PUBLISHING AGREEMENT

The verbage which constitutes our Publishing Agreement follows below. The actual agreement to be signed and submitted is part of the Data Form.

Author grants, assigns and otherwise transfers to Publisher and its licensees, successors and assigns, the non-exclusive right to enter the entirety of the Work in linear form in an electronic database or network for sale, including electronic download if so requested by the Author. The Author retains all permanent rights to his work, unless he or she chooses to assign them otherwise.

Author hereby grants to the Publisher the right to use any author-proved enhancements. Nothing continued in this Section shall be construed as limiting, modifying or otherwise affecting any of the rights granted to Publisher under this Agreement.

Manuscript

Author shall deliver to Publisher the Manuscript on computer disk(s) or by email attachment if feasible, in a size and software file format acceptable to Publisher, Author agrees to make and keep at least one (1) complete copy of the Manuscript and such disk(s).

Other Materials

Author shall deliver to Publisher each of the following materials: original art, illustrations and/or photographs (collectively “Artwork”), in a form suitable for reproduction if so deemed by Author. Publisher may acquire and/or prepare and include in the Work, with the Author’s permission, additional art, illustrations, photographs, charts, maps, drawings or other materials to be used for the cover of the Work.

Author shall deliver to Publisher, at Author’s sole expense, written authorizations and permissions for the use of any copyrighted or other proprietary materials owned by any third party person or entity described, quoted or depicted in the Work (collectively “Permissions.”) If Author does not deliver the Permissions, Publisher shall have the right to edit any copyrighted material used without permission, and the Author shall stand the editing expense.

Author acknowledges and confirms that Publisher shall have no liability of any kind for the loss or destruction of the Manuscript, electronic storage media or related repository of the Work or Artwork Permission, Author also acknowledges that Publisher shall not be liable for refund of fees or damages or unavailability of fulfillment if the current production plants close or become unavailable and Publisher is unable to transfer service to another company. Author acknowledges that any and all art or electronic files created, in part or whole by Publisher remains the property of the Publisher and may not be used by Author without the express written consent of Publisher.

Proofs and Timing

Publisher shall furnish Author with an electronic proof of the Work. Author shall be permitted the allowed line corrections as provided in the Basic Package, as well as any additionally purchased. Corrections and additional proofs are billable at published rates and due prior to their implementation.

Publisher will make its reasonable best effort to timely provide proofs and final product to Author, however, Publisher makes no other warranty as to the time in which it will provide Author with proofs or final product. Author is not relying on Publisher to produce proofs or final product by any deadline and Author expressly waives any potential claim related thereto.

Author’s Indemnity of Publisher

Author shall indemnify, defend and hold harmless Publisher, its subsidiaries and affiliates, from any and all claims, debts, demands, suits, actions, proceedings, and/or prosecutions (“Claims”) based on allegations which, if true, would constitute a breach of any of the foregoing warranties, and any and all liabilities, losses, damages, and expenses (including attorneys’ fees and costs) in consequence thereof.

Advertising and Promotion

Publisher shall have the right to use, and to license others to use, Author’s name, image, likeness and biographical material for advertising, promotion, and distribution of the Work and the other rights granted under this Agreement.

Accounting

Publisher shall render to Author a statement of account on the sales of the Work and pay Author any amount(s) due on a quarterly basis commencing with the first full PageFree Publishing accounting quarter in which payment has been received and royalties are due. Any royalties due which are less than $25.00 in any one quarter, shall be carried over and payable in the next accounting quarter. Royalties shall be figured based upon payment received for book sales within the applicable accounting quarter and will be calculated as 75% of the net profit per book sold, unless otherwise agreed upon. Net profit will refer to the list price minus the wholesale discount, and minus the cost of printing the book as set forth in the Book Pricing Schedule. Shipping charges shall not be considered in calculating the royalty. Author will not receive royalties on their own books purchased by him or herself, or those published by Publisher for the purpose of advertisement or marketing statement of sales shall only be rendered in any quarter once the threshhold of $25.00 royalty earned has been reached.

Author shall have the right to set the list price and wholesale discount within the guidelines established by Publisher, unless otherwise agreed upon. Author may not set the list price and wholesale discount at such a level as to cause the Publisher a deficit per book sold. As set forth above, in the event that any Claims are asserted against Author or Publisher, Publisher shall have the right to withhold royalties and other payments otherwise payable under this Agreement (or any other agreement between Author and Publisher) as a reserve pending a final determination thereof. Publisher shall have the right to apply any of such withheld royalties and other payments then or thereafter accruing to the reduction, satisfaction or settlement of such Claims.

Author will hold the Publisher harmless if for any reason the Work is withdrawn from the market by Publisher, or their assigns, or if for any reason Publisher does not maintain the website or outside distribution network. Publisher shall have the right to withdraw its offer of agreement at any time and in such case, Author’s fees will be refunded if no services ordered have yet commenced in any part. Author may terminate this agreement at any time with 30 days written notice provided all outstanding fees for services ordered have been paid in full. Written notice shall be construed as that which has been received on paper at the offices of PageFree Publishing, Inc., 109 South Farmer Street, Otsego, MI 49078, sent return receipt requested at the Author’s expense. If Author withdraws the Work at any point, Author acknowledges that no fees for any services or options ordered shall be refunded. Furthermore, should the Author select the deposit and balance upon completion payment option, but withdraw the Work prior to the balance being paid, said balance shall be considered due and payable immediately. Author’s sole and exclusive remedy for Publisher’s breach of this Agreement or verbal agreement, or any action or inaction of Publisher related to this Agreement or verbal agreement shall be the recovery of so much of the fees, if any, paid to Publisher pursuant to this Agreement (“Author’s Exclusive Remedy”). Author acknowledges and agrees that Author’s Exclusive Remedy is reasonable in light of potential harm and is not a penalty. Whenever the term “Author” refers to more than one person, such persons will be jointly and severally responsible for all duties, obligations and covenants under this Agreement. Publisher will issue one (1) royalty check each per Work per accounting period.

This Agreement and the rights and obligations of the parties under this Agreement shall be governed, construed, interpreted and enforced in accordance with the domestic laws of the State of Michigan, regardless of any choice of law or conflict of law provision or rule of any other jurisdiction. The rights and obligations of the parties under this Agreement shall be heard only in a state court in Kalamazoo County, Michigan, or in a federal district court in the Western District of Michigan. The parties hereby irrevocably consent to the jurisdiction of the state of Michigan and to venue in either a state court in Kalamazoo County, Michigan or in a federal district court in the Western District of Michigan.

This Agreement shall be binding on the heirs, executors, administrators, successors or assigns of Author.

This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement. The provisions of this Agreement shall supersede all prior and contemporaneous agreements, communications and understandings between the parties with respect to the subject matter of this Agreement. Each party acknowledges that no representation, inducement or condition not set forth herein has been made or relied upon by either party.

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Signature of Author/Legal Representative Date