Terms of Service
Effective as of Aug 21, 2023.
WELCOME TO BINDERY BOOKS! PLEASE READ THIS TERMS OF USE AGREEMENT (THE “AGREEMENT”) CAREFULLY. THIS AGREEMENT IS A LEGAL CONTRACT BETWEEN YOU (“USER”) AND BINDERY BOOKS, INC. (“BINDERY BOOKS,” “WE,” “US” AND “OUR”). BY ACCESSING OR USING THIS WEBSITE, OR ANY OTHER WEBSITES WITH AN AUTHORIZED LINK TO THIS AGREEMENT (THE “WEBSITE”) IN ANY WAY, INCLUDING USING THE SERVICES AND RESOURCES AVAILABLE OR ENABLED VIA THE WEBSITE (EACH A “SERVICE” AND COLLECTIVELY, THE “SERVICES”) BY BINDERY BOOKS OR USERS OF THE WEBSITE, CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION PROCESS FOR AN ACCOUNT (AS DEFINED BELOW), AND/OR BROWSING THE WEBSITE, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT, (2) YOU ARE AT LEAST THIRTEEN (13) YEARS OF AGE, AND IF YOU ARE BETWEEN 13 AND 18, YOU ARE USING THE SERVICE UNDER THE SUPERVISION OF A PARENT OR GUARDIAN WHO IS AGREEING TO BE BOUND BY THE AGREEMENT, (3) IF YOU ARE A PARENT OR GUARDIAN OF A USER WHO IS BETWEEN 13 AND 18, YOU AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT AND SHALL BE RESPONSIBLE FOR THE MINOR USER’S ACTS OR OMISSIONS WITH RESPECT TO THE SERVICE; AND (4) YOU ARE NOT A PERSON BARRED FROM USING THE SERVICES UNDER THE LAWS OF THE UNITED STATES, YOUR PLACE OF RESIDENCE OR ANY OTHER APPLICABLE JURISDICTION. THE TERM “YOU” REFERS TO THE INDIVIDUAL IDENTIFIED AS THE USER WHEN YOU REGISTERED ON THE WEBSITE, WHETHER AN END USER OR A TASTEMAKER. IF YOU DO NOT AGREE TO BE BOUND BY THE AGREEMENT, YOU MAY NOT ACCESS OR USE THIS WEBSITE OR THE SERVICES.
IF YOU SUBSCRIBE TO THE SERVICES FOR A TERM, THEN THE AGREEMENT WILL BE AUTOMATICALLY RENEWED FOR ADDITIONAL PERIODS OF THE SAME DURATION AT BINDERY BOOKS’ THEN-CURRENT FEE FOR SUCH SERVICES UNLESS YOU CANCEL YOUR SUBSCRIPTION IN ACCORDANCE WITH SECTION 5.10 BELOW.
PLEASE BE AWARE THAT SECTION 18 OF THE AGREEMENT BELOW CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND BINDERY BOOKS HAVE AGAINST EACH OTHER WILL BE RESOLVED, INCLUDING WITHOUT LIMITATION, ANY DISPUTES THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THE AGREEMENT. SECTION 18 CONTAINS, AMONG OTHER THINGS, AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND BINDERY BOOKS BE RESOLVED BY BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE AGREEMENT TO ARBITRATE WITHIN 30 DAYS OF THE EFFECTIVE DATE OF THE AGREEMENT: (1) YOU AND BINDERY BOOKS WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST THE OTHER PARTY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING AND EACH OF US WAIVES OUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION; AND (2) EACH OF US IS WAIVING OUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.
Your use of, and participation in, certain Services may be subject to additional terms (“Supplemental Terms”) and such Supplemental Terms will either be listed in the Agreement or will be presented to you for your acceptance when you sign up to use the supplemental Service. To the extent there is any conflict between this Agreement and the Supplemental Terms, the Supplemental Terms will control with respect to the subject matter of such agreement.
PLEASE NOTE THAT THE TERMS ARE SUBJECT TO CHANGE BY BINDERY BOOKS IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, Bindery Books will make a new copy of the Agreement available at the Website, and any new Supplemental Terms will be made available from within, or through, the affected Service on the Website. We will also update the “Last Updated” date at the top of the Agreement. Any changes to the Agreement will be effective immediately for new Users of the Website and/or Services and will be effective thirty (30) days after posting of notice of such changes on the Website for existing Users, provided that any material changes shall be effective for Users who have an Account with us upon the earlier of thirty (30) days after posting of notice of such changes on the Website or thirty (30) days after dispatch of an e-mail notice of such changes to Registered Users (defined in Section 3.1 below). Bindery Books may require you to provide consent to the updated Agreement in a specified manner before further use of the Website and/or the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Website and/or the Services. Otherwise, your continued use of the Website and/or Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT AGREEMENT.
How Our Services Work. Bindery Books provides a platform that allows end users of the Website (“End Users”) to connect with certain book tastemakers and others creating content for the Services (each, a “Tastemaker”). To become a Tastemaker, you must apply through the Website by submitting sample content. Bindery Books may accept or reject Tastemakers in its sole discretion. As an End User, you may subscribe to a Tastemaker (or a particular subscription level for a Tastemaker, if applicable), where you may access the content that the Tastemaker posts in his or her feed at your subscription level, including marketing or promotional content, or receive notifications about the Tastemaker or his or her activities on the Services. Subscriptions to a Tastemaker (or a particular subscription level for a Tastemaker, if applicable) may also include physical products (like books or acknowledgement in a book) that you may be eligible to receive if you meet the eligibility requirements, including but not limited to your location.
Use of the Services and Bindery Books Properties. The Website, the Services, and the information and content available on the Website and the Services (collectively, the “Bindery Books Properties”) are protected by copyright laws throughout the world. Subject to the Agreement, Bindery Books grants you a limited license to reproduce portions of the Bindery Books Properties for the sole purpose of using the Services for your personal and/or professional purposes. Unless otherwise specified by Bindery Books in a separate license, your right to use any Bindery Books Properties is subject to the Agreement.
Updates. You understand that the Bindery Books Properties are evolving. You acknowledge and agree that Bindery Books may update the Bindery Books Properties with or without notifying you. You may need to update third-party software from time to time in order to receive the Services or use the Bindery Books Properties.
Certain Restrictions. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Bindery Books Properties or any portion of the Bindery Books Properties, including the Website, (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Bindery Books Properties (including images, text, page layout or form) of Bindery Books; (c) you shall not use any metatags or other “hidden text” using Bindery Books’ name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Bindery Books Properties except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Website, including for purposes of training any artificial intelligence or machine learning model (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) you shall not access the Bindery Books Properties in order to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of the Bindery Books Properties may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Bindery Books Properties. Any future release, update or other addition to the Bindery Books Properties shall be subject to the Agreement. Bindery Books, its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use of the Bindery Books Properties terminates the licenses granted by Bindery Books pursuant to the Agreement.
Third-Party Materials. As a part of the Bindery Books Properties, you may have access to materials that are hosted by another party. You agree that it is impossible for Bindery Books to monitor such materials and that you access these materials at your own risk.
Registration. Registering Your Account. In order to access certain features of the Bindery Books Properties you may be required to become a Registered User. For purposes of the Agreement, a “Registered User” is a user who has registered a user account on the Website (each, an “Account”) or has a valid account on the social networking service (“SNS”) through which a user connected to the Website (each such account, a “Third-Party Account”).
Access Through a SNS. If you access the Bindery Books Properties through a SNS as part of the functionality of the Website and/or the Services, you may link your Account with Third-Party Accounts, by allowing Bindery Books to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Bindery Books and/or grant Bindery Books access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating Bindery Books to pay any fees or making Bindery Books subject to any usage limitations imposed by such third-party service providers. By granting Bindery Books access to any Third-Party Accounts, you understand that Bindery Books may access, make available and store (if applicable) any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible through Bindery Books Properties (collectively, “Content”) that you have provided to and stored in your Third-Party Account (“SNS Content”) so that it is available on and through Bindery Books Properties via your Account. Unless otherwise specified in the Agreement, all SNS Content shall be considered to be Your Content (as defined in Section 7.1) for all purposes of the Agreement. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your Account on Bindery Books Properties. Please note that if a Third-Party Account or associated service becomes unavailable or Bindery Books’ access to such Third-Party Account is terminated by the third-party service provider, then SNS Content will no longer be available on and through Bindery Books Properties. You have the ability to disable the connection between your Account and your Third-Party Accounts at any time by accessing the “Settings” section of the Website. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS, AND BINDERY BOOKS DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO IT BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH THIRD-PARTY ACCOUNTS. Bindery Books makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality or noninfringement, and Bindery Books is not responsible for any SNS Content.
Registration Data. In registering for the Services, you agree to (1) provide true, accurate, current and complete information about yourself as prompted by the Services’ registration form (the “Registration Data”); and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You are responsible for all activities that occur under your Account (and if you are a parent or guardian supervising a minor user, you are responsible for all activities that occur under such minor user’s Account). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree not to create an Account or use the Bindery Books Properties if you have been previously banned from the Bindery Books Properties.
Necessary Equipment and Software. You must provide all equipment and software necessary to connect to the Bindery Books Properties. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Bindery Books Properties.
Tastemaker-Specific Terms. Tastemaker Requirements. As a Tastemaker, you are responsible for fulfilling the promises you have made to your subscribers regarding the benefits that they will receive for subscribing. The Tastemaker must deliver all promised content.
Merchandise Program. As a Tastemaker, you may choose to include merchandise as physical rewards for your subscribers that they will receive for subscribing. Merchandise may be selected from the Bindery Books merchandise program and will be shipped by Bindery Books. Tastemakers are responsible for the costs of the merchandise (including shipping). Any artwork or other materials shall be Your Content for purposes of this Agreement. Note: Merchandise is currently available only to subscribers residing in the US and Canada and Tastemaker shall be responsible for giving potential subscribers and subscriber clear advance notice of this limitation on their ability to receive Merchandise.
Tastemaker Warranties. When using the Services as a Tastemaker, you represent and warrant that:
You own all rights in and to Your Content (as applicable) and that you have the right to grant the rights described in this Agreement;
You have paid and will pay in full any fees, royalties or other payments that are due or may become due in connection with the use of Your Content by the End User or any third party;
Your agreement to this Agreement and the provision of any services hereunder does not violate any agreement that you may have with any third party;
Your Content does not infringe, misappropriate or otherwise use without authorization the intellectual property rights, privacy rights, publicity rights, moral rights or other legal rights of any third party, or violate any law, regulation or court order;
Your Content does not contain any third-party intellectual property or other materials unless you have the permission from the rights holder;
You do not offer the following content or services: (i) for any other third party that is the subject of any criminal action, or that is involved in, connected with or promotes illegal or unlawful activity, violence or hate speech; or (ii) that disparage or defame any person, entity, brand or business;
You covenant that any and all of Your Content, including but not limited to Content developed in connection with any digital and/or social media postings, communications or statements effected by or on behalf of Tastemaker hereunder, will be effected in a manner that complies with applicable laws, rules, regulations and guidelines (including the Federal Trade Commission’s Guides Concerning the Use of Endorsements and Testimonials in Advertising – https://www.ftc.gov/sites/default/files/attachments/press-releases/ftc-publishes-final-guides-governing-endorsements-testimonials/091005revisedendorsementguides.pdf), as well as the rules, regulations and policies of each applicable digital and/or social media platform, including with respect to disclosures necessary to clearly and conspicuously indicate to consumers that you have received consideration in exchange therefor, and any Governing Body (as defined below);
You will comply with all rules, regulations and requirements of any union or guild having jurisdiction over Tastemaker, including by making any payments (including health and pension payments) required by any union or guild in respect of such individuals; and
You agree that this Agreement creates an independent contractor relationship and it is your and Bindery Books’ express intent that the relationship be interpreted and held to be that of an independent contractor for all purposes. You agree that you are not a joint venturer, franchisee, partner, agent or employee of Bindery Books, and you will not represent yourself as such.
Payments to Tastemaker. As a Tastemaker, you have the ability to make offerings available on the Services, including, but not limited to, subscriptions automatically renewing on a monthly basis. Bindery Books handles payments issues, such as fraud, chargebacks, and resolution of payment disputes with End Users. We try to provide timely access to the revenue that you have earned through Bindery Books, but you may occasionally experience delays in accessing any such revenue. We may withhold access to your revenue where you have offered a physical benefit to a subscriber that has not yet been delivered. We may also block or withhold access to your revenue for violations of this Agreement or other policies, or for compliance reasons, including collecting tax reporting information. When this happens, Bindery Books will do its best to communicate the reason to you promptly. If you have questions about access to revenue being blocked or withheld, please reach out to us at payments@binderybooks.com. In order to protect Tastemakers, we may block End Users’ payments if we believe them to be fraudulent. If your Account balance becomes negative, we reserve the right to recover those amounts from future payments of revenue.
For each subscription purchased by an End User for Your Content, the price of the subscription (excluding any sales tax) will be allocated as revenue attributable the Tastemaker (“Your Allocated Revenues”). There are three fees/costs associated with your offerings and subscriptions on Bindery Books deducted from Your Allocated Revenues:
Bindery Books Platform Fee: This fee is twenty-five percent (25%) of Your Allocated Revenues and covers the use of the Bindery Books Services;
Merchandise Costs: For subscription levels and types that include physical rewards, we charge you for the price of the merchandise and shipping identified on the merchandise page based on the quantity and SKUs of the associated items; and
Processing & Payout Fees: calculated as a fee per successfully processed payment from End User to Bindery Books, relating to Bindery Books’ cost of processing payments from End Users, including recurring billing, recovering declined payments, and fighting fraud; fees for transferring money you have earned on Bindery Books to your specified payout method (may vary based on your specified payout method); and conversion fees (calculated as a percentage) for payments made from End Users in currencies other than your payment currency;
Each Tastemaker must register with the third-party payment provider selected by Bindery Books, which Bindery Books may change in its sole discretion. Tastemakers may not use a payment provider other than the one selected by Bindery Books. Each Tastemaker must provide the payment provider any information required in order to receive payments via the payment provider, e.g., information about the bank account that the Tastemaker owns at a regulated financial institution. Any payments due to Tastemaker from Bindery Books will be made via the payment provider. If available, Tastemaker may transfer funds from its Bindery Books account to Tastemaker’s bank account by submitting a payment request. Tastemaker’s request will be processed by the payment provider. If not available, Bindery Books will submit the payment request, for processing by the payment provider. In addition, Bindery Books may, in its sole discretion, transfer funds from a Bindery Books account to a Tastemaker’s bank account especially in the case of account inactivity. If a Tastemaker does not provide the payment provider with all required information, a Tastemaker may not be able to receive the payments due to such Tastemaker. Bindery Books will not be responsible for any damages, delays, losses, costs, expenses, or liabilities arising out of or in connection with Tastemaker’s inability to receive payments as a result of Tastemaker’s failure to provide such information. Tastemaker acknowledges and agrees that Bindery Books does not operate, own, or control the payment provider; and Tastemaker’s use of any payment provider is subject to the terms and privacy policies of that payment provider. Tastemaker agrees that Bindery Books is not responsible for any delay, failure, damage, or liability caused by a payment provider, any other third party, a force majeure, or Tastemaker’s failure to timely or properly set up an account with the payment provider or otherwise provide requested information for payment. Other than with respect to any payment to or deduction by the application platform (as set forth in Section 4.2(b). Bindery Books will be responsible for fees, costs, and expenses incurred in connection with the payment provider selected by Bindery Books. Unless otherwise agreed by Bindery Books in writing, Tastemaker acknowledges and agrees that Tastemaker is solely responsible for any other fees, costs, and expenses, including with respect to Tastemaker’s bank account and foreign exchange fees. Notwithstanding anything to the contrary contained in these Terms, if Bindery Books, in its sole discretion, believes that any fraud, money laundering, or other violation of law or regulation is taking place on or in connection with our Site, Tastemaker acknowledges and agrees that Bindery Books may withhold, delay, or seek repayment of any payments we believe, in our sole discretion, are related to the violation.
In order to satisfy our tax obligations, Bindery Books may collect tax identification information from Tastemakers, and, in certain circumstances, report this information and earnings to tax authorities, as legally required. For example, if you are located in the United States or are a United States citizen who has earned $600 or more, Bindery Books is required to issue you a Form 1099-K at year end. For purposes of Forms 1099-Ks, Bindery Books treats all Tastemaker earnings as earned for the sales of goods or services. As a Tastemaker, you are responsible for reporting any income, withholding, or other earnings-based taxes which may be due as a result of money you have earned on the Bindery Books Properties. We are additionally responsible for a number of transactional taxes across the world. These include, but are not limited to, Valued Added Tax (“VAT”), Goods and Services Tax (“GST”) and other local service or sales taxes in non-US locations (collectively referred to as “VAT”), as well as Sales Tax (as defined below). In locales where we are required to collect transaction tax from patrons, invoices presented to and payments processed from patrons will include the tier or custom payment amount plus the applicable tax. Applicable tax will be charged in addition to the price of a relevant transaction based upon the benefits that you indicate that you will be offering to End Users. We will use the benefit categories that you assign to your subscription or offering to calculate, collect, and remit the applicable taxes. Tastemakers are responsible for ensuring that all of their benefits are properly categorized using good faith efforts and to the best of their abilities. Once settled, the tax amount will be automatically deducted from Tastemakers’ earnings, and we will remit directly to the applicable taxing authority. A record of the transaction tax portion of the payment will be available on your earnings details page. Tastemakers agree that they will provide us with any information and documents for accurate tax determination and compliance, where and as we request, or as otherwise required.
End User Payments, Fees, Subscription Terms and Physical Benefits.
Subscriptions. To enjoy full access to the Bindery Books Properties, End Users need to sign up for a subscription. A subscription starts on the date that an End User signs up for a subscription and submits payment via a valid Payment Method (defined below) or reactivate a pre-existing subscription. Unless we otherwise communicate a different time period to you at the time of sign up or otherwise (such as a multi-month commitment plan), each billing cycle is one month in length (a “Subscription Cycle”). Your Bindery Books subscription automatically renews each month, and we will automatically bill the monthly subscription fee to your Payment Method each month, until your subscription is cancelled or terminated.
Physical Benefits (Including Books). Some Bindery Books subscription tiers include physical benefits (like books or acknowledgements in books) once certain subscription requirements are met by the End User. Physical benefits are related to books in the process of publication and are tied to certain publishing milestones. An End User is eligible to receive a physical benefit (like a book, bookmark, sticker or acknowledgement in a book), if (1) the End User subscribes to a subscription tier offering a physical benefit (including a book), (2) the End User has subscribed to such subscription tier for three (3) consecutive months, (3) the End User is an active subscriber to such subscription tier at the time the publishing milestone specified in the offer is met, and (4) the End User resides in a territory to which Bindery ships (currently the USA and Canada only). If an End User cancels or does not renew their subscription prior to reaching the publishing milestone, the End User will not receive the physical benefit. An End User must be an active subscriber to the relevant subscription tier at the time the publishing milestone is met in order to receive the applicable physical benefit. If the End User switches to a subscription tier that does not include a particular physical benefit, any progress toward earning that physical benefit is lost (even if the subscriber rejoins the original tier).
RECURRING BILLING. BY INITIATING A SUBSCRIPTION WITH BINDERY BOOKS, YOU AUTHORIZE US TO CHARGE YOU FOR YOUR INITIAL SUBSCRIPTION PERIOD AND A RECURRING MONTHLY SUBSCRIPTION FEE AT THE THEN CURRENT RATE, WHICH MAY CHANGE FROM TIME TO TIME. YOU AUTHORIZE US TO CHARGE YOUR PAYMENT METHOD FOR SUCH VARYING AMOUNTS, WHICH MAY BE BILLED MONTHLY IN ONE OR MORE CHARGES. YOU ALSO AUTHORIZE US TO CHARGE YOU ANY OTHER FEES YOU MAY INCUR IN CONNECTION WITH YOUR USE OF THE BINDERY BOOKS PROPERTIES, SUCH AS ANY APPLICABLE SIGN-UP FEE, TAXES AND CANCELLATION OR LATE FEES, AS FURTHER EXPLAINED BELOW. NOTE THAT EVEN IF YOU DO NOT USE THE SUBSCRIPTION OR ACCESS THE BINDERY BOOKS PROPERTIES AND/OR ANY CREDITS WITH BINDERY BOOKS, YOU WILL BE RESPONSIBLE FOR SUBSCRIPTION FEES UNTIL YOU CANCEL YOUR SUBSCRIPTION, OR IT IS OTHERWISE TERMINATED.
SUBSCRIPTION CYCLE. WHEN YOU SIGN UP AND PURCHASE YOUR BINDERY BOOKS SUBSCRIPTION, YOUR FIRST SUBSCRIPTION CYCLE WILL BE BILLED IMMEDIATELY. UNLESS WE EXPRESSLY COMMUNICATE OTHERWISE, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW EACH MONTH AND YOU WILL BE BILLED ON THE SAME DATE EACH MONTH. WE RESERVE THE RIGHT TO CHANGE THE TIMING OF OUR BILLING (AND IF WE DO, WE WILL MAKE ADJUSTMENTS TO THE AMOUNTS WE CHARGE, AS APPROPRIATE). IN THE EVENT YOUR PAID SUBSCRIPTION BEGAN ON A DAY NOT CONTAINED IN A GIVEN MONTH, WE MAY BILL YOUR PAYMENT METHOD ON A DAY IN THE APPLICABLE MONTH OR SUCH OTHER DAY AS WE DEEM APPROPRIATE. FOR EXAMPLE, IF YOU STARTED YOUR BINDERY BOOKS SUBSCRIPTION ON MARCH 31, YOUR NEXT PAYMENT DATE IS LIKELY TO BE APRIL 30, AND YOUR PAYMENT METHOD WOULD BE BILLED ON THAT DATE.
Taxes. The payments required under Section 5.1 of this Agreement do not include any Sales Tax that may be due in connection with the Services provided under this Agreement. If Bindery Books determines it has a legal obligation to collect a Sales Tax from you in connection with this Agreement, Bindery Books shall collect such Sales Tax in addition to the payments required under Section 5.1 of this Agreement. If any Services, or payments for any Services, under the Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Bindery Books, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you will indemnify Bindery Books for any liability or expense Bindery Books may incur in connection with such Sales Taxes. Upon Bindery Books’ request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, “Sales Tax” shall mean any sales or use tax and any other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.
Shipping. Any physical benefits earned by subscribers will be shipped by a third party carrier. As a result, title and risk of loss for such merchandise will pass to you upon our delivery to the carrier. Unless otherwise indicated at the time of your subscription or at the time the physical benefit is announced, shipping and handling fees are included with the physical benefit. Shipping dates and/or arrival times are only estimates.
We are neither responsible nor liable for any delays or failures in performance from any cause beyond our control, including, but not limited to acts of God, changes to law or regulations, embargoes, war, terrorist acts, acts or omissions of third-party providers, riots, fires, earthquakes, floods, power outages, strikes, weather conditions or acts of hackers, internet service providers or any other third party, or your acts or omissions. Repeated claims of undelivered or missing physical benefits once shipped by Bindery Books may result in the cancellation of your subscription or refusal to process future transactions.
Refunds; Returns; Disputes. Generally, our fees and the value of products are nonrefundable unless we specifically communicate otherwise at the time of purchase. WE DO NOT PROVIDE REFUNDS FOR ANY SUBSCRIPTIONS. You must notify us in writing within seven (7) days after receiving your credit card statement, if you dispute any of our charges on that statement or such dispute will be deemed waived. Billing disputes should be notified to Bindery Books at billing@binderybooks.com. We do not currently accept returns of any physical benefits you may earn from your Subscription, and any physical benefits returned by an End User will not be eligible for a refund. In the case that your physical benefit does not arrive or a product is damaged, we must be notified via email at info@binderybooks.com within four (4) weeks of receiving your tracking information. If we are not notified within that time frame, we can no longer be held accountable for the missing or damaged items and will not be able to offer a replacement or refund. Please note that orders may take two (2) weeks to fulfill from the time of shipment. All refunds are granted at the sole discretion of Bindery Books.
In the event that Bindery Books is unable to fulfill any physical benefit, Bindery Books may credit an End User an amount, in its sole discretion, in lieu of the physical benefit.
PRICE CHANGES. WE RESERVE THE RIGHT TO ADJUST PRICING AT ANY TIME. UNLESS WE EXPRESSLY COMMUNICATE OTHERWISE, ANY PRICE CHANGES TO YOUR SUBSCRIPTION WILL TAKE EFFECT ON YOUR NEXT BILLING CYCLE UPON NOTICE COMMUNICATED THROUGH A POSTING ON THE BINDERY BOOKS WEBSITE OR SUCH OTHER MEANS AS WE MAY DEEM APPROPRIATE FROM TIME TO TIME, SUCH AS EMAIL. IF YOU DO NOT CANCEL YOUR SUBSCRIPTION, YOU WILL BE DEEMED TO HAVE ACCEPTED THESE NEW FEES.
PAYMENT METHODS. You must provide us with a current, valid, accepted method of payment (“Payment Method”). We may update the accepted Payment Methods from time to time. YOU MAY EDIT YOUR PAYMENT METHOD INFORMATION BY LOGGING ONTO THE SERVICES AND EDITING IT IN YOUR ACCOUNT SETTINGS. IF A PAYMENT IS NOT SUCCESSFULLY SETTLED DUE TO EXPIRATION, INSUFFICIENT FUNDS OR OTHERWISE, YOU NONETHELESS WILL REMAIN RESPONSIBLE FOR ANY UNCOLLECTED AMOUNTS AND AUTHORIZE US TO CONTINUE BILLING THE PAYMENT METHOD OR ANY OTHER PAYMENT METHOD YOU HAVE PROVIDED, AS IT MAY BE UPDATED, INCLUDING IN THE EVENT YOU ATTEMPT TO CREATE A NEW ACCOUNT, REACTIVATE THE UNSETTLED ACCOUNT OR SIGN UP FOR A NEW ACCOUNT. THIS MAY RESULT IN A CHANGE TO YOUR PAYMENT BILLING DATES. IF WE CANNOT CHARGE YOUR ACCOUNT, WE RESERVE THE RIGHT, BUT ARE NOT OBLIGATED, TO TERMINATE YOUR ACCESS TO OUR SITE OR ANY PORTION THEREOF.
CANCELLATION OF SUBSCRIPTION. UNLESS WE COMMUNICATE OTHERWISE, YOU MAY TERMINATE YOUR SUBSCRIPTION AT ANY TIME BEFORE YOUR SUBSCRIPTION RENEWS BY GOING INTO YOUR ACCOUNT SETTINGS ON THE SERVICES AND LETTING US KNOW YOU WOULD LIKE TO CANCEL. UNLESS WE COMMUNICATE OTHERWISE, FOLLOWING ANY CANCELLATION YOU WILL CONTINUE TO HAVE ACCESS TO YOUR SUBSCRIPTION THROUGH THE END OF YOUR CURRENT PREPAID SUBSCRIPTION CYCLE, UNLESS YOU CANCEL AND RECEIVE A REFUND IN WHICH CASE YOUR ACCESS WILL BE TERMINATED IMMEDIATELY. IF YOU CANCEL YOUR SUBSCRIPTION OR IT IS TERMINATED FOR ANY REASON, YOU WILL LOSE ACCESS TO ALL CONTENT, CREDITS OR FEATURES AVAILABLE THROUGH THE SUBSCRIPTION (INCLUDING ALL PHYSICAL BENEFITS NOT YET SHIPPED OR OTHERWISE FULFILLED).
Relationship of the Parties. Any agreements created between an End User and a Tastemaker are not binding on us. We are not liable for, or obligated to enforce, any agreements between an End User and a Tastemaker, including with respect to any Content to be provided by a Tastemaker. You will not consider Bindery Books, nor will Bindery Books be construed as, a party to such transactions, whether or not Bindery Books receives some form of remuneration in connection with the transaction, and Bindery Books will not be liable for any costs or damages arising out of or related to such transaction. No contractual obligations are created with us with respect to such transactions or agreements, and in the event that you have a dispute with one or more Users, you release Bindery Books (and our officers, directors, agents, investors, subsidiaries, and employees) from any and all claims, demands, or damages (actual or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
Responsibility for Content. Types of Content. You acknowledge that all information, data, text, software, music, sound, photographs, graphics, video, messages, tags, merchandise content and other materials accessible through the Services (“Content”), including the Bindery Books Properties, is the sole responsibility of the party from whom such Content originated. This means that you, and not Bindery Books, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise share or make available (“Make Available”) through the Bindery Books Properties (“Your Content”), and that you and other Users of the Bindery Books Properties, and not Bindery Books, are similarly responsible for all Content they Make Available through the Bindery Books Properties (“User Content”).
No Obligation to Pre-Screen Content. You acknowledge that Bindery Books has no obligation to pre-screen Content (including, but not limited to, User Content), although Bindery Books reserves the right in its sole discretion to pre-screen, refuse or remove any Content. By entering into the Agreement, you hereby provide your irrevocable consent to such monitoring. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including without limitation messages that you send using the Services. In the event that Bindery Books pre-screens, refuses or removes any Content, you acknowledge that Bindery Books will do so for Bindery Books’ benefit, not yours. Without limiting the foregoing, Bindery Books shall have the right to remove any Content that violates the Agreement or is otherwise objectionable.
Storage. Unless expressly agreed to by Bindery Books in writing elsewhere, Bindery Books has no obligation to store any of Your Content that you Make Available on the Bindery Books Properties. Bindery Books has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Bindery Books Properties. Certain Services may enable you to specify the level at which such Services restrict access to Your Content. You are solely responsible for applying the appropriate level of access to Your Content. If you do not choose, the system may default to its most permissive setting. You agree that Bindery Books retains the right to create reasonable limits on Bindery Books’ use and storage of the Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits described in the web pages accompanying the Services and as otherwise determined by Bindery Books in its sole discretion.
Ownership. Bindery Books Properties. Except with respect to Your Content and User Content, you agree that Bindery Books and its suppliers own all rights, title and interest in the Bindery Books Properties. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website, the Services, or the Bindery Books Properties.
Trademarks. “Bindery Books” and other related graphics, logos, service marks and trade names used on or in connection with the Bindery Books Properties are the trademarks of Bindery Books and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Bindery Books Properties are the property of their respective owners.
Other Content. Except with respect to Your Content, you agree that you have no right or title in or to any Content that appears on or in the Bindery Books Properties.
Your Content. Bindery Books does not claim ownership of Your Content. However, when you as a User post or publish Your Content on or in the Bindery Books Properties, you represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Your Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology and on merchandise now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content.
License to Your Content. Subject to any applicable account settings that you select, you grant Bindery Books a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display, Your Content (in whole or in part), in any medium or manner, now known or hereafter devised, for the purposes of operating and providing the Bindery Books Properties to you and to our other Users. Please remember that other Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the Bindery Books Properties. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that you, not Bindery Books, are responsible for all of Your Content that you Make Available on or in the Bindery Books Properties.
Your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of Bindery Books.
Your Profile. Any Content posted by you in your profile may not contain nudity, violence, sexually explicit, or offensive subject matter.
Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Bindery Books through its suggestion, feedback, wiki, forum or similar pages (“Feedback”) is at your own risk and that Bindery Books has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Bindery Books a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Bindery Books Properties.
User Conduct General. While using or accessing the Bindery Books Properties you agree that you will not, under any circumstances:
Breach or circumvent any laws, third party rights or our systems, policies, or determinations of your Account status;
Interfere with or damage Bindery Books Properties, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information, or similar methods or technology;
Fail to honor any transaction agreed to by you, unless the Tastemaker fails to comply with the terms of such transaction;
Post false, inaccurate, misleading, defamatory or libelous content;
Take any action that may undermine our feedback or ratings systems;
Bypass our robot exclusion headers, interfere with the working of the Bindery Books Properties, or impose an unreasonable or disproportionately large load on our infrastructure;
Upload, post, e-mail, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
Use the Bindery Books Properties to collect, harvest, transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers; or
Make Available any Content that (i) is unlawful, tortious, defamatory, vulgar, obscene, libelous, or racially, ethnically or otherwise objectionable; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening, or promotes violence or actions that are threatening to any other person; (v) promotes illegal or harmful activities; or (vi) infringes a third party’s intellectual property or privacy or other proprietary right.
Acceptable Use. In connection with your access to and use of the Services, you will not, and will ensure that Your Content that you Make Available on the Services does not:
violate any law, regulation, or court order;
violate, infringe, or misappropriate the intellectual property, privacy, publicity, moral or “droit moral,” or other legal rights of any third party;
submit, post, share, or communicate anything that is, or that incites or encourages, action that is, explicitly or implicitly illegal, abusive, harassing, threatening, hateful, racist, derogatory, harmful to any reputation, pornographic, indecent, profane, obscene, or otherwise objectionable (including nudity), including but not limited to:
defamatory, discriminatory, or mean-spirited content, including references or commentary about religion, race, sexual orientation, gender, national/ethnic origin, or other targeted groups, particularly if the app is likely to humiliate, intimidate, or harm a targeted individual or group;
realistic portrayals of people or animals being killed, maimed, tortured, or abused, or content that encourages violence;
depictions that encourage illegal or reckless use of weapons and dangerous objects, or facilitate the purchase of firearms or ammunition
overtly sexual or pornographic material, defined by Webster’s Dictionary as “explicit descriptions or displays of sexual organs or activities intended to stimulate erotic rather than aesthetic or emotional feelings” (except to the extent that such content is incorporated solely into any book and flagged with an appropriate 18+ flag);
inflammatory religious commentary or inaccurate or misleading quotations of religious texts; or
false information and features, including inaccurate device data or trick/joke functionality, such as fake location trackers.
send advertising or commercial communications, including spam, or any other unsolicited or unauthorized communications;
stalk, harass, threaten, or harm any third party;
impersonate any third party;
participate in any fraudulent or illegal activity, including phishing, money laundering, or fraud; or
advocate, encourage, or assist any third party in doing any of the foregoing.
In addition, you agree that Your Content that you Make Available on the Services must comply with the terms of our Community Guidelines.
Investigations. Bindery Books may, but is not obligated to, monitor or review the Bindery Books Properties and Content at any time. Without limiting the foregoing, Bindery Books shall have the right, in its sole discretion, to remove any of Your Content for any reason (or no reason), including if such Content violates the Agreement or any applicable law. Although Bindery Books does not generally monitor user activity occurring in connection with the Bindery Books Properties or Content, if Bindery Books becomes aware of any possible violations by you of any provision of the Agreement, Bindery Books reserves the right to investigate such violations, and Bindery Books may, at its sole discretion, immediately terminate your license to use the Bindery Books Properties, or change, alter or remove Your Content, in whole or in part, without prior notice to you.
Interactions with Other Users. User Responsibility. You are solely responsible for your interactions with other Users of the Bindery Books Properties and any other parties with whom you interact through the Bindery Books Properties; provided, however, that Bindery Books reserves the right, but has no obligation, to intercede in such disputes.
Content Provided by Other Users. The Bindery Books Properties may contain User Content provided by other Users. Bindery Books is not responsible for and does not control User Content. Bindery Books has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to User Content. You use all User Content and interact with other Users at your own risk.
Third-Party Services & Ads. Payment Processing. Bindery Books uses Stripe, Inc. and its affiliates as the third party service provider for payment services (e.g., card acceptance, merchant settlement, and related services) (a “Third Party Service Provider”). By buying or subscribing to any Bindery Books Property, you agree to be bound by Stripe’s Privacy Policy (currently accessible at https://stripe.com/us/privacy) and its Agreement of Service (currently accessible at https://stripe.com/us/terms) and hereby consent and authorize Bindery Books and Stripe to share any information and payment instructions you provide with each other to the minimum extent required to complete your transactions.
Third-Party Services. The Bindery Books Properties may contain links and/or integrate with third-party websites and/or services (“Third-Party Services”) and advertisements for third parties (“Third-Party Ads”) (collectively, “Third-Party Services & Ads”). For example, we may provide you with the ability to join the Bindery Books Discord (a Third-Party Service) via a link to Discord’s website or application, accessible through the Services. When you click on a link to or otherwise access a Third-Party Service or a Third-Party Ad, we will not warn you that you have left the Bindery Books Properties and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Services are not under the control of Bindery Books. Bindery Books is not responsible for any Third-Party Services & Ads. Bindery Books provides these Third-Party Services & Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Services & Ads, or their products or services. You use Third-Party Services & Ads at your own risk. When you leave our Website, our Agreement and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Services, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third-party.
Indemnification. You agree to indemnify and hold Bindery Books, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively the “Bindery Books Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your Content; (b) your use of, or inability to use, the Bindery Books Properties; (c) your violation of the Agreement; (d) your violation of any rights of another party, including any User; or (e) your violation of any applicable laws, rules or regulations. Bindery Books reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Bindery Books in asserting any available defenses. You agree that the provisions in this section will survive any termination of your Account, the Agreement, or your access to the Bindery Books Properties.
Disclaimer of Warranties. As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE BINDERY BOOKS PROPERTIES IS AT YOUR SOLE RISK, AND THE BINDERY BOOKS PROPERTIES AND ALL PRODUCTS AND SUBSCRIPTIONS AVAILABLE FOR ORDER ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. BINDERY BOOKS PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
BINDERY BOOKS PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE BINDERY BOOKS PROPERTIES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE BINDERY BOOKS PROPERTIES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE BINDERY BOOKS PROPERTIES WILL BE ACCURATE OR RELIABLE; OR (4) ANY ERRORS IN THE BINDERY BOOKS PROPERTIES WILL BE CORRECTED.
ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE BINDERY BOOKS PROPERTIES IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY OR PERSON, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE BINDERY BOOKS PROPERTIES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
YOU AGREE THAT WE ARE NOT RESPONSIBLE OR LIABLE TO YOU IF INFORMATION MADE AVAILABLE ON THE BINDERY BOOKS PROPERTIES IS NOT ACCURATE, COMPLETE OR CURRENT. THE MATERIAL ON THE BINDERY BOOKS PROPERTIES IS PROVIDED FOR GENERAL INFORMATION ONLY AND SHOULD NOT BE RELIED UPON OR USED AS THE SOLE BASIS FOR MAKING DECISIONS WITHOUT CONSULTING PRIMARY, MORE ACCURATE, MORE COMPLETE OR MORE TIMELY SOURCES OF INFORMATION. ANY RELIANCE ON THE MATERIAL ON THE BINDERY BOOKS PROPERTIES IS AT YOUR OWN RISK.
THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. BINDERY BOOKS MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO SERVICES, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF SERVICES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM BINDERY BOOKS OR THROUGH THE BINDERY BOOKS PROPERTIES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
FROM TIME TO TIME, BINDERY BOOKS MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT BINDERY BOOKS’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.
No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT BINDERY BOOKS PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD BINDERY BOOKS PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
No Liability for Conduct of Other Users. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE BINDERY BOOKS PROPERTIES. YOU UNDERSTAND THAT BINDERY BOOKS DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE BINDERY BOOKS PROPERTIES. BINDERY BOOKS MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE BINDERY BOOKS PROPERTIES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE BINDERY BOOKS PROPERTIES.
BINDERY BOOKS MAKES NO WARRANTY THAT ANY SERVICES PROVIDED BY TASTEMAKER WILL MEET YOUR REQUIREMENTS OR THAT SUCH SERVICES WILL BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. BINDERY BOOKS MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY USER CONTENT OBTAINED THROUGH THE BINDERY BOOKS PROPERTIES.
WHILE WE MAY HELP FACILITATE THE RESOLUTION OF DISPUTES AMONG USERS THROUGH VARIOUS PROGRAMS, WE HAVE NO CONTROL OVER AND DO NOT GUARANTEE THE QUALITY, SAFETY OR LEGALITY OF TRANSACTIONS, THE TRUTH OR ACCURACY OF USERS’ CONTENT, THE ABILITY OF END UESRS TO INITIATE TRANSACTIONS, THE ABILITY OF TASTEMAKERS TO ACCEPT TRANSACTIONS, OR THAT A TASTEMAKER WILL ACTUALLY HONOR A DEAL.
No Medical Advice. IF YOU HAVE ANY CONCERNS OR QUESTIONS ABOUT YOUR HEALTH, YOU SHOULD ALWAYS CONSULT WITH A PHYSICIAN OR OTHER HEALTH-CARE PROFESSIONAL. DO NOT DISREGARD, AVOID OR DELAY OBTAINING MEDICAL OR HEALTH RELATED ADVICE FROM YOUR HEALTHCARE PROFESSIONAL BECAUSE OF INFORMATION OR CONTENT AVAILABLE ON THE BINDERY BOOKS PROPERTIES. THE USE OF INFORMATION AND CONTENT PROVIDED THROUGH THE BINDERY BOOKS PROPERTIES IS SOLELY AT YOUR OWN RISK.
NOTHING STATED OR POSTED ON THE BINDERY BOOKS PROPERTIES OR AVAILABLE THROUGH ANY SERVICES IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL OR COUNSELING CARE. FOR PURPOSES OF THIS AGREEMENT, THE PRACTICE OF MEDICINE AND COUNSELING INCLUDES, WITHOUT LIMITATION, PSYCHIATRY, PSYCHOLOGY, PSYCHOTHERAPY, OR PROVIDING HEALTH CARE TREATMENT, INSTRUCTIONS, DIAGNOSIS, PROGNOSIS OR ADVICE.
No Professional Advice. THE CONTENT AND INFORMATION LOCATED ON THE BINDERY BOOKS PROPERTIES ARE DESIGNED FOR EDUCATIONAL, INFORMATIONAL, AND ENTERTAINMENT PURPOSES ONLY AND IS NOT CONSTRUED TO BE ADVICE OF ANY KIND. YOU SHOULD NOT RELY ON INFORMATION AVAILABLE IN OR VIA THE BINDERY BOOKS PROPERTIES AS A SUBSTITUTE FOR PROFESSIONAL ADVICE, INCLUDING MEDICAL ADVICE. YOU MUST NOT RELY ON ANY OF THE CONTENT AND INFORMATION FOR ANY PURPOSES WHATSOEVER, AND YOU MUST SEEK YOUR OWN INDEPENDENT PROFESSIONAL ADVICE BEFORE RELYING ON OR OTHERWISE DECIDING TO TAKE ANY ACTION ON THE BASIS OF ANY CONTENT OR INFORMATION AVAILABLE THROUGH THE SERVICES.
Limitation of Liability. Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL BINDERY BOOKS PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE BINDERY BOOKS PROPERTIES OR ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT BINDERY BOOKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE BINDERY BOOKS PROPERTIES OR THIRD PARTIES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (1) THE USE OR INABILITY TO USE THE BINDERY BOOKS PROPERTIES; (2) ANY DEALS OFFERED THROUGH THE SERVICES; (3) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO THROUGH THE BINDERY BOOKS PROPERTIES; (4) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (5) STATEMENTS OR CONDUCT OF ANY THIRD-PARTY ON BINDERY BOOKS PROPERTIES; OR (6) ANY OTHER MATTER RELATED TO THE BINDERY BOOKS PROPERTIES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY.
Cap on Liability. UNDER NO CIRCUMSTANCES WILL BINDERY BOOKS PARTIES BE LIABLE TO YOU FOR MORE THAN THE AMOUNT RECEIVED BY BINDERY BOOKS AS A RESULT OF YOUR USE OF THE BINDERY BOOKS PROPERTIES IN THE THREE (3) MONTHS PRECEDING THE DATE ON WHICH YOU FIRST ASSERT YOUR CLAIM. IF YOU HAVE NOT PAID BINDERY BOOKS ANY AMOUNTS IN THE THREE (3) MONTHS PRECEDING THE DATE ON WHICH YOU FIRST ASSERT ANY SUCH CLAIM, BINDERY BOOKS’S SOLE AND EXCLUSIVE LIABILITY SHALL BE LIMITED TO ONE HUNDRED DOLLARS ($100).
Exclusion of Damages. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
User Content. BINDERY BOOKS PARTIES ASSUME NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND USER CONTENT), USER COMMUNICATIONS OR PERSONALIZATION SETTINGS.
Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN BINDERY BOOKS AND YOU.
Procedure for Making Claims of Copyright Infringement. It is Bindery Books’ policy to terminate membership privileges of any User who repeatedly infringes copyright upon prompt notification to Bindery Books by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Bindery Books Properties in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on the Bindery Books Properties of the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for Bindery Books’ DMCA Agent for notice of claims of copyright infringement is as follows: Email: copyright@binderybooks.com; physical mail: Bindery Books, Inc., Attn: Copyright Agent, 584 Castro Street #2193, San Francisco, California 94114-2512.
Termination. Termination or Suspension of Services by Bindery Books. Bindery Books may terminate or suspend your right to use the Bindery Books Properties at any time for any or no reason by providing you with written or email notice of such termination, and termination will be effective immediately upon delivery of such notice. We may cancel unconfirmed Accounts or Accounts that have been inactive for a long time, or modify or discontinue our Services. Without limitation, Bindery Books may terminate or suspend your right to use the Bindery Books Properties if you breach any provision of the Agreement or any policy of Bindery Books posted through the Bindery Books Properties from time to time; if Bindery Books otherwise finds that you have engaged in inappropriate and/or offensive behavior; if Bindery Books believes you are creating problems or possible legal liabilities; if Bindery Books believes such action will improve the security of our community or reduce another User’s exposure to financial liabilities; if Bindery Books believes you are infringing the rights of third parties; if Bindery Books believes you are acting inconsistently with the spirit of this Agreement; or if despite our reasonable endeavors, Bindery Books is unable to verify or authenticate any information you provide. In addition to terminating or suspending your Account, Bindery Books reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress. Even after your right to use the Services is terminated or suspended, this Agreement will remain enforceable against you.
Termination of Services by You. If you want to terminate the Services provided by Bindery Books, you may do so by closing your Account for all of the Services that you use. If you have an active subscription, the terms of Section 5.10 (Cancellation of Your Subscription), will apply.
Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also includes deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of Your Content associated therewith from our live databases. Please note that we may be required to keep such information and not delete it (or to keep this information for a certain time, in which case we will comply with your deletion request only after we have fulfilled such requirements). When we delete any information, it will be deleted from the active database, but may remain in our archives. We may also retain your information for fraud or similar purposes. Bindery Books will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
Remedies. Violations. If Bindery Books becomes aware of any possible violations by you of the Agreement, Bindery Books reserves the right to investigate such violations. If, as a result of the investigation, Bindery Books believes that criminal activity has occurred, Bindery Books reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Bindery Books is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Bindery Books Properties, including Your Content, to (1) comply with applicable laws, legal process or governmental request; (2) enforce the Agreement; (3) respond to any claims that Your Content violates the rights of third parties; (4) respond to your requests for customer service; (5) protect the rights, property or personal safety of Bindery Books, its Users or the public; or (6) in connection with all enforcement actions or investigations or other government officials, as Bindery Books in its sole discretion believes to be necessary or appropriate.
Breach. In the event that Bindery Books determines, in its sole discretion, that you have breached any portion of the Agreement, or have otherwise demonstrated conduct inappropriate for the Bindery Books Properties, Bindery Books reserves the right to:
Warn you via e-mail (to any e-mail address you have provided to Bindery Books) that you have violated the Agreement;
Delete any of Your Content provided by you or your agent(s) to the Bindery Books Properties;
Discontinue your registration(s) with any of the Bindery Books Properties, including the Services;
Notify and/or send Content to, and/or fully cooperate with, the proper law enforcement authorities for further action; and/or
Pursue any other action which Bindery Books deems to be appropriate.
No Subsequent Registration. If your registration(s) with or ability to access the Bindery Books Properties is discontinued by Bindery Books due to your violation of any portion of the Agreement or for any other inappropriate conduct, as determined by Bindery Books in its sole discretion, then you agree that you shall not attempt to re-register with or access the Bindery Books Properties through use of a different member name or otherwise. In the event that you violate the immediately preceding sentence, Bindery Books reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.
International Users. This Website can be accessed from countries around the world and may contain references to Bindery Books Properties and Content that are not available in your country. These references do not imply that Bindery Books intends to announce such Bindery Books Properties or Content in your country. The Bindery Books Properties are controlled and offered by Bindery Books from its facilities in the United States of America. Bindery Books makes no representations that the Bindery Books Properties are appropriate or available for use in other locations. Those who access or use the Bindery Books Properties from other jurisdictions do so at their own volition and are responsible for compliance with local law.
Arbitration Agreement. Please read the following arbitration agreement in this section (“Arbitration Agreement”) carefully. It requires that you and Bindery Books arbitrate disputes against one another. PLEASE BE AWARE THAT THIS SECTION 18 CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND BINDERY BOOKS HAVE AGAINST EACH OTHER WILL BE RESOLVED. AMONG OTHER THINGS, THIS SECTION 18 INCLUDES AN AGREEMENT TO ARBITRATE WHICH REQUIRES, WITH LIMITED EXCEPTIONS, THAT ALL DISPUTES BETWEEN YOU AND BINDERY BOOKS BE RESOLVED BY BINDING AND FINAL ARBITRATION. THIS SECTION 18 ALSO CONTAINS A CLASS ACTION AND JURY TRIAL WAIVER. PLEASE READ THIS SECTION 18 CAREFULLY.
Applicability of Arbitration Agreement. Subject to the terms of this Arbitration Agreement, you and Bindery Books agree that any dispute, claim, disagreements arising out of or relating in any way to your access to or use of the Services, any communications you receive, any products sold or distributed through the Services or the Agreement and prior versions of the Agreement, including claims and disputes that arose between us before the effective date of this Agreement (each, a “Dispute”) will be resolved by binding arbitration, rather than in court, except that: (1) you and Bindery Books may assert claims or seek relief in small claims court if such claims qualify and remain in small claims court; and (2) you or Bindery Books may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). For purposes of this Arbitration Agreement, “Dispute” will also include disputes that arose or involve facts occurring before the existence of this or any prior versions of the Agreement as well as claims that may arise after the termination of this Agreement.
Informal Dispute Resolution. There might be instances when a Dispute arises between you and Bindery Books. If that occurs, Bindery Books is committed to working with you to reach a reasonable resolution. You and Bindery Books agree that good faith informal efforts to resolve Disputes can result in a prompt, low‐cost and mutually beneficial outcome. You and Bindery Books therefore agree that before either party commences arbitration against the other (or initiates an action in small claims court if a party so elects), we will personally meet and confer telephonically or via videoconference, in a good faith effort to resolve informally any Dispute covered by this Arbitration Agreement (“Informal Dispute Resolution Conference”). If you are represented by counsel, your counsel may participate in the conference, but you will also participate in the conference.
The party initiating a Dispute must give notice to the other party in writing of its intent to initiate an Informal Dispute Resolution Conference (“Notice”), which shall occur within 45 days after the other party receives such Notice, unless an extension is mutually agreed upon by the parties. Notice to Bindery Books that you intend to initiate an Informal Dispute Resolution Conference should be sent by email to info@binderybooks.com. The Notice must include: (1) your name, telephone number, mailing address, email address associated with your account (if you have one); (2) the name, telephone number, mailing address and e‐mail address of your counsel, if any; and (3) a description of your Dispute.
The Informal Dispute Resolution Conference shall be individualized such that a separate conference must be held each time either party initiates a Dispute, even if the same law firm or group of law firms represents multiple users in similar cases, unless all parties agree; multiple individuals initiating a Dispute cannot participate in the same Informal Dispute Resolution Conference unless all parties agree. In the time between a party receiving the Notice and the Informal Dispute Resolution Conference, nothing in this Arbitration Agreement shall prohibit the parties from engaging in informal communications to resolve the initiating party’s Dispute. Engaging in the Informal Dispute Resolution Conference is a condition precedent and requirement that must be fulfilled before commencing arbitration. The statute of limitations and any filing fee deadlines shall be tolled while the parties engage in the Informal Dispute Resolution Conference process required by this section.
Waiver of Jury Trial. YOU AND BINDERY BOOKS HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Bindery Books are instead electing that all Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in the subsection entitled “Applicability of Arbitration Agreement” above. There is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
Waiver of Class or Other Non-Individualized Relief. YOU AND BINDERY BOOKS AGREE THAT, EXCEPT AS SPECIFIED IN THE SUBSECTION ENTITLED “BATCH ARBITRATION”, EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS. ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND DISPUTES OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. Subject to this Arbitration Agreement, the arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by the party’s individual claim. Nothing in this paragraph is intended to, nor shall it, affect the terms and conditions under the subsection entitled “Batch Arbitration.” Notwithstanding anything to the contrary in this Arbitration Agreement, if a court decides by means of a final decision, not subject to any further appeal or recourse, that the limitations of this subsection, “Waiver of Class and Other Non-Individualized Relief,” are invalid or unenforceable as to a particular claim or request for relief (such as a request for public injunctive relief), you and Bindery Books agree that that particular claim or request for relief (and only that particular claim or request for relief) shall be severed from the arbitration and may be litigated in the state or federal courts located in the State of California. All other Disputes shall be arbitrated or litigated in small claims court. This subsection does not prevent you or Bindery Books from participating in a class-wide settlement of claims.
Rules and Forum. The Agreement evidences a transaction involving interstate commerce; and notwithstanding any other provision herein with respect to the applicable substantive law, the Federal Arbitration Act, 9 U.S.C. § 1 et seq., will govern the interpretation and enforcement of this Arbitration Agreement and any arbitration proceedings. If the Informal Dispute Resolution Process described above does not resolve satisfactorily within sixty (60) days after receipt of your Notice, you and Bindery Books agree that either party shall have the right to finally resolve the Dispute through binding arbitration. The arbitration will be administered by the American Arbitration Association (“AAA”), in accordance with the Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by this section of this Arbitration Agreement. The AAA Rules are currently available at https://www.adr.org/sites/default/files/Consumer%20Rules.pdf.
A party who wishes to initiate arbitration must provide the other party with a request for arbitration (the “Request”). The Request must include: (1) the name, telephone number, mailing address, e‐mail address of the party seeking arbitration and the account username (if applicable) as well as the email address associated with any applicable account; (2) a statement of the legal claims being asserted and the factual bases of those claims; (3) a description of the remedy sought and an accurate, good‐faith calculation of the amount in controversy in United States Dollars; (4) a statement certifying completion of the Informal Dispute Resolution process as described above; and (5) evidence that the requesting party has paid any necessary filing fees in connection with such arbitration.
If the party requesting arbitration is represented by counsel, the Request shall also include counsel’s name, telephone number, mailing address, and email address. Such counsel must also sign the Request. By signing the Request, counsel certifies to the best of counsel’s knowledge, information, and belief, formed after an inquiry reasonable under the circumstances, that: (1) the Request is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of dispute resolution; (2) the claims, defenses and other legal contentions are warranted by existing law or by a nonfrivolous argument for extending, modifying, or reversing existing law or for establishing new law; and (3) the factual and damages contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery.
Unless you and Bindery Books otherwise agree, or the Batch Arbitration process discussed in the subsection entitled “Batch Arbitration” is triggered, the arbitration will be conducted in the county where you reside. Subject to the AAA Rules, the arbitrator may direct a limited and reasonable exchange of information between the parties, consistent with the expedited nature of the arbitration. If the AAA is not available to arbitrate, the parties will select an alternative arbitral forum. Your responsibility to pay any AAA fees and costs will be solely as set forth in the applicable AAA Rules.
You and Bindery Books agree that all materials and documents exchanged during the arbitration proceedings shall be kept confidential and shall not be shared with anyone except the parties’ attorneys, accountants, or business advisors, and then subject to the condition that they agree to keep all materials and documents exchanged during the arbitration proceedings confidential.
Arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the State of California and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within thirty-five (35) days of delivery of the Request, then the AAA will appoint the arbitrator in accordance with the AAA Rules, provided that if the Batch Arbitration process under the subsection entitled “Batch Arbitration” is triggered, the AAA will appoint the arbitrator for each batch.
Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any Dispute, including, without limitation, disputes arising out of or related to the interpretation or application of the Arbitration Agreement, including the enforceability, revocability, scope, or validity of the Arbitration Agreement or any portion of the Arbitration Agreement, except for the following: (1) all Disputes arising out of or relating to the subsection entitled “Waiver of Class and Other Non-Individualized Relief,” including any claim that all or part of the subsection entitled “Waiver of Class and Other Non-Individualized Relief” is unenforceable, illegal, void or voidable, or that such subsection entitled “Waiver of Class and Other Non-Individualized Relief” has been breached, shall be decided by a court of competent jurisdiction and not by an arbitrator; (2) except as expressly contemplated in the subsection entitled “Batch Arbitration,” all Disputes about the payment of arbitration fees shall be decided only by a court of competent jurisdiction and not by an arbitrator; (3) all Disputes about whether either party has satisfied any condition precedent to arbitration shall be decided only by a court of competent jurisdiction and not by an arbitrator; and (4) all Disputes about which version of the Arbitration Agreement applies shall be decided only by a court of competent jurisdiction and not by an arbitrator. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties, except as expressly provided in the subsection entitled “Batch Arbitration.” The arbitrator shall have the authority to grant motions dispositive of all or part of any Dispute. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The award of the arbitrator is final and binding upon you and us. Judgment on the arbitration award may be entered in any court having jurisdiction.
Attorneys’ Fees and Costs. The parties shall bear their own attorneys’ fees and costs in arbitration unless the arbitrator finds that either the substance of the Dispute or the relief sought in the Request was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). If you or Bindery Books need to invoke the authority of a court of competent jurisdiction to compel arbitration, then the party that obtains an order compelling arbitration in such action shall have the right to collect from the other party its reasonable costs, necessary disbursements, and reasonable attorneys’ fees incurred in securing an order compelling arbitration. The prevailing party in any court action relating to whether either party has satisfied any condition precedent to arbitration, including the Informal Dispute Resolution Process, is entitled to recover their reasonable costs, necessary disbursements, and reasonable attorneys’ fees and costs.
Batch Arbitration. To increase the efficiency of administration and resolution of arbitrations, you and Bindery Books agree that in the event that there are one hundred (100) or more individual Requests of a substantially similar nature filed against Bindery Books by or with the assistance of the same law firm, group of law firms, or organizations, within a thirty (30) day period (or as soon as possible thereafter), the AAA shall (1) administer the arbitration demands in batches of 100 Requests per batch (plus, to the extent there are less than 100 Requests left over after the batching described above, a final batch consisting of the remaining Requests); (2) appoint one arbitrator for each batch; and (3) provide for the resolution of each batch as a single consolidated arbitration with one set of filing and administrative fees due per side per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award (“Batch Arbitration”).
All parties agree that Requests are of a “substantially similar nature” if they arise out of or relate to the same event or factual scenario and raise the same or similar legal issues and seek the same or similar relief. To the extent the parties disagree on the application of the Batch Arbitration process, the disagreeing party shall advise the AAA, and the AAA shall appoint a sole standing arbitrator to determine the applicability of the Batch Arbitration process (“Administrative Arbitrator”). In an effort to expedite resolution of any such dispute by the Administrative Arbitrator, the parties agree the Administrative Arbitrator may set forth such procedures as are necessary to resolve any disputes promptly. The Administrative Arbitrator’s fees shall be paid by Bindery Books.
You and Bindery Books agree to cooperate in good faith with the AAA to implement the Batch Arbitration process including the payment of single filing and administrative fees for batches of Requests, as well as any steps to minimize the time and costs of arbitration, which may include: (1) the appointment of a discovery special master to assist the arbitrator in the resolution of discovery disputes; and (2) the adoption of an expedited calendar of the arbitration proceedings.
This Batch Arbitration provision shall in no way be interpreted as authorizing a class, collective and/or mass arbitration or action of any kind, or arbitration involving joint or consolidated claims under any circumstances, except as expressly set forth in this provision.
30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: Bindery Books, Inc., 584 Castro Street, San Francisco, California 94114-2512, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your Account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
Invalidity, Expiration. Except as provided in the subsection entitled “Waiver of Class or Other Non-Individualized Relief”, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. You further agree that any Dispute that you have with Bindery Books as detailed in this Arbitration Agreement must be initiated via arbitration within the applicable statute of limitation for that claim or controversy, or it will be forever time barred. Likewise, you agree that all applicable statutes of limitation will apply to such arbitration in the same manner as those statutes of limitation would apply in the applicable court of competent jurisdiction.
Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if Bindery Books makes any future material change to this Arbitration Agreement, it will notify you. Unless you reject the change within thirty (30) days of such change become effective by writing to Bindery Books at Bindery Books, Inc., 584 Castro Street, San Francisco, California 94114-2512, your continued use of the Services following the posting of changes to this Arbitration Agreement constitutes your acceptance of any such changes. Changes to this Arbitration Agreement do not provide you with a new opportunity to opt out of the Arbitration Agreement if you have previously agreed to a version of this Agreement and did not validly opt out of arbitration. If you reject any change or update to this Arbitration Agreement, and you were bound by an existing agreement to arbitrate Disputes arising out of or relating in any way to your access to or use of the Services, any communications you receive, any products distributed through the Services or this Agreement, the provisions of this Arbitration Agreement as of the date you first accepted the Agreement (or accepted any subsequent changes to Agreement) remain in full force and effect. Bindery Books will continue to honor any valid opt outs of the Arbitration Agreement that you made to a prior version of this Agreement.
General Provisions. Electronic Communications. The communications between you and Bindery Books use electronic means, whether you visit the Bindery Books Properties or send Bindery Books e-mails, or whether Bindery Books posts notices on the Bindery Books Properties or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Bindery Books in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Bindery Books provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
Release. You hereby release Bindery Books Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the Bindery Books Properties, including but not limited to, any interactions with or conduct of other Users or third-party websites or services of any kind arising in connection with or as a result of the Agreement or your use of the Bindery Books Properties. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”
Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Bindery Books’ prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
Force Majeure. Bindery Books shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Bindery Books Properties, please contact us at info@binderybooks.com. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
Governing Law. The Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of California consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction.
Notice. Where Bindery Books requires that you provide an e-mail address, you are responsible for providing Bindery Books with your most current e-mail address. In the event that the last e-mail address you provided to Bindery Books is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Bindery Books’ dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Bindery Books at the following address: Bindery Books, Inc., 584 Castro Street, San Francisco, California 94114-2512. Such notice shall be deemed given when received by Bindery Books by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
Waiver. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
Severability. If any provision of the Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of the Agreement will remain enforceable, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
Export Control. You may not use, export, import, or transfer the Bindery Books Properties except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Bindery Books Properties, and any other applicable laws. In particular, but without limitation, the Bindery Books Properties may not be exported or re-exported (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Bindery Books Properties, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Bindery Books Properties for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Bindery Books are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Bindery Books products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.
Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.