Magazine Publication Issue

MAGAZINE PUBLICATION ISSUE AGREEMENT

Effective Date:

Parties

Recitals

WHEREAS, Publisher publishes a periodical entitled: Title: (the "Magazine") and intends to produce an issue described below; and

WHEREAS, Contributor represents that Contributor has the ability and expertise to provide editorial services, content, artwork, layout or other production services for the Magazine and desires to perform such services for the Publisher on the terms set forth in this Agreement; and

WHEREAS, Publisher and Contributor desire to set forth their respective rights and obligations with respect to the production, approval and publication of a specific issue of the Magazine.

Publication Details

Issue Number:    Volume:    Cover Date:

Scope of Work

The Contributor shall perform the following services for the specified issue. Services shall include editorial content creation, copy editing, layout and design, image sourcing and rights clearance, proofreading, and coordination with the printer as required. All work shall conform to Publisher's specifications and industry standards.

Payment Terms

Total Fee (gross): $

Deposit (if any): $    Balance Due By:

Late Payment: A late fee of per month (or the maximum lawful rate) on overdue amounts shall apply from the date payment is due until paid in full. In addition, Publisher reserves the right to withhold final files and publication pending payment.

Term and Termination

Term Commencement Date:    Term Expiration Date:

Either party may terminate this Agreement for material breach by the other party if such breach remains uncured for a period of days after written notice specifying the breach. Publisher may terminate immediately for Contributor's failure to deliver final materials in accordance with the delivery schedule.

Delivery and Approval

Proofs: Contributor shall submit digital proofs to Publisher by the agreed deadlines. Publisher shall provide written approval or requested corrections within days of receipt. Failure to respond constitutes deemed approval.

Intellectual Property; License

Contributor represents and warrants that all submitted materials are original or properly licensed and that Contributor has the full right to grant the license set forth herein. Contributor hereby grants Publisher a worldwide, transferable, sublicensable, royalty-free license to reproduce, distribute, display and archive the submitted content in connection with the Magazine and related promotional or archival uses, in any media now known or hereafter devised, in perpetuity unless otherwise agreed in writing.

Moral Rights: To the extent permitted by law, Contributor hereby waives and agrees not to assert any moral rights in the materials and agrees to execute any documents reasonably requested by Publisher to effectuate the foregoing.

Confidentiality

Each party shall maintain in confidence all non-public information disclosed by the other party in connection with this Agreement that is designated confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure ("Confidential Information"). Confidential Information shall not include information that is (i) publicly available through no fault of the receiving party, (ii) rightfully received from a third party without restriction, or (iii) independently developed without use of the disclosing party's Confidential Information.

A receiving party may disclose Confidential Information to the extent required by law, provided it gives the disclosing party prompt notice and cooperates in seeking confidential treatment or a protective order. Upon termination, each party shall return or destroy Confidential Information of the other party upon request.

Warranties; Indemnification

Contributor warrants that the materials provided shall be original, shall not infringe any third party rights, and shall not contain libelous or unlawful material. Contributor shall indemnify and hold Publisher harmless from and against any losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of any breach of the foregoing warranty or any claim by a third party relating to Contributor's materials.

Corrections and Reprints

Publisher shall have sole discretion to determine whether corrections or retractions are necessary. If a reprint or correction is required due to Contributor's breach or error, Contributor shall be responsible for reasonable costs incurred by Publisher in connection with such reprint or correction.

Notices

Governing Law; Entire Agreement

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of law principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located within that state.

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, proposals, agreements and understandings, whether written or oral. No amendment or modification shall be binding unless in writing and signed by both parties.

Miscellaneous

Assignment: Neither party may assign this Agreement without the prior written consent of the other party, except that Publisher may assign to an affiliate or successor in interest in connection with a merger or sale of substantially all of Publisher's assets.

Relationship of Parties: The parties are independent contractors and nothing in this Agreement shall be construed to create an employment, joint venture or agency relationship.

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