Audio Book Easy™ Account Holder Agreement
When you agree to the terms and conditions of this ABE™Agreement. If you are entering into this Agreement on behalf of an individual, company or other legal entity, you represent that you have the legal authority to bind that individual, company or legal entity to this Agreement. If you do not have the legal authority, or if you do not agree with the terms and conditions of this Agreement, you must contact ABE via e-mail email@example.com
1. Your Right to Termination.
You may terminate this Agreement at any time by giving us ninety (90) days written notice of termination via email at firstname.lastname@example.org and discontinuing your use of ABE. Should you have any current and continuing production agreements in place through ABE, you may not terminate this Agreement or your account on ABE until all audio books that are subject to such agreements are produced and delivered to ABE. Termination of this Agreement will not affect any agreement you have entered into through ABE or another ABE participant prior to termination or any distribution rights you have granted through ABE prior to termination.
2. Our Right to Termination
We reserve the right to immediately suspend, modify your access to and/or terminate, your account, or remove any content you have posted to ABE, in our sole discretion for any reason, including, without limitation, (a) if we determine that your account has been, or may have been, compromised or misused in any way (as evidenced, for example, through activity suggesting unauthorized use) or is subject to risk of compromise or misuse, or (b) if advisable to comply with any law, governmental or regulatory activity.
3. Amendments to this Agreement
As ABE grows, we’ll need to adapt the terms of this Agreement. Unless otherwise noted at the time of posting, changes to this Agreement will be effective immediately upon our posting of them. Any changes to this agreement will be posted in a location that is noticeable each time you login to the ABE site.
4. Account Establishment
To open an account on ABE, you must be at least 18 years old or the legal age of majority in the jurisdiction in which you reside.
5. Control of Services
We have full discretion and responsibility for the design and operation of ABE and all services we offer. We may modify or discontinue certain portions of the ABE site or policies to better serve you, our customer. The modification or discontinuance of any portion of this site will not affect any agreement you have entered into through ABE.
You agree that any non-public business information, including sales data or financial data, that you receive through ABE will not be publicly disclosed.
7. Eligible Works
Books that actively promote hate or violence are not eligible for production at ABE.
8. No Violation of Law or Third Party Rights
Your activities on ABE and the exercise of the rights you grant through ABE may not violate applicable law or the rights of any third party.
You will indemnify and protect ABE, its affiliates, its sub distributors and any other ABE participant from any losses, costs, or liabilities incurred by any of them (a) because you did not have, or a claim is brought alleging you did not have, all rights required to grant the rights you grant to ABE in this Agreement, (b) as a result of a breach by you of any of your representations or warranties in this Agreement, or (c) as a result of your failure to meet any of your other obligations set forth in this Agreement or with respect to ABE generally. When this indemnity obligation applies, you will be required to pay all applicable costs and damages, including all costs of counsel to defend ABE, its affiliates and sub distributors and other ABE participants, and all damages awarded in a court of law against ABE, its affiliates and sub distributors and other ABE participants or in any settlement entered into by ABE, its affiliates and sub distributors and other ABE participants, including any costs associated with the resolution of any claim or proceeding. You will also be required to reimburse ABE for any royalty or other payments made by ABE to the Producer you engaged to produce the Audio book that is the subject of your indemnity obligation.
10. 1099 Taxes
You agree that ABE and any ABE participant that owes you any royalty or other payment in connection with ABE may, but is not obligated to, withhold taxes owing from amounts payable to you and that you are ultimately responsible for paying taxes owed.
11. Third Party Payments
You agree that you, the author/publisher/agent are solely responsible for paying any third part payments. ABE only pays the author or publisher or agent. No third parties involved.
12. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
The ABE site and all information, content, materials, products, including software, and services included on or otherwise made available to you through the ABE site are provided by ABE on an “as is” and “as available” basis, unless otherwise specified in writing. ABE makes no representations or warranties of any kind, express or implied, as to the operation of the ABE site or the information, content, materials, products, including software, or services included on or otherwise made available to you through the ABE site, unless otherwise specified in writing. You expressly agree that your use of the ABE site is at your sole risk. To the full extent permissible by applicable law, ABE disclaims all warranties, express or implied, including implied warranties of merchantability and fitness for a particular purpose. ABE does not warrant that the ABE site and any information, content, materials, products, including software, or services included on or otherwise made available to you through the ABE site or its servers, or email sent from ABE are free of viruses or other harmful components. ABE will not be liable for any damages of any kind arising from the use of the ABE site or from any information, content, materials, products, including software, or services included on or otherwise made available to you through the ABE site, including direct, indirect, incidental, punitive, and consequential damages, unless otherwise specified in writing.
13. Governing Law and ABE Dispute Resolution Procedures
This Agreement is governed by the laws of the State of Arizona.
Disputes between ABE Participants. Notwithstanding any other provisions regarding governing law and disputes that may be applicable, any dispute between you and another ABE participant relating to ABE will be resolved exclusively through the procedures set forth below.
Discussions. The parties will first attempt to resolve concerns through informal discussions. If either party has a concern and requests discussions, the parties agree to discuss the concern in good faith and work toward finding a mutually agreeable solution.
Arbitration. In the event the discussions between you and any other ABE participant fail, the dispute will be submitted to binding arbitration in accordance with the then applicable Commercial Arbitration Rules of the American Arbitration Association, unless otherwise agreed to by the parties. Judgment on the arbitration award may be entered in any court of competent jurisdiction. Exclusive venue for any arbitration will be Maricopa County, Arizona
Disputes between ABE Participants and ABE. Notwithstanding any other provisions regarding governing law and disputes that may be applicable, in the event of a dispute between you and ABE related to ABE, the dispute will be subject to the exclusive jurisdiction of courts sitting in the County Maricopa, Arizona in accordance with the rules and procedures of such courts.
We welcome your constructive feedback and suggestions. You may contact us via e-mail address email@example.com
We may give you notice and otherwise communicate with you electronically and in other media in connection with your use of ABE, and you consent to receive communications electronically.
Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.
17. Complete Agreement; Enforceability
This Agreement constitutes the entire agreement between you and us regarding the matters covered in it and supersedes any and all prior or contemporaneous understanding, agreement, or communication between you and us, whether written or oral, regarding the matters covered in it. You acknowledge that in executing this Agreement you are not relying on any express or implied representation, warranty, draft agreement, undertaking, promise collateral contract or other assurance or arrangement of any kind not contained herein. If any provision of this Agreement is found to be invalid, void, or for any reason unenforceable, that provision will be deemed sever-able and will not affect the validity and enforceability of any other provision.affect the validity and enforceability of any other provision.