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Profit Share - sample publishing contract


IRISWHITE MEDIA
Manuscript Publishing Contract

__________________________

I. PARTIES
This is a Publishing Agreement between Sharon Doe (AUTHOR) and Iriswhite Media (PUBLISHER), a division of Webstatic Enterprises, Inc., a North Carolina corporation with its principal office at 1515 Woodberry Lane, Fayetteville, NC 28303, for the manuscript entitled How I Published My Book (WORK).

II. LICENSE TO PUBLISH
AUTHOR grants to the PUBLISHER the worldwide license to publish the WORK in any print or electronic media/format, in whole or in part, in the English language. AUTHOR also grants to the PUBLISHER the right to make the work viewable on the PUBLISHER's website, sites owned or operated by Webstatic Enterprises, Inc., or partner web sites that have entered into agreements with the PUBLISHER, in order to facilitate promotion, marketing and direct or indirect sales of the WORK.

III. STORAGE AND HANDLING
AUTHOR grants to the PUBLISHER the right to store, use, transmit and distribute electronic, paperback and hardbound copies of the WORK as required to facilitate the printing, promotion, selling and distribution process. This grant includes the PUBLISHER's vendors and affiliates.

IV. OTHER RIGHTS
All publication rights not explicitly granted to the PUBLISHER are reserved to the AUTHOR.

V. TERM
The license for the WORK shall extend for five (5) years after the date the PUBLISHER first makes it available for retail sale. The license will automatically renew for consecutive one (1) year terms if neither party gives at least sixty (60) days advance written notice, prior to the end of the current term, that it desires to terminate this contract.

VI. AUTHOR CANCELLATION
AUTHOR has the right at any time after this contract has been in force for three years, to cancel this agreement with sixty (60) days advance written notice to the PUBLISHER. If the AUTHOR chooses to cancel, the PUBLISHER will have the nonexclusive right to exercise the licensed rights granted in Paragraph II above for one (1) year following the receipt of the cancellation notice or until all copies of the WORK covered by this contract that are then in the PUBLISHER'S inventory stocks have been sold or otherwise disposed of by the PUBLISHER; whichever occurs first.

VII. PROFIT ALLOCATION
PUBLISHER will pay the AUTHOR eighty percent (80%) of the NET profit received by the PUBLISHER for the sale of each printed (paperback or hardbound book) copy of the WORK. Net profit is defined as "the price paid by purchasers minus the cost of wholesale printing, shipping and handling charges, sales and use taxes, returns, credit card fees, and any commissions paid to affiliates for selling the WORK." If the work is published in e-book (electronic) format; for sales of electronic copies of the work, the PUBLISHER will pay the AUTHOR a royalty equal to fifty percent (50%) of the NET profit for each electronic copy sold. Profit allocation will not be paid on print or electronic copies of the WORK provided or sold to the AUTHOR.

VIII. PROFIT PAYMENTS TO AUTHOR
PUBLISHER will make quarterly (every three months) profit allocation payments, if earned, to the AUTHOR within thirty (30) days of the end of each calendar quarter. If the profit allocation payment due in a single calendar quarter is less than twenty-five U.S. Dollars ($25) the balance will be applied to the next calendar quarter until the profit allocation  payment due equals or exceeds twenty-five U.S. Dollars ($25), at which time the PUBLISHER shall make the appropriate profit allocation payment to the AUTHOR. Payment by check in U.S. dollars will be mailed via U.S. postal service to the AUTHOR. AUTHOR is solely responsible for the payment of applicable federal and state personal income taxes on payments received from PUBLISHER.

IX. PUBLICATION
PUBLISHER intends to make the WORK available for distribution and sale within ninety (90) days after receipt of all required materials relating to the WORK including this signed agreement, but in no case later than one hundred eighty (180) days after the receipt of all the required materials relating to the WORK. If the PUBLISHER does not make the WORK available within such time, except for delays caused by external circumstances beyond its control, the AUTHOR may give written notice to the PUBLISHER to make the WORK available within thirty (30) days. If the PUBLISHER fails to comply, this Agreement shall terminate and all rights herein granted shall revert to the AUTHOR.

X. PUBLICATION FORMAT
PUBLISHER shall have full discretion as to price, production, appearance, formats and media of the WORK.

XI. PARTIAL PUBLICATION
In the case of poetry collections; after the WORK has been published in accordance with Paragraph II above, the PUBLISHER may choose to include all or part of the WORK in a larger compilation or collective work. The AUTHOR shall receive a pro-rated share of the royalties otherwise payable pursuant to Paragraph VII above based on the percentage used from the WORK as compared with the whole compilation or collective work.

XII. AUTHOR PROOF
PUBLISHER will provide the AUTHOR with a pre-publishing proof of the WORK prior to submission of the WORK to PUBLISHER's contracted printer. The AUTHOR shall have up to thirty (30) days to review and check the WORK utilizing commonly accepted proofing conventions and/or style guides. It is understood by the AUTHOR that the PUBLISHER may terminate publication in the event the AUTHOR does not provide the required proof review feedback within 30 days of receipt of the proof.

XIII. COPYRIGHT AND TITLE REGISTRATION
PUBLISHER agrees to specify the copyright owner of the WORK as "Shirley Doe" in the WORK. PUBLISHER agrees to secure a unique ISBN for the WORK. PUBLISHER agrees to apply for a Library of Congress number for the WORK if the published media format meets the legal requirements for obtaining an LCN.

XIV. AUTHOR COPIES AND DISCOUNTS
AUTHOR shall receive three (3) free copies of the book upon publication. AUTHOR shall have the right to purchase copies of the WORK from the PUBLISHER at wholesale printing cost plus the cost of shipping and handling. Wholesale costs vary in proportion to the total number of WORKS included in a single order. All AUTHOR payments for book orders must be made in advance. The PUBLISHER is not required to pay profit allocation percentages on any direct sales to the AUTHOR of the WORK. AUTHOR may sell copies of the WORK purchased by AUTHOR at wholesale for any selling price deemed appropriate by the AUTHOR. When the AUTHOR purchases copies of the WORK at wholesale cost and subsequently sells those copies; no royalty payment is payable from PUBLISHER for those works sold by the AUTHOR and PUBLISHER accrues no entitlement to profit share on those copies.

XV. AUTHOR WEBSITE
The AUTHOR shall have the right to post the WORK or parts of the WORK on their personal websites for promotion or sale. AUTHOR will not publish or contract any website that competes with the PUBLISHER's websites; or any Webstatic Enterprises, Inc. owned websites for sales of the WORK; without prior written consent of the PUBLISHER.

XVI. TITLE AND AUTHOR INFORMATION
The PUBLISHER may post and/or publish pertinent information regarding AUTHOR or WORK. The information may include the AUTHOR's biographical sketch and description of the WORK. The PUBLISHER may also post additional information that will help promote the AUTHOR or WORK. If the PUBLISHER requests such information for promotional purposes, AUTHOR agrees to promptly provide the information. PUBLISHER may not make public any AUTHOR personal information normally considered to fall under provisions of the Federal Privacy Act.

XVII. MARKETING, PROMOTION AND SALES OF THE WORK
PUBLISHER will promote and sell the WORK from the PUBLISHER's primary website (iriswhite.com); and additional sites owned by the PUBLISHER and Webstatic Enterprises, Inc. at the sole discretion of the PUBLISHER and as successfully negotiated with Webstatic Enterprises, Inc. PUBLISHER will attempt to make the WORK available for sale through amazon.com and abebooks.com. PUBLISHER has no explicit, implicit, implied or other obligation to market, promote or sell the WORK except as stipulated in this agreement. PUBLISHER may however, market, promote and sell the WORK using any appropriate organization, media or channel without prior agreement from, or coordination with the AUTHOR. The AUTHOR may promote the WORK through any organizations, media or channels deemed appropriate by the AUTHOR. AUTHOR must identify the PUBLISHER in any advertisements or promotions for the WORK. AUTHOR has the right to sell copies of the WORK obtained through the PUBLISHER and may establish the sale price for the WORK sold directly by the AUTHOR out of AUTHOR's own inventory, except as restricted by the no-competition provision of paragraph XV above. The AUTHOR will not promote the WORK on or from any sexually explicit pornography or illegal website.

XVIII. SUBMISSION OF WORK FOR REVIEWS AND CONTESTS
PUBLISHER has the right to submit the WORK for appropriate reviews or contests worldwide, at the sole discretion of the PUBLISHER. When PUBLISHER submits the WORK for contests or reviews, the PUBLISHER will pay all fees and provide copies of the WORK required for the review or contest process. PUBLISHER has no explicit, implicit, implied or other obligation to submit the work for any review or contest, except as stipulated in this agreement. PUBLISHER may however, submit the work for reviews or contests without prior agreement from, or coordination with the AUTHOR. The AUTHOR has the right to submit the WORK for reviews or contests when AUTHOR personally pays the required fees and submits the required copies of the WORK for the review or contest. The PUBLISHER will not pay any fees or provide cost-free books for reviews or contests submitted to by the AUTHOR.

XIX. PUBLISHER BANKRUPTCY OR DISSOLUTION
If the PUBLISHER commences bankruptcy or dissolution proceedings, all rights to the WORK shall immediately revert to the AUTHOR.

XX. TERMINATION BY PUBLISHER
Upon giving sixty (60) days advance written notice, the PUBLISHER may terminate publication of the WORK without cause, at which point the rights to the WORK immediately revert to the AUTHOR. The PUBLISHER may also immediately suspend or terminate the publication of the WORK upon acquiring knowledge of an actual or potential liability claim relating to the WORK. The PUBLISHER shall pay any accrued profit allocation due the AUTHOR within sixty (60) days of the end of the calendar quarter during which the contract is terminated.

XXI. AUTHOR WARRANTIES
AUTHOR represents and warrants the following to the PUBLISHER: (i) AUTHOR is the sole owner of the WORK (including any associated cover or interior graphics supplied by the AUTHOR) and has the full power, authority and right to enter into this Agreement; (ii) this Agreement does not conflict with any arrangements, understandings, or agreements between the AUTHOR and any other person or entity; (iii) the WORK is not in the public domain and is entirely original except for portions thereof for which legally effective written licenses or permissions have been secured; (iv) the WORK and all rights therein are free of liens, claims, interests or rights in others of any kind; (v) the WORK as submitted, and its publication by the PUBLISHER, do not and will not violate or infringe upon any personal or proprietary rights, including without limitation copyrights, trademark rights, trade secret rights, contract rights, privacy rights, or publicity rights of any other persons; (vi) the WORK is not defamatory, or in any other way illegal; and any recipes, formulae, instructions, or recommendations contained in the WORK are not and will not be injurious to any reader, user, or third person; (vii) all information provided about the AUTHOR is accurate.

XXII. INDEMNIFICATION
AUTHOR agrees to fully indemnify, defend and hold harmless the PUBLISHER and its AFFILIATES from and against any losses, lost profits, damages, liabilities, judgments, awards, decrees, settlements, or expenses (including without limitation, reasonable attorney's fees and court costs) arising from, connected with, or by reason of any breach or alleged breach of any of the representations and warranties set forth above, but the AUTHOR shall not be liable for any matter inserted in the WORK by the PUBLISHER or its licensees. All warranties and indemnification made by the AUTHOR herein shall survive termination of this Agreement or any license hereunder. "AFFILIATES" means owners, shareholders, officers, directors, employees, parents, subsidiaries, affiliated companies, licensees, distributors, advertisers, Internet service providers, attorneys, and accountants and any other person or entity to whom PUBLISHER extends its license or warranties to in connection with the production, dissemination, transmission, promotion, publication, sale or distribution of the WORK or the exercise of any rights therein or derived therefrom.

XXIII. NOTICES
All notices must be given in writing to AUTHOR's postal address specified below and to PUBLISHER's postal address specified below. Notwithstanding the foregoing, e-mail notices may be used for matters involving proofing, marketing, sales, WORK publication and other routine coordination between AUTHOR and PUBLISHER.

XXIV. GENERAL PROVISIONS
This Agreement shall be governed by the internal laws of the State of North Carolina as a contract fully executed and to be performed in Cumberland County, North Carolina, without regard to conflict of laws rules, and shall bind and benefit the applicable heirs, successors, assigns, and personal representatives of the parties hereto, though AUTHOR may not assign this Agreement or any rights or obligations hereunder, by operation of law or any other manner, without the PUBLISHER's prior written consent, such consent not to be unreasonably withheld. If any term or provision of this Agreement is illegal or unenforceable, then, nonetheless, this Agreement shall remain in full force and effect and such term or provision shall be deemed deleted or curtailed only to such extent as is necessary to make it legal or enforceable. This Agreement represents the complete understanding between the parties as to its subject matter and supersedes all prior understandings, if any, as to its subject matter. No modification, amendment, or waiver shall be valid or binding unless made in writing and signed by all parties hereto.

By signing and completing the following, the AUTHOR and PUBLISHER agree to all the terms and conditions in this Agreement.

SIGNATURES AND CONTACT INFORMATION


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