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Professional Author Service Agreement

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PROFESSIONAL AUTHOR SERVICE AGREEMENT

This Professional Author Service Agreement (the "Agreement") is entered into as of by and between Client Name: with principal address: (hereinafter "Client"), and Author Name: with principal address: (hereinafter "Author").

RECITALS

WHEREAS, Client desires to engage Author to prepare and provide professional writing, editorial and related authoring services as set forth in this Agreement; and

WHEREAS, Author represents that Author has the skill, experience, and professional qualifications to perform the services described in this Agreement and is willing to provide such services on the terms and conditions set forth herein; and

WHEREAS, the parties desire to define their respective rights and obligations with respect to the creation, delivery and exploitation of written materials and related deliverables.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

1. SERVICES

1.1 Services. Author shall provide professional authoring services including drafting, editing, and delivering the written work described in the Scope of Work. The specific tasks, milestones and acceptance criteria are set forth in the Scope of Work attached as Exhibit A and incorporated herein by reference. If no Exhibit A is attached at execution, the parties shall complete Scope of Work details below.

2. DELIVERABLES AND SCHEDULE

2.1 Deliverables. Author shall deliver the Deliverables described in the Scope of Work. Deliverables shall be delivered in the format and media specified and shall conform to the specifications and acceptance criteria set forth in this Agreement.

2.2 Acceptance. Client shall have a period of days after delivery to review and either accept the Deliverable or provide written notice of deficiencies. If Client provides timely notice of deficiencies, Author shall correct the Deliverable within a commercially reasonable time at no additional cost, subject to the Revisions clause below.

3. COMPENSATION

3.1 Fees. Client shall pay Author the fees specified below in consideration for the Services and Deliverables. Fees shall be payable in accordance with the Payment Schedule provided in this Section.

3.2 Expenses. Reasonable, pre-approved out-of-pocket expenses incurred by Author in connection with the performance of the Services shall be reimbursed by Client upon submission of receipts or other documentation. Travel and extraordinary expenses require prior written approval.

4. REVISIONS

4.1 Revision Allowance. The Fee set forth above includes rounds of reasonable revisions. Additional revisions requested by Client beyond the included rounds shall be billed at Author's standard hourly rate: per hour.

5. OWNERSHIP; LICENSES; COPYRIGHT

5.1 Ownership of Deliverables. Upon full payment of all Fees due under this Agreement, Author assigns to Client all right, title and interest in and to the Deliverables, including all copyrights, subject to any third-party materials and the limited moral rights reservation in Section 5.3. Until payment is received in full, all Deliverables remain the sole property of Author.

5.2 Pre-Existing Materials. Author retains ownership of Author's pre-existing materials and tools used in the performance of the Services. Author grants Client a non-exclusive, perpetual, worldwide license to any pre-existing materials embedded in the Deliverables to the extent necessary for Client to use the Deliverables for the purposes contemplated by this Agreement.

5.3 Moral Rights. To the extent permitted by applicable law, Author hereby waives and agrees not to assert any moral rights in the Deliverables against Client. If Author cannot legally waive moral rights, Author shall execute any documents reasonably necessary to effectuate the intent of this Section.

6. WARRANTIES AND REPRESENTATIONS

6.1 Mutual Representations. Each party represents and warrants that it has full power and authority to enter into this Agreement and perform its obligations hereunder.

6.2 Author's Warranties. Author warrants that (a) the Deliverables will be original to Author and will not infringe or misappropriate any third-party rights; (b) the Deliverables will not contain libelous or unlawful material; and (c) Author will perform the Services in a professional and workmanlike manner consistent with industry standards. Client's sole remedy for a breach of these warranties shall be limited to correction of the Deliverable or, if correction is not commercially practicable, refund of Fees paid for the defective Deliverable.

7. CONFIDENTIALITY

7.1 Confidential Information. Each party agrees to maintain the confidentiality of information marked or otherwise reasonably understood to be confidential ("Confidential Information"), and shall not disclose such information except as required by law or as necessary to perform under this Agreement. Confidential Information does not include information that is or becomes publicly known other than through breach of this Agreement.

8. INDEPENDENT CONTRACTOR

Author is an independent contractor and not an employee, partner or joint venturer of Client. Author is solely responsible for all taxes, withholdings and other statutory obligations arising from payment of Fees. Nothing in this Agreement grants Author any right to bind Client.

9. INDEMNIFICATION; LIMITATION OF LIABILITY

9.1 Indemnification. Each party shall indemnify, defend and hold harmless the other party from and against any and all claims, liabilities, losses, damages and expenses (including reasonable attorneys' fees) arising out of a breach of that party's representations, warranties, or obligations under this Agreement, or from the gross negligence or willful misconduct of the indemnifying party.

9.2 Limitation of Liability. Except for liability arising from breach of Section 5 (Ownership; Copyright), indemnification obligations, or willful misconduct, neither party shall be liable for any indirect, incidental, consequential, special or punitive damages, and each party's aggregate liability for any claim arising under this Agreement shall not exceed the total Fees paid by Client to Author under this Agreement in the twelve (12) months preceding the event giving rise to the claim.

10. TERMINATION

10.1 Termination for Convenience. Either party may terminate this Agreement for convenience upon days' prior written notice to the other. Upon termination for convenience, Client shall pay Author for all Services performed and expenses incurred through the effective date of termination, subject to any offsets for breach.

10.2 Termination for Cause. Either party may terminate this Agreement immediately for material breach by the other party if such breach remains uncured for thirty (30) days after written notice specifying the breach.

11. NOTICES

All notices or communications required or permitted under this Agreement shall be in writing and delivered to the addresses set forth below, or to such other address as a party may designate by written notice to the other. Notices shall be deemed given when delivered personally, sent by nationally recognized overnight courier, or three (3) business days after deposit in the U.S. mail, postage prepaid, certified or registered.

12. ASSIGNMENT; SUBCONTRACTING

Neither party may assign its rights or delegate its obligations under this Agreement without the prior written consent of the other party, except that Client may assign this Agreement in connection with a merger or sale of substantially all of its assets. Author may engage subcontractors provided that Author remains responsible for the performance of the Services and compliance with the terms of this Agreement.

13. AMENDMENTS; WAIVER; COUNTERPARTS

13.1 Amendments. No amendment, modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

13.2 Waiver. The failure of either party to enforce any right shall not constitute a waiver of that right or any other right under this Agreement.

13.3 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.

14. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

14.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to its conflict of laws principles.

14.2 Entire Agreement. This Agreement, including any exhibits and attachments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether oral or written.

14.3 Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect, and the parties shall negotiate in good faith to replace any invalid or unenforceable provision with a valid and enforceable provision that achieves, to the extent possible, the original economic and legal intent.

15. ADDITIONAL PROVISIONS

ENTITY TYPE

Indicate the legal status of each party below:

Individual Corporation/LLC Other:

Individual Corporation/LLC Other:

Client Printed Name:

By (Signature):

Date:

Author Printed Name:

By (Signature):

Date:

Enter text✕

What the Professional Author Service Agreement Covers

A Professional Author Service Agreement is a written contract that sets the terms between an author and a service provider (editor, publisher, agent, or vendor) for creation, editing, publication, distribution, or related services. It documents scope of work, deliverables, deadlines, payment and royalty mechanics, ownership or license of intellectual property, warranties and representations, confidentiality, indemnities, and termination rights. The agreement is a private commercial contract governed by state law unless the parties specify a governing jurisdiction and may be executed electronically consistent with federal ESIGN standards and applicable state UETA or ESRA rules.

Why a Clear Agreement Matters for Authors and Providers

A well‑drafted agreement reduces disputes by specifying deliverables, timelines, payment terms, and ownership of rights. It protects both parties’ expectations, clarifies royalty calculations and reporting, and sets procedures for revisions, terminations, and dispute resolution.

Why a Clear Agreement Matters for Authors and Providers

Who Commonly Uses This Agreement

The Professional Author Service Agreement is used by individuals and organizations that commission, create, or distribute written works.

  • Independent authors and freelance writers entering editing, ghostwriting, or publishing arrangements.
  • Small and mid‑sized publishers contracting with authors, editors, or illustrators for book production.
  • Literary agents and rights managers arranging representation and licensing terms with authors.

Different signatories and clauses apply depending on whether the counterparty is an individual, sole proprietor, LLC, or corporation; confirm signatory authority before execution.

Core Sections to Include in the Agreement

Include concise, enforceable clauses that allocate rights, define deliverables, and set financial terms to avoid ambiguity and support future enforcement or licensing.

Parties

Identify each party by full legal name and business entity type, with a mailing address and an authorized signer to avoid later disputes about authority.

Scope of Work

Describe deliverables, milestones, formats, and acceptance criteria; reference exhibits or sample pages when necessary to fix objective standards.

Compensation

Specify fees, royalty rates, advance payments, payment schedule, currency, accounting cadence, and late payment consequences with clear definitions for gross versus net proceeds.

Rights & Ownership

State whether rights are assigned, licensed exclusively or non‑exclusively, territorial limits, duration, and any reversion triggers upon breach or non‑use.

Warranties & Indemnities

Include author warranties about originality and permission for third‑party material and reciprocal indemnities for third‑party claims or breaches.

Termination & Remedies

Define termination events, cure periods, post‑termination obligations, and remedies such as fee recovery, injunctive relief, or reversion of rights.

Simple Step-by-Step: Completing and Executing the Agreement

Follow these steps to minimize errors and ensure the agreement is fully executed and reproducible for records.

  • 01
    Prepare draft: Populate parties, scope, and compensation with precise figures and exhibits.
  • 02
    Review terms: Have legal counsel or experienced reviewer check IP, indemnity, and termination provisions.
  • 03
    Confirm signatories: Verify authorized signers and entity authority before sending to signature.
  • 04
    Execute and store: Sign electronically or on paper; retain executed copies in secure storage for retention compliance.

Configuring an Online Signing Workflow

Set up a repeatable digital workflow so parties receive the correct fields, reminders, and audit trail automatically.

Field Configuration
Document Template Create a reusable template with locked exhibits and fillable fields to avoid repeated edits.
Signer Authentication Choose email, SMS code, or stronger methods consistent with transaction sensitivity.
Signature Fields Place signature, initial, and date fields; mark required vs optional fields.
Reminder Schedule Set automated reminders and expiration windows for unsigned documents.

How Electronic Execution Typically Works

Electronic execution follows a standard sequence that preserves intent and creates an audit record acceptable under ESIGN and state laws.

  • Upload Document: Upload final contract PDF or DOCX to the signing platform.
  • Place Fields: Add signature, initial, date, and data fields for each signer.
  • Invite Signers: Send email invites or public signing links with defined signer roles.
  • Complete Signing: Signers authenticate, sign, and receive an executed copy plus an audit trail.

Technical Considerations for eSigning and File Formats

Ensure the platform supports required file types, audit trails, and authentication methods for legal validity and recordkeeping.

  • Supported Formats: PDF and DOCX are standard for contract exchange.
  • Integrations: Connectors to cloud storage and CRM systems streamline routing.
  • Authentication: Email, SMS, and optional KBA or SSO increase signer verification.

Use a platform that produces a tamper‑evident signed PDF and captures IP, timestamp, and action logs. For transactions involving health or education data, confirm platform HIPAA/FERPA support and consider a BAA where required.

Typical Deadlines and Timing to Specify

Include clear timeframes for delivery, revisions, payments, and termination notice periods to avoid disputes over late performance.

Manuscript Delivery:

Specify date or milestone for first draft delivery with format requirements.

Revision Window:

State allowed revision rounds and the time allowed for author responses.

Payment Schedule:

Define advance, milestone, and royalty payment dates and accounting cadence.

Termination Notice:

Set required notice period and cure period before termination.

Accounting Reports:

Detail royalty report frequency and supporting records required for audits.

Common Preparation Mistakes to Avoid

  • Vague scope or deliverable descriptions that make acceptance subjective and invite disputes over whether milestones were met.
  • Unclear royalty formulas or failure to define gross versus net receipts, leading to inconsistent accounting and payment disagreements.
  • Missing or mismatched legal names and signer authority; allowing someone without authority to sign can void parts of the agreement.
  • Omitting reversion triggers or termination consequences for rights, which can leave rights ownership unresolved after a relationship ends.

Risks and Consequences of Errors or Noncompliance

Breach Damages: Monetary liability and attorneys' fees.
IP Loss: Unintended assignment or insufficient license protections.
Tax Exposure: Incorrect 1099 reporting can trigger IRS penalties.
Confidentiality Breach: Loss of trade secrets or reputational harm.
Notarization Errors: Improper acknowledgements that impair later enforcement.
Audit Risk: Insufficient record retention for royalty accounting.

eSignature Pricing and Feature Comparison

Compare common pricing and feature criteria to select an eSignature provider for executing author agreements; signNow is listed first per vendor convention.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial Yes, 7-day trial Varies Varies Varies Varies
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No

Frequently Asked Questions and Common Issues

Answers to frequent legal and execution questions for Professional Author Service Agreements, including electronic signing and recordkeeping.


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