Agreement

SERVICES AND PUBLISHING AGREEMENT

Effective Date is the Date of first Service Order or electronic acceptance

This Services and Publishing Agreement (“Agreement”) is entered into by and between AuthorShelf (“Provider,” “we,” “us,” or “our”), with its principal place of business at 1410 Hartford Ave, Maryville, TN 37803, and the individual or entity identified in the applicable Service Order (“Author,” “you,” or “your”).

RECITALS

1. Author desires professional publishing, production, distribution, marketing, and related services for a literary work (the “Work”).
2. Provider offers tiered publishing packages and à la carte services as detailed in its current 2026 Services Catalog (Exhibit A) and individual Service Orders.
3. The parties wish to define the terms under which Provider delivers the purchased Services while ensuring Author retains full ownership of the Work.

NOW, THEREFORE, the parties agree as follows:

1. DEFINITIONS

“Custom Illustrations” means original illustrations created by Provider or its contractors specifically for the Work.

“Final Approval” means Author’s written or electronic acceptance of the eProofs confirming the Work is ready for release.

“Publication Date” means the date the Work is first made available for sale through any distribution channel.

“Service Order” means the invoice, package selection form, or electronic order describing the specific Services, fees, and deliverables purchased.

“Work Product” means book design, cover design, formatting, metadata, and other materials created by Provider in performing the Services (excluding the Manuscript and Custom Illustrations).

2. SERVICES AND DELIVERABLES

2.1 Provider shall perform the Services described in the applicable Service Order(s) and Exhibit A in a professional, workmanlike manner consistent with industry standards for the selected package tier. All Services are subject to Author’s timely delivery of a complete Manuscript complying with Provider’s Content Guidelines (Exhibit B).

2.2 Author shall have the revision allowances specified in the Service Order (typically 2–4 rounds included; additional revisions billed at Provider’s then-current hourly rate).

2.3 Upon Final Approval, Provider shall: (a) assign or assist with ISBN/eISBN registration in Author’s name or Author’s chosen imprint (Author retains full ownership); (b) format and upload to primary distribution channels; and (c) provide lifetime access to the AuthorShelf Portal for real-time project tracking, sales/royalty dashboards, and analytics (subject to Provider’s then-current Portal Terms).

2.4 Content Standards and Compliance. Author’s Manuscript and the final Work must at all times comply with AuthorShelf’s Content Guidelines (Exhibit B). These guidelines are a material condition of Author’s use of AuthorShelf’s services. Author represents, warrants, and agrees that the Work does not and will not contain any content prohibited under Exhibit B, including but not limited to:

• summaries, workbooks, study guides, abbreviations, or similar derivative works created without the express written permission of the original author or copyright holder;
• content containing a material number of blank pages, including but not limited to notepads, scratchpads, journals, planners, or similar products;
• content that copies, mirrors, or closely mimics the title, cover design, author name, or overall appearance of any popular or well-known work;
• content that is misleading, inaccurate, or likely to cause confusion, including inaccurate descriptions, deceptive cover art, or false claims;
• content priced in a manner that does not reasonably reflect its literary or substantive value;
• scanned or reproduced content containing illegible text, images, or material that would be detrimental to the buyer’s experience;
• content created primarily through artificial intelligence, automated generation tools, or mass-production processes without meaningful human authorship or creative judgment;
• substantially identical content published in multiple trim sizes or formats under different titles; or
• public domain content that is freely available on the internet, unless Author is the sole copyright owner of the specific edition or presentation, or content that is not meaningfully differentiated from other publicly available versions.

AuthorShelf reserves the sole and absolute right to determine whether any Work violates these Content Guidelines. AuthorShelf may, at any time and without prior notice, reject, refuse to publish, delist, or permanently remove any Work that violates these guidelines or that AuthorShelf reasonably believes may harm its reputation, its distribution partners, or buyers. In the event of such rejection or removal, Author shall not be entitled to any refund of fees paid, except as may be required by applicable law.

3. GRANT OF RIGHTS AND LICENSES

3.1 Copyright Ownership. Author retains sole and exclusive ownership of all right, title, and interest in and to the Work, including copyright, throughout the world in perpetuity. Nothing in this Agreement constitutes an assignment or transfer of copyright.

3.2 Limited License to Provider. Author grants Provider a non-exclusive, non-transferable (except to contractors performing the Services), worldwide, royalty-free license during the Term (and any transition period) to: (a) reproduce, format, edit (per purchased editorial Services), and create derivative production files of the Manuscript and Work solely to fulfill the purchased Services; (b) manufacture, distribute, sell, and display the Work through the channels selected in the Service Order; (c) use Author’s name, likeness, biography, and excerpts (up to 10% of the Work) for marketing and promotional materials created in connection with the purchased Services; and (d) use Custom Illustrations solely within the version of the Work created hereunder.

3.3 Work Product License. Upon delivery and payment in full, Author receives a perpetual, irrevocable, royalty-free, worldwide license to reproduce, distribute, and create derivative works incorporating the Work Product solely in connection with the Work and its editions. Provider retains all right, title, and interest in its underlying tools, templates, methodologies, and generic design assets.

3.4 Reservation of Rights. All rights not expressly granted are reserved to Author. In particular, Author reserves all rights to license the Work (or any portion) for AI training, generative AI outputs, synthetic media, or any similar purpose. Provider acquires no such rights.

3.5 Third-Party Property. Author is solely responsible for securing all clearances and licenses for any third-party content incorporated into the Work and shall provide proof upon request.

4. TERM, PUBLICATION, AND TERMINATION

4.1 Term. This Agreement commences on the Effective Date and continues for three (3) years from the Publication Date (the “Initial Term”), automatically renewing for successive one (1) year periods unless either party provides written notice of non-renewal at least sixty (60) days prior to the end of the then-current term.

4.2 Termination for Convenience. Either party may terminate this Agreement for any reason upon thirty (30) days’ prior written notice (email to the addresses in Section 11 sufficient for non-material matters).

4.3 Termination for Cause. Provider may terminate immediately upon written notice if: (a) Author breaches any warranty or material term and fails to cure within fifteen (15) days of notice; (b) the Work violates Content Guidelines, applicable law, or third-party rights; or (c) Author engages in abusive conduct toward Provider or its contractors. Author may terminate for Provider’s material breach (uncured after thirty (30) days’ notice) or insolvency.

4.4 Effect of Termination. Upon termination or expiration: (a) all licenses granted hereunder shall immediately terminate except for the perpetual license in Section 3.3; (b) Provider shall, within fourteen (14) days, deliver to Author all final production files (print PDF, EPUB, cover files, etc.) in usable format; (c) Provider shall request removal of the Work from all distribution channels within seven (7) business days and shall not be liable for any delay by third-party platforms; (d) Author shall remain responsible for any unpaid fees for Services rendered; and (e) the AuthorShelf Portal access shall continue for the longer of one (1) year or the remainder of any prepaid period.

4.5 Refunds. Refunds are governed by the following graduated schedule based on Provider’s investment in production: • Prior to Manuscript submission: 100% of fees paid, less a $50 administrative fee. • After Manuscript submission but before design or editing work commences: 75% of fees paid. • After design or editing work commences but before Final Approval: 50% of fees paid. • After Final Approval or once 50% or more of the package value has been delivered (whichever occurs first): 0% refund. No refund is due for terminations caused by Author’s breach, Content Guidelines violation, or abusive conduct. Refunds, when applicable, will be processed within 30 days of written termination notice.

5. FEES, PAYMENT, AND ROYALTIES

5.1 Fees are as set forth in the Service Order and due as specified therein.

5.2 Printing Costs and Author Compensation (Print Editions). For print editions fulfilled through Provider’s channels, Author shall receive one hundred percent (100%) of the revenue from each sale after subtraction of the following cost of goods sold: (a) the applicable retailer’s or wholesaler’s discount and (b) the Printing Cost for that title.

Formula: Retail Price – (Retailer’s Discount + Printing Cost) = 100% Royalty to Author.

“Printing Cost” means Provider’s then-current published printing rate for the specific trim size, page count, paper stock, cover finish, and color/B&W options selected for the title. These published rates include all production, fulfillment, and Provider margin. No other production or hidden fees apply. Author’s exact Printing Cost will be quoted in the Service Order prior to Final Approval based on final specifications.

5.3 eBook and Digital Editions. For eBook and digital editions, Author receives the full royalty rate offered by the applicable platform (e.g., 70% on qualifying Amazon KDP titles) with no additional deduction by Provider.

5.4 Direct Accounts. If Author elects to use Author’s own KDP, IngramSpark, or other direct accounts (with Provider’s assistance in setup), Author receives 100% of all platform royalties and proceeds directly.

5.5 Payment of Author’s share under Sections 5.2–5.4 shall be made quarterly via the AuthorShelf Portal (or EFT) within forty-five (45) days after quarter-end, subject to a $50 minimum threshold and standard returns/reserves. Author is solely responsible for all taxes.

5.6 No sales, ranking, review, or revenue guarantees are made.

6. AUTHOR’S REPRESENTATIONS, WARRANTIES, AND INDEMNIFICATION

Author represents and warrants that: (a) Author is at least 18 years old and has full authority to enter this Agreement; (b) the Manuscript and Work are original (or Author controls all necessary rights), do not infringe any copyright, trademark, privacy, publicity, or other right, and contain no libelous, defamatory, or illegal content; (c) Author has obtained all third-party clearances; and (d) all information provided is accurate.

Author shall indemnify, defend, and hold harmless Provider, its officers, directors, employees, contractors, and agents from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees), and liabilities arising out of or related to any breach of the foregoing warranties or the content of the Work. This indemnity survives termination.

7. PROVIDER’S WARRANTIES, DISCLAIMERS, AND LIMITATION OF LIABILITY

Provider warrants that the Services will be performed in a professional manner consistent with the package descriptions and industry standards. EXCEPT AS EXPRESSLY SET FORTH, ALL SERVICES AND THE WORK PRODUCT ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. PROVIDER MAKES NO GUARANTEE OF SALES, RANKINGS, REVIEWS, OR COMMERCIAL SUCCESS.

IN NO EVENT SHALL PROVIDER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES EXCEED THE TOTAL FEES ACTUALLY PAID BY AUTHOR FOR THE APPLICABLE SERVICES (EXCEPT FOR UNPAID ROYALTIES, IF ANY). PROVIDER SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, REGARDLESS OF THE THEORY OF LIABILITY. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO PROVIDER’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

8. ARTIFICIAL INTELLIGENCE AND TECHNOLOGY

Provider may employ AI tools (machine learning, natural language processing, generative models) solely for internal efficiency in performing the Services (e.g., initial design concepts, metadata suggestions, copyediting assistance, marketing copy drafts). All AI outputs shall be reviewed and customized by qualified human personnel before delivery to Author. Provider shall not: (a) train any external AI model on the Work or any portion thereof; (b) license or use the Work for generative AI training or synthetic media creation without Author’s prior written consent and separate compensation agreement; or (c) represent any AI-generated element as human-created without disclosure. Author retains all rights to approve or reject any AI-assisted deliverable.

9. PRIVACY, DATA, AND MARKETING CONSENTS

Author consents to Provider’s collection and use of personal information as described in Provider’s Privacy Policy (Exhibit C) and to the processing of such data in connection with the Services, including international transfers where necessary for distribution. Author grants Provider a non-exclusive license to use Author’s name, likeness, and biographical information for promotional purposes during the Term and for ninety (90) days thereafter. Author may opt out of marketing communications at any time. Provider complies with applicable CCPA, GDPR, and Tennessee privacy laws.

10. DISPUTE RESOLUTION AND GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Tennessee, without regard to conflict of laws principles. Any dispute arising out of or relating to this Agreement shall first be attempted to be resolved through good-faith negotiation. If unresolved within thirty (30) days, either party may pursue binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules in Knox County or Blount County, Tennessee (or such other mutually agreed location), before a single arbitrator. Each party shall bear its own costs unless the arbitrator determines otherwise. Small claims court actions are permitted. CLASS ACTION WAIVER: Claims may be brought only on an individual basis; no class, consolidated, or representative proceedings. Either party may opt out of arbitration by providing written notice within thirty (30) days of the Effective Date. The prevailing party shall be entitled to reasonable attorneys’ fees.

11. MISCELLANEOUS

This Agreement, together with all Service Orders and Exhibits, constitutes the entire agreement and supersedes all prior understandings. It may be amended only by written instrument signed by both parties (electronic acceptance of updated terms permitted with thirty (30) days’ notice and right to terminate). Notices shall be in writing and deemed given upon receipt (email to legal@authorshelf.com or the address in the Portal for Provider; last known email/address for Author). If any provision is held unenforceable, the remainder shall continue in full force. Neither party is an agent, partner, or joint venturer of the other. Force majeure excuses performance for events beyond reasonable control. Sections 3, 6, 7, 8, 9, 12, 13, and 14 survive termination. Author may not assign this Agreement without Provider’s prior written consent.

12. RETURNS, GLOBAL DISTRIBUTION & INTERNATIONAL SALES

12.1 Default Returns Designation. Unless Author affirmatively elects the Optional Returns Program (Section 12.2), all titles shall be designated NO (non-returnable). Provider’s designated print-on-demand and distribution partner will not accept returns for any title so designated.

12.2 Optional Returns Program (Premium Service). Author may request that a title be made returnable (YES-DELIVER or YES-DESTROY) by providing written notice to Provider and paying the then-current Returns Premium (an annual fee per title, quoted in the applicable Service Order). The Returns Premium must be renewed and paid annually for the designation to remain in effect. Provider will submit the requested designation to its designated partner only after receipt of the first year’s premium. All returns policies of Provider’s designated partner (including wholesale cost deductions, shipping/handling charges where applicable, 45-day notice for changes, and 180-day tail liability) shall apply to any returnable title.

12.3 Returns Liability & Financial Settlement. For any title designated returnable under the Optional Returns Program, the wholesale cost of returned books (plus any applicable shipping and handling charges) will be deducted from Author’s compensation in the month processed by Provider’s designated partner. Provider may maintain a reasonable reserve against future returns. If returns create a negative balance, Provider may invoice Author for the deficit, payable within thirty (30) days. Author remains liable even if returns exceed reported sales for a title.

12.4 Changes & Cancellations. Any change from returnable to non-returnable, or cancellation of a returnable title, is subject to the 45-day notice and 180-day tail liability rules of Provider’s designated partner. Author acknowledges and accepts full financial responsibility during any such tail period.

12.5 Global Connect / International Sales. All sales through Provider’s designated partner’s Global Connect program (or equivalent international distribution service) are non-returnable. Sales are reported and paid in US Dollars (or converted to Author’s preferred currency at Provider’s discretion). Local market pricing is set by Provider. All other terms of this Agreement apply.

12.6 Acknowledgment. Author acknowledges that Provider uses a leading print-on-demand and distribution partner. All returns, international distribution, and related financial settlements are governed by that partner’s then-current publisher terms (copies available upon request). Provider may change its designated partner at any time upon reasonable notice to Author.

13. CONTENT STANDARDS AND REMOVAL RIGHTS

13.1 Compliance Warranty. Author warrants that the Work at all times complies with Provider’s Content Guidelines (Exhibit B) and all applicable laws.

13.2 Right to Reject or Remove. Provider may, at any time and in its sole discretion, refuse to accept, publish, or continue distributing the Work if Provider determines (or is informed by its distribution partner) that the Work violates the Content Guidelines or applicable law. Provider shall notify Author of such determination. Upon removal, all licenses granted hereunder shall terminate with respect to the affected Work, and Author shall not be entitled to any refund except as may be required by applicable law.

13.3 Indemnification. Author shall indemnify and hold harmless Provider from any claims, losses, or liabilities arising from Author’s violation of the Content Guidelines or submission of prohibited content.

14. TERMINATION FOR REPUTATIONAL HARM

Provider may terminate this Agreement immediately, without prior notice and without any obligation to refund fees paid, and may remove all of Author’s titles from distribution, if, in Provider’s sole and reasonable judgment, Author’s conduct, public statements, behavior, social media activity, associations, or any other actions (whether related to the Work or not) bring, or are reasonably likely to bring, embarrassment, disrepute, negative publicity, or material harm to the reputation, goodwill, brand, or business interests of Provider, its officers, directors, employees, contractors, or distribution partners.

Author agrees that Provider’s determination under this Section shall be final and binding, and Author waives any claim for damages, refund, or other relief arising from such termination.

15.  ELECTRONIC SIGNATURES

This Agreement and any amendments may be executed by electronic signature (including through DocuSign, Adobe Sign, HelloSign, or similar platforms). Electronic signatures shall have the same legal force and effect as original ink signatures and are intended to authenticate this writing.

 

EXHIBITS

1. Services Catalog & Pricing 
2. AuthorShelf Content Guidelines – Content Not Permitted
3. Privacy Policy
4. Website Terms of Use

EXHIBIT B – AUTHORSHELF CONTENT GUIDELINES – CONTENT NOT PERMITTED

AuthorShelf is committed to maintaining the highest standards of quality, integrity, and professionalism in the titles we help bring to market. The following types of content are strictly prohibited and will not be accepted for publication or distribution through AuthorShelf’s services:

1. Derivative or Unauthorized Summaries — Summaries, workbooks, study guides, abbreviations, or similar content created without the express written permission of the original author or copyright holder.
2. Blank or Low-Content Pages — Books containing a material number of blank pages, including notepads, scratchpads, journals, planners, logbooks, or similar products.
3. Mimicking or Copycat Content — Content that copies, mirrors, or closely resembles the title, cover design, author name(s), layout, or overall appearance of any popular, well-known, or bestselling work.
4. Misleading or Deceptive Content — Content that is misleading, inaccurate, or likely to cause confusion, including false or exaggerated claims, inaccurate descriptions, or deceptive cover art and metadata.
5. Inappropriate Pricing — Content listed at a price that does not reasonably reflect its literary, educational, or substantive value.
6. Poor-Quality Scans — Scanned or reproduced content containing illegible text, images, or material that would be detrimental to the buyer’s experience.
7. AI-Generated or Automated Content — Content created primarily through artificial intelligence, automated generation tools, or mass-production processes without meaningful human authorship, creative judgment, or editorial oversight.
8. Duplicate or Multi-Format Duplication — Substantially identical content published across multiple titles or in multiple trim sizes and formats.
9. Undifferentiated Public Domain Content — Public domain works that are freely available on the internet, unless the author is the sole copyright owner of the specific edition or presentation. AuthorShelf may also decline public domain titles that are not meaningfully differentiated from other available versions.

AuthorShelf reserves the right, in its sole and absolute discretion, to reject, refuse to publish, or remove from distribution any title that violates these guidelines or that may otherwise harm the reputation of AuthorShelf, its authors, or its distribution channels.

Compliance with these Content Guidelines is a condition of using AuthorShelf’s publishing and distribution services.