Master Service Agreement for the Production, Printing, Distribution, and Retail/Wholesale Sale of Manuscript

I. LICENCE

1. AUTHOR, defined as the person, organisation or legal entity that is the rights holder to the submitted manuscript, RETAINS 100% OF THE RIGHTS AND COPYRIGHT LICENCES to the submitted manuscript and all other material submitted to Palmetto Publishing Australia.

2. Author RETAINS ALL RIGHTS to distribute and sell the manuscript in other print and digital formats.

3. Author grants Palmetto Publishing Australia a NON-EXCLUSIVE, worldwide licence to distribute and sell the manuscript in print and/or digital form; Author grants Palmetto Publishing Australia the non-exclusive right to exhibit the manuscript in part on websites or promotional materials owned by Palmetto Publishing Australia; Author grants Palmetto Publishing Australia the non-exclusive right to store and transmit digital versions of the manuscript to facilitate production, distribution, and sale of the manuscript.

4. Palmetto Publishing Australia will produce a book version of the manuscript, referred to as the “Title.” Author grants Palmetto Publishing Australia the non-exclusive right to exhibit, print, and distribute any and all related materials submitted in connection with the Title, including but not limited to cover art, interior and exterior images and concepts, the Author’s photograph, summaries, quotes, testimonials, and the Author’s biography, and further grants Palmetto Publishing Australia the right to display Palmetto Publishing Australia logos or branding on any applicable submitted materials.

II. ROYALTIES & PRICING

5. AUTHOR RECEIVES 100% OF THE ROYALTIES PROFIT for each wholesale print copy sold for which Palmetto Publishing Australia receives payment. Royalties Profit is defined as the difference between the Wholesale Price and the Print-on-Demand Manufacturing Price (“POD Price”). The Wholesale Price is determined by applying the Trade Discount to the Suggested Retail Price. The POD Price is determined by Palmetto Publishing Australia.

6. While Palmetto Publishing Australia may recommend a Suggested Retail Price (SRP) that conforms to industry standards, the AUTHOR MAY SET THEIR OWN SUGGESTED RETAIL PRICE, provided the SRP exceeds the Wholesale Price.

7. AUTHOR MAY SET THEIR OWN ROYALTY by adjusting their SRP and the Trade Discount. Since the Author receives 100% of the Royalties Profit, the Author’s Royalty Profit increases as the SRP increases and decreases as the SRP decreases.

8. Author may purchase additional discounted copies of the Title, in the minimum quantity established by Palmetto Publishing Australia as set out on the Palmetto Publishing Australia website, for the Print Price specified by Palmetto Publishing Australia for each format of the Title, plus applicable shipping and handling charges. The Author’s discounted price is always below retail. The per-copy POD Price will remain unchanged for a minimum of one year, after which it may be moderately adjusted annually to reflect changes in production costs. Author understands that a change in the POD Price, without a corresponding adjustment to the Retail Price, will affect the Author’s Royalty and the Author’s discounted price.

9. While Palmetto Publishing Australia recommends a Trade Discount of no lower than 55%, AUTHOR MAY SET THEIR OWN TRADE DISCOUNT for each format. The Trade Discount is applied to the SRP to calculate the Wholesale Price. The Trade Discount set by the Author must be at least 40% to secure Digital Distribution for each print format and cannot exceed 55%. The effectiveness of Digital Distribution depends, in part, on the Trade Discount set by the Author, and the Author understands that a Trade Discount of less than 55% may result in less favourable stocking or availability with online retailers. Author further understands that while Palmetto Publishing Australia submits every eligible book to its distribution channels, wholesalers, distributors, and retailers (both offline and online) are under no obligation to stock, order, reorder, carry, or list any published book.

10. Palmetto Publishing Australia sets the POD Price, which depends on the Publishing Package selected, the format of the Title, and the total number of interior pages in the final print-ready file. Because the final page count cannot be known until the file is finalised, any Print Prices or Page Counts shown on the website or communicated by the Author or an Author Representative are estimates until the book is printed.

11. Royalties are paid to the Author within 30 days following the end of the calendar quarter in which Royalty Profits are received by Palmetto Publishing Australia (e.g., a sale in June, with Royalty Profits received in September, is paid to the Author in October), once total accrued Royalty Profits meet or exceed the applicable minimum payment threshold set by Palmetto Publishing Australia. The Author will not receive proceeds from sales of used copies of the Title, sales of the Title to the Author, or copies supplied free of charge. Royalties are paid by electronic funds transfer to the Author’s nominated account on file. The Author is responsible for keeping their payment details current with Palmetto Publishing Australia; a payment returned as undeliverable due to outdated details will be reissued within 90 days of the Author’s request. Any royalties unclaimed after two years revert to Palmetto Publishing Australia. Palmetto Publishing Australia will withhold payment of royalties where there are overdue amounts owing for services or products already delivered. Authors are responsible for providing accurate tax information (including ABN or Tax File Number details, as applicable) required for Australian tax reporting purposes; Palmetto Publishing Australia is not liable for non-payment of royalties resulting from inaccurate or incomplete tax information supplied by the Author.

III. PALMETTO PUBLISHING AUSTRALIA SERVICES

12. Palmetto Publishing Australia will make all reasonable efforts to produce, print, and distribute Title (as set out for each Publishing Package and in accordance with the Author’s selected Trade Discount) within 90 days of both the Author’s approval to proceed with production and Palmetto Publishing Australia’s receipt of all acceptable materials required from the Author. Palmetto Publishing Australia is not responsible for delays caused by the Author’s non-responsiveness or inability to deliver acceptable materials, and periods of Author inactivity do not count toward the timeframe above.

13. Palmetto Publishing Australia reserves the right to reject any manuscript and/or related material at any time prior to publication, for any reason. A pre-publication rejection for which the Author cannot provide an acceptable substitute entitles the Author to a full refund of all monies paid to Palmetto Publishing Australia, provided the manuscript or other material does not breach the terms and conditions set out in Section IV below.

14. Unless otherwise supplied by, and notified in writing by, the Author, Palmetto Publishing Australia will design the interior pages, front cover, back cover, and spine in accordance with professional standards and industry best practice, and will assign a unique ISBN for each print format of the Title. Palmetto Publishing Australia will prepare the digital files necessary to print and distribute the Author’s manuscript in book form as set out herein.

15. Given the volume of books printed and the nature of print-on-demand production, it is not feasible to individually review every printed page, nor to guarantee that each copy will be identical to the next. Palmetto Publishing Australia will nonetheless make all reasonable efforts to ensure: all pages are included according to the Author-approved proof; the cover is applied within a 1/16″ variance; binding is squared to the page block without excessive visible adhesive; the book is cut square to the Author’s selected trim size within a 1/16″ variance; the cover and interior match the Author-approved proofs; and print registration is within +/- 1/16″ variance. A book falling outside these specifications may be returned for a free replacement copy only.

IV. AUTHOR WARRANTIES & RESPONSIBILITIES

16. Author must have the technical means and knowledge to submit their manuscript to Palmetto Publishing Australia and to provide the book information (title, synopsis, pricing, etc.) required for production, distribution, and sale.

17. Author understands that materials may only be submitted electronically, and Palmetto Publishing Australia is not responsible for loss of or damage to materials submitted by post.

18. Author represents and warrants that they are the sole owner of the manuscript and all material submitted in connection with the Title, including artwork, interior images, and photographs of the Author. Author represents and warrants that they have full power and authority to enter into this Agreement and to provide all submitted material to Palmetto Publishing Australia for reproduction and distribution, and that doing so does not conflict with any arrangement, understanding, or agreement with any other person or entity. Author further represents and warrants that the manuscript and all submitted material is entirely original, free of liens, claims, or third-party interests; is not defamatory, obscene, or unlawful; and does not infringe the copyright, trade mark, privacy, or other rights of any person or entity.

19. Author represents and warrants that they are eighteen years of age or older. If the Author is under 18, the Author’s parent or legal guardian must execute this Agreement and assume all liability for the warranties and responsibilities set out herein.

V. TERM & TERMINATION

20. This Agreement remains in effect until terminated by either party as set out herein.

21. Author may terminate this Agreement at any time with 30 days’ prior written notice to Palmetto Publishing Australia. If terminated before the Author approves production of the Title, all fees paid are refundable; if terminated after production approval, all fees paid become non-refundable. Any accrued Author Royalties will be paid as set out in Paragraph 11.

22. Palmetto Publishing Australia may terminate this Agreement at any time and immediately cease print availability of the Title upon any legitimate claim that the Title infringes the copyright or other legal rights of a person or entity, or upon discovering that the Author has breached any warranty in Section IV above. In such cases, all fees paid become non-refundable, and accrued Royalties will be paid as set out in Paragraph 11.

23. Upon termination, all rights granted under this Agreement revert to the Author, and within 30 days Palmetto Publishing Australia will cease print availability of the Title and remove its digital files from distribution, preventing further printing. Palmetto Publishing Australia is not responsible for the failure of any third-party distributor, retailer, or marketing channel to remove the Title from listing, display, or sale.

VI. INDEMNIFICATION AND LIMITATION OF LIABILITY

24. Author will indemnify and hold harmless Palmetto Publishing Australia, its parent companies, subsidiaries, and affiliates, and their respective officers, directors, employees, and agents, from and against any third-party claims, actions, proceedings, damages, and expenses (including reasonable legal costs) arising from a breach or alleged breach of the representations and warranties in this Agreement, including claims of copyright or ownership infringement arising from publication of the Title, and claims for damages caused by the Author’s negligence.

25. Author acknowledges that, due to the nature of the internet, digital content may be sold in territories for which neither the Author nor Palmetto Publishing Australia holds distribution rights. Author waives any claim for damages against Palmetto Publishing Australia arising from sales in territories where it lacks the right to sell or distribute the digital content.

26. Any delay or failure by Palmetto Publishing Australia to perform its obligations under this Agreement is excused to the extent caused by an event beyond its reasonable control, including acts of God, acts of terrorism, government action, fire, flood, natural disaster, riot, war, labour disputes, failure or interruption of telecommunications or data systems, or inability to obtain materials, labour, equipment, or transport.

27. All services and products provided by Palmetto Publishing Australia under this Agreement are provided on an “as is” basis. Palmetto Publishing Australia does not warrant that the service or product will be uninterrupted or error-free, and disclaims all representations and warranties, express or implied, to the maximum extent permitted by law, except for any consumer guarantees that cannot be excluded, restricted, or modified under the Australian Consumer Law. Subject to the Australian Consumer Law, Palmetto Publishing Australia’s total liability to the Author or any third party for any and all damages will not exceed, in aggregate, the amount of fees actually paid by the Author to Palmetto Publishing Australia during the one-month period prior to the act giving rise to the liability. To the maximum extent permitted by law, Palmetto Publishing Australia, its parent companies, subsidiaries, affiliates, and their respective officers, directors, employees, and agents will not be liable for punitive, consequential, incidental, exemplary, indirect, or special damages, including loss of profits, revenue, business data, or other intangibles, whether or not such damages were foreseeable.

28. All warranties and indemnities given by the Author survive termination of this Agreement and any licence granted under it.

29. Palmetto Publishing Australia reserves the right to revise and update this Agreement at any time, at its sole discretion. Changes take effect immediately upon posting the revised Agreement to the Palmetto Publishing Australia website and apply to all use of the website and all services provided thereafter. The most current version supersedes all earlier versions and will always be available on the Palmetto Publishing Australia website for the Author’s review. The Author’s continued offering of the Title for sale through Palmetto Publishing Australia, and/or continued use of the website, following posting of a revised Agreement constitutes acceptance of the current version, unless the Author terminates this Agreement under Paragraph 21.

30. This Agreement is governed by, and construed in accordance with, the laws of Victoria, Australia, without regard to conflict-of-laws principles. Any legal action relating to this Agreement will be brought in the courts of Victoria, Australia.

By proceeding with full or partial payment of your publishing package, you, as the Author, agree to be bound by these terms and conditions.