BY CLICKING "AGREE & CONTINUE" YOU, ON BEHALF OF YOURSELF IN AN INDIVIDUAL CAPACITY OR THE ENTITY THAT YOU REPRESENT, AGREE TO BE BOUND BY ALL TERMS OF THIS AUDIOBOOK LICENSE AND DISTRIBUTION AGREEMENT ("AGREEMENT"), INCLUDING THE AUDIOBOOK CREATION EXCHANGE ACCOUNT HOLDERS AGREEMENT THAT IS INCORPORATED BY REFERENCE HERETO. THE EFFECTIVE DATE ("EFFECTIVE DATE") OF THIS AGREEMENT WILL BE THE DATE YOU CLICK "AGREE & CONTINUE". PLEASE REVIEW THIS ENTIRE AGREEMENT CAREFULLY BEFORE CLICKING "AGREE & CONTINUE".
This Agreement sets forth the terms under which you grant Audible, Inc. ("Audible", "we" or "us"), a United States corporation, rights to distribute the audio recording of the book(s) you have identified on ACX for the grant of distribution rights (any such audio recording as submitted by you or as modified pursuant Section 3(a) below, an "Audiobook"). Among other things, you grant rights to distribute the Audiobook in the territory or territories ("Territory") you indicated on the ACX website (ACX.com) or a successor site ("ACX"). Our distribution of the Audiobook is either exclusive or non-exclusive, as elected by you under the terms of this Agreement.
You represent and warrant that:
A. IF YOU GRANT AUDIBLE EXCLUSIVE DISTRIBUTION RIGHTS IN THE AUDIOBOOK, THE FOLLOWING ROYALTY TERMS APPLY:
Audiobook Royalty Payment Terms and Procedures
For Audible Exclusive Distribution Rights
These Audiobook Royalty Payment Terms and Procedures for Audible Exclusive Distribution Rights ("Royalty Terms") set forth the terms by which Audible will calculate and pay royalty payments owed to you in connection with Audible's distribution of the Audiobook ("Royalties"). These Royalty Terms form a part of your Audiobook License and Distribution Agreement with Audible ("Agreement"). Capitalized terms used in these Royalty Terms but not defined have the meaning assigned to them in the Agreement.
Audible will pay Royalties to you only on Audible Net Sales Receipts (as defined below) it receives from sales of the Audiobook.
Royalty Calculation. Audible will pay you 40% of all A La Carte Net Sales Receipts and 40% of all Member Net Sales Receipts from sales of the Audiobook. No Royalty will be paid on the transmission or distribution of downloads or other copies of the Audiobook distributed for free for purposes of review, sample, advertising, publicity or promotion.
Royalty Statements and Payments. For Rights Holders residing in the United States, Audible will provide you a statement of Royalties, together with a check or direct deposit in the amount of any Royalty due, on a calendar monthly net 30 day basis, commencing with the first full month after the Audiobook is first offered for sale by Audible. For Rights Holders residing in the United Kingdom, Canada, or the Republic of Ireland, Audible will provide you a statement of Royalties together with a direct deposit in the amount of any Royalty due, on a calendar monthly net 30 day basis, commencing with the first full month after the Audiobook is first offered for sale by Audible. All payments made by Audible will be inclusive of any applicable VAT or equivalent applicable sales tax. Rights Holders and Producers are solely responsible for their own compliance with all applicable tax laws, including but not limited to the Canadian Excise Tax Act, and the payment of any applicable taxes. Audible may deduct or withhold any taxes that Audible may be legally obligated to deduct or withhold from any amounts payable to you, and payments as reduced by such deductions or withholdings will constitute full payment and settlement to you. You will provide Audible with any forms, documents, or certifications as may be required for Audible to satisfy any information reporting or withholding tax obligations with respect to any payments. If the Royalties owed to you for any accounting period are less than $50, Audible will have the right to withhold making a payment and carry such payment forward to the next reporting period. Any ACX royalty statements Audible provides to you will be considered final and incontestable 3 months from the date the statements are provided by Audible if you do not object to the statements within that period of time.
B. IF YOU GRANT AUDIBLE NON-EXCLUSIVE DISTRIBUTION RIGHTS IN THE AUDIOBOOK, THE FOLLOWING ROYALTY TERMS APPLY:
Audiobook Royalty Payment Terms and Procedures
For Audible Non-Exclusive Distribution Rights
These Audiobook Royalty Payment Terms and Procedures for Audible Non-Exclusive Distribution Rights ("Royalty Terms") set forth the terms by which Audible will calculate and pay royalty payments owed to you in connection with Audible's distribution of the Audiobook ("Royalties"). These Royalty Terms form a part of your Audiobook License and Distribution Agreement with Audible ("Agreement"). Capitalized terms used in these Royalty Terms but not defined have the meaning assigned to them in the Agreement. Audible will pay Royalties to you only on Audible Net Sales Receipts (as defined below) it receives from sales of the Audiobook.
Royalty Calculation. Audible will pay you 25% of all A La Carte Net Sales Receipts and 25% of all Member Net Sales Receipts from sales of the Audiobook. No Royalty will be paid on the transmission or distribution of downloads or other copies of the Audiobook distributed for free for purposes of review, sample, advertising, publicity or promotion.