Russian publisher Buka shafted us out of $24k & threatens to sue when confronted (resolved)
My name is Alex Nichiporchik. I’m 28. Born in Latvia during the Soviet Union. Obsessive gamer since touching the NES for the first time. You may know me as the producer behind Hello Neighbor, Punch Club, or SpeedRunners, or as the guy who called out G2A for their questionable business model. Today I speak to you as a once-22-year old aspiring indie dev with a dream to make games. This has been 6 years in the making.
I understand this whole post may come off as a long rant, so will try to keep it as factual towards the timeline as possible. The goal here is to prevent indie developers from ever getting into situations like this. Situations that kill studios and ruin lives.
You're reading the expanded and updated version of a post I wrote 2 years ago titled "Why The Original No Time to Explain sucked" on Gamasutra. In it, I described the early days of my ventures in indie games, and the first commercial game called No Time to Explain. A key factor in that story was that a Russian publisher called Buka Entertainment bailed on a financial commitment, essentially cutting the game's budget in half. The e-mails outlined in this post are translated by me, so I expect independent 3rd parties to verify the translations.
Short summary of the timeline:
March 30th 2011: Publisher (Buka) sends a publishing offer/inquiry for No Time to Explain
April 8th 2011: after some negotiations, the Publisher sends over the publishing offer [$24.5k in financing with half sent over on signing]
April 30th 2011: We come to terms and I send a signed digital copy of the agreement
May 5th 2011: Got confirmation, that the invoice I sent over is confirmed good and processing at finance (money will be sent soon)
May 13th 2011: Met and exchanged hardcopies of the contract
June 1st 2011: Get an answer after a few ignored e-mails saying that it’s all fine, money is coming
June 29th 2011: Get an e-mail that says our project is canned alongside several others.
May 11th 2017: the Publisher threatens to sue the Developer for spreading false information. Information that is outlined in this post.
May 18th 2017: The CEO of Buka threatens me in a personal meeting
June 19th 2017: I honor the original contract and send over the Gold Master of No Time to Explain, call for Buka Entertainment to honor their commitments
Let's start from the beginning.
Back in 2011 I was working on No Time to Explain. It had a great Kickstarter (for the time, it's before DoubleFine happened), and after raising a budget of $26k on the crowdfunding platform, we got contacted by a Russian publisher called BUKA Entertainment.
Buka Entertainment wanted to publish our game in retail in Russian speaking countries, and also help it get onto Steam. They were ready to give us an advance on royalties which was great. We’d use the money to create our game in a proper game engine (it was using Flash ActionScript 2 at that point, far from ideal for a desktop game). We negotiated the advance up a little bit.
The Publishing Offer
“Alex, my superiors are ready to raise the advance to 17,000 euro (~$24.5k) and accept your conditions. Awaiting your thoughts”
On April 8th 2011 we came to an agreement. They’d give us $24.5k (17k euros according to the exchange rate at the time) as advance on royalties, split into two payments. One on signing, and one on completely the gold master milestone. After going through the contract, I sent over a signed copy.
Sending Over The Signed Digital Copy
“Hello! Attached is a signed pdf. Awaiting your counter-signed version and the advance. Also we can arrange a meeting in Moscow on May 13th, I will have a few hours free in the morning”
[context: I was in Moscow for a game development conference called DevGAMM where we met in person to exchange hardcopies]
Sent it over and was informed that I should send over the invoice. I sent over the invoice and got confirmation it was being processed.
We met, exchanged contracts. Everything seemed good.
Since then I sent a few e-mails and didn’t get much response, until this came in. You can see me sending a reminder mail above which says "Sending a reminder regarding previous e-mail".
Everything is fine. Money is coming this month.
“Hello Alex. Apologies for the silence, the previous letter got into spam. Yesterday I checked the payment, it’s currently pending to go out this month, so it’s not long left to wait. Regardless I apologize for the wait, we have a busy payment period for projects of the second half of year, they’re in a queue. I hope the wait won’t be long.”
What follows is a few weeks of silence. I've reminded a few more times until finally getting this soul-crushing response:
No Time to Explain is cancelled
alongside several others.
“Hello Alex. I regret to inform you, but my superiors have made the decision to terminate the contract. Sales of smaller and casual games have dropped catastrophically since the beginning of the year, we are forced to close several projects, including No Time to Explain. I am very sorry this happened. Wish you and your project good luck”.
I’m not going to dive into many details of how we did have to release No Time to Explain in Flash, how it took us 2 years from then to get to Steam via Greenlight, and how it ruined our first-start at indie games. These types of situations kill studios and a company that does this shouldn’t be called a publisher.
Our world completely collapsed in on itself
We didn't have the money or the experience to take legal action
It's a large publishing company dropping a small indie studio
Fast-forward to 2017
A few weeks ago I noticed Buka is exhibiting at the same annual conference in Moscow where we met 6 years ago. We’re also attending. So I pinged them about the thread, trying to get them up to speed. I was met with a very defensive response. Curiously, they've ignored any previous attempts of contact until we became big enough to get noticed.
They keep on asking for the copy of the original contract, which we'll keep to ourselves for legal purposes after an inappropriate reaction to the inquiry. They also throw out credibility to any of the written down e-mail conversations where the payments, contracts, and even invoices are acknowledged. This didn't seem to be worth the hassle, we didn't have any financing or experience to take legal action initially, and today it didn't seem worth my time.
A few days after though, I got this e-mail:
“Alex, hello, I must insist that you send us a copy of the contract ASAP. At this point I am seeing your actions as unworthy PR based on lies. We are preparing counter actions.”
The person is referring to how since 2011 we have been open about what happened with Buka. I even made a presentation about it in 2013, how we got to Steam through greenlight and being dropped by a publisher. They ignored all of that, as I state in my response:
“[Blurred], this thread [it’s in the original thread about the publishing offer & all details] has plenty of proof that we had a deal in place. Instead of talking about the issue at hand, you are behaving as if I’m lying about this for 6 years now -- do you want to say that you don’t have a copy of the contract?
When we were a small developer and openly asked for help in this -- your company kept silent. The only reason I’m raising this question right now is because I don’t want other smaller devs to suffer the same fate.
If you call yourselves a publisher, you need to honor your agreements. One of our contracts was signed on a napkin. The beauty of our jurisdiction is that any document (a napkin or an e-mail) have legal weight.
Honestly, it’s not about the 30k. It’s about the principle.
Imagine how great of a PR move it would be if a publisher pays owed dues 6 years later. The media would love such a story. And we’d use this money as prize money for indie devs at DevGAMM Awards or donate to fighting cancer."
*note - we raised over $900k in the tinyBuild Humble Bundle since this thread happened, and the recommended charity during that bundle was 1UpOnCancer. I take pride in supporting causes like this.
Here’s the latest e-mail in that thread.
Buka threatens to sue
“Thing is that Buka during its 23 years of existence has never broken any of its agreements. Our legal system admits only signed agreements with stamps. Judging by the draft that you sent over, the country for settling disputes is Russia, and our company is registered here. In order to initiate a payment to a foreign entity you are required to open a passport of a deal and present a package of documents for currency control, which includes the agreement. Also, with our jurisdiction these kinds of disputes are solved very easily, especially as you say at the time you needed money, official letter to the name of the chief executive officer, with outlined description of the issue and attached documents. According to your agreement, if it was signed, the first payment should have gone through.
You, for some reason, chose a different way and if you don’t have a signed agreement, then yes you are spreading false information. If I had a signed contract with you, I wouldn’t be asking for its copy, but would recommend to write an official request and we would move in that direction.
Now we have two options
Copy of the agreement - Official Complaint - Official Answer = we find solution to problem
We prepare documents and sue you for slander “
My response has been basically the initial starting points to this article. I ask “Which part about this is a lie?” and link to the images that are embedded into this thread. However, do note that I highlighted them saying they've never broken any agreements. Earlier in this post, in the response that we're being shutdown, it says "we are forced to close several projects". I'm wondering if that's a flat out lie.
Response to that being:
1. In order to to initiate a payment from one company to another we need merit
2. In Russia such merit is a signed copy from two sides + a stamp of the Russian company, and an invoice (in order to initiate a payment to a foreign company additional documents are required for financial control)
3. If the contract was signed, then in order to cancel it, an e-mail from a manager is not enough .There has to be a document signed by the signee, not a simple manager [redacted name]
4. If you have such documents, you write an official letter -- a complaint towards the CEO, attach copies of all documents and send them by mail to the address in my signature. Within the lawfully allowed timeframes we will give you an official answer.
5. Before I see the documents (with the understanding that possibly an employee has gone above his authority while talking to you), I must assume that you are spreading false information and am forced to take defensive action.
What's peculiar here is that now they say the employee (at the time Head of Licensing) had no authority to come into the agreement or cancel it. From the way I read it, it's as if Buka acknowledges these e-mails are legit, but the person sending those e-mails had no authority? Does this also mean the CEO who signed the document had no authority?
This is coming from their current Head of Projects. The previous person I dealt with was Head of Licensing. Does this mean some sort of Head of Business will come in next and say the previous head had no authority to threaten with a lawsuit?
I have contacted the CEO of Buka directly about this, asking for a call to de-escalate the situation. My requests for an urgent call have been ignored and instead they've been trying to force a personal meeting.
Threats and lies during a personal meeting
In Moscow on May 18th I was enjoying a gamedev networking party. Suddenly the CEO of Buka showed up and aggressively demanded to speak. I politely told him that per instructions of our legal counsel, I will not have a dialogue without the presence of lawyers. Lawsuit threats are serious business.
He proceeded to talk anyway. What came out of his mouth was a series of threats and lies. He was saying things like "there is no contract" "you will lose in court" "you stand no chance". Apparently smiling makes some people angry -- so in reaction to me smiling and nodding he said we should sue them, so I laughed, thanked him for attending the event, and advised him to enjoy the party.
He proceeded to storm off never to be seen again. It still baffles me how could someone so confidently lie to my face.
How Buka Approaches Indies
I'm going to finish off this blog post with an e-mail that Buka sends when hunting for indie titles. This e-mail has been sent to one of our devs before we started working together. It's a reply to asking what kind of services Buka offers:
"By publishing the digital version we mean selling the game on the Steam platform, where we will be mentioned as the publisher and you will be credited as the developer. If you're interested in the financial side of things, we can form a commercial offer based on how ready the project is and how much time is needed.
Under marketing we plan to use our standard marketing support: news blast to Russian and Foreign media channels. Paid and free announcements in Russian and foreign social groups. Plus Steam release campaign support: we guarantee placement on the homepage with an audience of 500,000 views, placements in the New section, discounts (if you have a start discount), and so on. If you have a trailer, we can use the catalog of videotrailers, which has a guaranteed number of views".
The highlighted part is what should raise eyebrows. They're telling developers they can guarantee 500k views on the homepage during launch. Which is what every single game on Steam used to get at the time. It's essentially saying "give us a % of the sales and we'll push this button". They also guarantee placements in the New & Discounts section on launch. Again, this is what every game on Steam got.
TL;DR Buka is pretending as if it never had an agreement with tinyBuild, that it doesn't owe anyone money, is lying about never cancelling projects, and after threatening to sue tinyBuild for not keeping quiet about it discredits ex-employee who made original deal. Make your own conclusions.
Despite all this -- the lies, the threats, and the indecency on Buka Entertainment’s leadership part, I am still honoring our agreement. I have just sent over the Gold Master for No Time To Explain (Remastered). That version has been built in Unity, and is the Remaster we also released on consoles. I am granting BUKA full rights to distribute it in Russian retail according to the original agreement. The only thing I ask for is to honor their end of the agreement with adjustment for late payments.
I took an 8% annual interest fee and applied it to the original USD amount. The total comes up to $38,878. If Buka Entertainment pays for this, I will throw in $11,122 of my own money and create a $50k Russian Indie Dev Fund (meaning Russian-speaking, this covers all post-soviet countries, what people typically call Eastern Europe or CIS). This fund will be distributed amongst top 3 Russian indie projects by independent judges during DevGAMM Minsk 2017 in November. This fund will change lives, and it’s only fitting to have a happy end at the same event where it seemingly had a happy beginning.
If they don’t pay up, I’m calling for an industry-wide ban on Buka Entertainment’s conference attendance. If they can’t sell themselves at industry events, they won’t be able to scam devs and ruin lives.
The CEO of Buka who has OK-d being called by name -- Alexander Mikhailov -- has come out with an open letter to me that states he didn't sign any contracts, and if there is a chance I have a signed contract, that he'd honor the agreement and my demands. The letter assumes I'm lying due to the press release tone of it. So I have asked him why is his signature on the contract, as seen here:
After debates back and forth, BUKA remembered that they actually did sign the contract. And acknowledged that they were lying all this time. The whole debate happened on DTF.ru (in Russian).
They have paid ~$18k based on the original amount in EURO in the contract. I'm taking this money, and adding $12k on top to create the Prize Fund for Best Indie Game at DevGAMM Minsk 2017 -- a conference held in Belarus on November 16-17. With significantly lower living costs than in Western Europe/USA, I believe this will help a couple of indie teams get closer to shipping their game.
The prize structure is simple: winners takes $20k, nominees split $10k. Details can be found at the DevGAMM Awards portal.