Version Date: December 22, 2012
PLEASE CAREFULLY READ THESE TERMS. BY PURCHASING PRODUCTS OR BY ACCESSING OR USING THE PLATFORM OR SERVICES, YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THESE TERMS.
IF YOU DO NOT AGREE TO THESE TERMS, OR DO NOT MEET THE QUALIFICATIONS INCLUDED IN THESE TERMS, EARLYACCESS IS NOT WILLING TO PROVIDE YOU WITH ACCESS TO OR USE OF THE PLATFORM OR SERVICES AND YOU MUST NOT ACCESS OR USE THE PLATFORM OR SERVICES. IF YOU ACCESS OR USE THE PLATFORM OR SERVICES, YOU ACKNOWLEDGE THAT YOU MEET THE QUALIFICATIONS INCLUDED IN THESE TERMS.
2. Description of Services; Access to Applications
The Platform allow You to research, review, purchase, and/or order various entertainment, educational and other products and services featured on the Platform (collectively, the “Products”), including, but not limited to, eBooks and eChapters. The Platform also allow You to create and access EarlyAccess customer accounts, create and share “Wish Lists”, upload, download, slice and remix content, and access third-party websites offering products and services. The services, features and Products EarlyAccess offers to users on the Platform may be referred to herein collectively as the “Services”. Unless expressly stated otherwise, any new features or offerings on the Platform in the future that are added to or that augment or enhance the Services shall be considered part of the Services and subject to these Terms.
Subject to Your compliance with these Terms, EarlyAccess may permit You to download and install Applications and operate those Applications solely for the purpose of using and accessing the Platform. You may install each Application only on a single computer or mobile electronic device or smart phone owned or controlled by You and used only for Your own personal and internal business purposes in accordance with these Terms and any applicable documentation accompanying the Application or otherwise provided to You by EarlyAccess. Except as expressly set forth in the previous sentence, You are granted no licenses or other rights in or to any Application or any IPR (as defined below) therein or related thereto. You agree not to use, modify, reproduce, perform, display, create derivative works from, republish, post, transmit, participate in the transfer or sale of, distribute, or in any way exploit or utilize any Application other than as expressly permitted in this Agreement or any other agreement You are required to agree to before being given access to any Application.
3. Purchasing Products
If You purchase Products or Services from EarlyAccess through the Platform, You are transacting with EarlyAccess, and Your rights to any purchased items (as described below) transfer to You immediately upon download. If You make a purchase from any third-parties advertised on or linked to from the Platform, You are not purchasing a Product or Service from EarlyAccess. You agree that neither EarlyAccess, nor its affiliates shall be responsible for or liable for any loss or damage of any sort incurred as the result of any purchases made from any third-parties advertised on or linked to from the Platform.
The purchase and download of any Product or Service from the Platform, is final, non-refundable and may not be returned, except that EarlyAccess will provide a refund for any Product that has been canceled by the publisher or third-party supplier upon written notification to EarlyAccess within 7 business days of purchase. In addition to these Terms, any purchase or download will be subject to any terms and conditions displayed in connection with the purchase or download. Purchases made through the Platform or Services may be subject to additional fees or charges which are also non-refundable. You authorize EarlyAccess (or a company chosen to act on behalf of EarlyAccess) to charge the credit card, debit card, or other payment method provided in connection with any transaction You make on the Platform or through the Services, and You will pay all charges incurred in connection with any such transaction. If EarlyAccess requires the use of collection agencies, attorneys, or courts of law for collection on Your account, You will be responsible for those expenses. You will be responsible for all use, sales and other taxes imposed on the Services provided under these Terms.
You may be required to register for an account on the Platform (Your “Account”) in order to take advantage of certain features of the Platform, such as purchasing Products and using certain Services. If You choose to create an Account, or if You otherwise provide information on the Platform, You agree to (a) provide true, accurate, current and complete information about Yourself as prompted by the Platform, and (b) as permitted, maintain and promptly update such information to keep it true, accurate, current and complete. If You provide any information to EarlyAccess that is false, inaccurate, outdated or incomplete, or if EarlyAccess has reasonable grounds to suspect that such information is false, inaccurate, outdated or incomplete, EarlyAccess has the right to suspend or terminate Your Account and to prohibit any and all current or future use of the Platform or Services (or any portion thereof) by You.
5. Member Account and Password
If You choose to register for an Account, You will be assigned a username and will select a password while completing the registration process. You are responsible for maintaining the confidentiality of the username and password. You are fully responsible for all costs, fees liabilities or damages incurred through activities that occur through Your Account (whether lawful or unlawful), and any Products or Services purchased through Your Account will be deemed to have been lawfully completed by You. You agree to (a) immediately notify EarlyAccess of any unauthorized use of Your password or Account or any other breach of security, and (b) ensure that You exit from Your Account at the end of each session.
6. Separate Terms
Any terms of a separate agreement entered into between You and EarlyAccess (“Separate Terms”) are applicable only as expressly stated in those Separate Terms. For any EarlyAccess Content (as defined below) or Submissions (as defined below) subject to any Separate Terms, the Separate Terms will apply to that EarlyAccess Content or Submissions in addition to these Terms. All other EarlyAccess Content or Submissions available or accessible through the Platform may be used only under these Terms. Nothing in these Terms limits Your rights or obligations under any applicable Separate Terms.
EarlyAccess may provide You with the ability to upload certain content through Your Account for slicing, remixing, distributing and selling (collectively “Your Uploads”). In addition, EarlyAccess may provide You with the ability to submit or post other material, such as articles, comments, opinions, reviews, ratings and suggestions, to the publicly available portions of the Platform (collectively, “Your Comments” and together with Your Uploads, “Submissions”).
You represent and warrant that all Submissions are accurate and current and that You have the rights necessary to provide the Submissions to the Platform and Services. Unless otherwise agreed to by You and EarlyAccess, You are not entitled to any compensation or consideration for any Submissions. You agree and warrant that You will not submit any Submission that is unlawful, harmful, harassing, threatening, abusive, hateful, libelous, defamatory, obscene, pornographic, profane, vulgar, indecent, sexually explicit or otherwise objectionable, or that would constitute a criminal offense, give rise to civil liability, violate any third party’s rights of privacy or publicity or otherwise violate any applicable law or right. You will defend, indemnify and hold harmless EarlyAccess and its affiliates from any and all losses, costs, damages, liabilities and expenses (including without limitation reasonable attorney’s fees) incurred or arising from any claim by a third party arising out of or relating to Your Submissions or the use thereof by EarlyAccess on the Platform or in providing the Services.
You grant to EarlyAccess all necessary rights and licenses in and to Your Uploads necessary for EarlyAccess to provide the Services under these Terms. You grant to EarlyAccess a worldwide, perpetual, irrevocable, royalty-free, nonexclusive right and license to reproduce, modify, edit, publish, display, perform, adapt, distribute, sublicense and otherwise use and exploit Your Comments (and any and all proprietary rights therein that You may have) in any and all forms and media, now or hereafter discovered, without compensation or attribution to You. You further agree that all “moral rights” that You may have in Your Comments have been voluntarily waived by You. Except for the licenses set forth herein, You retain all of Your rights in and to Your Submissions and do not convey any proprietary interest therein to EarlyAccess.
EarlyAccess reserves the right, in its sole discretion, to choose to include or not include any Submission on the Platform for any reason. In addition, we may remove any Submission which in our sole determination violates these Terms or any applicable Separate Terms without prior notice. You will maintain an adequate back-up of all Your Submissions, and EarlyAccess will not be responsible or liable for any deletion, correction, destruction, damage, loss or failure to store or back-up any of Your Submissions. EarlyAccess is not responsible for screening, monitoring or verifying any Submissions (subject to the “Copyrights and Copyright Agent” paragraph below). Any opinions, statements or other material expressed or posted by third parties are those of such third parties and not of EarlyAccess. EarlyAccess does not endorse, and shall not be responsible or liable for, any such opinion, statement or other material posted on or accessible through the Platform.
8. EarlyAccess Content on the Platform, Proprietary Use
All content, data and information on the Platform, including, but not limited to, design, graphics, text, pictures, software and other files and the selection and arrangement thereof, but excluding Your Submissions (the “EarlyAccess Content”), is subject to and protected under IPR. All EarlyAccess Content is owned by EarlyAccess and/or its suppliers or licensors, all rights reserved. Subject to Your compliance with these Terms and any applicable Separate Terms, EarlyAccess grants You a non-exclusive, personal, non-transferable, non-sublicensable limited license solely to access and reproduce the EarlyAccess Content, without modification, for Your own personal or internal business purposes.
The trademarks, service marks, trade names, trade dress and logos (collectively, “Marks”) contained or described on the Platform (including, without limitation, EarlyAccess, Store, Slicebooks, and any Marks associated with any Products) are the sole property of EarlyAccess and/or its suppliers and licensors and may not be copied, imitated, framed, or otherwise used, in whole or in part, without the prior written permission of EarlyAccess or its suppliers or licensors. In addition, all page headers, custom graphics, button icons and scripts are Marks of EarlyAccess and may not be copied, imitated or otherwise used, in whole or in part, without the prior written permission of EarlyAccess.
The Services, Sites, Platform, and the databases, software, hardware and other technology used by or on behalf of EarlyAccess to provide the Services and operate the Platform (collectively, the “Technology”) and their structure, organization, and underlying data, information and source code constitute valuable trade secrets of EarlyAccess. You will not, and will not permit any third party to: (a) access or use the Services or the Technology, in whole or in part, except as expressly provided in these Terms; (b) use the Technology or Services to harvest or collect e-mail addresses or other contact information of third parties by any means for the purposes of sending unsolicited e-mails or other unsolicited communications; (c) use the Technology or Services in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Technology or Services; (d) use automated scripts to collect information from or otherwise interact with the Technology or Services; (e) use the Technology or Services to intimidate or harass any other people or entities; alter, modify, reproduce, create derivative works of the Technology or Services; (f) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any of Your rights to access or use the Technology or Services, including, without limitation, providing outsourcing, service bureau, hosting, application service provider or on-line services to third parties, or otherwise make the Technology or Services, or access thereto, available to any third party; (g) reverse engineer, disassemble, decompile, or otherwise attempt to derive the source code or method of operation of or any trade secrets embodied in the Technology or Services; (h) attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Technology or Services; or (i) interfere in any manner with the operation or hosting of the Technology or Services, or attempt to gain unauthorized access to the Technology or Services.
Except for the limited licenses granted in these Terms, EarlyAccess retains all right, title and interest, including, without limitation, all IPR, in and to the Services, Technology, Marks and EarlyAccess Content, and any additions, improvements, updates, and modifications thereto. You acknowledge that You are not receiving any ownership interest in or to any of the foregoing, and no right or license is granted to You to use them apart from Your right to access the Platform and Services under this Agreement. For purposes of these Terms, “IPR” means any and all intellectual property rights, proprietary rights, rights of publicity, rights of privacy, and any and all other legal rights protecting data, information or intangible property throughout the world, including, without limitation, any and all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, sui generis rights in databases, and contract rights.
9. Data Privacy
10. Links and Third Party Content
EarlyAccess does not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) You might be requested to give to any third-party sites. You will use these third-party sites at Your own risk.
Without limiting the foregoing, Your correspondence or business dealings with, consumption of products or services of, or participation in promotions of, third-parties found on or through the use of the Services, including payment for and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between You and such third party. You agree that neither EarlyAccess nor its affiliated companies shall be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third-parties on the Platform.
11. Disclaimer of Warranties
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE PLATFORM AND/OR SERVICES IS AT YOUR SOLE RISK. THE PLATFORM AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS, EARLYACCESS, AND SUBSIDIARY COMPANIES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND OTHER REPRESENTATIVES (COLLECTIVELY, THE “EARLYACCESS PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS, EARLYACCESS MAKES NO WARRANTY THAT (i) THE PLATFORM AND/OR SERVICES WILL MEET YOUR REQUIREMENTS, (ii) THE PLATFORM AND/OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PLATFORM AND/OR SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, EARLYACCESS CONTENT OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE PLATFORM WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE PLATFORM OR SERVICES WILL BE CORRECTED.Limitation of Liability
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS, YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE EARLYACCESS PARTIES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF EARLYACCESS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE PLATFORM OR SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE PLATFORM OR SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR SUBMISSIONS, TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE PLATFORM OR IN CONNECTION WITH THE SERVICES; OR (v) ANY OTHER MATTER RELATING TO THE PLATFORM OR SERVICES. EARLYACCESS’ TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THESE TERMS AND ALL SERVICES PROVIDED TO YOU, WHETHER IN CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED THE FEES PAID TO EARLYACCESS BY YOU DURING THE 6 MONTHS PRECEDING ANY SUCH INITIAL OCCURRENCE OF LIABILITY (OR, IF NO SUCH FEES HAVE BEEN PAID, $25).
If You are dissatisfied with any EarlyAccess Content, the Platform or with any of EarlyAccess’ terms and conditions, Your sole and exclusive remedy is to discontinue using EarlyAccess’ Platform and Services.
12. Exclusions and Limitations
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN THESE JURISDICTIONS THE WARRANTIES AND LIABILITIES OF THE EARLYACCESS PARTIES IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
You agree to indemnify, defend and hold the EarlyAccess Parties harmless from any and all losses, costs, damages, liabilities, expenses claims or demands, including reasonable attorneys’ fees, made by any third party due to or arising out of Your breach of these Terms, access to the Platform, use of the Services or Your violation of any law or the rights of a third party.
14. Intended Audience
EarlyAccess controls and operates the Platform from its offices located in the State of Colorado in the United States of America. EarlyAccess makes no representation that EarlyAccess Content contained on the Platform are appropriate or available for use in other locations. Those who choose to access the Platform from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.
You must be 13 years or older to access or use the Platform. If You are under 13, then You may not use or access the Platform under any circumstances. If You are 13 or older and younger than 18, then You may access and use the Platform only if you have your parents' or guardians' prior permission. By accessing or using the Platform, You represent that You are at least 18 or that you are at least 13 and have your parents' prior permission to do so. If you are a parent or guardian providing permission for a child age 13 or older to access or use the Platform, then you agree to accept full responsibility for that child’s use of and access to the Platform under this Agreement.
16. Copyrights and Copyright Agent
EarlyAccess respects the intellectual property of others, and we ask You to do the same. If You believe that Your work has been copied on the Platform and/or Services in a way that constitutes copyright infringement, or Your intellectual property rights have been otherwise violated, You may notify our designated copyright agent by email at firstname.lastname@example.org or by mail to:
ATTN: Legal Department – Copyright Infringement Agent
3457 Ringsby Court, Suite 302
Denver, CO 80216
Please provide EarlyAccess’ copyright agent with the following information:
- a description of the copyrighted work or other intellectual property that You claim has been infringed;
- a description of the allegedly infringing work and where it is located on the Platform;
- Your name, address, telephone number, and email address;
- a statement by You that You have a good faith belief that the disputed use of the copyright work is not authorized by the copyright owner, its agent, or the law;
- a statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf; and
- Your electronic or physical signature.
EarlyAccess reserves the right, without notice and at its sole discretion, to suspend or terminate these Terms and/or Your ability to access or use the Platform and/or Services, and to block or prevent future access to and use of the Platform and/or Services for any reason, including Your breach of these Terms or other conduct by You that EarlyAccess considers inappropriate. EarlyAccess reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Platform and/or Services (or any part thereof) with or without notice. You agree that no EarlyAccess Party shall be liable to You or to any third party for any modification, suspension or discontinuance of the Platform and/or Services.
EarlyAccess, may, in its sole discretion, modify these Terms at any time. Notice of any modifications to these Terms will be provided to you though email or by posting the revised Terms on the Platform. Therefore, please continue to review these Terms when using the Platform. By continuing to access and use the Platform after such notification, You are agreeing to such modifications. In addition, when using particular services or features, or when ordering products on the Platform, You shall be subject to any posted guidelines or rules applicable to such services, features, products or orders that may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into these Terms.
19. Dealings with Advertisers
Your correspondence or business dealings with, or participation in promotions of, advertisers or third-parties found on or through the use of the Platform and/or Services, including payment for and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between You and such advertisers or third-parties. You agree that no EarlyAccess Party shall be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers or third-parties on the Services.
20. Governing Law
These Terms shall be exclusively governed by and construed in accordance with the laws of the State of Colorado within the United States of America without giving effect to any principles of conflicts of law. All disputes, controversies or claims arising under, out of, or relating to these Terms shall be brought exclusively in a federal or state court having jurisdiction over Denver County, Colorado, and each party irrevocably submits to the jurisdiction of any such court. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. EarlyAccess makes no representation that these Terms comply with the laws of any other country. Visitors who use the Platform and/or Services and reside outside the United States do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. By virtue of Your use of the Platform, You agree not to transfer, by electronic transmission or otherwise, any EarlyAccess Content derived from the Platform and/or Services in violation of any laws.
By use of the Platform and/or Services, You consent to receive electronic communications from EarlyAccess (via email or via a posting on the Platform), and You agree that any such communications satisfy any legal requirement to make such communications in writing.
22. Contacting EarlyAccess