Agreement for the Production, Printing, Distribution and Sale of Manuscript
I. LICENSE
1. AUTHOR RETAINS 100% OF THE RIGHTS AND COPYRIGHT LICENSES to the submitted manuscript and all other material submitted to Empire Publishing, LLC.
2. Author RETAINS ALL RIGHTS to distribute and sell the manuscript in other print and digital formats.
3. Author grants Empire Publishing a NON-EXCLUSIVE, worldwide license to distribute and sell the manuscript in print and/or digital form; author grants Empire Publishing the non-exclusive right to exhibit manuscript in part on websites or promotional materials owned by Empire Publishing; author grants Empire Publishing the non-exclusive right to store and transmit digital versions of manuscript to facilitate production, distribution, and sale of manuscript.
4. Empire Publishing will produce a book version of the manuscript, referred henceforth as “Title.” Author grants Empire Publishing the non-exclusive right to exhibit, print, and distribute any and all related materials submitted in conjunction with Title, which includes, but is not limited to, cover art, interior and exterior images and concepts, author’s photograph, summaries, quotes, testimonials, and author’s biography, and furthermore grants Empire Publishing the right to exhibit Empire Publishing logos or verbiage on any applicable submitted materials.
5. Author grants Empire Publishing the right to outsource publishing of Title to corporate partners for printing and distribution.
II. ROYALTIES & PRICING
5. AUTHOR RECEIVES 100% OF THE ROYALTIES PROFIT for each wholesale print and /or digital copy sold for which Empire Publishing receives payment. Royalties profit is defined as the difference between the Base Price and the Wholesaler’s Price. Empire Publishing is a Service Bureau; once the services of publishing are complete the author is set up with the proper accounts to accept direct payments of royalties earned from the retail outlets and distributors. At which time, Empire Publishing no longer has access to royalties payable to the author. The author can then have royalties sent to him/her by check or direct deposit into bank account.
6. AUTHOR SETS THEIR OWN RETAIL PRICE to any price ending in .95 cents, provided the Retail Price exceeds the Wholesaler’s Price. The set price by the Wholesaler (manufacturer) will be determined after the final page count is verified The price set for eBooks are set by the author, and begin at upwards from a .99 cents minimum.
7. Empire Publishing sets the Base Price. The Base Price depends upon the Publishing Package selected, the format of Title, and the total number of interior pages in the final digital file to be printed. Since the final total number of pages of the digital file cannot be known until the final digital file is printed, any Base Prices or Page Counts displayed on the website or communicated via email by the Author or Author Representative are estimates until the book is printed.
8. Wholesale Book Sales are displayed in the Author’s Dashboard on a monthly basis within 60 days following the end of the month in which the Book Sale occurred and constitute all newly printed books sold initially through Amazon, Barnes & Noble, and others, where applicable. Books provided to or sold to the Author or utilized by Empire Publishing for its marketing purposes do not count toward Wholesale Book Sales.
9. Wholesaler pays royalties for a given month's book earnings at the end of the following month for Amazon.com, Amazon Europe and eStore royalties, as long as you have met the applicable minimum payment threshold per currency. For example, you will be issued royalty payment(s) at the end of March covering royalties earned in February. Royalties earned through Expanded Distribution have a different payment schedule and will be issued within 60 days after the end of the month in which the royalties were earned. Books enrolled in both Amazon.com and Amazon Europe distribution channels will accrue royalties in three different currencies; U.S. dollars (USD), British pounds (GBP) and Euro (EUR). Payments will be issued separately for each currency according to the above schedule, once you meet the minimum threshold per currency. The minimum threshold is $10/€10/£10 for direct deposit and $100/€100/£100 for checks. While royalties accrue in separate currencies, if you select direct deposit as your payment method then payments will be issued in your bank currency beginning 90 days after initial sales.
III. EMPIRE PUBLISHING SERVICES
10. Empire Publishing will make all reasonable efforts to produce, print, and distribute Title (as set forth for each Publishing Package) within 90 days of both Author’s approval to proceed with Production and Empire Publishing’s receipt of all acceptable materials required from Author in conjunction with Title. Empire Publishing is not responsible for delays caused by the author due to non-responsiveness or inability to appropriately deliver acceptable materials, nor do the days of author inactivity apply toward the timeframe set forth above. The publishing process will be terminated without refund in the event the author’s inaction or non-responsiveness prevents the publishing process from completing within 2 years from the date of final publishing package payment.
11. Empire Publishing reserves the right to reject any manuscript and/or any related material at any time prior to publication for any reason. A rejection of the manuscript or other material prior to publication for which the author is unable to provide an acceptable substitute warrants a full refund of all monies paid to Empire Publishing, provided the manuscript or other material does not violate the terms and conditions set forth in Section IV below.
12. Unless otherwise supplied by and notified in writing by the Author, Empire Publishing will design the interior pages, front cover, back cover, and spine according to professional standards, specifications, and industry best practices. Unless otherwise supplied by and notified in writing by the Author, Empire Publishing will assign a unique ISBN for each print format of Title. Empire Publishing will prepare the digital files necessary to print and distribute the Author’s manuscript in book form as set forth herein.
13. Due to the volume of books printed, it is not feasible to review each individual printed page of each book produced, and due to the one-at-a time printing process inherent in POD (print on demand) printing, it is not feasible to guarantee that each individual book will look identical to the next. However, all reasonable efforts are made to ensure the following: All pages are included in the book according to the author approved proof; cover is applied within 1/16” variance; binding is applied and squared to the book page block without excessive visible adhesive; book is cut square according to the Author’s selected trim size within 1/16” variance; cover and interior match the author approved proofs; print registration is within +/- 1/16” variance. Any book falling outside the scope of these specifications may be returned to the printing establishment for, and only for, a free replacement copy.
IV. AUTHOR WARRANTIES & RESPONSIBILITIES
14. Author must possess the technical means and knowledge to submit their manuscript to Empire Publishing and provide the necessary book information (title, synopsis, pricing, etc), as required for production, distribution, and sale.
15. Author represents and warrants that Author is the sole owner of the manuscript and all material submitted in conjunction with Title, including all submitted cover art work, interior images, and photograph(s) of Author(s). Author represents and warrants that Author has full power and authority to enter into this agreement and to provide to Empire Publishing for reproduction and distribution all material submitted. Author represents and warrants that the submission of the manuscript and all other material does not conflict with or violate any arrangement, understanding, or agreement between the Author and any other persons or entities. Furthermore, author represents and warrants that the manuscript and all material submitted in conjunction with Title is entirely original, free of liens, claims, or interests of any kind; is not slanderous, libelous, or defamatory; and does not violate or infringe upon any personal or proprietary rights, including without limitation copyrights, trademarks, privacy rights, or publicity rights of other persons or entities.
16. Author represents and warrants that s/he is eighteen years of age or older. If Author is under the age of 18 years of age, then Author represents and warrants that Author’s parent or legal guardian is executing this Agreement and assuming all liability for the warranties and responsibilities set forth herein.
V. TERM & TERMINATION
17. This agreement shall remain in effect until terminated by either party as set forth in this Agreement.
18. Author may terminate this Agreement at any time with 30 days prior written notice to Empire Publishing. Upon termination by Author before Author approves production on Title, all submitted fees are refundable minus any applicable fees for which work has already commenced. Upon termination by Author after Author approves production on Title, all submitted fees become non-refundable.
19. Empire Publishing may terminate this Agreement at any time and immediately cease print availability of Title upon any legitimate claim that Title violates the copyright or other legal rights of any person or entity, or upon the discovery by Empire Publishing that Author has violated any of the Warranties or Representations in Section IV above. In such case, all submitted fees become non-refundable and all accrued author Royalties will be paid as set forth in Paragraph 12.
20. Empire Publishing may terminate this Agreement and immediately cease any print availability of Title upon failure of Author to pay any amounts due after 60 days notification by Empire Publishing, or upon failure of Author to respond within 30 days to Empire Publishing’s request for contact from Author. In such cases, all submitted fees become non-refundable and accrued author.
21. Empire Publishing reserves the right to terminate this Agreement during production or after publication if irreconcilable differences between the Author and Empire Publishing prevent Empire Publishing from professionally providing its services, in which case the author will receive a refund of their publishing package fee in the following amount: 100% before publication.
22. Upon termination, all rights granted within this agreement revert back to the author and within 30 days Empire Publishing will cease all print availability of Title and will cancel/remove the digital files of Title from, thus preventing any further printing of Title. However, Empire Publishing is not responsible for the failure of any third-party distribution, retail, or marketing sources to remove Title from listing, display, or sale.
VI. IDEMNIFICATION AND LIMITATION OF LIABILITY
23. Author shall defend, indemnify and hold harmless Empire Publishing, LLC., its parent companies, subsidiaries, and affiliates, and their respective officers, directors, employees, and agents from and against any and all third-party claims, actions, proceedings, damages, and expenses (including reasonable attorneys’ fees and applicable costs of in-house counsel), in connection with a breach or alleged breach of the representations and warranties made in this Agreement. This includes any and all claims of copyright or ownership infringement by publication of Title and all claims for damages caused by the negligence of Author.
24. Author acknowledges that due to the nature of the Internet, digital content may be sold in geographic territories for which neither Author nor Empire Publishing has territorial rights. Author waives any claim for damages against Empire Publishing for sales in territories for which it does not have the right to sell or distribute the digital content.
25. Any delay or failure of Empire Publishing to perform its obligations under this Agreement shall be excused if and to the extent that such delay or failure is caused by an event beyond the reasonable control of Empire Publishing, including without limitation, any act of God, act of terrorism, actions by any government authority, fires, floods, natural disasters, riots, wars, labor problems, failure of or interruptions in telecommunications or data transmission systems, or the inability to obtain materials, labor, equipment or transportation.
26. All services and products provided by Empire Publishing under this agreement are provided on an “as-is” basis. Empire Publishing does not warrant that the service or product provided will be uninterrupted or error free. Empire Publishing disclaims any and all representations and warranties, expressed or implied, including, without limitation, the implied warranties of merchantability, salability, or noninfringement of copyright. Empire Publishing total liability to Author or any third-party for any and all damages shall not exceed in the aggregate the amount of fees actually paid by Author to Empire Publishing during the one month period prior to Empire Publishing’s act giving rise to the liability. To the maximum extent permitted by applicable law, in no event shall Empire Publishing, its parent companies, subsidiaries, or affiliates, or any of their respective officers, directors, employees, or agents by liable for punitive, consequential, incidental, exemplary, indirect, or special damages, including without limitation damages for loss of profits, revenues, business data, or other intangibles, whether or not such damages were foreseeable and even if Empire Publishing had been advised of the possibility or likelihood of such damages.
27. All warranties and indemnifications made by Author herein shall survive termination of this Agreement and any license granted hereunder.
28. This Agreement shall be governed exclusively by and construed according to the laws of the State of California, without giving effect to conflicts of law principles. Any legal action related to the terms of or obligations arising under this Agreement shall be brought in the District Court of Los Angeles, State of California.
By indicating your acceptance of this Agreement, you, as the Author, agree to be bound by the terms and conditions of the Empire Publishing Agreement for the Production, Printing, Distribution and Sale of Manuscript.
