Publishing Agreement

Publishing Agreement including Right to License Work in Media other than Book Form

Publishing Agreement made on the day of , 20 ,

between of ,
referred to herein as the Author, and , a corporation

organized and existing under the laws of the State of Mississippi, with its principal office located at , referred to herein as the Publisher. with respect to the Work provisionally entitled , hereinafter called the Work.

I. Rights Granted to Publisher.

A. Author hereby grants to Publisher during the term of the copyright in the Work and all renewals the exclusive right to:

1. Publish and market the Work in book form throughout the world;

2. License the Work for publication and sale in book form in any translation throughout the world; and

3. License in whole or in part any selection, abridgment, condensation, translation, adaptation, anthology, digest, first, second, and later serialization, syndication, book club, reprint (including paperbacks, sets, and omnibus volumes), mechanical recordation, Braille, microfilm reproduction, cartoon, reading (direct or transmitted) in dramatic form, for stage, motion picture, radio, and television, and in all forms of merchandising and commercial use now known or to be known in the future; any of the above uses may be made for publicity purposes without charge to benefit the sale of the Work.

B. All rights in the Work not specifically granted to the Publisher are reserved by the Author.

II. Publication and Procedure. Publisher agrees to publish the Work in book form at its own expense, in the manner and format, and at the prices, the Publisher may deem appropriate, subject to the following procedure:

A. Author shall deliver to the Publisher, not later than by , legible typewritten or printed copies of the Work (or as copy thereof) on computer disk in in form and substance satisfactory to the Publisher, together with the appropriate and reproducible illustrative materials ready for production and all permissions to use the copyrighted materials (collectively the Manuscript).

If the Author fails to deliver the Manuscript to the Publisher not later than , or if the Publisher in good faith considers the Manuscript unsatisfactory for any reason, the Publisher shall have the right to rescind this agreement by notice forwarded to the Author, and the Author shall repay to the Publisher the amount of any advance received by the Author.

Until the rescission notice, the Author may not cause publication of the Work elsewhere. If the Manuscript as delivered is not ready to print from, but is otherwise satisfactory to the Publisher, the Author shall have the option, after written notice from the Publisher, of preparing it for delivery within days.

On the Author's failure to do so, the Publisher may have the Manuscript properly prepared and charge the cost to the Author. Grammar, spelling, punctuation, capitalization, and the like may be corrected by the Publisher, or the Publisher may request the Author to make the corrections. If the Author within days after the request fails to deliver the Manuscript corrected, then the Publisher may cause the corrections to be made and charge the cost to the Author.

B. Galley or page proofs, or both, shall be forwarded to the Author for the Author's corrections and changes.

C. Author shall return to the Publisher, within days after receipt, the galley and the page proofs of the Work; and if the Author fails to return the galley or page proofs within that period, the Publisher may publish the Work as printed. If the Author makes additions or changes in the galley or page proofs (other than corrections of printer's errors), then the Author and Publisher shall share equally the costs up to $ , and any costs in excess of $ , shall be charged to the Author.

D. Author shall prepare and deliver to the Publisher on its request, within days after receipt by the Author of the galley or page proofs of the Work, of an index, legibly typewritten/a copy of the index on computer disk in , failing which the Publisher may have the index prepared at the Author's expense, which shall be charged to the Author.

E. Author shall revise the first and subsequent editions of the Work at the request of the Publisher, and shall supply any new matter necessary from time to time to keep the Work up to date. If the Author neglects or is unable to revise or supply new matter in a form satisfactory to the Publisher, the Publisher may engage some other person or persons to do so and may deduct the costs from the royalties accruing to the Author on the revised subsequent editions.

III. Author’s Royalties. The Publisher agrees to pay the Author royalties as follows:

A. Royalties due and owing shall be determined on the basis of the Publisher's paid invoices only.

B. Percentage of royalties shall be computed under the following categories:

1. On sale of the regular cloth-bound edition to purchasers located in the United States: no royalty on the first copies of the first printing;

% of the net receipts on the next copies of the first printing or of the first copies of any printings subsequent to the first; and % of the net receipts on all subsequent copies of any printing;

2. On the sale of other than the regular cloth-bound edition to purchasers located in the United States, one-half the royalty set forth in Subparagraph B-1 above of this Section;

3. On sale of the Work outside the United States, one-half the royalty set forth in Subparagraph B-1 above of this Section;

4. A royalty of % of the net receipts through the medium of mail-order or coupon advertising;

5. A royalty of % of the net receipts on copies sold to reading circles, schools, libraries, and other institutions, or through special channels outside the ordinary wholesale and retail trade, at a discount of % or more from the retail list price;

6. A royalty of % of the net proceeds on copies sold at a price in excess of the manufacturing cost but not exceeding % of the retail list price. If the Publisher sells copies of the Work at less than its manufacturing cost, no royalty shall be payable to the Author on those sales;

7. A royalty of % of the Publisher's charges to its customers for sheets or licensed translations sold to a Publisher outside the United States;

8. % of the net receipts derived from the sale of rights under Section I, Subparagraph A-3;

9. If a person other than the Author revises any editions of the Work, the Author shall receive as royalties on the first revised edition % of the royalties otherwise due and on the second revised edition, and after that the Author shall not be paid any royalties.

C. Publisher shall pay no royalties on copies furnished gratis to the Author or other persons.

D. Publisher agrees to render semiannual statements of account to the last day of and the last day of immediately succeeding publication of the Work, and annual statements for each succeeding annual period to the last day of December during which the sums shall have accrued to the Author; to forward statements with the payment of the amounts due to the Author on or before the first day of and the first day of following that period.

Royalties shall be payable on paid invoices less returns and adjustments. If the amount due for any accounting period shall be less than $ , the amount due shall be accrued but not paid.

E. Author shall have the right to examine through the Author's accountant and at the Author's expense the Publisher's books and records containing entries relating to the Author's rights under the terms of this Agreement.

F. Publisher shall present to the Author copies of the Work on publication and shall permit the Author to purchase for own use, but not for resale, further copies at a discount of % from the retail list price to be charged to the Author.

IV. Copyrights.

A. The Author agrees that will notify the Publisher promptly in writing of any arrangement that may make for the publication of the Work or any part prior to the first publication of the Work, and will secure copyright protection in the United States, and will also notify the Publisher of all copyrights in the Work or any part that may be secured.

If the copyrighted material is included in the Work, the Author, at own expense, shall secure from the copyright owners written permissions to reprint the material in the Work in all publications authorized under this Agreement; and shall deliver timely, recordable assignments of all United States copyrights or permissions to the Publisher so as to enable the Publisher to comply with the terms of Paragraph B of this Section IV.

B. Publisher shall (subject to the representations and agreements of the Author) imprint a proper United States copyright notice in each copy of the Work sold or offered for sale by the Publisher in the United States, in compliance with the United States copyright law and the Universal Copyright Convention; and shall apply for registration of the copyright in the Publisher's or the Author's name in the United States and in any other countries as may be covered by this Agreement.

C. If the Publisher supplied artwork at its own expense, it shall own it and may copyright the Work in its own name.

D. If the copyright in the Work is infringed by a publication or production of a kind that invades any of the rights in which the Publisher has a financial interest under the provisions of this agreement, then if either the Author or the Publisher shall determine to bring an action for infringement of the copyright, then the Author or the Publisher shall give notice to the other party, and if the other party shall elect to join in the prosecution of the action, the expenses and the net amount of any recovery or settlement resulting shall be shared in the proportions set forth.

E. Author shall make timely application for the renewal of each United States copyright in the Work and any published parts, abridgments, or condensations and if the copyright in the Work shall be in the name of the Publisher, then the Author shall assign to the Publisher the copyright for the renewal term. The Author irrevocably appoints the Publisher agent with the right but not the obligation to apply for renewal of the copyright.

The Author further agrees that will cooperate with the Publisher in all respects necessary to the protection and maintenance of the copyright and the renewal copyright in the Work.

V. Option. Author hereby grants to the Publisher the option to publish the Author's next work of book length on the same terms as in this Agreement provided, except that financial arrangements shall be subject to the mutual agreement of the Author and the Publisher.

VI. Warranties and Indemnification.

A. Author warrants as follows:

1. The Work is original; he is the sole owner of all the rights in this Agreement granted to the Publisher; and he has the full right and power to make this Agreement;

2. No part of the Work has been published; no right has been granted by the Author; and no copyright has been secured, except as follows: ;

3. If published the Work will not infringe on any proprietary right at common law or any statutory copyright or any other right whatever of third parties;

4. The Work is innocent and contains no matter that is obscene, libelous, in violation of any right of privacy, or otherwise in contravention of law; and

5. During the term of this Agreement the Author shall not publish or permit the publication of any material written in whole or in part by him that is derived from or competitive to the Work or the rights granted without the prior written consent of the Publisher.

B. Author agrees to indemnify and hold the Publisher harmless from any claim, demand suit, action, proceeding, or prosecution (and liability, loss, expense, or damage in consequence) asserted or instituted by reason of the publication or sale of the Work or the Publisher's exercise or enjoyment of any of its rights under this Agreement or by reason of any warranty or indemnity made, assumed, or incurred by the Publisher in connection with the exercise of any of its rights under this Agreement.

VII. Termination and Breach.

A. If the Publisher gives written notice to the Author of its intention to discontinue publication of the Work, or if the Publisher fails to keep the Work in print, and, the Author having given notice to the Publisher to reprint the Work, the Publisher has failed to do so within months after receipt of notice, or if the Publisher shall substantially breach this agreement and shall not have remedied the breach within days after receipt of notice from the Author, then the Author shall have the right to terminate this Agreement by notice delivered to the Publisher.

B. Publisher's failure to perform any term or condition of this Agreement by reason of any contingency beyond the Publisher's control or the control of the Publisher's suppliers (including, but not limited to, force majeure) shall not be deemed to constitute a breach of this Agreement.

C. In the event of a breach of any of the Author's warranties or promises or indemnities, the Publisher shall have the option to terminate this agreement by days' advance notice in writing, stating or describing the breach, and advising of the intent to terminate if the described breach or default is not cured within that time.

VIII. Severability. The invalidity of any portion of this Agreement will not and shall not be deemed to affect the validity of any other provision.

IX. No Waiver. The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred.

X. Governing Law. This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of .

XI. Notices. Unless provided herein to the contrary, any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by certified or registered mail if sent to the respective address of each party as set forth at the beginning of this Agreement.

XII. Entire Agreement. This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement.

XIII. Modification of Agreement. Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party.

IX. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one and the same instrument.

X. Compliance with Laws. In performing under this Agreement, all applicable governmental laws, regulations, orders, and other rules of duly-constituted authority will be followed and complied with in all respects by both parties.

WITNESS our signatures as of the day and date first above stated.