IndieReader.com Terms of Service

By using the INDIEREADER.COM.com web site ("IR" or the “Site”), a service of INDIEBOOKSELLERS, LLC, you (the “user” or “you”) agree to be bound by the following terms and conditions (the “Terms of Use” or the "Agreement"). Before you may sell your work on the IR site, you must read and accept all the terms and conditions in the Agreement. The Agreement is effective on March 30, 2009.

What is IndieReader?

IR is a venue that allows users who comply with its policies to sell their books within a fixed-price format. Author provides original written works that they have the authority to sell. Author desires to have IR provide such services upon the terms and conditions set forth in this Agreement and IR desires to provide such services to Author as described above, and as more fully set forth in this Agreement.

1. Terms of Agreement.

a. This agreement shall commence on the date all terms are accepted by Author and shall continue for one calendar year and thereafter be automatically renewed for an additional calendar year unless terminated via written notice by either party or unless otherwise terminated pursuant to this agreement.
b. IR shall have the right to terminate this agreement upon 10 days written notice.
c. Author shall have the right to terminate this agreement on 10 days written notice but will not receive a refund of monies paid.
d. By registering with IR, you agree to all of the terms and conditions contained in this Agreement and Privacy Policy located on our website, which are hereby incorporated herein by this reference.
e. IR strongly recommends that you read this Agreement and the information contained in the other pages and websites referred to in this Agreement, as they contain further terms and conditions that apply to you. To the extent this Agreement conflicts with any Policy, this Agreement shall control.
f. All Authors agree to have their books vetted by IR prior to acceptance on the site. If their book(s) is not deemed suitable for the IR site, the author can choose to receive a refund of their fee, minus a $25 submission fee (for each book submitted and not accepted) and this Agreement shall automatically terminate.
g. IR and Author warranty and represent that each has the authority to enter into this Contract and to perform all obligations hereunder.
h. Author warrants and represents that he/she is over the age of 18 years and that all information provided is true and accurate and you hereby agree to update such information as necessary.

2. Annual Fees and Costs.
a. The fee for inclusion on the website is $149.00 per year, regardless of the number of books that an author features on the IR site. The submission fee for the first book ($25) is included in the annual fee, however, there will be an additional submission fee of $25 for each book after the first.
b. This fee is NON-REFUNDABLE.
c. This fee shall thereafter be automatically renewed and charged to the credit card via Paypal provided for an additional calendar year unless terminated as described herein.

3. Duties and Obligations.
IR shall perform the duties and have the obligations pursuant to this agreement as set forth herein.
a. IR is the seller of the books.
b. The website is a forum for authors and customers.
c. Customers purchase books from IR, but Author is responsible for shipping books in a timely manner (within 2 weeks of the Order).
d. IR is not obligated to review the items Author offers for sale.
e. IR reserves, in its sole and absolute discretion, the right to remove, or require Author to remove, any items offered for sale by Author that are not in compliance with applicable law, this Agreement or any Policies.
f. IR reserves the right to review your terms of sale, order fulfillment history, customer satisfaction and other performance measurements and may terminate this Agreement if your business practices reflect poorly on IR.
g. IR reserves the right, in its sole discretion and without liability, to reject, omit or exclude any Publisher or Website for any reason at any time, with or without notice to the Publisher and regardless of whether such Publisher or Website was previously accepted.

Author shall have the following obligations pursuant to this agreement:

a. Orders placed through the website are forwarded to the Author by electronic mail (e-mail) for acceptance and fulfillment by the Author.
b. Author will ship all books ordered by customers within two (2) weeks of receiving the order notification from IR.
c. If Author does not ship the books to customer within the two week period, or fails to notify customer regarding any delay and a reasonable timeframe for shipping, IR has the authority to remove Author from its site.
d. Author is solely responsible for all of his/her content and shall indemnify IR from any claims of copyright, patent, trademark or similar claims relating to the authenticity of the work provided by Author.
e. Author warrants and represents that his/her content and information regarding the book(s) is NOT false, inaccurate or misleading and does not misrepresent facts; fraudulent or involve the sale of counterfeit, stolen or illegal items; infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; violate any law, statute, ordinance or regulation, including those governing false or deceptive advertising; defamatory, trade libelous, unlawfully threatening or unlawfully harassing or violate any rights of publicity or privacy; obscene or contain pornography; contain any worms or viruses, or other device that could impair or injure any person or entity or the website; create liability for IR or IR's Internet service providers or other suppliers; link directly or indirectly to descriptions of items that: (A) are prohibited under this Agreement; (B) you do not have a right to link to or include.
f. You may not list any item on the Website (or consummate any transaction that was initiated using IR's service) that could cause IR to violate any applicable law, statute, ordinance or regulation, or that violates the Policies.
g. With regard to listing items for sale on the Website, Author agrees to maintain accurate and current product descriptions according to trade standards; will supply and maintain his/her own reasonable return policy; agree to respond to all orders or inquiries from customers originating from IR as set forth herein; agree that IR may cancel any orders that have not been filled in a sufficient amount of time, and count these orders against your fulfillment rating; agree not to take any action to discourage customers from making purchases on the website or otherwise impede transactions on the website; and shall conduct business in a fair and responsible manner.
h. Author acknowledges that they are generally familiar with the nature of the Internet and will comply with all laws and regulations.
i. Author is responsible for the security of any customer account payment information and related data that it utilizes in any manner and that such information is, and shall remain, the property of the customer or the third party provider of such information. You acknowledge that with respect to security procedures relating to Customer Account Information, you are, and will remain, in compliance with the Payment Card Industry Data Security Standard at https://www.pcisecuritystandards.org/index.htm as the same may be amended from time to time or any successor standard thereto (the "PCI DSS"), which standard is hereby incorporated herein by this reference. The PCI DSS shall be considered a "Policy" hereunder. Without limitation, you agree to comply with the security review procedures reasonably requested by any representative or agent of the Payment Card Industry Standards Council or any member thereof with regard to routine security standards audits and in the event of any investigation of any security intrusion relating to Customer Account Information. Additionally, you will take such commercially reasonable actions and provide such assistance as may be requested in connection with such security audits or investigations. Notwithstanding anything else herein to the contrary, IR may immediately terminate this Agreement without notice to you in the event IR determines that you are not in compliance with the PCI DSS or if you fail to comply with your obligations set forth in the immediately preceding two sentences
j. Provide all information necessary for IR to perform its duties.

4. Independent Contractor.
IR is an independent contractor and not an employee, servant, agent or joint venturer of or with Author. This Agreement does not create an agency, partnership or franchisee/franchisor relationship. IR does not have control over the quality, safety or legality of the items advertised, the truth or accuracy of the listings, the ability of sellers to sell items or the ability of buyers to pay for items. IR cannot ensure that a buyer or seller will actually complete a transaction. IR does not transfer legal ownership of items from the seller to the buyer.

5. License.
In accordance with IR's Privacy Policy, .Author hereby grants to IR a non-exclusive, irrevocable, perpetual, fully paid, royalty free, transferable, worldwide right and license, to use, sell, display and distribute, in whole or in part, the Books or any content related to the sale of such books, in any media now known or not currently known during the term of this agreement.

6. Billing.
Author shall pay IR commissions and fees as follows: a. IR shall receive 25% of the retail sales price of each book sold through the site.
b. Author shall receive 75% of the retail sales price of each book sold through the site, in addition to being reimbursed $4.99 shipping per address, which shall be paid to the Author by IR on a monthly basis.
c. Buyer shall be responsible for all costs related to shipping, handling and/ or returns.

7. Confidential Information. Access to books and records:
Each party, its agents, employees and any independent contractors hired to perform services pursuant to this Agreement, may receive and have access to information, technical data, records, documents of the other party, of any kind whatsoever, including, but not limited to, technical data, analyses, studies, client information and lists, fee structures, financial information, research and development, future plans and other personal or professional information, and receive information concerning the other during conversations with staff or agents of the other party, all information so obtained being Confidential Information and/or Trade Secrets to the other party, and subject to the Confidentiality Agreement. The availability of the books and records shall be subject to any and all applicable Health and Human Services rules and regulations and other applicable laws or regulations. If either party enters into any agreement with a subcontractor to provide services to the other party, the subcontracting party shall ensure that the above described provision regarding access to books, documents and records is part of any such agreement.

8 No Assignment.
Neither party shall have authority to assign their obligations pursuant to this Contract without the prior written consent of Author.

9. Limitation of Liability, Indemnification and Legal
a. If any dispute arises between the parties hereto with respect to this Agreement and/or performance under the Agreement, the dispute shall be submitted to binding arbitration before the American Arbitration Association in Essex County, N.J.
b. Each party shall be responsible for fifty (50%) of the arbitration cost.
c. This Agreement shall be interpreted, enforced and governed by the substantive laws of the State of New Jersey and the decision of the arbitrator shall be enforceable in the New Jersey Courts.
d. The breaching party shall pay to the non-breaching party all of the non-breaching party’s costs and expenses, including attorney fees, incurred by such party in enforcing the terms of this Agreement.
e. IR is not a party to the transactions between Author and Customer and has no control over or liability for the quality or legality of the items advertised, the truth or accuracy of the listings or the ability of Author to sell the books.
f. IR, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND SUPPLIERS PROVIDE THE WEBSITE AND SERVICES ON AN "AS IS" and "as available" BASIS AND WITHOUT ANY REPRESENTATION, WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY, ALL OF WHICH ARE DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW..
g. IR, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you. This warranty gives you specific legal rights and you may also have other legal rights that vary by state.
h. IN NO EVENT WILL IR, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE WEBSITE OR ANY SERVICES, HOWEVER THE SAME MAY ARISE (WHETHER OR NOT IN NEGLIGENCE OR OTHERWSIE).
i. IN NO EVENT WILL IR, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES, FEES, COMPENSATION OR OTHER COSTS OF ANY KIND OR NATURE (INCLUDING, WITHOUT LIMITATION, DAMAGES RELATED TO LOSS OF DATA, PRODUCTION, INCOME, PROFITS, DOWNTIME, OR PERFORMANCE DELAYS) IN AN AMOUNT EXCEEDING THE TOTAL OF COMMISSIONS AND FEES PAID TO IR BY YOU IN THE ONE (1) MONTH PRECEDING THE EVENT GIVING RISE TO SUCH DAMAGES. Some States do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. IN THAT CASE, IR’S LIABILTY IS LIMITED TO FORSEEABLE AND TYPICAL DAMAGES
j. Author agrees to indemnify and hold IR and (as applicable) our parent, subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.

10. Compliance.
In the performance of the project, each party agrees to comply with all applicable laws, rules and regulations as well as any applicable ethics rules. Each party further agrees to make all required disclosures and obtain all approvals concerning this Agreement that are required by law, rule or regulation, including any required notification to a relevant ethics committee or government agency. If IR is an employee with any other person or entity, such employer must also sign this Agreement.

11. Termination.
Immediately upon the receipt of written notice that this Agreement shall be terminated, IR may limit your activity, immediately remove your item listings, warn our community of your actions, issue a warning, temporarily suspend, indefinitely suspend or terminate your account and refuse to provide our services to you or terminate this Agreement if:

1. Author breaches this Agreement or the documents it incorporates by reference;
2. IR is unable to verify or authenticate information provided by you;
3. IR believes that your actions may cause financial loss or legal liability for you, IR's users or IR;
4. IR suspects that you (for any reason whatsoever) have engaged in fraudulent or wrongful activity in connection with the Website; or
5. IR, in its sole discretion, deems such remedy necessary for any reason. Upon such termination, Author shall be obligated to pay IR any monies due and owing up through the termination date for services actually performed and all reasonable expenses actually incurred. Author agrees to immediately remove from his/her website IR’s html code. Author will be paid, in the next scheduled payment

12. Headings.
The headings have been inserted for convenience only and are not to be considered when construing the provisions of this Agreement.

13. Modification.
No alteration or modification to any of the provisions of this Agreement shall be valid unless in writing and signed by both parties.

14. Miscellaneous
a. Author retains administrative and professional responsibility for the services performed herein. IR specifically agrees to be responsible for its own acts and omission of any person who performs any duties or obligations of IR.
b. Any notice required under this agreement shall be by certified mail, return receipt requested, or by next day delivery service, addressed as following: IR: Amy Edelman (address as set forth above) with a copy to David A. Stern, Esq (60 Washington Street, Morristown, NJ 07960); Author: at the address designated on the account information set forth on their payment submission and shall be deemed received three days after days after mailing or one actually received, whichever is earlier.
3. The parties agree that they shall not discriminate on account of race, sex, color, religion, national origin or handicap or other characteristic protected by law.
4. There are no third party beneficiaries of or to this Agreement.
5. Notwithstanding anything else herein to the contrary, IR does not control the information provided by other users that is made available through the Website. You may find other user's information to be offensive, harmful, inaccurate, or deceptive. Please note that there are risks of dealing with underage persons or people acting under false pretense. Additionally, there may also be risks dealing with international trade and foreign nationals. By using the Website, you agree to accept such risks and IR is not responsible for the acts or omissions of users on the Website.

15. Complete Agreement
This Agreement is the sole and entire agreement between the parties relating to the subject matter hereof, and supersedes all prior understanding, agreements and documentation on this matter. If any provisions of this Agreement are deemed unenforceable, that provision shall not invalidate the remaining provisions contained in this Agreement, and they shall continue in full force and effect.

16. Changes to Website, policies and procedures and this Agreement.
IR may, in its discretion, change, suspend or terminate, temporarily or permanently, the Website or any part of them at any time, for any reason, without any notice or liability to Author or any other person. IR may, in its discretion, change, supplement or amend its policies and procedures and this agreement as they relate to future use of the Website from time to time and without any notice or liability to You or any other person, by posting revised documents on the Website. You may not change, supplement or amend this agreement or any IR policies or procedures. Following such announcement, your continued use of the services available pursuant to the Website shall be deemed acceptance of such changes to this Agreement and to the Policies. IR may (but is not obligated to) notify you of any changes to this Agreement or the Policies by posting a notice of changes of the Website for 30 days. This Agreement may not be otherwise amended except in a writing signed by you and IR. If you do not agree to any changes to the Agreement or the Policies pursuant to the foregoing, then you must notify IR via email at amy@indiereader.com and this Agreement will terminate thereafter and IR will discontinue your account; provided that prior to termination of this Agreement and termination of your account, you will be obligated to process any of your orders then open and render payment for any amounts due to IR. I have reviewed and am prepared and authorized to accept these Terms of Service.