Legal Publisher Document

Legal Publisher Document

This Publishing Agreement (Effective Date: ) is made and entered into by and between Publisher Name: with principal place of business at and Author Name: with address at (each a "Party" and together the "Parties").

RECITALS

WHEREAS, Author has created and holds the copyright and all rights in the literary work titled "" (the "Work"); and

WHEREAS, Publisher desires to obtain specified rights to publish, distribute, and exploit the Work in accordance with the terms set forth in this Agreement; and

WHEREAS, Author desires to grant Publisher such rights subject to the compensation, warranties, and other provisions contained herein.

NOW, THEREFORE, in consideration of the mutual covenants and promises set forth below, the Parties agree as follows:

1. GRANT OF RIGHTS

1.1 Grant. Subject to the terms of this Agreement, Author grants Publisher the exclusive right to publish, reproduce, distribute, sell, license and otherwise commercially exploit the Work in the following media and formats for the Territory and Term specified below: print, electronic, audio, and derivative formats. The Parties confirm the specific rights granted as indicated by the checked boxes below:

Rights Granted: Print publishing Digital/eBook Audio Translations Subsidiary rights

1.2 Territory and Language. The rights are granted for the territory: and in the language(s): .

1.3 Exclusivity. The grant is for the Term specified in Section 6.

2. DELIVERY AND ACCEPTANCE

2.1 Delivery. Author shall deliver the final manuscript and all required materials in the format and by the delivery date set forth below: Delivery Date: . Format: .

2.2 Acceptance. Publisher shall have a period of ninety (90) days after receipt to review the delivered manuscript for material defects. Failure to notify Author in writing of rejection within that period will constitute acceptance.

3. COMPENSATION AND ROYALTIES

3.1 Advance. Publisher shall pay Author an advance against royalties in the amount of , payable as follows: .

3.2 Royalties. Publisher shall pay Author royalties at the following rates: Print: % of net receipts; Digital: % of net receipts; Audio: % of net receipts.

3.3 Accounting; Payments. Royalties shall be accounted for and paid on a basis, within days after the end of the accounting period. Statements shall include units sold, returns, discounts, and deductions.

4. ACCOUNTING AND AUDIT RIGHTS

4.1 Records. Publisher shall keep complete and accurate books and records relating to sales and receipts for a period of years following each accounting period.

4.2 Audit. Upon reasonable prior notice and during regular business hours, Author or an independent auditor engaged by Author may inspect Publisher's relevant records no more than once per accounting year. If an audit reveals an underpayment in excess of %, Publisher shall reimburse Author for reasonable audit costs.

5. WARRANTIES, REPRESENTATIONS, AND INDEMNITIES

5.1 Author Warranties. Author represents and warrants that: (a) Author is the sole owner of the Work and has full authority to enter into this Agreement; (b) the Work is original and does not violate any right of privacy, publicity, or any third party's intellectual property rights; and (c) the Work contains no libelous or unlawful material.

5.2 Indemnity. Author shall defend, indemnify and hold Publisher harmless from and against any and all claims, losses, liabilities, damages and expenses (including reasonable attorneys' fees) arising from a breach of the warranties in Section 5.1.

6. TERM AND TERMINATION

6.1 Term. The rights granted shall endure for a period of years from the Effective Date, unless earlier terminated pursuant to this Section.

6.2 Termination for Material Breach. Either Party may terminate this Agreement upon written notice if the other Party materially breaches a provision and fails to cure within days after receipt of notice.

7. CONFIDENTIALITY

Each Party shall keep confidential non-public information received from the other Party and shall not disclose such information except as required by law or to its employees, agents, or contractors on a need-to-know basis who are bound by similar confidentiality obligations.

8. NOTICES

All notices, demands, or other communications required or permitted hereunder shall be in writing and delivered to the addresses below by certified mail, overnight courier, or nationally recognized delivery service, and shall be effective upon receipt.

9. AMENDMENTS; WAIVER

This Agreement may be amended only by a written instrument executed by both Parties. No failure or delay by either Party in exercising any right shall operate as a waiver of that right unless such waiver is in writing and signed by the waiving Party.

10. GOVERNING LAW; VENUE

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 submit to the exclusive jurisdiction of the courts located in that State for any dispute arising under this Agreement.

11. ENTIRE AGREEMENT; SEVERABILITY

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings. If any provision of this Agreement is determined to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

12. COUNTERPARTS

This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Facsimile or electronic signatures shall be binding and constitute original signatures for all purposes.

ADDITIONAL PROVISIONS

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