Book Leader Publishing Agreement
1. OPENING SCHEDULE (MAJOR TERMS)
The Author/Owner’s Name, address and ABN: (as per Book Leader Application)
The Publisher’s Name, address and ABN: Evolve Systems Group Pty Ltd 51098121343
Date this Contract made: (as per confirmation ticket/email)
This agreement assumes the Author/Owner wants the Publisher to act as a Hybrid Publisher on their behalf.
Provisional Title of the Work: TBA
Definition of the Work: Assist creation of book
Description of the Work: book creation, publishing and promotion
(a) a text-only e-book;
(b) ebook (.mobi,.epub)
The Delivery Date: Typically we aim for 90 days from final chapter submission)
The Term of this Agreement/Licence:
(a) 12 months from the signing of the Contract based on continuous annual rollover until terminated (by cause) by either party.
The Territories: World
Estimated List Price:
The first retail list price on release of a text-only digital platform: US$.99cents
The first retail list price on release of Printed Book $TBA
DEFINITIONS
In this document:
“Insolvent” means insolvent within the meaning set out in the Corporations Act 2001, as disclosed in the Publisher’s accounts or otherwise, or where the Publisher is presumed to be insolvent under any applicable law.
“Net Receipts” means gross receipts of the Publisher from sale or licence of the Work and any GST component, without further deductions.
“List Price” means the first retail price as recommended by the Publisher on release.
2. EXCLUSIVE LICENCE
(a) The Author grants to the Publisher an exclusive licence for the Term to communicate the Work to the public by way of electronic publication of the Work in text supplied and edited by publisher, specifically as a:
(i) publication designed for an e-book reader or any device designed to be read by electronic or digital means; (“Electronic/Digital Edition”); AND
(ii) publication designed for an enhanced interactive e-book that is substantially similar in content to a book, but combining text, graphics, audio and/or video (“Enhanced Electronic Edition”); AND/OR as per Schedule attached
(iii) publication developed and sold as an Application (“Application Rights”), as per Schedule attached.
(iv) publication designed for a printed book
3. COPYRIGHT
Copyright in all works and relevant content will always remain the 100% property of the Author (Book Leader) and contributing Authors.
4. PUBLICATION
(a) The Publisher will publish the Work in the agreed formats to a good professional standard, within [3] months of the date of delivery of the full manuscript unless prevented by circumstances beyond its control, but in no circumstances later than [6] months from the date of delivery of the manuscript.
(b) The Publisher will pay all expenses relating to the publication and distribution of the Work including production and editing of the Work (as applicable on Package details page).
(c) The Publisher shall ensure that it and the third parties dealing with the Work have current and appropriate technologies including that the Territories can be geo-blocked so that the Work can only be accessed by Internet users in Territories and media licensed under this Agreement.
(d) The Publisher will not sublicense the Work or part thereof to any person or entity without the prior written agreement of Author.
(e) The Publisher shall provide the Author with a copy of the Electronic Edition after final printed proof is checked, if the Author does not provide round changes within 7 days the Publisher has the right to publish the book.
(f) The Publisher (if chosen in the Package Details section) will supply a suitable editor and proofreader who will be limited to 50,000 Words. Any hours spent beyond this will be chargeable at the applicable rates mutually agreed by both parties.
5. TERM
(a) This Contract continues for the Term unless terminated earlier under the Termination Clause.
6. DELIVERY
The Author will deliver the Work not later than the Delivery Date or at a later date mutually agreed to by both Parties. Should the Author fail to comply with the production schedule, the Publisher can seek to terminate the agreement as per termination clause 20.
7. ADVANCE
The Publisher will NOT pay the Author or contributing Authors any Advance.
8. ROYALTIES
The publisher will pay to the Author:
(a) Where Electronic Editions (e-books or printed) are sold by the Publisher an amount of [30] per cent of the net receipts received after account fees and currency conversion;
(d) All Royalties due to the Author are deemed to be held in trust for the Author as the sole beneficiary. Such trust relationship shall survive all the provisions of this Agreement, including insolvency of the Publisher.
9. SUBSIDIARY RIGHTS
(a) This Contract does not grant or convey to the Publisher any rights or interests other than those specified in the Contract.
10. COPYRIGHT NOTICE
The Publisher must ensure that the following copyright notice appears in all copies of the Work, including all sub-licensed copies:
© [Author's name], [Year of first publication]
11. COPYRIGHT INFRINGEMENT
If during the term of this Agreement, the Author or the Publisher believes that the copyright or some proprietary right to the Work is being infringed or affected by another party, written notice shall be given to that party. If, after the conference, the Publisher and the Author agree to proceed jointly against the infringing party, then the costs and recovery arising shall be shared equally. If no agreement is reached for joint action, subject to the commencing party indemnifying the other party, either party may proceed as it sees fit, bearing all costs and enjoying any money recovered. The party who declines to proceed shall, upon being indemnified against all costs in connection with the proceeding, execute all instruments to permit the other party to proceed at its own cost, either in its own name or in their joint names as the law may require. Any monies recovered in respect of any such infringement of copyright will after deduction of all costs and expenses will be divided equally between the Author and the Publisher. If the Author believes that the Publisher is infringing copyright or some proprietary right to the Work, they shall give written notice to the Publisher. If no remediation occurs within a reasonable period, the Author may proceed in accordance with Clause 22.
12. WARRANTIES
(a) The Author warrants to the Publisher that:
(i) The Work is an original work;
(ii) The Authors are the sole proprietor of the Work;
(iii) The Work does not infringe any existing copyright and has not been published in whole in verbatim form as an Electronic/Digital Edition in the territories covered by this Contract; and
(iv) To the best of his/her knowledge, the Work contains nothing defamatory.
(b) The Publisher warrants to the Author:
(i) The Publisher has the right to enter the Contract;
(c) The Author/s warrant the Publisher:
(i) Authors agree to adhere to high ethical standards in all promotional activities related to the book. This includes accurately representing the book's achievements and avoiding any deceptive practices. Violation of these standards may result in termination of the agreement and potential legal action.
(ii) Non-Disparagement: Authors shall not make any statements or take any actions that could disparage, harm, or negatively impact the reputation, services, or business interests of the publisher. This includes, but is not limited to, public statements, written content, and promotional activities.
13. MORAL RIGHTS
(a) The Author asserts his/her moral rights in relation to the their work.
(b) The Publisher must identify the Author in a prominent manner by including the Author's name on the opening screen and in all appropriate publicity material.
(c) The Publisher must ensure that any permitted licensees and assignees of the Publisher:
(i) Respect the Author's moral rights in relation to the Work; and
(ii) In particular, not do or fail to do anything that would amount to a derogatory treatment of the work.
14. ROYALTY ACCOUNTS & REFERRAL COMMISSIONS
(a) Royalty accounts will be made up at least every six months, sent to the Author, and settled within one month of the end of the accounting period covered by the account. Such accounts will show in detail the number of copies sold, downloaded, returned, and all subsidiary rights income. Royalty Statements will comply with the information requirements as set out in the ‘Statement Annexure’ to this agreement. Generally, a limit of $100 per currency / per store applies to most royalty payments, so receipt of funds only occurs when these thresholds are met.
(b) Goods and Services Tax (GST)
(i) All royalties payable under this Contract are exclusive of any Goods and Services Tax (GST);
(ii) Where required, the Publisher will issue its own Recipient Created Tax Invoice (RCTI) to the Author;
(iii) If the Author does not provide their Australian Business Number (ABN) to the Publisher, the Author acknowledges that the Publisher will be obliged to withhold a proportion of the advances and royalties in accordance with the GST laws.
(c) Referal Commissions will be paid as a once-off payment (in AUD) based on 10% of the net (Bank/Paypal) converted AUD funds received (less any merchant fees) for Book Base Package and Custom Books. (No commissions paid on Book printing or other editing/consulting services). Commissions will be calculated and paid no earlier than 90 days from the last author payment and are subject to clawback if a subsequent chargeback occurs against any orders placed. In addition, we will pay 3% of the net sales of an author who becomes a Book Leader and sells their own package. These commissions are calculated at the time we pay that Book Leader.
(d) The ability to reduce referral commission will be at the option of the Publisher in the event that 10 paid authors are not achieved. This would be calculated on a pro-rata basis (if more than 8 Authors purchase) by taking 10% of the package price for each missing author and reducing the net commission by this amount. Otherwise, no commission is payable.
(e) Each Multi-Author is allowed to transfer to another book should they feel they don't want to continue due to exceptional circumstances such as sickness, major life event or other reasons approved by the Publisher. This may affect commissions at the discretion of the Publisher. However, once they submit their chapter, they cannot transfer to another book. We also advise them that no refunds are available. This clause takes effect from new packages sold from May 1st, 2024 onwards.
15. INSPECTION AND AUDIT OF ACCOUNTS
The Author or the Author's authorised representative will have the right, upon written request, to examine, inspect and audit the books of account of the Publisher which relate to the sales, publication, and communication to the public of the Work or sub-licences.
This right will be at the cost of the Author unless errors of accounting are found to the Author's disadvantage, where the cost will be borne by the Publisher.
16. ALTERATIONS
(a) No alterations will be made to the title of the Work without consulting with the Author, but subject to final approval by the Publisher
(b) The Publisher must consult the Author on editorial decisions and consider the Author's reasonable views in making such decisions. However, the publisher has the final decision regarding the publication of the title, cover, and supporting text.
17. FORMAT AND PUBLISHING DECISIONS
(a) The Publisher may consult the Author about the appearance, price and terms of sale of the Work.
(b) The Publisher must take into account the Author's reasonable views on the matters set out in paragraph (a) of this clause, and the Publisher must act reasonably when making its decision about such matters.
(c) The Publisher will make a final copy of the electronic/digital work available to the Author, and the Author will send any corrections without undue delay.
(d) The Publisher reserves the right to change or modify the cover or interior as it sees fit to improve the overall quality of the works and display the #1 International Best Seller achievement.
18. MARKETING AND PROMOTION
(a) The Publisher agrees to consult with the Author on all publicity and promotional activity for the Work.
(b) The Publisher will promote and sell the Work in a professional manner to maximize its market potential.
(c) The Author will endeavour to be available, on reasonable notice, to assist with the promotion of the Work.
(d) The Authors must obtain prior written approval from the publisher for any public statements, prefaces, or promotional materials related to the book. This is to ensure consistency with the publisher's marketing strategies and to protect the publisher's reputation.
19. AUTHOR/OWNER’S COPIES
(a) The publisher will provide the Author with printed copies of the Work at wholesale rates.
20. TERMINATION AND REVERSION OF RIGHTS
(a) Either party may, by one month’s notice in writing to the other party, terminate this Contract without prejudice to any claims outstanding or any sub-licences properly granted in the event of:
(i) any breach or non-observance by the other party of any of the terms or conditions in the Contract that has not been corrected before the end of the notice period.
(b) This Contract will automatically terminate without prejudice to any claims outstanding or any sub-licences properly granted in the event of the Publisher going into liquidation (except a voluntary liquidation for the purpose of reconstruction) or becoming Insolvent.
(c) Upon the termination of this Contract for any cause, all rights granted to the Publisher will revert to the Author for use at any time, and the Publisher will return to the Author all property originally furnished by the Author.
(d) No refunds to any author will apply to any termination of this agreement.
(e) Any legal action in terms of settlement is limited to the amount paid by the Book Leader only less any revenue share. Legal fees are borne by both parties and cannot be added to any settlement.
(f) The publisher reserves the right to terminate this agreement immediately if the author breaches any of the clauses outlined herein, particularly those related to promotion, non-disparagement, ethics, and pre-approval. Such termination may also lead to legal action to recover damages resulting from the breach.
21. ASSIGNMENT
Unless expressly referred to in this Contract, no assignment of this Contract or any licences granted will be binding upon either of the parties without the prior written consent of the other, provided that the Author may assign or transfer any monies due or to become due under this Contract. Consent is not required for an assignment of this Agreement in connection with a sale or other disposition of substantially all the assets of the assigning party's business.
22. MEDIATION
In the event of a dispute, the parties agree that no later than one month after either party notifies the other that this clause is being invoked:
An independent, qualified mediator will be appointed at the cost of the party requesting mediation.
(a) Author and Publisher or their representatives (For the purpose of this clause, the term ‘representative’) does not include a legal representative.
will meet to:
(i) Identify in writing the issues on which they disagree
(ii) resolve the disagreement.
(b) If the disagreement is not resolved within four hours, the parties will:
(i) appoint a mediator*
(ii) identify in writing the issues to be mediated, and
(iii) set a date for the second meeting.
(c) At the second meeting, the parties agree to resolve the dispute. If no resolution is reached after four hours, either party may resort to litigation.
23. CONTRACT
This Contract constitutes the complete understanding between the parties and no waiver or modification of any provisions will be valid unless in writing and signed by the Author and the Publisher. The Author/Owner and Publisher agree that the law applicable to this Contract shall be the law in force in New South Wales. This agreement is subject to change and revised agreement will appear on this page. This agreement is subject to change without notice.