OPTIMUM PACKAGE PUBLISHING AGREEMENT
[Section 1] - Definitions:
Generally, it is understood that The Author is the creator of the work and holder of the copyright, and has the legal authority to publish the work. The “work” (also referred to herein as the “book”) is a book, manuscript, or work of art or other document provided by the Author, to which this agreement pertains. “The Service” means an On-Demand Publishing Service to self-publishing authors. This service makes the work available for retail sales to the public by combining conventional publishing tasks, print-on-demand manufacturing and Internet web publicity and retailing. This service may also include selling the book as an electronic file (e-book). “Electronic Book” means a version of the Work in electronic form which reproduces the entire works alone accessible in the same order as in the printed volume form version of the Work (whether or not also accessible in any other order) but without any accompanying sounds or images (other than any illustrations that form part of the printed volume from the version of the Work) and without the addition of being part of or accessible through any other works “The Cost” means the agreed cost of the service which £0
1.1 In this Agreement unless the context requires otherwise:
Words and expressions that are defined in the Copyright, Designs and Patents Act 1988 shall bear the same meanings in this Agreement words importing the singular number shall include the plural and vice versa words importing any particular gender shall include all other genders references to persons shall include bodies of persons whether corporate or incorporate words importing the whole shall be treated as including a reference to any part of the whole. Any reference in this Agreement to any statute or statutory provision shall be construed as referring to that statute or statutory provision as it may from time to time be amended modified extended re-enacted or replaced (whether before or after the date of this Agreement) and including all subordinate legislation from time to time made under it. The expression ‘copyright’ shall include the entire copyright design right rental right to authorise or prohibit lending and database right subsisting now or created at any time during the Term under the laws of the United Kingdom and all analogous rights subsisting now or created at any time during the Term under the laws of every other jurisdiction throughout the Territory being Europe, United Kingdom, Africa, Asia and the United States of America.
Headings are used in this Agreement for the convenience of the parties only and shall not be incorporated into this Agreement and shall not be deemed to be any indication of the meaning of the clauses schedules or exhibits to which they relate.
[Section 2] - Operative Provisions:
2.1 The Author hereby engages the Publisher to provide the Service in respect of the Work and agrees to pay the Cost
2.2 The Publisher agrees to provide the Service
2.3 The Author warrants that he/she is the sole author of the Work which is original to his/her and has not been published elsewhere and that he/she is the holder of the copyright in relation to the Work and has legal authority to publish it in his/her own right
[Section 3] - Publisher’s Obligations:
The Publisher shall:
3.1 Deal with all the legal and administrative tasks required in respect of preparation of the Work for sales fulfilment and printing 'On-demand.'
3.1a Deal with all the legal and administrative tasks required in respect of preparation of the Work for E-Pub or HTML format required e-Book readers.
3.2 The Publisher will include a copyright notice intended to protect the author’s rights in all copies of the Work produced.
3.2a The publisher will include its barcode on the back cover along with its corporate logo.
3.3 The Publisher will send the Work’s description to the main book industry reference databases to enable bookstores and libraries around the world to locate to access the Work for special orders.
3.4 The Publisher will make the Work available worldwide via the major booksellers listed: Bertrams Barnes & Noble, Gardeners, Baker & Taylor, Amazon.co.uk, Amazon.com, Bertram, Library Services Ingram, Coutts (Library supplier), Nascorp (Library supplier), The Book Depository, Paperbackshop.co.uk, UK Bibliographic Feed, US Bibliographic Feed, Nielsen Bookdata and Ingram.
3.4a The Publisher’s will make the work available for sale via its own retail outlet(s)
3.5 The Publisher will fulfil orders from individuals, bookstores and wholesalers, printing the books one-at-a-time “on-demand” to match incoming orders.
3.5a The Publisher will fulfill also e-book orders from individuals.
3.6 From the sale price the Publisher will pay the author a 70% of gross profit margin – Total selling proceeds minus, the booksellers discount of 35% and the cost of production as quoted by the publisher.
3.6a The author’s royalty from any sales will be paid in pounds sterling by BACS every three months.
3.7 The Publisher will provide The Author a sales report every 3 months where applicable.
3.8 The Publisher agrees to sell the work to The Author at the unit cost of the book quoted by The Publisher which excludes handling and delivery fees.
3.8 Handling and delivery fees are only chargeable to orders made by or on behalf of The Author and The Publisher’s fast track mail-order book service.
3.8 Handling and delivery fees will not be included in any royalty calculations from sales by the outlets listed in section 3, clause 3.4.
3.9 The Publisher will be permitted to publicise information concerning the Work in connection with the advertisement, promotion and marketing of the Services offered by The Publisher, including, but not limited to the publication of the name and a description of the Work, your name and address (city and country only), and success relating to the sale of your Work. We may also negotiate with search engines and third-party retailers to allow them to make available excerpts of the Work, otherwise publicize the Work and utilize our trademarks to assist us in building our brand. The only benefit which you can expect to receive as a result of the publication of the excerpts of your Work is the hope that such relationships will lead to more opportunities to sell the Work, thereby resulting in potential additional royalties to you.
3.10 The Publisher will not be liable for delays, errors, or non-performance of Services caused by any of our third-party vendors or suppliers.
[Section 4] - Author’s Obligations:
The Author will:
4.1 Provide a usable electronic file of the Work and specifications for the work’s appearance, including choice of binding, type of cover, paper stock, size and other factors.
4.2 Provide or arrange and pay for the production of any items required by the Author which are not appropriate for print-on-demand production and advertising service.
4.3 Provide promptly review all electronic proofs.
4.4 Determine a reasonable retail price in consultation with the Publisher.
4.5 Prepare any promotional text required by The Publisher for use in its marketing purposes and strategies.
The Author further agrees:
4.6 To provide assurance that the Author has and always will retain copyright to the work published under this agreement.
4.7 To hire the Publisher to produce and market the work and collect the royalties and distribute them according to this agreement.
4.8 To allow the Publisher to distribute promotional copies or excerpts (for the purpose of selling the authors work only) of the work free of charge and free of royalties to the Author as The Publisher deems necessary, providing this is at no cost to the Author;
4.8 That the Publisher’s customer list is private and confidential and will always remain the Publisher’s property.
4.9 To accept the right of The Publisher to refuse to publish any content in breach of UK, US or Canadian laws at their sole discretion. The Author will be informed prior to refusal and provision will be made for the author to make revisions where possible.
4.10 To eliminate any defamatory or unlawful content and to assume any and all liability for the content and to hold The Publisher harmless from any liability arising from the content of the Author.
4.11 To give rights for The Publisher to market, promote and fulfil orders of author’s book throughout Europe, United Kingdom, Africa, Asia, Australasia and the United States of America.
4.12 To pay all necessary costs should the author require any revision to the work after it has gone into production.
[Section 5] - MUTUAL OBLIGATIONS:
5.1 The Publisher reserves exclusive rights of marketing, promoting and fulfilling orders through its various agents, channels and subsidiaries. However, The Publisher does make a provision for the Author to conduct his/her own marketing, promotions and sales of the work ordered from the publisher. The Publisher also allows provision for the author to instruct another agent to carry sales and marketing on the author’s behalf where the Work is ordered solely from the Publisher.
5.2 This agreement becomes non-exclusive after a period of 12 months from publishing date or commencement of marketing, whereby the Author may enter into other publishing agreements concurrently with this agreement.
5.3 The author retains 70% royalties from books (the work) ordered from The Publisher at the quoted unit cost and sold thereof by his/her own efforts.
5.4 The Publisher agrees to The Author making revisions to the work after the first edition of the work has been published. The Author may be liable for The Publisher’s costs to update the work.
5.5 Either party may terminate at any time on delivering 14 days written notice without any necessary cause provided only that all outstanding payments under this Agreement by either party becomes the respective party’s debt and pre-existing payment obligations remain on both parties; that is to say that all financial obligations stipulated in this agreement which have not been fully honoured at the time of termination of the Agreement shall be carried out to the satisfaction of the party that would have benefited from such an obligation provided that the termination of the Agreement was not the result of a breach of contract.
Upon the expiry or termination of this Agreement all rights granted to the Publisher under its terms shall automatically cease and immediately revert to the Author absolutely The Publisher may for a period of 6 months on a non-exclusive basis continue to sell any copies of the Work that are on hand as at the date of expiry or termination of this Agreement subject to the payment of royalties to the author in respect of such sales.
5.7 Changes to this contract may be necessary from time to time to reflect the evolution of The Publisher’s service and the Author will be notified in such an eventuality, provided either party may terminate at any time without liability for any damages from this contract except payment of outstanding royalties and other outstanding debts.
[Section 6] - Copyright
6.1 The Author at all times retains whatever copyright and other rights to publish that they possessed at the time of this agreement.
6.2 The Publisher retains all rights to the cover design unless the cover artwork has been provided by The Author. The Publisher also retains all rights to the design layout of the inner pages of the book, unless such was provided by The Author.
6.2a The Publisher agrees to The Author using a scaled-down version of the cover design for his/her marketing and promotions of the work where The Publisher is quoted as the publisher. The cover design may be used on internet online media as well as print media. A separate agreement will have to be entered into if The Publisher agrees to the cover design or the inner page layout being used by another publisher, printing or media company/organisation.
6.3 The Publisher may subcontract all or parts of this service to related or affiliated companies/businesses, imprints or other divisions and subsidiaries of Life and Success Media Ltd.
6.4 This Agreement contains the whole agreement between the parties and supersedes any prior written or oral agreement between them in relation to its subject matter and the parties confirm that they have not entered into this Agreement upon the basis of any representations that are not expressly incorporated into this Agreement. No oral explanation or oral information given by any party shall alter or affect the interpretation of this Agreement.
[Section 7] - Indemnification and Legal Disclaimer
7.1 The Publisher assumes no liability for any loss, damage, injury, or claim of any kind or character to any person or property, including, but not limited to, the author or any third party, arising from, relating to, or in connection with the submission of the Work for the Services undertaken by us under these Terms and Conditions and the subsequent sale or distribution of the Work. The author agrees that submission of the Work (including, without limitation, manuscripts, pictures and diskettes) to The Publisher is at the author’s own risk and agree that The Publisher will have no liability related to the misplacement or loss of the Work for any reason.
7.2 If a claim is presented against The Publisher alleging that the Work is an infringement of the work of a third-party, or the Work otherwise violates or adversely affects the rights of third parties, The Publisher is hereby authorised, at its election: to negotiate, compromise, or settle such claim, subject to The Author’s approval, which approval shall not be unreasonably withheld or delayed; or defend the institution of any action thereunder at The Author’s expense. The Author agrees to defend, indemnify and hold harmless The Publisher and it’s employees, shareholders, directors, representatives, successors and assigns of and from all and any manner of claims, demands, suits, actions, losses, costs, liabilities, damages, settlements, awards, judgments, solicitor/attorneys’ fees, professional fees, costs and expenses arising from or relating to: claims of third parties regarding ownership, trademark, copyright, libel, slander, plagiarism, privacy, misappropriation, and similar claims relating to the Work; the sale and distribution of the Work; and any misrepresentation, breach or default by the author under these Terms and Conditions or any other agreements or understandings between the parties.
7.3 Until The Publisher’s claim for indemnity has been fully satisfied, The Publisher may, at its sole discretion, retain all payments due to the author under Section 3 of these Terms and Conditions, cease providing any further Services, and The Author shall have no right to receive a refund of any monies paid to The Publisher. In addition, The Author agrees to abide by and comply with the policies promulgated by The Publisher with respect to requests or complaints from third parties regarding the Work.
THIS AGREEMENT IS THE FULL AGREEMENT AND ALL ITS TERMS, ACCEPT AS OTHERWISE AMENDED BY WRITTEN MUTUAL CONSENT BY BOTH PARTIES
This agreement only comes into effect once payment terms for the commencement of service is complied with as indicated in Section 1 or otherwise agreed by The Publisher when invoiced. Payment made indicates that both parties, having read and agreed to the above.