,,ii ,calendar ,no4 #efi #aagth ,,congress #b;d ,session ,s4 #fgc ,,in ,,the ,,senate ,,of ,,the ,,united ,,states ,march #aj1 #bjba,ms4 ,klobuchar 7for herself1 ,mr4 ,kennedy1 ,mr4 ,booker1 ,mr4 ,whitehouse1 ,ms4 ,lummis1 ,mrs4 ,feinstein1 ,ms4 ,collins1 ,mr4 ,graham1 ,ms4 ,hirono1 ,mr4 ,cassidy1 ,mr4 ,blumenthal1 ,mr4 ,thune1 ,mr4 ,durbin1 and ,mr4 ,manchin7 introduced the following bill2 which was read twice and referred to the ,committee on the ,judiciary ,november #bh1 #bjbb,reported by ,mr4 ,durbin1 with an amendment,strike out all after the enacting clause and insert the part printed in italic ,a ,,bill ,to provide a temporary safe harbor for publishers of online content to collectively negotiate with dominant online platforms regarding the terms on which content may be distributed4 #a4 ,short title ,this ,act may be cited as the ,journalism ,competition and ,preservation ,act of #bjba4 #b4 ,safe harbor for certain collective negotiations 7a7 ,definitions ,in this section3 7#a7 ,antitrust laws ,the term antitrust laws-- 7,a7 has the meaning given the term in subsection 7a7 of the first section of the ,clayton ,act 7#ae ,u4,s4,c4 #ab72 and 7,b7 includes-- 7i7 section #e of the ,federal ,trade ,commission ,act 7#ae ,u4,s4,c4 #de7 to the extent that section applies to unfair methods of competition2 and 7ii7 any ,state law 7including regulations7 that prohibits or penalizes the conduct described in1 or is otherwise inconsistent with1 subsection 7b74 7#b7 ,news content creator ,the term news content creator means-- 7,a7 any print1 broadcast1 or digital news organization that-- 7i7 has a dedicated professional editorial staff that creates and distributes original news and related content concerning local1 national1 or international matters of public interest on at least a weekly basis2 and 7ii7 is marketed through subscriptions1 advertising1 or sponsorship2 and 7,b7 7i7 provides original news and related content with the editorial content consisting of not less than #be percent current news and related content2 or 7ii7 broadcasts original news and related content pursuant to a license granted by the ,federal ,communications ,commission under title ,,iii of the ,communications ,act of #aicd 7#dg ,u4,s4,c4 #cja et seq474 7#c7 ,online content distributor ,the term online content distributor means any entity that-- 7,a7 operates a website or other online service that displays1 distributes1 or directs users to news articles1 works of journalism1 or other content on the internet that is generated by third-party news content creators2 and 7,b7 has not fewer than #a1jjj1jjj1jjj monthly active users1 in the aggregate1 of all of its websites or online services worldwide4 7b7 ,limitation of liability ,a news content creator may not be held liable under the antitrust laws for engaging in negotiations with any other news content creator during the #d-year period beginning on the date of enactment of this ,act to collectively withhold content from1 or negotiate with1 an online content distributor regarding the terms on which the news content of the news content creator may be distributed by the online content distributor1 if-- 7#a7 the negotiations with the online content distributor-- 7,a7 are not limited to price2 7,b7 are nondiscriminatory as to similarly situated news content creators2 7,c7 directly relate to the quality1 accuracy1 attribution or branding1 and interoperability of news2 and 7,d7 pertain to terms that would be available to all news content creators2 7#b7 the coordination between the news content creators is directly related to and reasonably necessary for negotiations with an online content distributor that are otherwise consistent with this ,act2 and 7#c7 the negotiations do not involve any person that is not a news content creator or an online content distributor4 7c7 ,rule of construction ,except as provided in this ,act1 this ,act shall not be construed to modify1 impair1 or supersede the operation of the antitrust laws4 #a4 ,short title ,this ,act may be cited as the ,journalism ,competition and ,preservation ,act of #bjbb4 #b4 ,definitions ,in this ,act3 7#a7 ,access ,the term access means acquiring1 crawling1 or indexing content4 7#b7 ,antitrust laws ,the term antitrust laws-- 7,a7 has the meaning given the term in subsection 7a7 of the first section of the ,clayton ,act 7#ae ,u4,s4,c4 #ab72 and 7,b7 includes-- 7i7 section #e of the ,federal ,trade ,commission ,act 7#ae ,u4,s4,c4 #de7 to the extent that section applies to unfair methods of competition2 and 7ii7 any ,state law 7including regulations7 that prohibits or penalizes the conduct described in1 or is otherwise inconsistent with1 sections #c or #d4 7#c7 ,covered platform ,the term covered platform means an online platform that at any point during the #ab months preceding the formation of a joint negotiation entity under section #c7;a77#a7-- 7,a7 has at least #ej1jjj1jjj ,united ,states-based monthly active users or subscribers on the online platform2 7,b7 is owned or controlled by a person with-- 7i7 ,united ,states net annual sales or a market capitalization greater than #eej1jjj1jjj1jjj1 adjusted for inflation on the basis of the ,consumer ,price ,index2 or 7ii7 not fewer than #a1jjj1jjj1jjj worldwide monthly active users on the online platform2 and 7,c7 is not an organization described in section #eja7;c77#c7 of the ,internal ,revenue ,code of #aihf4 7#d7 ,eligible broadcaster ,the term eligible broadcaster means a person that-- 7,a7 holds or operates under a license issued by the ,federal ,communications ,commission under title ,,iii of the ,communications ,act of #aicd 7#dg ,u4,s4,c4 #cja et seq472 7,b7 engages professionals to create1 edit1 produce1 and distribute original content concerning local1 regional1 national1 or international matters of public interest through activities including conducting interviews1 observing current events1 analyzing documents and other information1 and fact checking through multiple firsthand or secondhand news sources2 7,c7 updates its content on at least a weekly basis2 7,d7 uses an editorial process for error correction and clarification1 including a transparent process for reporting errors or complaints to the station2 and 7,e7 is not a television network4 7#e7 ,eligible digital journalism provider ,the term eligible digital journalism provider means any eligible publisher or eligible broadcaster that discloses its ownership to the public4 7#f7 ,eligible publisher ,the term eligible publisher means any person that publishes #a or more qualifying publications4 7#g7 ,network station ,the term network station means a television broadcast station1 including any translator station or terrestrial satellite station that rebroadcasts all or substantially all of the programming broadcast by a network station1 that is owned or operated by1 or affiliated with1 #a or more television networks4 7#h7 ,online platform ,the term online platform means a website1 online or mobile application1 operating system1 digital assistant1 or online service that accesses news articles1 works of journalism1 or other content1 or portions thereof1 generated1 created1 produced1 or owned by eligible digital journalism providers1 and aggregates1 displays1 provides1 distributes1 or directs users to such content4 7#i7 ,person ,the term person includes an individual or entity existing under or authorized by the laws of the ,united ,states1 the laws of any of territory of the ,united ,states1 the laws of any ,state1 the laws of the ,district of ,columbia1 or the laws of any foreign country4 7#aj7 ,pricing1 terms1 and conditions ,the term pricing1 terms1 and conditions does not include any term or condition which relates to the use1 display1 promotion1 ranking1 distribution1 curation1 suppression1 throttling1 filtering1 or labeling of the content or viewpoint of any person4 7#aa7 ,qualifying publication ,the term qualifying publication means any website1 mobile application1 or other digital service that-- 7,a7 does not primarily display1 provide1 distribute1 or offer content generated1 created1 produced1 or owned by an eligible broadcaster or television network2 and 7,b7 7i7 provides information to an audience primarily in the ,united ,states2 7ii7 performs a public-information function comparable to that traditionally served by newspapers and other periodical news publications2 7iii7 engages professionals to create1 edit1 produce1 and distribute original content concerning local1 regional1 national1 or international matters of public interest through activities1 including conducting interviews1 observing current events1 or analyzing documents and other information1 and fact checking through multiple firsthand or secondhand news sources2 7iv7 updates its content on at least a weekly basis2 7v7 has an editorial process for error correction and clarification1 including a transparent process for reporting errors or complaints to the publication2 7vi7 7,i7 generated at least #ajj1jjj in annual revenue from its editorial content in the previous calendar year2 7,,ii7 has an ,international ,standard ,serial ,number assigned to an affiliated periodical before the date of enactment of this ,act2 or 7,,iii7 is owned or controlled by an exempt organization described in section #eja7;c77#c7 of the ,internal ,revenue ,code of #aihf2 7vii7 has not less than #be percent of its editorial content consisting of information about topics of current local1 national1 or international public interest2 7viii7 employed not more than #a1ejj exclusive full-time employees during the #ab-month period prior to the date of enactment of this ,act2 and 7ix7 is not controlled or wholly or partially owned by an entity that is-- 7,i7 a foreign power or an agent of a foreign power1 as those terms are defined in section #aja of the ,foreign ,intelligence ,surveillance ,act of #aigh 7#ej ,u4,s4,c4 #ahja72 7,,ii7 7aa7 designated as a foreign terrorist organization pursuant to section #bai7;a7 of the ,immigration and ,nationality ,act 7#h ,u4,s4,c4 #aahi7;a772 7bb7 a terrorist organization1 as defined in section #bab7;a77#c77;,b77vi77,,ii7 of the ,immigration and ,nationality ,act 7#h ,u4,s4,c4 #aahb7;a77#c77;,b77vi77,,ii772 7cc7 designated as a specially designated global terrorist organization under ,executive ,order #acbbd 7#ej ,u4,s4,c4 #agja note2 relating to blocking property and prohibiting transactions with persons who commit1 threaten to commit1 or support terrorism72 or 7dd7 an affiliate of an entity described in item 7aa71 7bb71 or 7cc72 or 7,,iii7 an entity that has been convicted of violating1 or attempting to violate1 section #bcca1 #bccb;b1 or #bcci;,a of title #ah1 ,united ,states ,code4 7#ab7 ,television network ,the term television network-- 7,a7 means any person that1 on ,february #h1 #aiif1 offered an interconnected program service on a regular basis for #ae or more hours per week to at least #be affiliated television licensees in #aj or more ,states2 and 7,b7 does not include any network station that is owned or operated by1 or affiliated with a person described in subparagraph 7,a74 #c4 ,framework for certain joint negotiations 7a7 ,notice 7#a7 ,process to form a joint negotiation entity 7,a7 ,in general ,an eligible digital journalism provider shall provide public notice to announce the opportunity for other eligible digital journalism providers to join a joint negotiation entity for the purpose of engaging in joint negotiations with a covered platform under this section1 regarding the pricing1 terms1 and conditions by which the covered platform may access the content of the eligible digital journalism providers that are members of the joint negotiation entity4 7,b7 ,application ,during the #fj-;day period beginning on the date public notice is made under subparagraph 7,a71 any eligible digital journalism provider may apply to join the joint negotiation entity4 7,c7 ,formation ,a joint negotiation entity is established upon the agreement of #b or more eligible digital journalism providers1 and may create admission criteria for membership unrelated to the size of an eligible digital journalism provider or the views expressed by its content1 including criteria to limit membership to only eligible publishers or only eligible broadcasters4 7,d7 ,governance ,by a majority vote of its members1 a joint negotiation entity formed under this section shall establish rules and procedures to govern decision making by the entity and each eligible digital journalism provider shall be entitled to #a vote on any matter submitted to a vote of the members4 7,e7 ,additional members ,after the expiration of the #fj-;day period described in subparagraph 7,b71 an eligible digital journalism provider may apply to join the joint negotiation entity1 and may be admitted to the joint negotiation entity upon a majority vote of its members1 if the applicant otherwise satisfies any criteria for admission established by the joint negotiation entity4 7,f7 ,designation ,a joint negotiation entity may designate agents on a nonexclusive basis-- 7i7 to engage in negotiations with a covered platform conducted under this section2 and 7ii7 to agree to pay or receive payments under or related to an agreement negotiated under this section or an arbitration decision issued under section #d4 7,g7 ,opt-out 7i7 ,in general ,after becoming a member of the joint negotiation entity1 an eligible digital journalism provider may opt out of the joint negotiation entity at any time before notice is sent to the covered platform under paragraph 7#b74 7ii7 ,prohibition on rejoining ,if an eligible digital journalism provider opts out of a joint negotiation entity under clause 7i71 the eligible digital journalism provider may not-- 7,i7 rejoin the joint negotiation entity2 or 7,,ii7 receive any payment under or related to an agreement negotiated by the joint negotiation entity under this section or an arbitration decision issued under section #d4 7,h7 ,termination ,a joint negotiation entity will terminate and cease to exist-- 7i7 when the entity no longer has at least #b members2 7ii7 upon a majority vote of its members2 or 7iii7 upon the expiration or termination of an agreement negotiated under this section or an arbitration decision issued under section #d4 7#b7 ,notice to a covered platform to initiate a joint negotiation 7,a7 ,in general ,a joint negotiation under this section shall commence after a covered platform receives a notice1 sent by or on behalf of a joint negotiation entity4 7,b7 ,contents of notice ,the notice described in subparagraph 7,a7 shall-- 7i7 state that the joint negotiation entity is initiating a negotiation under this section to reach an agreement regarding the pricing1 terms1 and conditions by which the covered platform may access the content of the eligible digital journalism providers that are members of the joint negotiation entity2 7ii7 identify the eligible digital journalism providers that are members of the joint negotiation entity2 and 7iii7 provide the physical mail address 7street address or post office box71 telephone number1 and email address of a representative authorized to receive a response to the notice on behalf of the joint negotiation entity4 7,c7 ,reply ,not later than #cj days after receiving a notice described in subparagraph 7,a71 the covered platform shall send a reply notice to the authorized representative identified by or on behalf of the joint negotiation entity to acknowledge receipt of the notice4 7,d7 ,notice to ,federal enforcers ,copies of any notice described in subparagraph 7,a7 shall be filed by or on behalf of the eligible digital journalism providers that are members of the joint negotiation entity with the ,federal ,trade ,commission and the ,assistant ,attorney ,general in charge of the ,antitrust ,division of the ,department of ,justice not later than #cj days after the notice is sent to the covered platform4 7b7 ,conduct of the joint negotiations ,after the date a reply notice is sent under subsection 7a77#b77;,c71 the following shall apply3 7#a7 ,any negotiation conducted under this section shall be conducted in good faith and solely to reach an agreement regarding the pricing1 terms1 and conditions under which the covered platform may access the content of the eligible digital journalism providers4 7#b7 ,no pre-agreement discussions or agreement reached regarding pricing1 terms1 and conditions under this section may address whether or how the covered platform or any such eligible digital journalism provider-- 7,a7 displays1 ranks1 distributes1 suppresses1 promotes1 throttles1 labels1 filters1 or curates the content of the eligible digital journalism providers2 or 7,b7 displays1 ranks1 distributes1 suppresses1 promotes1 throttles1 labels1 filters1 or curates the content of any other person4 7#c7 ,a party is not conducting negotiations in good faith in accordance with paragraph 7#a7 if the party-- 7,a7 refuses to negotiate1 except where eligible digital journalism providers decide to jointly deny a covered platform access to content licensed or produced by such eligible digital journalism providers under subsection 7c72 7,b7 refuses to designate a representative with authority to make binding representations2 7,c7 refuses to meet and negotiate at reasonable times and locations or otherwise causes unreasonable delay2 7,d7 refuses to put forth more than a single1 unilateral proposal2 7,e7 fails to respond to a proposal of the other party1 including the reasons for rejection2 7,f7 enters into a separate third-party agreement that unreasonably impedes the party from reaching an agreement with the negotiating party2 or 7,g7 refuses to execute a full and written agreement that has been reached verbally4 7#d7 ,a covered platform is not conducting negotiations in good faith in accordance with paragraph 7#a7 if the covered platform enters into a separate agreement with an eligible digital journalism provider that impedes the eligible digital journalism provider from participating in a negotiation under this section4 7#e7 ,during any negotiation conducted under this section1 the joint negotiation entity and the covered platform shall each make a reasonable offer regarding the pricing1 terms1 and conditions by which the covered platform may access the content of the eligible digital journalism providers that are members of the joint negotiation entity1 substantiated with comprehensive data and methodologies1 including expert analysis1 that reflects-- 7,a7 the pricing1 terms1 and conditions comparable to those found in commercial agreements between similarly situated entities1 including price1 duration1 territory1 value of data generated directly or indirectly by the content2 7,b7 the fair market value to the covered platform of having access to the content of the eligible digital journalism providers that are members of the joint negotiation entity and the resulting incremental contribution to the revenue of the covered platform1 including direct and indirect advertising or promotional revenues1 which shall not be offset by any value conferred upon the eligible digital journalism providers that are members of the joint negotiation entity by the covered platform for aggregating or distributing their content2 and 7,c7 the investment of the eligible digital journalism providers that are members of the joint negotiation entity in producing original news and related content1 including the number of journalists employed by each4 7c7 ,joint withholding of content ,at any point after a notice is sent to the covered platform to initiate joint negotiations under subsection 7a77#b71 the eligible digital journalism providers that are members of the joint negotiation entity may jointly deny the covered platform access to content licensed or produced by such eligible digital journalism providers4 #d4 ,arbitration for eligible publishers 7a7 ,right to final offer arbitration 7#a7 ,in general ,if the membership of a joint negotiation entity consists only of eligible publishers1 on or after the date that is #ahj days after the date negotiations under section #c begin1 the joint negotiation entity may initiate a final offer arbitration against the covered platform for an arbitration panel to determine the pricing1 terms1 and conditions by which the content displayed1 provided1 distributed1 or offered by a qualifying publication of any eligible publisher that is a member of the joint negotiation entity will be accessed by the covered platform if the parties are unable to reach an agreement and regardless of whether the joint negotiation entity1 its members1 or the covered platform complied with the requirements of section #c7;b74 7#b7 ,effect of additional members ,if an additional member joins the joint negotiation entity under section #c7;a77#a77;,e7 more than #ij days after the date negotiations under section #c begin1 the joint negotiation entity may not initiate a final offer arbitration under paragraph 7#a7 until #ahj days after the date the last member joins the joint negotiation entity4 ,no additional members may join the joint negotiation entity after the arbitration has commenced4 7b7 ,notice ,the joint negotiation entity shall provide notice of its intention to initiate final offer arbitration under this section to all of the members of the joint negotiation entity no less than #aj days prior to initiating such final offer arbitration4 7c7 ,membership ,if a joint negotiation entity initiates final offer arbitration under this section1 any individual eligible publisher that is a member of the joint negotiation entity shall remain a member of the joint negotiation entity until the completion of the arbitration1 unless the eligible publisher provides written notice to the joint negotiation entity of its intention to withdraw from the joint negotiation entity within #g days of receiving notice under subsection 7b74 7d7 ,proceedings 7#a7 ,rules of arbitration ,the arbitration shall be decided by a panel of #c arbitrators under the ,american ,arbitration ,association's ,commercial ,arbitration ,rules and ,mediation ,procedures and the ,american ,arbitration ,association-,international ,centre for ,dispute ,resolution ,final ,offer ,arbitration ,supplementary ,rules1 except to the extent they conflict with this subsection4 7#b7 ,initiation of arbitration ,a final offer arbitration under subsection 7a7 shall be initiated as provided in ,rule ,r-#d of the ,american ,arbitration ,association's ,commercial ,arbitration ,rules and ,mediation ,procedures1 except that the joint negotiation entity initiating the arbitration shall refer to this ,act in its demand for arbitration1 rather than submitting contractual arbitration provisions4 7#c7 ,commencement and funding 7,a7 ,commencement ,a final offer arbitration proceeding shall commence #aj days after the date a final offer arbitration is initiated under subsection 7a74 7,b7 ,funding ,the cost of administering the arbitration proceeding1 including arbitrator compensation1 expenses1 and administrative fees1 shall be shared equally between the covered platform and the joint negotiation entity4 7#d7 ,appointment of the arbitration panel ,the arbitrators shall be appointed in accordance with the ,american ,arbitration ,association's ,commercial ,arbitration ,rules and ,mediation ,procedures4 7#e7 ,other requirements ,during a final offer arbitration proceeding under this section-- 7,a7 the joint negotiation entity and the covered platform may demand the production of documents and information that are nonprivileged1 reasonably necessary1 and reasonably accessible without undue expense2 7,b7 documents and information described in subparagraph 7,a7 shall be exchanged not later than #cj days after the date the demand is filed2 7,c7 rules regarding the admissibility of evidence applicable in ,federal court shall apply2 7,d7 the joint negotiation entity and covered platform shall each submit a final offer proposal for the pricing1 terms1 and conditions under which the content displayed1 provided1 distributed1 or offered by a qualifying publication of any eligible publisher that is a member of the joint negotiation entity will be accessed by the covered platform1 and which shall include the remuneration that the eligible publishers should receive from the covered platform for programmatic access to the content of the eligible publishers that are members of the joint negotiation entity during the period under negotiation based on the fair market value of such access1 which shall include backup materials sufficient to permit the other party to replicate the proffered valuation2 7,e7 no discussion or final offer under this section may address whether or how the covered platform or any such eligible digital journalism provider-- 7i7 displays1 ranks1 distributes1 suppresses1 promotes1 throttles1 labels1 filters1 or curates the content of the eligible digital journalism providers2 or 7ii7 displays1 ranks distributes1 suppresses1 promotes1 throttles1 labels1 filters or curates the content of any other person2 and 7,f7 if applicable1 each eligible publisher that is a member of the joint negotiation entity shall provide information and data to guide the distribution of remuneration among the members of the joint negotiation entity1 including-- 7i7 any compensation received by the eligible publisher through commercial agreement prior to commencement of negotiations under section #c for access to content by the covered platform during any part of the period under negotiation1 which shall be deducted from its allocation accordingly2 and 7ii7 spending by the eligible publisher on news journalists1 which are employed for an average of not fewer than #bj hours per week during the calendar quarter by the eligible digital journalism provider and are responsible for gathering1 preparing1 directing the recording of1 producing1 collecting1 photographing1 recording1 writing1 editing1 reporting1 presenting1 or publishing original news or information that concerns local1 regional1 national1 or international matters of public interest in the previous fiscal year1 as a proportion of its overall budget of the eligible digital journalism provider for that period1 which shall be used to guide #fe percent of the distribution of remuneration among the members of the joint negotiation entity4 7e7 ,award 7#a7 ,in general ,not later than #fj days after the date proceedings commence under subsection 7d77#c77;,a71 the arbitration panel shall issue an award that selects a final offer from #a of the parties without modification4 7#b7 ,requirements ,in issuing an award under paragraph 7#a71 the arbitration panel-- 7,a7 may not consider any value conferred upon any eligible publisher by the covered platform for distributing or aggregating its content as an offset to the value created by such eligible publisher2 7,b7 shall consider past incremental revenue contributions as a guide to the future incremental revenue contribution by any eligible publisher2 7,c7 shall consider the pricing1 terms1 and conditions of any available1 comparable commercial agreements between parties granting access to digital content1 including pricing1 terms1 and conditions relating to price1 duration1 territory1 the value of data generated directly or indirectly by the content accounting for any material disparities in negotiating power between the parties to such commercial agreements2 and 7,d7 shall issue a binding1 reasoned award1 including the factual and economic bases of its award1 that applies for the number of years set forth in the winning proposal1 but not fewer than #e years4 7f7 ,payments pursuant to award 7#a7 ,in general ,not later than #ij days after the date an award is issued under subsection 7e71 the covered platform shall begin paying any eligible publisher that was a member of the joint negotiation entity participating in the arbitration according to the terms in the final offer selected by the arbitration panel4 7#b7 ,disbursement ,payments made under paragraph 7#a7 shall be dispersed by a claims administrator to the individual claimants that comprise the joint negotiation entity not later than #fj days after the date the funds were received from the covered platform4 7g7 ,enforcement and judicial review 7#a7 ,in general ,an award made under subsection 7e7 shall be enforceable by the eligible publishers or the covered platform subject to the award through a civil action brought before a district court of the ,united ,states4 7#b7 ,expedited judicial process ,in any civil action to enforce or seek judicial review of an award made under subsection 7e71 the court shall adopt a rebuttable presumption that good cause exists to prioritize the action under section #afeg of title #bh1 ,united ,states ,code4 #e4 ,limitation of liability 7a7 ,in general ,in accordance with sections #c and #d1 it shall not be in violation of the antitrust laws for any eligible digital journalism providers that are members of a joint negotiation entity to-- 7#a7 jointly deny a covered platform access to content for which the eligible digital journalism providers1 individually or jointly1 have the right to negotiate or arbitrate access with respect to the covered platform2 or 7#b7 participate in joint negotiations and arbitration1 as members of the joint negotiation entity1 with such covered platform solely regarding the pricing1 terms1 and conditions under which the covered platform may access the content for which the eligible digital journalism providers1 individually or jointly1 have the right to negotiate or arbitrate access with respect to the covered platform4 7b7 ,safe harbor 7#a7 ,eligible digital journalism providers ,an eligible digital journalism provider shall not be in violation of the antitrust laws if the eligible digital journalism provider participates1 as a member of a joint negotiation entity1 in negotiations under section #c or arbitration under section #d-- 7,a7 with a person that is not an eligible digital journalism provider1 if the eligible digital journalism provider reasonably believes that the person is another eligible digital journalism provider2 or 7,b7 with a person that is not a covered platform1 if the eligible digital journalism provider reasonably believes that the person is a covered platform4 7#b7 ,joint negotiation entities ,a joint negotiation entity shall not be in violation of the antitrust laws if the joint negotiation entity engages in negotiations under section #c or arbitration under section #d-- 7,a7 with or on behalf of a person that is not an eligible digital journalism provider1 if the joint negotiation entity reasonably believes that the person is an eligible digital journalism provider2 or 7,b7 with a person that is not a covered platform1 if the joint negotiation entity reasonably believes that the person is a covered platform4 7c7 ,notification of agreements and arbitration decisions 7#a7 ,agreements ,the parties to any written agreement1 resulting from a negotiation under section #c or implementing an arbitration decision issued under section #d1 shall file a copy of such agreement with the ,federal ,trade ,commission and the ,assistant ,attorney ,general in charge of the ,antitrust ,division of the ,department of ,justice not later than #fj days after such agreement is executed4 7#b7 ,arbitration decisions ,the parties to any arbitration decision issued under section #d1 shall file a copy of such decision with the ,federal ,trade ,commission and the ,assistant ,attorney ,general in charge of the ,antitrust ,division of the ,department of ,justice not later than #fj days after such decision is issued4 7#c7 ,public disclosure ,the ,federal ,trade ,commission shall make the documents submitted under this subsection available to the public on the ,federal ,trade ,commission's website4 7d7 ,limitation regarding the scope of limitation of liability ,no antitrust immunity shall apply to any negotiations1 discussions1 agreements1 or arbitrations relating to the use1 display1 promotion1 ranking1 distribution1 curation1 suppression1 throttling1 filtering1 or labeling of the content of the eligible digital journalism provider or of any other person4 ,the limitation of liability under this section shall apply only to negotiations1 discussions1 agreements1 or arbitrations regarding the pricing1 terms1 and conditions under which the covered platform may access the content of the eligible digital journalism provider1 not to any discussions or agreements that differentiate content based on the viewpoint expressed by such content4 #f4 ,nondiscrimination1 retaliation1 and transparency 7a7 ,nondiscrimination 7#a7 ,joint negotiation entities ,a joint negotiation entity may not discriminate against any eligible digital journalism provider based on the size of the eligible digital journalism provider or the views expressed by the eligible digital journalism provider's content4 7#b7 ,covered platforms ,no covered platform may discriminate against any eligible digital journalism provider that is a member of a joint negotiation entity in connection with a negotiation conducted under section #c1 or an arbitration conducted under section #d1 based on the size of the eligible digital journalism provider or the views expressed by the eligible digital journalism provider's content4 7b7 ,prohibition on retaliation by covered platforms 7#a7 ,in general ,no covered platform may retaliate against an eligible digital journalism provider for participating in a negotiation conducted under section #c1 or an arbitration conducted under section #d1 including by refusing to index content or changing the ranking1 identification1 modification1 branding1 or placement of the content of the eligible digital journalism provider on the covered platform4 7#b7 ,effect of contract provisions ,any provision in an agreement that restricts an eligible digital journalism provider from receiving compensation through a negotiation conducted under section #c or an arbitration conducted under section #d shall be void4 7c7 ,investing in journalism 7#a7 ,in general ,without disclosing confidential information regarding the pricing1 terms1 and conditions of an agreement reached under section #c1 an agreement implementing an arbitration decision issued under section #d1 or an arbitration decision issued under section #d1 or confidential financial information1 any eligible digital journalism provider that receives funds under or related to such agreement or arbitration decision shall provide to the ,federal ,trade ,commission1 on an annual basis1 information regarding the use of any such funds during the prior year to support ongoing and future operations to maintain or enhance the production and distribution of news or information that concerns local1 regional1 national1 or international matters of public interest1 including-- 7,a7 the amount of funds received under or related to each such agreement or decision2 and 7,b7 a good-faith estimate of the amount of funds that went to news journalists employed for an average of not fewer than #bj hours per week during the calendar year by the eligible digital journalism provider4 7#b7 ,public disclosure ,the ,federal ,trade ,commission shall make the disclosures submitted under paragraph 7#a7 available to the public on the ,federal ,trade ,commission's website4 #g4 ,private rights of action 7a7 ,negotiations 7#a7 ,in general ,any eligible digital journalism provider1 either jointly with other eligible digital journalism providers or through an authorized representative1 or covered platform that participated in negotiations under section #c may bring a civil action in an appropriate district court of the ,united ,states alleging a violation of section #c7;b74 7#b7 ,damages ,a court shall award damages to a prevailing plaintiff under this subsection-- 7,a7 approximating the value of the last reasonable offer of the plaintiff if the defendant did not conduct negotiations in good faith in violation of section #c7;b77#a72 7,b7 approximating the value of the last reasonable offer of the plaintiff if the defendant-- 7i7 did not conduct negotiations in good faith in violation of section #c7;b77#a72 and 7ii7 had not yet extended a reasonable offer2 or 7,c7 approximating the value of the plaintiff's last reasonable offer if the defendant did not make a reasonable offer in violation of section #c7;b77#e74 7#c7 ,attorneys fees ,a court shall award attorney's fees to the prevailing party under this subsection4 7b7 ,discrimination 7#a7 ,joint negotiation entities 7,a7 ,in general ,an eligible digital journalism provider that is denied membership in a joint negotiation entity in violation of section #f7;a77#a7 may bring a civil action in an appropriate district court of the ,united ,states against the joint negotiation entity and its members not later than #cj days after the date membership is denied4 7,b7 ,remedies 7i7 ,before agreement or arbitration decision 7,i7 ,in general ,an eligible digital journalism provider that prevails in an action under subparagraph 7,a7 before the date an agreement is executed under section #c or an arbitration decision is issued under section #d1 as applicable1 regarding the pricing1 terms1 and conditions by which the covered platform may access the content of the eligible digital journalism providers that are members of the joint negotiation entity1 may join the joint negotiation entity and participate in the negotiation under section #c or the arbitration under section #d1 as applicable4 7,,ii7 ,notice ,a notice1 by or on behalf of the joint negotiation entity1 shall be sent to the covered platform to identify the eligible digital journalism provider that joins the negotiation or arbitration under subclause 7,i74 7ii7 ,after agreement or arbitration decision 7,i7 ,in general ,an eligible digital journalism provider that prevails in an action under subparagraph 7,a7 after the date an agreement is executed under section #c or an arbitration decision is issued under section #d1 as applicable1 regarding the pricing1 terms1 and conditions by which the covered platform may access the content of the eligible digital journalism providers that are members of the joint negotiation entity1 may join the joint negotiation entity and be eligible for the same pricing1 terms1 and conditions by which the covered platform may access the content of the other eligible digital journalism providers that are members of the joint negotiation entity4 7,,ii7 ,notice ,a notice1 by or on behalf of the joint negotiation entity1 shall be sent to the covered platform to identify the eligible digital journalism provider that joins the joint negotiation entity under subclause 7,i7 and that is eligible to receive the same pricing1 terms1 and conditions under the agreement negotiated under section #c or the arbitration decision issued under section #d1 as applicable1 by which the covered platform may access the content of the other eligible digital journalism providers that are members of the joint negotiation entity4 7#b7 ,covered platforms 7,a7 ,in general ,an eligible digital journalism provider that is discriminated against in violation of section #f7;a77#b7 may bring a civil action in an appropriate district court of the ,united ,states against the covered platform4 7,b7 ,remedies ,an eligible digital journalism provider that prevails under subparagraph 7,a7 shall be entitled to-- 7i7 recover the actual damages sustained by the eligible digital journalism provider as a result of the discrimination2 7ii7 injunctive relief on such terms as the court may deem reasonable to prevent or restrain the covered platform from discriminating against the eligible digital journalism provider2 and 7iii7 the costs of the suit1 including reasonable attorneys' fees4 7c7 ,retaliation 7#a7 ,in general ,an eligible digital journalism provider that is retaliated against in violation of section #f7;b77#a7 may bring a civil action in an appropriate district court of the ,united ,states against the covered platform4 7#b7 ,remedies ,an eligible digital journalism provider that prevails in an action under paragraph 7#a7 shall be entitled to-- 7,a7 recover the actual damages sustained by the eligible digital journalism provider as a result of the retaliation2 7,b7 injunctive relief on such terms as the court may deem reasonable to prevent or restrain the covered platform from retaliating against the eligible digital journalism provider2 and 7,c7 the costs of the suit1 including reasonable attorneys' fees4 #h4 ,report 7a7 ,study ,the ,comptroller ,general shall study the impact of the joint negotiations authorized under this ,act1 including a summary of the deals negotiated1 the impact of such deals on local and regional news1 the effect on the free1 open1 and interoperable ,internet including the ability of the public to share and access information1 and the effect this ,act has had on employment for journalists4 7b7 ,report ,not later than #e years after the date of enactment of this ,act1 the ,comptroller ,general shall submit to ,congress a report on the study required under subsection 7a74 #i4 ,sunset 7a7 ,in general ,except as provided in subsections 7b7 and 7c71 this ,act shall cease to have effect on the date that is #f years after the date of its enactment4 7b7 ,exception in case of initiated but incomplete joint negotiation or arbitration ,with respect to eligible digital journalism providers that have initiated but not concluded a negotiation under section #c or an arbitration under section #d on or before the sunset date described in subsection 7a71 this ,act shall cease to be effective on the date such negotiation or arbitration concludes or #ahj days after the date described in subsection 7a71 whichever occurs first4 7c7 ,limitation of liability exception ,section #e shall remain effective without cessation for any-- 7#a7 negotiation conducted or agreement executed under section #c2 7#b7 arbitration conducted or arbitration decision issued under section #d2 or 7#c7 agreement implementing an arbitration decision issued under section #d2 during the period of effectiveness of this ,act4 #aj4 ,rule of construction 7a7 ,antitrust laws ,nothing in this ,act may be construed to modify1 impair1 or supersede the operation of the antitrust laws except as otherwise expressly provided in this ,act4 7b7 ,copyright and trademark law ,nothing in this ,act may be construed to modify1 impair1 expand1 or in any way alter rights pertaining to title #ag1 ,united ,states ,code1 or the ,lanham ,act 7#ae ,u4,s4,c4 #ajea et seq47 #aa4 ,severability ,if any provision of this ,act1 or the application of such provision to any person or circumstance1 is held to be unconstitutional1 the remainder of this ,act1 and the application of the remaining provisions of this ,act to any person or circumstance shall not be affected4 ,november #bh1 #bjbb,reported with an amendment