RSG PUBLISHING AGREEMENT

1. Parties

This is a Publishing Agreement (the "Agreement") between the person ("AUTHOR") listed at the end of this Agreement and RSG Publishing LLC (“PUBLISHER”), a Delaware company with its principal place of business in Accokeek, Maryland for the WORK listed at the end of this Agreement (“WORK”).

2. Services

AUTHOR has selected a publishing package and/or other services as may be mutually agreed upon from time to time (the "Services") in conjunction with the publication, distribution, selling, marketing, and promotion of your WORK. The services selected by AUTHOR are identified in the Publishing Order Form, which becomes part of Exhibit C of this Agreement. The particular services, as selected and purchased by AUTHOR, are outlined at www.rsgpublishing.com. This information, in conjunction with the Terms and Conditions on the website, shall be binding for use and fulfillment of each service that AUTHOR may select.

3. License to Publish and Distribute

In Print Format
AUTHOR hereby grants to the PUBLISHER the non-exclusive, worldwide license to print, publish, distribute and sell the WORK in print form in the English language.

In eBook Format
AUTHOR hereby grants to the PUBLISHER the non-exclusive, worldwide license to use, reproduce, modify, distribute, transmit and store the WORK, in whole or in part, and any compilations and collective works that include all or part of the WORK, in the eBook.

4. Distribution

In order to provide the services in accordance with the terms of this Agreement, AUTHOR grants PUBLISHER a non-exclusive worldwide license to copy, store, print, use, modify, publish, distribute, transmit and sell the WORK, in whole or in part, and any compilations and collective WORKS that include all or part of the WORK, in eBook, or print format through any distribution channels, including online or electronic distribution channels (e.g., e-retailers, websites, Amazon Kindle, iPhone, Google Play and the like), as deemed appropriate by PUBLISHER. AUTHOR also grants to PUBLISHER the right to use, display, promote, market, distribute, exhibit, and make excerpts from the WORK or from information regarding AUTHOR or the WORK, in electronic, or print format. Electronic excerpts shall be viewable on PUBLISHER's website, or partner websites that have entered into agreements with PUBLISHER, in order to facilitate promotion, marketing, distribution, and sales of the WORK. This grant includes PUBLISHER's vendors and affiliates. AUTHOR agrees to promptly provide any information requested by PUBLISHER.

5. Storage and Housing

AUTHOR grants to PUBLISHER the right to store, use, transmit and distribute electronic and audio copies of the WORK as required to facilitate the printing and distribution process. This grant includes PUBLISHER's vendors and affiliates.

6. Other Rights

All rights not expressly granted to PUBLISHER are reserved to AUTHOR.

7. Terms

PUBLISHER's rights pursuant to Paragraph 2 of this Agreement shall extend for three (3) years after the date PUBLISHER first releases the electronic files of WORK to the printer for publication by PUBLISHER. This Agreement will automatically renew for consecutive one (1) year terms if neither party gives at least thirty (30) days advance written notice, prior to the end of the then-current term, that such party desires to terminate.

8. AUTHOR’s Right of Termination

AUTHOR shall be entitled to terminate this Agreement effective thirty (30) days after PUBLISHER's receipt of a written termination notice. Upon the effective date of such termination, AUTHOR shall have the right to purchase the text and cover digital production files of the WORK in PDF format in accordance with the provisions of Paragraph 8 of Schedule A.

9. Royalties

AUTHOR will be paid royalties as set forth in Schedule A, found after signature page.

10. Submissions Guidelines and Payments

AUTHOR shall follow all the submissions procedures and payment requirements attached in Schedule A.

11.Publication

PUBLISHER intends to publish the WORK no later than one hundred eighty (180) days after receipt of all required materials relating to the WORK. If PUBLISHER does not make the WORK available within such time, except for delays caused by external circumstances beyond its control, AUTHOR may give written notice to PUBLISHER to make the WORK available within thirty (30) days. If PUBLISHER does not do so, this Agreement shall terminate and all rights herein granted shall revert to AUTHOR.

12. Copyright and Title Registration

PUBLISHER agrees to include a copyright notice in accordance with AUTHOR's instructions in each copy of the WORK and to secure a unique ISBN for each print, and eBook version of the WORK.

13. AUTHOR Copies and Discounts

AUTHOR shall be eligible to receive purchase discounts as provided in Schedule A.

14.Title and AUTHOR Information

PUBLISHER may post pertinent information regarding AUTHOR or the WORK on PUBLISHER's website, as well as PUBLISHER's vendors and affiliates' websites in order to provide the services in accordance with the terms of this Agreement. The information may include elements of the title submission package, such as the AUTHOR biographical sketch and description of the WORK. PUBLISHER may also post additional information that may help promote AUTHOR or WORK. If PUBLISHER requests such information, AUTHOR agrees to promptly provide the information.

15. PUBLISHER Bankruptcy

If PUBLISHER commences bankruptcy proceedings, all rights to the WORK shall immediately revert to AUTHOR.

16. Termination by PUBLISHER

Upon giving thirty (30) days advance written notice, PUBLISHER may terminate publication of the WORK without cause, at which point the rights to the WORK immediately revert to AUTHOR. PUBLISHER also reserves 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 PUBLISHER's judgment, the WORK may subject to PUBLISHER to the risk of litigation or other adverse commercial consequences. If such notice is given prior to publication of the WORK, PUBLISHER 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 except that AUTHOR's representations, warranties and indemnities set forth in Paragraphs 17 and 20 shall survive the termination of this Agreement. PUBLISHER shall pay any accrued royalty income due to AUTHOR pursuant to the royalty payment terms outlined in Schedule A.

17. AUTHOR Warranties

AUTHOR represents and warrants the following to PUBLISHER:

  1. AUTHOR is the sole author of the WORK and the sole owner of the copyright in the WORK;
  2. AUTHOR either is the sole owner of the copyright in any associated cover or interior graphics supplied by AUTHOR for the WORK or has secured written permission (which AUTHOR will furnish to PUBLISHER together with any required third party credits) to use the same in the WORK;
  3. AUTHOR has full power, authority and right to enter into this Agreement and to grant the rights herein granted;
  4. This Agreement does not conflict with any arrangements, understandings, or agreements between AUTHOR and any other person or entity;
  5. 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;
  6. The WORK and all rights therein are free of liens, claims, interests or rights in others of any kind;
  7. The WORK as submitted, and its publication by 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;
  8. The WORK is not defamatory or in any other way illegal.

18. Indemnification

AUTHOR agrees to indemnify and hold harmless PUBLISHER, its AFFILIATES and any seller of the WORK 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 in Paragraph 17 above. All representations, warranties and indemnities made by AUTHOR herein shall survive termination of this Agreement. "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 representations and warranties to in connection with the production, dissemination, transmission, promotion, publication, or distribution of the WORK or the exercise of any rights therein or derived therefrom. In defending any such claim, action or proceeding, PUBLISHER shall have the right to defend with attorneys of its own selection and to settle the same and AUTHOR shall fully cooperate in the defense thereof.

19. Additional Instruments

AUTHOR agrees to complete and execute the title submission form and AUTHOR biographical sketch and all additional instruments reasonably requested by PUBLISHER to confirm and effectuate this Agreement.

20. General Provisions

This Agreement shall be governed by the internal laws of the State of Maryland as a contract fully executed, without regard to conflict of laws rules, and shall be binding upon the heirs, executors, administrators and assigns of AUTHOR and upon the successor and assigns of PUBLISHER. Any assignment by AUTHOR without PUBLISHER's prior written consent, such consent not to be unreasonably withheld, shall be null and void. PUBLISHER may assign this Agreement. 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 supersede 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 completing the following and submitting the required materials, AUTHOR agrees to all terms and conditions in this Agreement.

Name (Last):

Name (First):

Street Address:

City, State, Zip Code:

Phone,

Email:

Date:

Signature:

Schedule A

1. Royalties

(a) Print Royalties

On all sales by PUBLISHER of printed copies of the WORK, PUBLISHER will pay AUTHOR a royalty as follows:

  1. On retail, wholesale or consumer sales, excluding sales to AUTHOR, PUBLISHER will pay AUTHOR a royalty equal to the payments PUBLISHER actually receives from sales of printed copies of the WORK, less the cost to print the books and any taxes, shipping charges and returns.
  2. The royalty percentage will be fifty percent (50%) for the book.
  3. Royalties will not be paid on copies provided free of charge or sold to AUTHOR.

(b) eBook

  1. On all sales by PUBLISHER of eBook format of the WORK, PUBLISHER will pay AUTHOR a royalty as follows:
  2. On all sales, PUBLISHER will pay AUTHOR a Royalty equal to fifty percent (50%) of the payments PUBLISHER actually receives from the sales of eBook, less any distribution and technology fees, taxes and returns.
  3. Royalties will not be paid on copies provided free of charge sold to AUTHOR.

(c ) Royalty Payment

Royalties will be paid to the AUTHOR monthly.

(d ) Tax Withholding and Taxpayer Identification Number. All royalty payments will be subjected to applicable tax requirements.

  1. AUTHOR will provide PUBLISHER with all necessary information and documentation to comply with tax requirements including AUTHOR's Taxpayer Identification Number ("TIN") and a completed Internal Revenue Service ("IRS") form W-9.
  2. If AUTHOR is a single person, the "Taxpayer Identification Number" is understood to be the AUTHOR's personal Social Security Number.
  3. If AUTHOR is not a U.S. citizen or permanent resident alien, AUTHOR must submit appropriate documentation to allow us to fulfill tax obligations for foreign persons.
  4. In the event that AUTHOR fails to provide us with the proper aforementioned documentation and information, or fails to fully comply with the provisions of these Terms and Conditions, PUBLISHER will have the right to withhold from royalties amounts owed to AUTHOR any moneys required to be deducted or withheld in compliance with the tax code or other governing laws. AUTHOR will have no right to seek reimbursement from PUBLISHER for such withholdings and payment by PUBLISHER to the proper authorities.

2. Submission of Manuscript

Once the contract between RSG PUBLISHING LLC and AUTHOR has been executed, instructions will be sent via email or mailed as per the AUTHOR’s preference, in regards to online submission.

Submissions by Mail are sent via U.S. mail or by express courier. AUTHOR must submit in one package:

  1. A signed hardcopy of the Publishing Agreement
  2. A fully completed current title submission form
  3. Payment for services (if not previously received)

The package must be sent to RSG Publishing LLC, P.O. Box 116, Accokeek, MD 20607.

PUBLISHER is not responsible in any manner for materials never received or lost in transit.

3. Payments

Payment for online submissions and related fees must be made with a major credit card (accepted cards as listed on PUBLISHER's website) and shall be made to "RSG Publishing LLC". Payment for mail submissions and related fees must be made with a check or a major credit card (accepted cards as listed on PUBLISHER's website) and shall be made to "RSG Publishing LLC". The fees for publishing and related services shall be based on the current information displayed on the submissions area of the PUBLISHER's website. PUBLISHER may change the fee structure, at any time, at its sole discretion. In the event that a fee is established based on input from AUTHOR, the fee can be reviewed by PUBLISHER. If PUBLISHER believes the fee structure should be higher than the pricing estimated based on AUTHOR input, PUBLISHER will contact AUTHOR to request additional payment before starting the publication process. When a check is used for payment, AUTHOR authorizes PUBLISHER to either use the information from your check to make a one- time electronic funds transfer from AUTHORs account or to present the check for payment. When PUBLISHER uses information from your check to make an electronic funds transfer, funds may be withdrawn from AUTHOR's account as soon as the same day AUTHOR's payment is received, and AUTHOR may not receive your check back from AUTHOR's financial institution.

4. Pricing

We will set the default and maximum price of all eBook and audio books solely at our discretion. However, if the paperback format of the Work has a price less than the default price, the Work will be sold at the lower price. PUBLISHER reserves the exclusive right to modify the price of the paperback, and eBook format of WORK, at the discretion of the PUBLISHER, should costs change or market conditions warrant. Should this happen, the royalty percentages will remain the same. AUTHOR may suggest a higher price, however PUBLISHER will retain final discretion over the price of the WORK.

5. Refunds

If AUTHOR terminates this agreement for any reason other than a breach of contract by PUBLISHER, AUTHOR agrees to pay PUBLISHER any amounts due on services purchased. PUBLISHER will refund amounts paid by AUTHOR as follows:

  1. Prior to submission of manuscript 100% less a $150 setup fee; after submission, but prior to interior design 50%
  2. After interior design, but prior to final sign-off 25%
  3. After six months from contract date 0%

6. AUTHOR DISCOUNTS

a. Print Copies

AUTHOR shall have the right to purchase copies of WORK at a discount off the list price. Discounts will be available to AUTHOR for single order quantities and shall be based on the current information displayed on the book sales area of the PUBLISHER's website at the time each order is placed. All AUTHOR payments must be made in advance. PUBLISHER will not pay royalties on any sales of the WORK to AUTHOR.

b. eBook Copies

AUTHOR shall have the right to purchase eBook copies of the WORK at a discount off the list price of each eBook version of the WORK. All AUTHOR payments must be made in advance.

7. TITLE MAINTENANCE

After PUBLISHER has made the WORK available for the first twelve (12) month period, PUBLISHER has the right to charge an annual title maintenance fee for each version of the WORK, excluding e-book format, for each additional twelve (12) month period that the WORK remains available through PUBLISHER. The fee will be based on the current information displayed, at the time of the charge. PUBLISHER may deduct the title maintenance fee from any future royalty payments due AUTHOR.

8. PRODUCTION FILES

After PUBLISHER has made the WORK available for the first twelve (12) month period, PUBLISHER has the right to charge an annual title maintenance fee for each version of the WORK, excluding e-book format, for each additional twelve (12) month period that the WORK remains available through PUBLISHER. The fee will be based on the current information displayed, at the time of the charge. PUBLISHER may deduct the title maintenance fee from any future royalty payments due AUTHOR.