Xlibris Author Agreement

Please read and sign the following agreement and between you ("Author") and Xlibris Corporation ("Xlibris" or "the Company"), for your book ("Work").

AUTHOR'S ROYALTIES

Paperback and hardcover royalties are 10% of the retail price if sold through a bookseller or 25% of the retail price if sold directly to the reader by Xlibris. eBook royalties are equal to 50% of the payment received net of any distribution fees, taxes and returns.

RETAIL PRODUCT AND PRICE *see Pricing Chart for price variances

Trade Paperbacks (price varies)	Discount	*Price	Royalty
Author sales	30%-60%	varies	None
Bookstores, libraries, and resellers	40%	varies	10%
Direct sales	None	varies	25%
Hardbacks (price varies)	Discount	*Price	Royalty
Author sales	30%-60%	varies	None
Bookstores, libraries and resellers	20%	varies	10%
Direct sales	None	varies	25%

The retail price of hardback and trade paperback versions of your book is based on the post production page count. Please reference this Pricing Chart. for complete information regarding the retail price of your book.

Prices are subject to change at any time at the discretion of Xlibris as market conditions and costs warrant. Xlibris also reserves the right to introduce additional editions and versions of the Work.

WARRANTIES

The Author represents and warrants that he or she is the sole author of the Work and is the owner of the copyright to all of its contents; that he or she has not engaged in plagiarism with respect to the Work; that the Work is accurate in all respects (i.e., if fiction, it represents no real event or person in a way that could be deemed libelous; if nonfiction, it does not misstate any material fact or omit to state any material fact, the result of which would libel any person or result in a person being placed in a false or damaging light); that the Work does not infringe upon any statutory or common law right of copyright or privacy of any third party; that the Author is owner of any trademarks and/or trade names associated with the Work; that the Work does not constitute obscenity or hate literature; and that the Author has the right to enter into this Agreement.

YOUR WORK ... YOUR RIGHTS

The Author acknowledges and agrees that Xlibris acquires no right of ownership to the Work under this Agreement and that Xlibris is a provider of limited services only (e.g., printing, book sales, and Internet access) and assumes no responsibility for reviewing or correcting the content of the Work.

XLIBRIS’ WORK ... XLIBRIS’ RIGHTS

The Author acknowledges and agrees that Xlibris retains all property rights and all ownership of all data, files, and materials that Xlibris prepares for the publication of the Work, including but not limited to production data, files, and materials, whether or not completed, in the possession of Xlibris and/or on Xlibris’ computers and servers. However, AUTHOR shall have the right to purchase the text and cover digital production files of the WORK in PDF format and the .epub and .mobi files upon the effective date of termination of this Agreement. The fees for AUTHOR’S purchase of such files shall be based upon the following fee schedule:

(a) If AUTHOR terminates this Agreement pursuant to the Term and Exclusivity clause of this Agreement effective anytime after PUBLISHER’S initial release of the WORK for publication, the administrative fees payable by AUTHOR shall be one hundred fifty dollars ($150.00) for the interior production files and the cover files and fifty dollars ($50.00) for the .epub and .mobi files. Upon such purchase by AUTHOR, PUBLISHER shall remove all references to PUBLISHER in such digital files prior to delivering them to AUTHOR.

Furthermore, the Author retains full ownership of the Work itself. Xlibris also reserves the right to use the work, or excerpts of, in printed and online collateral, for the purpose of promotion and marketing. Xlibris will not be liable for delays, errors or nonperformance of Services caused by any third party vendor or supplier of Xlibris.

INDEMNITIES

The Author agrees to indemnify Xlibris and its employees, shareholders, directors, representatives, successors, and assigns of and from all and any manner of claims, liabilities, damages, expenses (including reasonable attorney’s fees), awards, and judgments resulting from (i) claims of third parties regarding ownership, libel, slander, plagiarism, privacy, misappropriation, and similar claims arising from publication of the Work, and (ii) Author’s breach of any warranty in this Agreement. Xlibris agrees to notify the Author promptly of any claim for indemnity under this Agreement. Xlibris may be represented in any proceeding by counsel of its choice; the Author may retain additional counsel at his or her own expense. Any settlement agreement between Xlibris and a third party regarding a claim covered by the indemnity provisions of this Agreement shall be subject to approval of the Author, whose approval shall not be unreasonably withheld.

TERM AND EXCLUSIVITY

This Agreement is nonexclusive. (The Author can enter into other publishing agreements.) Either party has the option to terminate the Agreement at any time, with or without cause. If the Agreement is terminated by the Author for any reason other than a breach of contract by Xlibris before the Author officially completes their submission, publishing fees will be refunded in full (or applied against any outstanding amounts in the Author’s account) less $ 150 administrative fee to defray set up costs . If Agreement is terminated after submission of manuscript but prior to start of interior design, Xlibris will refund 50% of purchase price. If termination occurs after the start of interior design but prior to Galley Approval Form, 25% of purchase price will be refunded to author. If the author fails to submit his or her materials for publishing before six months has elapsed from date of service order, he or she will forfeit any right to claim a refund for monies paid. Upon giving thirty (30) days advance written notice, Xlibris may terminate publication of the Work without cause, at which point all rights herein granted to Xlibris shall revert to Author. We also reserve the right to terminate this Agreement and to discontinue publication of the Work at any time, effective upon forwarding written notice to Author, if, in our judgment, the Work may subject us to the risk of litigation or other adverse commercial consequences. If such notice is given prior to publication of the Work, Xlibris will refund amounts paid by Author less a $150 fee to defray setup costs, and neither party will have any further obligations to the other. Notwithstanding anything to the contrary set forth elsewhere herein, your representations, warranties and indemnities set forth within this contract shall survive any termination or expiration of this Agreement, regardless of the reason therefore. For the purposes of this paragraph, publication fees are defined as those fees directly associated with the publishing package purchased by the Author. Fees related to other pre- or post-publication services, such as data entry, copyediting and/or corrections or book sales, are not refundable. Fees related to the publication of second and later editions of the Work are also not refundable. If the Agreement is terminated by Xlibris due to a breach by Author of this Agreement, no fees shall be refunded. The Author retains the copyright for the Work, and no part of this Agreement diminishes the Author’s rights to the Work.

NOTICES

All notices to Xlibris must be sent in writing to its office at:

• Xlibris Corporation
• Suite 1A, Level 2
• 802 Pacific Highway
• Gordon NSW, 2072

All notices to the Author shall be in writing to the address specified by the Author.

COMPLETE AGREEMENT

This written Agreement contains the sole and entire Agreement between the parties and shall supersede any and all other prior agreements between the parties. This Agreement may not be modified or amended except in writing signed by the party against whom such modification or amendment is sought to be enforced.

LAW AND VENUE

This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana without recourse to confl icts of law principles. Any dispute between the parties MUST be submitted to binding arbitration administered by the American Arbitration Association (“AAA”) to take place in Bloomington, Indiana, before one arbitrator in accordance with the Commercial Arbitration Rules and Mediation Procedures of the AAA (“AAA Rules”). Author acknowledges and agrees that the Services provided to Author are solely for commercial or business purposes and NOT for personal or household use. The parties hereby expressly acknowledge and agree that the Supplementary Procedures for Consumer-Related Disputes under the AAA Rules shall not apply to arbitration pursuant to this Agreement. In the event Author institutes such arbitration, then without limiting the applicability of the AAA rules, Author must serve the complaint initiating arbitration upon Xlibris at the address provided above at the same time as Author submits such complaint to the AAA. The arbitrator will be obligated to award the prevailing party of any such proceedings all costs, attorneys’ fees and other expenses incurred by such prevailing party in the arbitration proceedings. Any award entered by the arbitrator may be enforced in any court of competent jurisdiction.

If you have any questions or concerns with the terms of this agreement, please contact us by e-mail or by phone at 1-800-618-969.