Comic Book Publishing Agreement

COMIC BOOK PUBLISHING AGREEMENT

Parties

Individual    Corporation    Limited Liability Company    Other:

Individual    Corporation    Limited Liability Company    Other:

Recitals

WHEREAS, Publisher is engaged in the business of publishing, marketing and distributing periodical and trade comic book works and related products; and

WHEREAS, Author is the sole creator and owner of the story, characters, scripts and artwork described in this Agreement and desires to have Publisher publish and distribute the Work under the terms set forth below; and

WHEREAS, the parties wish to set forth their respective rights and obligations with respect to the creation, publication and exploitation of the Work effective as of Effective Date: .

Scope of Work

1. Publisher shall publish, produce, distribute and otherwise exploit the comic book work described as follows (the "Work"): Title: ; Format(s): .

Rights Granted; Ownership

2. Author hereby grants to Publisher the following rights in the Work for the Term defined below: Publisher is granted the exclusive right to reproduce, publish, distribute, sell, license and otherwise exploit the Work in all formats and media now known or hereafter devised throughout the Territory. Territory: .

3. Check applicable rights reserved by Author:
Author reserves the right to create sequels and derivative works subject to Publisher's right of first negotiation.
Author reserves motion picture, television and interactive adaptation rights (unless otherwise agreed in writing).

Payment Terms

4. Consideration to Author shall consist of the following:

Advance due on or before: . Advance is recoupable against royalties as set forth below.

Royalty rate on Net Receipts: % per unit sold. Basis of royalty calculation: . Royalty applies to the initial publication and specified derivative formats as agreed in writing.

Late payments shall bear interest at % per month after a grace period of days. Publisher shall be responsible for all sales taxes collected on sales of the Work except as required by applicable law to be withheld from Author payments.

Term and Termination

5. Term: This Agreement shall commence on Start Date: and continue until End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within days after receipt of written notice specifying the breach. On termination for Author's uncured breach, Publisher's rights in published inventory shall survive as necessary to sell remaining inventory on hand, subject to payment of royalties. On termination for Publisher's uncured breach, rights in the Work shall revert to Author subject to repayment of unearned advances as provided herein.

Confidentiality

6. Each party shall hold in confidence all non-public business information and unpublished creative materials disclosed by the other party in connection with this Agreement ("Confidential Information"). Confidential Information shall not include information that is or becomes publicly available without breach of this Agreement, was rightfully in a recipient's possession prior to disclosure, or is independently developed without use of the other party's Confidential Information. The obligations set forth in this Section shall survive termination of this Agreement for a period of three (3) years.

Representations, Warranties and Indemnity

7. Author represents and warrants that: (a) Author is the sole author and owner of the Work and has full right, authority and capacity to grant the rights granted herein; (b) the Work is original and does not infringe any third-party rights; and (c) no third-party consents are required. Publisher represents that it has the authority to enter into this Agreement and will exercise reasonable care in the exploitation of the Work.

8. Indemnity: Each party shall indemnify, defend and hold harmless the other party from and against any claims, liabilities, damages and expenses (including reasonable attorneys' fees) arising from breach of its representations, warranties or material obligations under this Agreement. The indemnified party shall provide prompt written notice of any claim and shall permit the indemnifying party to control the defense and settlement, provided no settlement shall admit liability or impose obligations on the indemnified party without its consent.

Publication, Credits and Publicity

9. Publisher shall use commercially reasonable efforts to publish and promote the Work. Publisher shall credit Author prominently in the Work and in marketing materials in a manner consistent with Publisher's customary practice. All press releases or publicity materials that reference Author's personal biography require Author's prior approval, not to be unreasonably withheld.

Accounting; Audit Rights

10. Publisher shall deliver royalty statements in accordance with the Reporting Period: . Author shall have the right, at Author's expense, to audit Publisher's relevant books and records once per twelve-month period upon reasonable prior notice and during normal business hours.

Assignment

11. Publisher may assign this Agreement and its rights hereunder to any successor in interest in connection with a merger or sale of substantially all of its assets. Author shall not assign Author's rights under this Agreement without Publisher's prior written consent, which shall not be unreasonably withheld. Any permitted assignee shall be bound by the terms of this Agreement.

Governing Law and Dispute Resolution

12. This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of law principles. The parties agree that any dispute arising out of or relating to this Agreement shall be resolved by binding arbitration in that State unless the parties agree in writing to litigation; the prevailing party in any action to enforce rights under this Agreement shall be entitled to recover reasonable attorneys' fees and costs.

Entire Agreement; Amendments

13. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings and negotiations, whether written or oral. No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties.

Notices

14. All notices required or permitted under this Agreement shall be in writing and sent to the addresses set forth above or to such other address as either party designates by written notice. Notice may be sent by certified mail, courier or email with confirmation. Publisher Contact Email: . Author Contact Email: .

Survival

15. The provisions of this Agreement that by their nature should survive termination or expiration shall so survive, including but not limited to Sections relating to payment, confidentiality, representations and warranties, indemnification, and governing law.

Miscellaneous

16. Headings are for convenience only and do not affect interpretation. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. Neither party shall be liable for delays or failures to perform caused by events beyond its reasonable control.

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