sales;
(k) on copies sold to book clubs on a royalty-inclusive basis, the royalty shall be 10% of
the net amount received by or credited to Publisher from such sales, except that on copies of
the audio edition sold to book clubs on a royalty-inclusive basis, the royalty shall be two-thirds
the prevailing rate in subparagraph (e) above, calculated on the nct amount received by or
credited to Publisher from such sales;
-5
44 of 83
(1) on remainder-in-place sales (as defined in Paragraph 34( e and remainder sales,
subject to the provisions of Paragraph Sed) below, the royalty shall be 5% of the net amount
received by or credited to Publisher from such sales, except that on remainder-in-place sales
and remainder sales of the audio edition, the royalty shall be two-thirds the prevailing rate in
subparagraph (e) above, calculated on the net amount received by or credited to Publisher
from such sales, and except that no royalty shall be payable on copies of the Work sold at a
discount of 85% or more from the catalog retail price.
Proceeds on License of Subsidiary Rights
7. The Publisher shall pay the Author 50% of the gross proceeds received by or credited to
Publisher from the sale or license of subsidiary rights, except as follows:
Author's Publisher's
Type of Right Share Share
first serial rights 90% 10%
British Commonwealth rights 80% 20%
foreign language rights 75% 25%
Tn calculating the proceeds on disposition of the subsidiary rights, Publisher may only
deduct from the gross amount received any third party foreign agent's commission (not to
exceed 10%) which may be paid for services rendered in connection with such disposition, and
any bank fees or other monetary transfer charges incurred by the Publisher in connection with or
by reason of such sale or disposition.
Special Royalty Provisions
8. With respect to each edition of the Work published hereunder, the following shall be
applicable:
(a) no royalty shall be payable on copies damaged or destroyed or on copies furnished

gratis for review, publicity, promotion, sample or similar purposes;
(b) no royalty shall be payable on transfers of inventory by Publisher to its parent,

subsidiaries, affiliates, or related divisions for resale, but any resale thereby shall be deemed a
sale by Publisher subject to the applicable royalty herein provided;
(c) in some instances Publisher prints on the jackets and/or covers of its books a
suggested cover price that is higher than its catalog retail price. In such instances, where the
royalty is based on the retail price, the catalog retail price, not the suggested cover price, shall be
the basis for the computation. The difference between the two prices enables the retailer to
recoup its freight costs. The difference between the suggested cover price and the catalog
-6
45 of 83
retail price will be the same as other then-current books of Publisher to which freight pass
through applies and will not exceed 5% of the suggested cover price;
(d) when the Publisher in its sole discretion determines that copies of the Work are not
readily salable at regular prices within a reasonable time, the Publisher may remainder copies of
the Work (but not earlier than 12 months from the pUblication date unless it is a remainder
in-place, which may occur at any time) or dispose of such copies as surplus at the best price
obtainable, subject to the payment of royalties as provided in subparagraph 6(1) above.
Publisher shall make no remainder sale (other than a remainder-in-place sale) without first
offering copies to the Author at the estimated remainder price, provided, however, that
inadvertent failure to offer such copies to the Author will not be deemed a material breach of this
Agreement;
(e) any advance royalties or other sums paid to or on behalf of the Author under this
Agreement, and any amounts due from the Author to the Publisher under this Agreement, may
be applied in reduction of any amounts payable to the Author under this Agreement;
(f) in the event of any overpayment by Publisher to Author, Publisher may, in addition to
any other remedies available to it, recoup such overpayment from any sums due to Author under
this Agreement. An unearned advance will not be deemed an overpayment;
(g) any amounts payable to the Author hereunder shall be subject to such reasonable
reserve for returns of copies of the Work as the Publisher shall establish in its reasonable
discretion taking into account, among other things, the actual percentage of returns of the
Work in previous periods. Following the fourth full accounting period after publication,
Publisher's reserve for returns shall not exceed 20% of the total copies theretofore shipped
and not returned, except that (i) after each subsequent printing of 20,000 copies or more, the
reserve may be reasonably increased above 20% for four additional accounting periods, (ii)
Publisher may maintain a reserve in excess of 20% which reserve is equal to the actual
percentage of returns in the preceding period or consecutive periods, and (iii) Publisher may
maintain a higher reserve for any period preceding or during which it is reasonably expected
that the Work will be or is out of print or is remaindered. Reserves shall be maintained
separately with respect to each edition (hardcovcr, paperback, etc.). Reserves shall be applied
and liquidated in each subsequent accounting period, and re-established, as applicable, in
accordance with the terms above. No reserve shall be instituted or maintained on any e-book
edition, print-on-demand edition or any other edition of the Work which is sold on a non
returnable basis. If Author thinks the Publisher's reserve is unreasonable, the Publisher will
discuss the matter with the Author and will consider in good faith Author's concerns;
(h) if the Publisher exercises rights for which royalties are not specifically set forth in this
Agreement, then royalties shall be paid to the Author at rates to be negotiated in good faith by
the ~uthor and Publisher. The Publisher shall not have the right to exercise any rights not
specifically set forth herein without the prior written approval of the Author wbich
approval may be withheld for any reason.
-7
46 of 83
Royalty Statements
9. (a) Publisher shall render royalty statements and make accounting and royalty and other
payments to the Author (i) in February for the preceding period April 1 to September 30, and (ii)
in August for the preceding period October 1 to March 31. Publisher may from time to time
change such accounting periods provided no longer than six months elapses between any two
accountings to the Author. If for any royalty period the current period total activity in the
Author's account for the Work is less than $100, Publisher shall render statements but may
defer the rendering of payment until such royalty period as the cumulative activity since the last
statement exceeds such amount. The Publisher shall, however, make such payment upon the
Author's written request therefor.
(b) Royalty statements shall state the number of copies sold and returned during the
period covered and the reserve for returns being held by the Publisher. If the Author so requests
in writing, the Publisher shall, within 60 days after its receipt of such request, advise the Author
in available detail of the number of copies printed, bound, sold (with details as to type of sale,
royalty rates and discount), and given away during the current period covered by the last
royalty statement rendered to the Author, the approximate number of salable copies on hand at
the end of said period, the dates of ftrst and subsequent printings, and the total copies
shipped as of the end of the reporting period. Further, with respect to e-book and e-audio
editions of the Work published by the Publisher, if the Author so requests in writing, the
Publisher shall, within 60 days after its receipt of such request, advise the Author in
available detail of the names of reseUers purchasing and distributing copies of the Work to
consumers, the business model used for such sales (e.g., traditional wholesale model or
agency commission model or such other model used by the Publisher), the retail price and
discount for each sale and a detailed account of any deductions made by the Publisher
prior to calculation of the Author's royalty.
(c) Statements rendered hereunder shall be final and binding upon the Author unless
objected to in writing, setting forth the specific objections thereto and the basis for such
objections, within three years after the date the statement was rendered.
(d) When the Publisher has disposed of any subsidiary rights in the Work, any
proportionate share of the proceeds due to the Author in accordance with Paragraph 7, less
any unearned advances and after the Publisher's allowances for reserve for returns, shall be
paid at the time the next succeeding royalty statement is rendered; provided, however, that
with respect to any advances actually received by Publisher in connection with the disposition
of such rights which would result in a net payment to the Author of $500 or more, after such
deductions, if the Author makes a written request for immediate payment after such a
disposition, the Publisher shall pay the Author's share of such advance received by Publisher
(after such deductions) within 30 days after receiving such written rcquest.
Examination of Publisher's Books and Records
10. The Author or the Author's representative may, upon written request not more than once
each year, conduct a reasonable examination of the books and records of the Publisher insofar as
they relate to the Work for the period of three years immediately preceding such examination.
-8
47 of 83
Such examination shall be on Publisher's premises at a time convenient to Publisher, but no later
than 90 days after Author's request therefor, and shall be at Author's expense unless errors of
accounting amounting to more than 5% of total sums accrued to the Author are found to
the Author's disadvantage, in which case the reasonable cost of the examination shall be
borne by the Publisher and payment of the amount due will be made within 30 days
thereafter. The Author or the Author's representative shall be able to make copies and
extracts of pertinent documents during the examination.
IV. Failure to Deliver the Manuscript; Acceptance of the Manuscript
Failure to Deliver the Manuscript
11. Timely delivery of the Work, editorially satisfactory to the Publisher in length, content
and form, is essential to the Publisher and is of the essence of this Agreement. If Author fails to
deliver the complete manuscript, editorially satisfactory to the Publisher in length, content and
form, within 30 days of the time specified, the Publisher shall have the option to give the Author
a notice in writing prior to delivery of the Work tenninating this Agreement, and in such event
the Publisher may then recover and the Author shall repay within a reasonable period of time
all amounts advanced to the Author. Upon such repayment, all rights granted to the
Publisher herein shall revert to the Author. In the event that the Author completes a
manuscript for the Work within one year after termination of this Agreement pursuant to the
preceding sentence, then the Publisher shall have the option, exercisable within 30 days after
receipt of said manuscript, to acquire the Work on the same terms and conditions as provided in
this Agreement.
Extension of Time to Deliver
12. Publisher may in its discretion extend for such period as in its judgment is appropriate, or
refuse to extend, Author's time to deliver the complete manuscript. Any extension of the delivery
date must be in writing signed by the Publisher. In determining whether to grant such extension
and/or the length thereof, Publisher may consider such factors as Publisher deems relevant,
including without limitation, Author illness.
Acceptance of Manuscript
13 . (a) The Publisher shall not be obligated to accept or publish the Work if in its sole good
faith judgment the Work is not acceptable to it. If the Author delivers a manuscript of the Work
within the time specified, in what the Author represents to be its complete and final form, the
Publisher shall, within 45 days after its receipt thereof, determine whether the Work is
editorially acceptable to it. If the manuscript of the Work is not editorially acceptable to the
Publisher, the Publisher shall (within said 45-day time period) notify the Author in writing,
stating the reasons therefor, and shall request in writing in reasonable detail that Author
make revisions, changes or supplements ("revisions") thereto, and Author shall have 90 days
-9
48 of 83
for the revIsion process. If Publisher requests one or more revisions in the manuscript as
submitted or as thereafter revised, Publisher's time to determine the acceptability thereof shall be
extended for a period of 30 days after resubmission by the Author, or 30 days after Publisher's
receipt of written notice by Author that no further revisions will be made. Author will make
revisions as promptly as possible after Publisher's request therefor. No request for revisions
shall be deemed to obligate Publisher to accept the final revision or to constitute a conditional
acceptance thereof. If the Publisher in its sole discretion determines to submit the manuscript to a
legal review (which shall be conducted at Publisher's sole expense), the Author shall
cooperate with the Publisher or Publisher's counsel in such review and notwithstanding anything
to the contrary in this Agrecment thc time for Publisher to accept or reject the Work shall be
extended to 30 days after completion of the legal review.
(b) Acceptance of the manuscript shall be made by written notice signed by an authorized
signatory of the Publisher. Payment of an advance installment, payable by express provision
hereof upon acceptance of the manuscript, shall constitute written notice of acceptance unless
such payment is accompanied by a notice to the contrary.
(c) If the Publisher fails to accept the complete manuscript or revised complete
manuscript within the time periods provided in subparagraph (a) above, the Author shall
thereafter have the right to notify Publisher in writing that unless the manuscript is accepted or
written request for revisions provided within 15 business days after the delivery of such notice,
the manuscript will be deemed unacceptable and this Agreement shall terminate in accordance
with the provisions of subparagraph (d) and (e) below, except that in such event IS-month
time limit set forth in subparagraph 13.(e) below shall not apply.
(d) If the revised complete manuscript of the Work delivered by the Author is not, in
Publisher's sole good faith judgment, editorially acceptable to the Publisher, the Author shall
repay, in accordance with the provisions of subparagraph l3(e) below, all sums advanced to
the Author hereunder and upon such repayment this Agreement shall terminate and all rights
granted herein shall revert to the Author.
(e) In the event oftennination of this Agreement because the revised complete manuscript is
unacceptable to the Publisher, the Author or the Author's duly authorized representative shall make
reasonable commercial efforts to sell the Work elsewhere, and the Author shall be obligated to
repay all sums advanced hereunder; but for a period of 18 months after termination of this
Agreement such obligation shall be limited to repayment from the first (and all) proceeds of any
contracts with others concerning the rights in thc Work granted to the Publisher under this
Agreement, including, without limitation, rights listed in Paragraph 2.(a) above. Author hereby
transfers and assigns to Publisher, as security for the repayment of any advances which may become
repayable pursuant to this paragraph, any and all monies which may hereafter become due or owing
to Author from other persons or entities as a result of any of the rights in the Work granted to the
Publisher under this Agreement, and Author hereby authorizes Publisher to apply such monies as
and when received in liquidation of Author's obligation to repay such advances, until such
obligation shall have been fully paid. Author hereby authorizes such other person or entity to give
full force and effect to this assignment, and hereby releases and discharges such other person or
entity from any and all liability to Author for any and all payment or payments made to Publisher
pursuant to this paragraph. At the end of the I8-month period any sums that have not been repaid or
-10
49 of 83
recovered from other sums due to the Author shall become immediately due and payable to the
Publisher.
v. Production and Publication of the Work
Correction of Proofs
14. Publisher shall furnish Author with one set of galleys or other first proofs and, if made,
subsequent proofs, and the Author shall return each set of proofs with Author's corrections to the
Publisher within 21 days of receipt thereof. The Publisher also shall proofread the proofs. If the
Author shall fail to return the corrected proofs within the 21-day period herein specified, the
Publisher may publish the Work without the Author's approval of the proofs - provided,
however, that if, because of illness or any other factor beyond the Author's control, the Author
informs the Publisher that Author is unable so to return the corrected proofs, Author's time for
correcting such proofs shall be extended for another 21-day period, and after that period the
Publisher may publish the Work without the Author's approval of the proofs. Publisher shall
not authorize any changes in the Work, other than routine copyediting changes, without
the prior written consent of the Author.
Cost of Author's Alterations
15. If, in the correction of proofs, the Author requests changes from the text of the
manuscript (other than the cost of changes which are the result of printer's or Publisher's
errors, or changes made at the request of Publisher's legal counsel), the Author shall bear the
reasonable cost of such changes over 15% of the original cost of composition, as follows: (a)
Author shall pay such reasonable costs upon receipt of an invoice from the Publisher; or (b) at
Publisher's option, Publisher may charge such cost to Author's royalty account, provided
however that if the advance payable to the Author under this Agreement is unearned one year
after publication of the Work, then the Author will reimburse Publisher for such reasonable
costs upon receipt of an invoice from Publisher. At Author's request Publisher shall submit an
itemized statement of such charges and shall make available corrected proofs for the Author's
inspection at the Publisher's office.
Publication
16. (a) The Publisher shall publish the Work in in physical hardcover print book form
under its Threshold Editions imprint within 12 months after acceptance of the manuscript
therefor unless mutually agreed otherwise. Except as provided in the preceding sentence,
publication shall be under any imprint of Publisher or its affiliates that Publisher elects. If the
Publisher will no longer be using the Threshold Editions imprint at the time of first
publication of the Work, the Publisher will consult with the Author on an alternative
imprint, but fmal decision shall rest with the Publisher.
-11
50 of 83
(b) Publisher shall have the right to use the name, pseudonym, approved portrait and
picture of and approved biographical material concerning the Author and Collaborator in and
on the Work, in the advertising, publicity and promotion thereof, and in connection with any
rights granted hereunder. Author shall furnish Publisher, free of charge, original photographs of
the Author which Publisher may use for such purposes without additional payment to or
permission from any third party.
(c) The title of the Work as set forth on page 1 may be changed by mutual agreement of
the Author and the Publisher.
(d) The format, imprint, style of printing and binding, and all matters relating to the
manufacture, sale, distribution and promotion of the Work shall be determined at the sole
discretion of the Publisher. The Publisher shall meaningfully consult with the Author (with a
view towards satisfying substantive concerns expressed by the Author) on the jacket art
and copy for Publisher's first edition of the Work and on any subsequent editions if the
cover is substantially changed and on catalog copy, but final decision with respect thereto
shall rest with the Publisher. Publisher also shall meaningfully consult with the Author on
catalog copy and publicity materials for its edition(s) of the Work, but rmal decision with
respect thereto shall rest with the Publisher.
(e) The Publisher may publish and authorize others to publish extracts of the Work
containing not more than one chapter for promotion of the Work, without compensation therefor.
If compensation is received it shall be shared equally by Author and Publisher.
(f) No advertising will be printed in, included in (bound or unbound), distributed with or
inserted into any copies of Publisher's editions of the Work without Author's prior written
consent which may be withheld for any reason.
(g) At Publisher's request, the Author agrees to be available for promotion and
publicity on behalf of the Work and to travel on a promotional and publicity tour, including
television appearances, radio and press interviews and personal appearances (such as book
signings), for the Work, of at least ten days duration within thirty day following Publisher's
initial publication of the Work in the United States, such tour to be arranged to coordinate
such scheduled events with Author's professional obligations. Publisher shaU be responsible
for payment of the expenses of the tour, including first class airfares and hotel expenses (hotel
accommodations shall be reasonably equivalent to Le Parker Meridien in New York City, The
Hotel Monaco in San Francisco and Sutton Place Hotel in Chicago) for travel outside the
Author's area of residence and for all meal and transportation expenses in connection with
the tour. If the Author is unable to make a mutually agreed scheduled appearance to
promote the Work due to illness, personal emergency, or other extraordinary or
unforeseen circumstances, then the Author's failure to make such scheduled appearance
shall not be deemed a breach of this Agreement, provided that the Author does reschedule
and appear at a comparable promotional appearance which is mutually satisfactory to the
Publisher and the Author. Notwithstanding the foregoing, if the Author fails to make any
mutually agreed scheduled appearance for any other reason, then the Publisher may at its
option send written notice to Author of such failure, and if Author does not reschedule and
appear at a comparable promotional appearance within a reasonable period of time after
the date of such notice, then the Publisher may, in its sole discretion, withhold payment of
-12
51 of 83
the rmal advance installment due under this Agreement and reduce the total advance due
hereunder to the amount theretofore paid to the Author to date.
Copyrieht
17. (a) The Publisher shall identify the Author as the owner of the copyright in the Work and
shall register such copyright in the United States in the name of the Author within three months
after initial publication of the Work. The Publisher's failure to register within said three
month period will not be deemed a breach of this Agreement provided Publisher promptly
cures any such failure after receipt of written notice thereof. The Publisher shall provide
the Author with a copy of the Copyright Certificate within 30 days of Publisher's receipt
thereof, provided Author requests such copy.
(b) The Publisher shall identify the Author as the owner of the copyright in the audio
edition of the Work. Author hereby assigns and Publisher shall own, all right, title and
interest in the phonore cord, including master recordings, cover art and liner, notes, voice
recordings, and musical recordings related thereto (see Paragraph 34(b and Author shall
have no right title or interest therein; the Author shaH be the absolute owner of the
"underlying content" of the Work and Publisher shaU have no right, title or interest
therein, except as set forth elsewhere in this Agreement. "Underlying content" means the
Work as written and/or revised by Author.
(c) The Publisher shall print in each copy of each edition of the Work published by it any
notice required to comply with the applicable copyright laws of the United States and the
provisions of the Universal Copyright Convention and the Berne Copyright Convention.
(d) Any agreements made by the Author or by the Publisher to dispose of any rights in
the Work shall require the licensee or grantee to take all necessary and appropriate steps to
protect the copyright in the Work. Whichever party controls first serial rights in the Work will
use best efforts to require any licensee of such rights to include an acknowledgement
accompanying the published excerpt stating that the excerpt is from an upcoming work to be
published by the Publisher and setting forth the title of the Work, copyright notice, Author and
Publisher by name.
(e) Author hereby appoints Publisher to be Author's attorney-in-fact solely to execute and
to file any and all documents consistent herewith necessary to record in the Copyright Office
the assignment of exclusive rights made to Publisher hereunder.
No Obligation to Publish
18. The Publisher will, at Author's reasonable request and at Publisher's sole expense,
vet the Work for legal concerns. Notwithstanding anything contained herein to the contrary,
the Publisher sha1l not be obligated to publish the Work if, in the sole and absolute good faith
judgment of its legal counsel, whether before or after acceptance thereof, the Work contains
libelous or obscene material, or its publication may violate the right of privacy, common law or
statutory copyright, or any other right of any person or entity. In such event, unless the Author
makes changes required by Publisher's legal counsel in such counsel's reasonable
-13
52 of 83
judgment, Publisher shall be entitled, within 90 days after Publisher's written notice of such
decision, to the return of all monies advanced to the Author hereunder, and to terminate this
Agreement. Notwithstanding any request by Publisher for change or substantiation, nothing in
this Agreement shall be deemed to impose upon the Publisher any duty of independent
investigation or to relieve the Author of any of the obligations assumed by Author hereunder,
including, without limitation, the ongoing validity of Author's warranties and representations
which shall apply to all material in the Work, whether or not changed at the request of
Publisher's legal counsel.
Delays in Publication
19. (a) The Publisher, in its sole and absolute discretion, shall have the right to reschedule
publication of the Work beyond the time set forth in Paragraph 16(a) for a reasonable time not to
exceed four months. If publication of the Work is delayed in the absence of excusable
circumstances (as described in subparagraph (b) below) the Author's sole and exclusive
remedy shall be to give the Publisher a notice in writing, stating that if the Publisher fails to
publish the Work within 60 days after the date of such notice, then all of the Publisher's rights in
and to the Work and any options granted hereunder shall terminate at the end of such 60-day
period; and if, in such event, the Publisher shall fail to publish the Work within such 60-day
period, all of the Publisher's rights in and to the Work shall tenninate and revert to the Author,
and the Author shall be entitled, as liquidated damages and in lieu of all damages and remedies,
legal or equitable, to retain all payments theretofore made to Author under this Agreement and
to be paid any advances under Paragraph 5 which would otherwise have become due.
(b) If publication of the Work is delayed beyond the time set forth in Paragraph 16(a)
because of acts or conditions beyond the control of the Publisher or its suppliers or contractors,
including (by way of illustration and not by way oflimitation) war, shortages of material, strikes,
riots, civil commotions, fire or flood, the publication date shall be extended to a date six months
following removal of the cause of the delay. If said delay exceeds six months then Author
may at Author's optlonrepay all sums theretofore advanced under this Agreement, plus
interest at the prime rate calculated from the date of payment of the advance until the date
of repayment, and reimburse the Publisher for any documented expenses PubJisher may
have incurred in connection with the Work, and upon Publisher's receipt of said monies
this Agreement shall terminate and an rights granted herein shall revert to the Author.
Out of Print Termination
20. If, at any time after the expiration of one year from the publication date, the Publisher
allows all of its full-length V.S. English language editions of the Work to go out of print and
such status continues in effect for six months after the Author has given Publisher written notice
("Reversion Notice") to put the Work back into print, and if there is no full-length V.S. English
language reprint edition authorized by Publisher available in the U.S. through normal trade
channels or contracted for within such six month period, then the Author may by a notice in
writing tenninate this Agreement subject to any licenses previously granted by Publisher (and
any renewals or extensions thereof) and Publisher's right to continue to share in the proceeds
therefrom. In the event of such termination the Author shall have the right to purchase any
-14
53 of 83
available plates, diskettes, digital fIles or film of the Work at cost, and/or any remaining copies
or sheets of the Work at cost. If the Author does not purchase such plates, diskettes, digital IDes,
film, copies or sheets, then the Publisher may dispose of them at any price and retain the
proceeds of such sale, subject to the royalty provisions contained herein. The Publisher is
under no obligation to retain any such plates, film, diskettes, digital fIles, copies or sheets. The
Work shall not be deemed out of print as long as it is available from the Publisher in any full
length English language edition, including electronic text editions. If, however, six months after
Author's Reversion Notice, the Work is only available from the Publisher in an electronic text
edition or by means of print-on-demand technology, the Author may by notice in writing
terminate this Agreement in the manner set forth above provided in the prior 12 months
Publisher's revenue from its exercise or license of rights in the Work (excluding revenue derived
from the license of book club rights, British Commonwealth rights and foreign language rights)
was $1,000 or less.
VI. Other Rights. Undertakings and Obligations
Author's Rights
21 . All rights not expressly granted by the Author to the Publisher, including without
limitation motion picture, dramatic, television, video, soundtrack, commercial and
merchandising, and electronic adaptation rights (subject to the provisions of Paragraph
34(a)(ii) here oj), are reserved to the Author. The Author shall not exercise or dispose of any
reserved rights in such a way as substantially to destroy, detract from, impair or frustrate the
value of any rights granted herein to the Publisher, nor shall the Author publish or authorize to
be published within two years after Publisher's initial publication of the Work any book or
other writing based substantially on subject matter, material, characters or incidents in the Work
without the written consent of the Publisher, which consent shall not unreasonably be
withheld or delayed. It is understood that both parties will mutually attempt to use social
networking platforms such as Facebook to promote the Work. In connection with such
promotion and otherwise, the Author shall have the right to publish not more than ten
percent of the contents of the Work (in the aggregate) on the Author's website and in the
Author's social media accounts for advertising and promotion of the sale of the Work.
Author's Agent
22. Author hereby irrevocably appoints Author's agent, AGI Vigliano Literary, LLC,
Attention: Thomas Flannery, 150 East 58th Street, 20lh Floor, New York, New York 10155,
as Author's sole and exclusive Agent with respect to this Agreement and coupled with an
interest, including without limitation to rights to an option book and any other rights under
this Agreement. In consideration for services rendered, said Agent is entitled to receive or
retain 15% of gross monies paid to the Author under this Agreement, including said option
book or any other rights granted hereunder. All monies payable to the Author hereunder
shall be paid 100% to the Agent and the receipt thereof shall be a full and valid discharge
of all such indebtedness. Nothing in the foregoing shall be construed to obligate Publisher
-15
54 of 83
to make any payments to any payee with respect to such sums and Publisher's sole
obligation shall be to remit to said payees their share of all money due the Author, if any
after deducting therefrom any deductions or charges permitted under this Agreement. The
provisions of this paragraph shall survive the termination of this Agreement.
Representation by Single Author
23. Intentionally deleted.
Author's Warranties
24. Author warrants and represents that:
(a) Author and Collaborator are the sole authors and Author is the sole proprietor of
the Work. The Author has or will have a valid and subsisting written agreement with the
Collaborator enabling the Author to grant the rights to the Publisher granted under this
Agreement. The Author shall be solely responsible for performing the agreement with the
Collaborator, shall do everything necessary to keep said agreement in effect, and shall not
permit any alterations or termination thereof which would affect the Publisher's rights in
the Work;
(b) Author has full power and authority to make this Agreement and to grant the rights
granted herein, and Author has not prcviously assigned, transferred or otherwise encumbered the
same; and the Author has no prior agreement, commitment or other arrangement, oral or written,
to write or participate in writing any other book-length work and will not enter into any such
agreement, commitment or other arrangement that will interfere with timely delivery of the
Work until after delivery and acceptancc of the Work~
(c) the Work has not been previously published;
(d) the Work is not in the public domain;
(e) the Work does not infringe any statutory or common law copyright or any proprietary
right of any third party;
(f) the Work does not invade the right of privacy of any third person, or contain any
matter libelous or otherwise in contravention of the rights of any third person; and, if the Work is
not a work of fiction, all statements in the Work asserted as facts are true or based upon
reasonable research for accuracy;
(g) the Work is not to the best of the Author's knowledge obscene under U.S. law and
contains no matter the publication or sale whereof otherwise violates any federal or state statute
or regulation thereunder, nor is it in any other manner unlawful, and nothing contained in the
Work shall be injurious to the health of the user;
-16
55 of 83
(h) the Work will be the Author's next book-length work of non-fiction (under the
Author's name(s) or otherwise), and that Author will not, without Publisher's approval,
publish or authorize publication of any other full-length work of non-fiction of which the Author
is an author or co-author until (i) six months after publication of the Work, provided the Work
is published within 12 months after acceptance of the manuscript or (ii) until 18 months
following acceptance of the manuscript if Publisher fails to publish the Work in a timely
manner pursuant to Paragraph 16 (a). However, Author may enter into a publishing
agreement for another book by the Author at any time during the term of this Agreement,
subject to the provisions of Paragraphs 3 and 21 of this Agreement.
Each of the foregoing warranties and representations shall survive the termination of this
Agreement.
Each of the foregoing warranties and representations is truc on the date of thc execution
of this Agreement and shall be true on the date of publication of the Work, and at all intervening
times. The warranties and representations of the Author hereunder do not extend to
material added to the Work without the consent of the Author, or to advertising and
promotional materials not taken from the Work or approved by the Author. The Publisher
may rely on the truth of said warranties and representations in dealings with any third party in
connection with the exercise or disposition of any rights in the Work. The Publisher shall be
under no obligation to make an independent investigation to determine whether the foregoing
warranties and representations are true and correct; and any independent investigation by or for
the Publisher, or its failure to investigate, shall not constitute a defense to the Author in any
action based upon a breach of any of the foregoing warranties.
Indemnity
25. (a) The Author shall indemnify and hold the Publisher harmless against any loss, liability,
damage, cost or expense (including reasonable outside attorneys' fees) arising out of or for the
purpose of avoiding any suit, proceeding, claim or demand or the settlement thereof, which may
be brought or made against the Publisher by reason of the publication, sale, or distribution of, or
disposition of rights in respect to the Work, based on the contents of the Work excluding
material added to the Work by the Publisher without the Author's approval, except in
connection with matters involving solely controversies arising out of or based on commercial
transactions between the Publisher and its customers, distributors or other third party
customers. See subparagraph (d). The Publisher shaD have the right, subject to the
approval of the Author, such approval not unreasonably to be withheld, to settle such suit,
proceeding, claim or demand on such terms as it deems advisable. If within such time as
the situation may allow, the Publisher shall request the Author to consent to the proposed
settlement and the Author shall neglect or decline to do so, the Author shall upon written
notice by the Publisher immediately undertake to continue the defense at Author's sole
expense and shall provide the Publisher with security in the form of a surety company
bond in the amount as shall under all the circumstances be in the Publisher's opinion
adequate. In the event the Author fails to so assume the defense, and to furnish such bond,
the Publisher shall have the right to settle such matter upon terms Publisher thinks
advisable or in its discretion to continue the defense thereof, and the Author's indemnity
shall be applicable in either such event, provided, however, that nothing contained herein
-17
56 of 83
shall inhibit the Publisher from settling any such suit, proceeding, claim or demand against
it at its own cost and expense.
(b) Prompt written notice of any suit, proceeding, claim or demand brought or made
against the Publisher or Author shall be given to the Author or Publisher respectively.
(c) Whenever any suit, claim or demand as to which Author's indemnity applies is
brought or made against the Publisher, the Publisher may withhold payments due to the Author
under this Agreement and apply the payments so withheld to Author's indemnity obligations
hereunder. Sums withheld hereunder shall be reasonably related to the size of the claim, the
likelihood of success, the probable damage award and the anticipated expense of the
defense. If a claim or demand shall not result in a suit or proceeding within one year after
it is fIrst asserted, Publisher shall not continue to withhold funds based on such claim, but
may in the future should a suit or proceeding be commenced. Sums withheld hereunder
shall accrue interest at a reasonable rate determined by the Publisher and if the sums so
withheld are paid to the Author, the Author will be entitled to the interest earned on the
portion of the sums paid to the Author.
(d) Author shall be insured under any Publisher's liability policy which covers claims for
libel and other forms of defamation, invasion of privacy or publicity and infringement of
copyright or trademark arising from publication of the Work, to the extent such policy is valid
and collectible. In connection with such coverage, with respect to all judgments, settlements and
costs of defense, including attorneys' fees and other costs of claims covered by the policy, the
Publisher and the Author shall share equally all direct, out of pocket costs not paid by the
insurance company, provided however that Author's share of such costs will not exceed Author's
total earnings with respect to the Work. For purposes of this Paragraph, "Author's total earnings"
shall mean all advances paid or then payable to the Author with respect to the Work plus all
further smus then earned by Author from Publisher's sales and licenses of the Work. Publisher
shall retain counsel to represcnt Publisher and Author in any proceeding brought with respect to
all such claims and shall control the defense of such claims, and Author shall cooperate fully
with Publisher and said counsel in such defense. Author may hire counsel of Author's
selection at Author's sole expense to participate in such defense. Notwithstanding the
foregoing, Author shall be solely responsible for the cost of counsel separately retained by the
Author for any reason and for judgments, settlements and costs of defense, including all
attorneys' fees, attributable to a willful or reckless breach of this Agreement by Author, and for
all costs not paid by the insurance company in any claim involving a finding of any copyright
infringement or in the settlement of such a claim which Publisher in its good faith judgment
determines is necessary to avoid such a finding. Nothing herein shall limit the Author's liability
with respect to claims which are not covered by insurance or with respect to costs which exceed
the limits of the insurance policy.
(e) If any suit, claim or demand is brought or made as to which Author's indemnity
applies which is not covered by Publisher's liability policy, the Publisher may elect (i) to
undertake the defense thereof, or (ii) to notify the Author to undertake the defense. If the
Publisher does so notify the Author, the Author shall undertake such defense; and in such cases
the Publisher may, at its option, join in the defense. In all the foregoing events the cost and
expense of any defense shall be borne by the Author, unless such suit, claim or demand arises
-18
57 of 83
solely out of an act or omission of the Publisher, in which case the cost and expense shall be
borne by the Publisher.
(f) The Publisher shall indemnify and hold the Author harmless against any loss,
liability, damage, cost or expense (including reasonable attorneys' fees) arising out of any
claim, action or proceeding relating to the production, publicity, promotion, marketing and
sale of the Work not arising out of a breach or alleged breach of the Author's
representations, warranties or obligations hereunder, or in connection with material
inserted by or at the direction of the Publisher without the consent of the Author, or which,
if established, would constitute a breach by Publisher of this Agreement or failure by the
Publisher to perform its obligations under this Agreement.
Revised Editions
26. Deleted.
Tie-In Editions
27. Author shall use reasonable efforts to obtain for Publisher the right to publish tie-in
editions in connection with any motion picture, television or other dramatic versions ("Usages")
of the Work, and to use the title, artwork, photographs, and other material related to any such
version and appropriate identification and credits therefrom in Publisher's editions of the Work.
Any failure by the Author to secure such tie-in rights and/or Usages for the Publisher shall
not be deemed a breach of this Agreement.
Care of Property
28. Except in the event of Publisher's gross negligence, Publisher shall not be responsible
for loss or damage to any property of Author in Publisher's possession or that of its independent
contractors or to anyone to whom delivery is made with Author's consent. Author shall retain
copies of any such property and, in the case of photographs, the negative for each photograph
furnished.
Breach by Publisher
29. (a) Except as otherwise specifically provided in this Agreement, if the Publisher shall
commit a material breach of this Agreement including but not limited to failure to make
payments and render statements to the Author when due pursuant to this Agreement and
shall fail to remedy the breach within 60 days (30 days if it involves payment of advances or
royalties) after receiving a written notice from the Author: requesting the Publisher to remedy
such breach, the Author may by a notice in writing (a) revoke the Publisher's right to publish the
Work, if it has not been published at such time; (b) require the Publisher to cease further
publication of the Work, if it has been published at such time, but in such event the Publisher
shall be pennitted to sell on a non-exclusive basis for a period of one year after its receipt of
-19
58 of 83
such notice all copies of those editions of the Work which have already been print~ subject to
the payment of any royalties due the Author for such sales; and (c) revoke the grant to the
Publisher of such of the subsidiary rights as the Publisher has not already exercised or disposed
of. In such event the Author shall have the right to purchase any available diskettes, digital fIles,
plates or film of the Work at cost, and/or remaining copies or sheets of the Work already printed
at the Publisher's manufacturing cost. If the Author does not purchase such diskettes, digital
fIles, plates, film, copies or sheets, the Publisher may dispose of them at any price and retain the
proceeds of such sale. The Publisher is under no obligation to retain any such plates, film, copies,
diskettes, digital fIles or sheets. Any right of the Author pursuant to Paragraph 10 shall survive
such termination without prejudice to the Author's claim for any monies which may have
accrued to the Author under this Agreement or to any other right and remedies to which
the Author may be entitled.
(b) If the Publisher is fmally adjudicated a bankrupt, or if a receiver is appointed,

or if an assignment is made for the benefit of creditors, then this Agreement shall
automatically terminate provided that the Publisher shall be required to continue to pay all
royalties accruing to Author hereunder. If such termination is not valid under the law then
the Author shall have the exclusive right for a period of six months following such
adjudication, appointment or assignment, as appUcable, to repurchase Author's rights in
the Work at the then fair market value.
Free Copies for Author, Purchases by Author
30. (a) The Publisher shall present the Author with 50 free copies of each edition of the Work
published by the Publisher, and shall present the Author's agent with 20 free copies of each
edition of the Work published by the Publisher, upon publication, except as provided in (b)
below. The Publisher will use reasonable efforts to present the Author with complimentary
copies of any licensed edition upon publication thereof.
(b) The Publisher will at Author's request present each of the Author and Author's
agent with five free copies of the Work produced by means of print-on-demand technology, and
will at Author's request present each of the Author and Author's agent with one free copy of
the electronic edition of the Work.
(c) The Author shall have the right to purchase physical copies of the Work from the
Publisher's inventory at the foUowing discounts from the catalog retail price plus applicable
sales tax, FOB Publisher's warehouse, for resale or other distribution outside Publisher's
sales channels, including at Author's speaking engagements and appearances:
1-500 copies per order, a discount of 50% from the catalog retail price;
501-1,000 copies per order, a discount of 55% from the catalog retail price;
1,001.2,500 copies or more at a discount of 60% from the catalog retail price; and
2,501 or more copies or more at a discount of65% from the catalog retail price.
Author may order copies of the Work in carton quantities, and each order will be shipped to
one address. Payment for such purchases shall be made to Publisher as foUows:
-20
59 of 83
50% at the time the Author places an order; and
50% sixty days after delivery of the books to the Author, provided the Author supplies
the Publisher with satisfactory references to establish credit to carry said balance. In
the event the Author is unable to provide such satisfactory references, then said
balance shaU be paid in full prior to shipment of books to the Author.
All copies purchased by the Author hereunder shall be non-returnable (unless

Publisher's applicable standard terms provide otherwise), and no royalty shall be paid to the
Author on copies purchased at discounts greater than 50% from the catalog retail price. If
Publisher's inventory is not sufficient to f.. .ll an order by the Author, Publisher will not be
required to go back to press to fulfill such order.
If the Author wishes to purchase copies of the Work for resale on Author's web site(s),
Publisher will sell such copies to the Author on the same terms as it seUs to its specialty retail
accounts, and royalties shall be paid to the Author on such sales at the applicable rates set
forth in Paragraph 6.
AU copies purchased by the Author hereunder are solely for the Author's personal
and promotional use or for re-sale or other distribution at the Author's public engagements
and other similar activities outside regular trade book channels. In any event, the Author
may not sell copies of the Work purchased at such discounts to any account serviced by the
Publisher or any of its distributors or which materially competes with any such account or
distributor.
Publisher's Trademarks
31. Nothing in this Agreement (including but not limited to the rights of Author to purchase
books and plates on tennination) shall give Author any right in or to any trademark, trade name,
logo, imprint or other identification now or hereafter used by Publisher, nor shall Author use any
such identification during the term of this Agreement or thereafter, except that Author may
dispose of copies of the Work purchased hereunder notwithstanding that such identification may
appear thereon when purchased. Notwithstanding the foregoing, the Author's use of the title
of the Work or of any of the "related materials" (as such term in dermed in Paragraph 4
(b)) in connection with reserved rights shall not be deemed a breach of this Agreement.
Third Party Copyright Infringement
32. If during the term of this Agreement the copyright, or any other right in respect to the
Work, is infringed upon or violated, the Publisher may, at its own cost and expense, take such
legal action, in the Author's name if necessary, as may be required to restrain such infringement
and to seek damages therefor. The Publisher shall not be liable to the Author for the Publisher's
failure to take such legal steps. If the Publisher does not bring such an action, the Author may do
so in Author's own name and at Author's own cost and expense. If the Publisher and Author
jointly bring such action, or if the Publisher alone brings such action, money damages
recovered for an infringement shall be applied first toward the repayment of the expense of
bringing and maintaining the action, and thereafter the balance shall be divided equally between
-21
60 of 83
the Author and Publisher. If the Author alone brings such action, money damages recovered
shall be applied first toward the repayment of the expense of bringing and maintaining the
action, including any expense Publisher may have incurred, and thereafter the balance
shall belong to the Author. Each party will promptly notify the other party in writing of
any possible infringement of the Work that comes to its attention.
Execution of Documents
33. Each party hereto shall, upon request of the other, execute such documents as may be
reasonably necessary to confum the rights of the other party in respect of the Work or to carry
out the intention of this Agreement.
VII. Definitions
Definitions
34. As used in this Agreement:
(a) (i) "Electronic text rights" shall mean the exclusive right to publish, and to
authorize others to publish, the verbatim text of the Work (including any photographs and
illustrations in the Work) in whole or, subject to the Author's prior approval, such approval
not unreasonably to be withheld or delayed, in part, in non-dramatic visual form for reading,
by any electronic, electromagnetic or other means of storage, retrieval, distribution or
transmission now known or hereafter devised, but excluding any other text rights provided for
herein (an "electronic edition"). In the exercise of the electronic text rights, the Publisher shall
not add any textual, visual or other material to the Work, delete any material from or otherwise
edit the Work, or couple any electronic edition of the Work with other works without the
approval of the Author, such approval not unreasonably to be withheld or delayed. Any license
of electronic text rights in the Work shall provide that any additions to, deletions from, or other
editing of the text of the Work by the licensee, and the coupling of any electronic edition of the
Work with other works, shall be subject to the approval of the Author, such approval not
unreasonably to be withheld or delayed;
(ii) "Electronic adaptation rights" shall mean the exclusive right to adapt and
publish, and to authorize others to adapt and publish, the Work including video games or any
portion thereof for one or more "electronic versions." As used herein, an "electronic version"
shall mean an adaptation of the Work incorporating elements from sources other than the text of
the Work including without limitation still photographs and illustrations, video footage, sound
and other text, for publication by any electronic, electromagnetic or other means of storage,
retrieval, distribution or transmission now known or hereafter devised, but excluding electronic
text rights, audio rights, motion picture rights and television rights (provided that the exercise of
any of the foregoing rights, if reserved by the Author or licensed to a third party, shall not
preclude the exercise of the electronic adaptation rights). Electronic adaptation rights are
reserved to the Author. The Publisher shaD have the first opportunity to acquire electronic
adaptation rights, excluding video game rights, on mutually satisfactory terms, provided
-22
61 of 83
that the foregoing right of negotiation shall not apply to any instance where the Author
receives an offer for motion picture or television rights which requires a conveyance of
electronic multimedia rights as part of the transaction. If the Author and Publisher are
unable in good faith to agree on terms for Publisher's acquisition of such rights within 30
days after they commence negotiations with respect thereto, then the Author shall be free
thereafter to offer all or some of such rights to other parties. If the Author or a licensee of
the Author wishes to more than 15% of the text of the Work in an electronic version, the
Publisher shall promptly authorize such use on reasonable terms and conditions, provided
in the Publisher's reasonable judgment such text is not the predominant feature of such
electronic version;
(b) "audio rights" shall mean the exclusive right to use or adapt, and to authorize others
to use or adapt, the text of the Work or any portion thereof as the basis for one or more non
dramatic audio recordings through any method of recording or transmission now known or
hereafter devised, including, without limitation, copying or recording by phonographic,
magnetic, laser, electronic or any other means and whether on phonograph records, audio
cassettes, audio discs or any other human or machine-readable medium and the non-dramatic
broadcast or transmission thereof, but excluding all uses encompassed in motion picture,
dramatic, television, soundtrack, radio and allied rights. The Publisher shan give Author the
first opportunity to perform as the reader for the audio edition of the Work, and if Author
does so perform Publisher will pay Author a non-recoupable aggregate fee of $5,000,
payable on satisfactory completion of the recording, which sum shall not be charged
against the Author's earnings. Author will have the right to approve the script for any
abridged audio edition of the Work and the right to approve the reader if it is not the
Author. Author will have the right to approve the script for any abridged audio edition of
the Work, which approval will not be unreasonably withheld or delayed. The audio
editions(s) of the Work shall only include music consisting of introductory and closing
background music and incidental sounds supplied by Publisher;
(c) a "sale," "disposition" or "grant" of rights shall include an assignment, transfer or

license of the rights referred to or of any interest or option relating to such rights;
(d) "special discount sales" shall mean sales made in the United States outside regular
trade channels or direct-to-the-consumer through Publisher's websites at a discount of more than
50% from the catalog retail price, except that for audio editions of the Work "special discount
sales" shall mean sales at a discount of more than 55% from the catalog retail price. The Author
will have the right to approve any product or service in connection with a premium sale,
such approval not unreasonably to be withheld or delayed. Sales to warehouse clubs and
similar outlets, and sales to online bookstores such as Amazon.com will not be deemed
special discount sales regardless of the discount. With respect to special discount sales to
organizations, Publisher may imprint the trade name, trademark, logo, imprint and/or other
identification of such organization on such copies in addition to or in lieu of Publisher's trade
name, trademark, logo, imprint and/or other identification;
(e) "remainder-in-place sales" shall mean sales made in the United States in regular trade
channels at regular trade discounts, for which a 50% credit to the bookseller is subsequently
given by Publisher;
-23
62 of 83
(f) "net amount actually received" shall mean Publisher's gross receipts less returns,
allowances, shipping and handling charges, postage, and any excise, sales, use or similar
taxes.
VIII. Miscellaneous Provisions
Assignment
35. This Agreement shall be binding upon and inure to the benefit of the executors,
administrators and assigns of the Author, and upon and to the successors and assigns of the
Publisher. The Author shall not assign this Agreement without the prior written consent of the
Publisher, except that Author may assign sums due and payable to the Author hereunder,
provided that such assignment shall not be binding upon Publisher unless and until Publisher
shall have given written acknowledgement of its receipt thereof and such assignment shall not in
any event affect Publisher's rights or Author's obligations hereunder. The Publisher may assign
this Agreement to a parent, subsidiary or affiliated company, or to a purchaser or all or
substantially all of its assets, or in a reorganization. Any other assignment of this
Agreement by Publisher shall be subject to the consent of the Author, which consent shall
not be unreasonably withheld. Any purported assignment in violation of this provision or in
violation of the provisions of Paragraph 22 above shall be void.
Effectiveness
36. This Agreement shall be binding upon the Publisher and the Author only when it has
been signed by the Author and by an authorized officer of the Publisher.
Jurisdiction
37. Exclusive jurisdiction for the detennination of any dispute solely between or among
parties to this Agreement is hereby vested in the federal and state courts sitting in New York
County, New York, to which each party irrevocably submits. In addition to service of process by
any other means provided at the time by law, each party consents to service of process on him,
her or it, as the case may be, by certified mail, first class postage prepaid, return receipt
requested, or by overnight courier service provided a signed receipt is obtained, in each case
addressed (i) to the party to be served at the address to which notices may be given pursuant to
Paragraph 38 of this Agreement or (ii) to that party's actual residence or place of business. The
refusal to accept process so served, including the failure to claim certified mail in the custody of
the Postal Service, shall not invalidate such service if a separate copy of the process is sent by
first class mail, postage paid, to the same address.
-24
63 of 83
Notices
38. All notices to be given hereunder by either party shall be in writing and shall be sent to
the other party at the respective addresses as they are given on page 1 of this Agreement unless
said addresses are changed by either party by a notice in writing to the other party. All notices
shall be sent by registered or certified mail or other form of receipted or acknowledged delivery
including a fax transmission acknowledged as received by the party to which it is sent. Notices to
the Publisher shall be sent to both the President and General Counsel of Publisher.
Applicable Law
39. THIS AGREEMENT AND ITS INTERPRETATION SHALL BE GOVERt"lED BY THE LAWS OF THE
STATE OF NEW YORK APPLICABLE TO AGREEMENTS MADE AND ENTIRELY TO BE PERFORMED
THEREIN.
Waivers
40. No waiver of any tenn or condition of this Agreement, or of any breach of this
Agreement or of any part thereof, shall be deemed a waiver of any other term or condition of this
Agreement or of any later breach of this Agreement or of any part thereof by either party, nor
shall publication or continued publication or payment by the Publisher or acceptance of
publication and/or payment from the Publisher by the Author following notice or claim of
facts which, if true, would constitute a breach of warranty, representation or agreement of the
Author or Publisher, constitute or imply any waiver by the Publisher or Author of any
defenses, rights or remedies of the Publisher or Author, as the case may be. No failure by either
party to assert any right under this Agreement shall preclude any later assertion of such right.
VaJidity and Enforceability
41. The invalidity or unenforceability of any provision of this Agreement shall not affect the
validity or enforceability of any other provisions hereof, and any such invalid or unenforceable
provision shall be deemed to be severable.
Singular Shall Include Plural
42. Wherever required by the context in this Agreement, the singular shall include the plural,
and the term "Author" shall include the "Author" if there are more than one.
Entire Agreement
43. This Agreement constitutes the entire understanding of the parties concerning the subject
matter hereof, and may not be modified except by an instrument in writing signed by the party to
be charged.
-25
64 of 83
Captions
44. Captions are for convenience only, and are not to be deemed part of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first
sct forth above.
SIMON & SCHUSTER, INC.
NOTE: The attached United States Forms W-9 must be completed, signed and returned by
the Proprietor with si20ed contracts.
Editor: Mitchell Ivers
Of.nrwlYilUlJl cp<lQ!",.Mi la.dOCllIsf
16
65 of 83
EXHIBITB
66 of 83
S 1M 0 N & SCHUSTER
_,.
Ca....,. K. A.f.I)
QJd ~LtC'IIt:i~ Qftk.,.

J.nuatY 23. 2017
OUr Au\hor,
rm l!ftIing 10 you _rdrv Ite c:onk<Ner1Y .... ouncIIng lhe book DongefDUI by MIlo
YiannotJO<t"". Sinu Thret/lolll E_ _ IhoIr pll'" 10 pubIi.h.... haw _ I d
many torr1'Mnbi from you ..'>(I rnany of _ 0I.Chcn Ind ,eoda'll _Sling conoem an<l
~. I ""'" you 10 know !/'lei ... taka all 01 "'" hledback oeriouoIy and 01Jl)leCie1e 1""1
eo many _pit.oopecially our OUlhorl. hi"" takon Iho time 10 c:ommurQ\e - . UI.
Fnl and Iortmos~ I waol 10 make cleat "'1 ... do nol euppC)lt or condone. not "'W we
publlIh. hole opoocll. No! fro:n our 1hIIhots. Nol In OUI book . Nol 01 our InIprintl Nol from
OUt empl_ """ nol in <N worl<jIIect.
When Th.... ho:d Edrlio,. mel with Ph Y""u--... "" uid \lull he w.. In",..11d "'
writing book Ill" _ be I 1lUbt1AlnM ...m.. ...... 01 "'" i...... 01 political """. .""..
and
m"" o_ 'poech. I..
and _ _ uo.
\hilI.,.
mldil Ind mucI1-<i
-.oily lCUIHG_-1tlIUod
on ca/IIIIUMI and_Ioughl \he
;., odIOOII in be'"
""'"oounlty.
ThrMhoId Edilrona. .......,.,.nl

~k. II our imP'1nlO. 10 ocIlorfo11y Its - . - . 0.. mode
_ul"," .........",.,. ex ~ 01 our olhlr .....,..". .. In oon-.w.g ... prqect. lI\e
imp-Ill betiev.:i IIWI III ~ ciIcuu.Ion of "'-' ........ coming from IIIl un(X)f1Y8n1iona~
10"" Irke Mr. Yitnnopouloo ooulll become an indoM! l)CIl11Inef'Ilary on lodey. _
cN<:ou... Ihel would sil wee wtIhIn 116 Ia>pe and nDoion. ""Ich 10 10 pubioh _ . lor
co,...rvattYe luditnce.
0 ..... Thrw!lold . . - In oil" 10 Mr. Yi8nnoI>ouIos. our 'oaponsibflhy . . . pubIoohor 10 ID

""'"' wM '*" """'lICe "'"
10 book he ond Oi/l .WI e:wIIIonId. 1'><1 one lhat I."'''.. 10 Ihe
.1AIn<lanl$ l""" how articuloled . We """"ise 10 do r..... 1110"
Thor. 10 no _Ion \hilI ... Ire ivmg "' I limo ""on ",."y aro "'Iing ~ Ind '0.,
II .... moment when pokllGlJ paa&icne art f'U,'Y1bg haner Ind s1.r'orOIt lIlan 11 .,., time .,
,. . .01 hiItoty. and ""....... .,.,..,... _ I h o ~ ..., 10 be gelling widet. And 50 , can
- . . - . flo Ilrong opuUona one! feeIinoa 1tio hao . _ n you end _ . , ..... ~
""'I IN.. may be a gonu;no debele 10 be hod oboul who .hould be 1 _ a _ conlt1lcl.
Fex us, In "'" and. K ullimololy _ _ 10 "'" lUI !hel I. ".;_. And hera I mull
. ."''' 11101 _ Threohold Eer_ not any oIhIIr 01 our mprinla ... ""bNh boob \hel
_ th.,k will inc.. MAd. dIoerininrion ex bulyfng.
Th8nk you lot laking Iho lime 10 lWd \1118.
hltpsJIwww.pWlishersweekly.comlbillil"y-datalARTICLE_ATIACHMENTlfilelOOOlOO3l3852-1.png 1/1
67 of 83
EXHIBIT C
68 of 83
NYSCEF DOC.
From: NO. 1
S&S Corporate RECEIVED NYSCEF: 07/07/2017
Communications fmailto:Corporate,[email protected]]
Sent: Monday, January 23, 20174:07 PM
Subject: A Message from Carolyn Reidy
S 1M 0 N & SCHUSTER
Carolyn K Reidy
President &
ClIief Executive Officer
January 23, 2017
Dear Colleague,
In the past few weeks I have heard from many of you, either directly or through your managers , regarding the
Threshold Editions acquisition of Dangerous by Milo Yiannopoulos . I have also heard from some of our
authors , bookselling accounts , and members of the reading public .
Your opinions are not taken lightly, and while we are clearly in the middle of a controversial situation, I am
gratified by your obvious pride in wor1<ing for Simon & Schuster, and that you care enough and have taken the
time to be in touch.
Attached is a letter being distributed to our authors who have communicated with us about this matter. If you
have been contacted by authors who did not also write to me, feel free to send this letter on to them. It will
also be posted on our Author Portal.
I hope you will read this letter and be assured that above all else, we will not publish a book that we consider
to be hate speech.
Sincerely,
69 of 83
EXHIBITD
70 of 83
To: Mitchell Ivers

Wed, Feb 15, 16:07
Donlt quote me but you done good.
71 of 83
RE: mss
Ivers, Mitchell < [email protected]>

Wed 2/15/2017 1134 AM
fO MILO < milo@yiann opoulos .net >;
C( David Vigliano <[email protected] >, Thomas Flannery JR. <[email protected]>; Colin Madine <colin@ yiannopoulos.net>, MILO
Management Team <mgmt@yiannopoulos. net> ; Alex Marl ow <[email protected]>,
Thanks for doing such thorough and good work. Hold off on the t heory, history and pop culture material. They can be
inserted into your 3rd draft after I send back notes on this draft . Getti ng another one 24-48 hours will just confuse matters
now. There's plenty for us to chew on here, so hold off on re-sub m itti ng until I respo nd .
Meanwhile, have fu n on Ha nnity and Maher. I'll see you at (PAC!
Mitchell
72 of 83
EXHIBITE
73 of 83
Jen Robinson's contacts

Fri 2/ 17/ 2017 454 PM
Tn MILO < [email protected] >; Robinson, Jennifer <JenniferRobin son@simo nandschustercom >;
Cc Thomas Flannery JR <tf@agivigliano. com >; Colin Madine <colin @yiannopoulos.net >;
That was a great phone call. Have a great, great time on Bill Maher. I will be at the opera (of course), but I've set my DVR .
Here is Jen Robinson's contact information:
Jennifer Robinson
Vice President and Director of Publicity
212-698-2719
[email protected]
Mitchell Ivers
VICe lOre id e nt and Edi to rial Direct o r, Ihreshold Editio ns
ViL e Pr id e nt and Senio r Editor, Galle ry Books
Simon & Sc huster. Inc
1 2~ () Aw n lh' o f th. mericas, Ne\\ York, N Y I 0021l
reI : 2 12-691)2897 I Fax 212-632-4084
[email protected]
74 of 83
EXHIBITF
75 of 83
0:
Then I will be in London for a week

for my birthday, so it woukd be
great to get the file back from Y0U
shortly after I return. 1'm hoping that
will be the draft that goes to
copyediting and legal
I'll know more Tuesday or

Wednesday
76 of 83
EXHIBIT G
77 of 83
Re: 6462866567

Man 2/20/ 2017250 PM
To Thomas Flannery JR. < [email protected]> ;
Charlie Gasparino at Fox Business just Tweeted this. Is it true?
Charles Gasparino @CGasparino 27m
#ar~~k i ngN~w~
@SreitbartNews considering dismissal of
Milo Yiannopoulos over remarks that sparked outrage no
comment yet from milo
From: Thomas Flannery JR. <[email protected]>

Sent: Monday, February 20, 20172:35 PM
To: Ivers, Mitchell
Subject: 6462866567
Hi Mitch can you cal me today? Think we need to get Milo on with Jen Robinson asap.
Get Outlook for iOS
78 of 83
EXHIBITH
79 of 83
I () II , I~
1230 Avenue of the Americas

New York, NY 10020
212-698-7094/Fax: 212-698-7171
E-Mail: [email protected] Jeff Wilson
VP Contracts
VIA USPS
February 22, 2017
Milo Yiannopoulos
C/o AGI Vi~iano Literary, LLC
1 th
150 East 58 St., 20 Fl.
A1TN: Thomas Flannery
Re: Dangerous, (the "Work");

Agreement dated December 13.2016 (the "Agreement")
Dear Mr. Yiannopoulos:
We have been advised that the above Work is unacceptable for publication.
We hereby terminate the Agreement without further obligation of either party to

the other except with respect to the warranties and representations that survive
termination of the Agreement as noted in Paragraph 24.
This letter shall confirm that you are under no obligation to repay the $80,000
advanced to you such sum being in full satisfaction and discharge of Simon & Schuster's
obligation under the Agreement.
We hereby revert all right, title and interest in and to the Work
Please feel free to contact me with any questions.
80 of 83
I IIRIHX:tl
81 of 83
FILED: NEW YORK COUNTY ACLERK 07/07/2017 08:50 AM INDEX NO. 654668/2017
7/6/2017 note for idiots (UPDATED): I do not... - Milo Yiannopoulos I Facebook
English (US) . Espanol . Portugues (Brasil) .

Fran<;als (France) Deutsch
Privacy Terms Advertising Ad Choices

Cookies More
_ Milo Yiannopoulos F acebook 2017
?l:!..,. February 19
A note for idiots (UPDATED):

I do not support pedophilia. Period. It is a vile and disgusting crime, perhaps
the very worst. There are selectively edited videos doing the rounds, as part
of a co-ordinated effort to discredit me from establishment Republicans, that
suggest I am soft on the subject.
If it somehow comes across (through my own sloppy phrasing or through
deceptive editing) that I meant any of the ugly things alleged, let me set the
record straight: I am completely disgusted by the abuse of children.
Some facts to consider:
1. I have outed THREE pedophiles in my career as a journalist. That's three
more than any of my critics and a peculiar strategy for a supposed pedophile
apologist.
(a) Luke Bozier, former business partner of Louise Mensch
http.l!kernelmag.dailydot.com/.. /menshn-co-founder-embroile . .1
http://kernelmag .d ai Iydot.comi. .I. ./3 746/1u ke-bozier -arres tedl
(b) Nicholas Nyberg, anti-GamerGate activist who self-described as a
pedophile and white nationalist
http://www.breitbart.com/ . .lleading-gamergate-critic-sarah- .. .I
(c) Chris Leydon, a London photographer who has a rape trial starting March
13 thanks to my reporting.
http://www.breitbart.comi. .ltech-city-darling-chris-Ieydon- .. .I
2. I have repeatedly expressed disgust at pedophiles in my journalism.
http://''",ww.breitbart.comi. . .lheres-why-the-progressive-Ieft- .. ./
3. I have never defended and would never defend child abusers, as my
reporting history shows. The world is messy and complicated, and I
recognize it as such, as this furore demonstrates. But that is a red line for
any decent person.
4. The videos do not show what people say they show. I 'did' joke about
giving better head as a result of clerical sexual abuse committed against me
when I was a teen. If I choose to deal in an edgy way on an internet
livestream with a crime I was the victim of that's my prerogative. It's no
different to gallows humor from AIDS sufferers.
5. National Review, whose journalists are tweeting about this, published an
article defending Salon for giving a pedophile a platform.
6. I did say that there are relationships between younger men and older men
that can help a young gay man escape from a lack of support or
understanding at home. That's perfectly true and every gay man knows it.
But I was not talking about anything illegal and I was not referring to pre
pubescent boys.
7. I said in the same "Drunken Peasants" podcast from which the footage is
taken that I agree with the current age of consent.
8. I shouldn't have used the word "boy" when I talked about those
relationships between older men and younger gay men. (I was talking about
my own relationship when I was 17 with a man who was 29. The age of
consent in the UK is 16.) That was a mistake. Gay men often use the word
"boy" when they refer to consenting adults. I understand that heterosexual
people might not know that, so it was a sloppy choice of words that I regret.
9. This rush to judgment from establishment conservatives who hate Trump
as much as they hate me, before I have had any chance to provide context
or a response, is one of the big reasons gays vote Democrat.
10. In case there is any lingering doubt, here's me, in the same interview the
other footage is taken from, affirming that the current legal age of consent is
about right: "And I think the law is probably about right. It's probably roughly
the right age. I think it's probably about ok. But there are certainly people
who are capable of giving consent at a younger age. I certainly consider
https:llwww.facebook.com/myiannopoulos/posts/851263248344905 1/2
82 of 83
FILED: NEW YORK COUNTY ACLERK 07/07/2017 INDEX NO. 654668/2017
7/6/2017 note for idiots (UPDATED): I do not... - 08:50 AM I Facebook
Milo Yiannopoulos
myself to be one of them, people who were sexually active younger. I think it
particularly happens in the gay world, by the way."
English (US) . Espanal . Parlugue s (Brasil) .
Fran~ ai s (France) . Deutsch
Privacy Terms Advertising Ad Choices

Cookies More
Facebook 2017
https:llwww.facebook.com/myiannopoulos/posts/851263248344905 2/2
83 of 83

Yiannopoulos V Simon & Schuster

Uploaded by

Copyright:

Available Formats

Yiannopoulos V Simon & Schuster

Uploaded by

Document Information

Original Title

Copyright

Available Formats

Share this document

Share or Embed Document

Sharing Options

Did you find this document useful?

Is this content inappropriate?

Copyright:

Available Formats

Yiannopoulos V Simon & Schuster

Uploaded by

Copyright:

Available Formats

FILED: NEW YORK COUNTY CLERK 07/07/2017 08:50 AM INDEX NO.

SUPREME COURT OF THE STATE OF NEW YORK

To the above-named Defendant:

By:___/s/ Jeffrey P. Weingart ____________

SUPREME COURT OF THE STATE OF NEW YORK

Plaintiff Milo Yiannopoulos (Yiannopoulos or Plaintiff), through his undersigned

NATURE OF THE ACTION

contract with Yiannopoulos to publish his memoir entitled Dangerous.

2. Yiannopoulos, an outspoken and controversial columnist, blogger and free-speech

appointed censors who disagreed with views expressed by Yiannopoulos.

5. In reality, Simon & Schuster, abruptly and without warning, informed

as in the pages of Dangerous, which Yiannopoulos self-published on July 4, 2017.

everything to do with the firestorm of controversy around Yiannopoulos, his well-known

8. The timing of Simon & Schusters termination of the agreement was no

Yiannopouloss book anyway.

unacceptable for publication.

celebrities, and other parties.

cancellation of the book, he has self-published Dangerous commencing on July 4, 2017 in an

including The New York Times Bestsellers list.

14. As discussed in greater detail below, having determined to opportunistically breach

and self-serving breach of its agreement with Yiannopoulos.

15. Plaintiff Milo Yiannopoulos (Yiannopoulos or Plaintiff) is a resident of

JURISDICTION AND VENUE

state courts located in New York County.

Simon & Schuster Races To Secure

19. Yiannopoulos is a well-known and controversial free-speech advocate and former

culture, religion, style and sexuality.

21. Beginning in early November 2016, Yiannopouloss literary agent, Thomas

Schuster to publish Yiannopoulos memoir, to be entitled Dangerous.

hes doing so on their playground: social media.

Gallery Books Group, which includes Threshold Editions.

responses per his request.

company. Louise [Burke] added: This is what we do at Threshold!

literary world was aflame.

Social Justice Warriors Immediately

often refers to as Social Justice Warriors or SJWs.

relationship with Milo. See https://www.facebook.com/tomleger/posts/10105757456812199

inelegant hate and provocation. See https://www.theguardian.com/books/2017/jan/25/roxane-

Yiannopoulos spread their hate. See https://www.theguardian.com/books/2017/jan/03/milo-

Schuster of publishing a troll promoting racist, sexist views. See

https://twitter.com/paperhaus/status/814512212488224768?lang=en. Likewise, CNN published

a platform? Profit, for one thing. See http://edition.cnn.com/2017/01/02/opinions/milo-

yiannopoulos-and-trump-profitable-hate-ben-ghiat-opinion/index.html. Similarly, the

and physical letters to Simon & Schuster. See http://www.teenvogue.com/story/milo-

yiannopoulos-book-deal-boycotting-simon-and-schuster. In the same vein, one ELLE writer

http://www.elle.com/culture/news/a41798/milo-yiannopoulos-book-deal/. Such attacks were

after the Dangerous story broke.

Yiannopolous Delivers The Manuscript

43. Meanwhile, Yiannopolos was working furiously to complete the 80,000-word

large, especially since it involves complaints to other imprints.

various verbal updates from Ivers to Flannery.

day, but the work is important.

Yiannopoulos would need to address in the second draft of the Manuscript.

March 14th to June 13th.

Simon & Schuster Finally Executes and Delivers

shortly thereafter, as promised by Filbert.

delivered the Manuscript to Ivers, the Simon & Schuster editor.

had made the initial advance installment to Yiannopoulos of $80,000.

executives and attorneys at Simon & Schuster.

By:_/s/ Jeffrey P. Weingart __________