THESE TERMS AND CONDITIONS OF USE ARE YOUR CONTRACT WITH WOODY’S BOOKS, INC. (“BOOKVOLUME”) PLEASE REVIEW CAREFULLY.
YOU ARE HEREBY AGREEING TO THESE TERMS AND CONDITIONS OF USE (“TERMS”) BY (i) ACCESSING AND/OR USING BOOKVOLUME.COM, (ii) USING ANY SERVICES OFFERED BY BOOKVOLUME, INCLUDING, WITHOUT LIMITATION, BOOK LIST AND PURCHASING MANAGEMENT APPLICATIONS (“SERVICES”) OR, (iii) BY ELECTRONICALLY CLICKING AN “I ACCEPT” BUTTON OR CHECKBOX IN THE REGISTRATION PAGES FOR THE SERVICES ON THIS WEBSITE.
1) Description of Services. BookVolume services include, but are not limited to, book list management, online acquisitions management, price comparisons and consolidated online checkouts.
2) Nature of Services. The Services provided by BookVolume are based on information retrieved from external sales venues such as Amazon.com and Half.com. BookVolume does not provide a guarantee that the information gathered from these venues is reliable in any way. It is your sole responsibility to validate all items for purchase before proceeding with checkout and payment.
3) Use of Services.
- a) Authorization. You hereby authorize BookVolume to search for books and other media items on your behalf. Furthermore you authorize BookVolume to keep historical records of purchases made through the BookVolume service for an indefinite period.
- b) Assumption of the Risk. You agree that your use of the Services is at your own risk. Neither BookVolume, nor any of its officer’s, directors, shareholders, agents and/or employees are responsible for your use of the Services and/or any damage caused to your business or otherwise, whether resulting from the Services or otherwise. In furtherance hereof, you acknowledge that BookVolume is obligated to provide support, whether on-line or by telephone, only during normal Pacific Standard Time working hours.
a) Login and Security.
- i.) In order to register for the Services, you must select login names for each account user. Upon providing a login name for any account user, you agree that you are authorizing such person to access and utilize your BookVolume account. You may terminate any authorized persons access to and/or use of your BookVolume account by providing notice to firstname.lastname@example.org. Such notice will be effective upon written confirmation by BookVolume, via email, of receipt.
- ii.) You agree that you are solely responsible for the activity of all persons you have authorized to access and utilize your BookVolume account. Strict confidentiality of all passwords, secret questions and login names is your sole responsibility.
- iii.) You further agree not provide access to your BookVolume account by (a) allowing others to use your account after you log in, whether intentionally or otherwise; (b) creating an account for someone who is not authorized to perform the role or view the information for which you have granted access; or (c) failing to revoke access for those who are no longer authorized to access your account for any reason.
- iv.) You agree to immediately notify BookVolume of any unauthorized access to or from your BookVolume account.
b) No Liability. You acknowledge and agree that BookVolume is not liable for any purchases made that were accidental or otherwise unwanted for any reason. This includes but is not limited to all books and other media items purchased from lists residing on BookVolume’s servers. Furthermore, you acknowledge and agree that BookVolume is not liable for damages resulting from its use or access, or any third parties use of or access, to your BookVolume account, whether or not such access and/or use is with or without your knowledge or consent.
5) Payment Matters and Billing.
- a) Change in Fees. At this time BookVolume is offered free of cost to all registered users. However, BookVolume reserves the right to charge fees for use of the Services at any time in the future following thirty (30) days notice to you from BookVolume, which notice may be sent to you, via e-mail.
- b) Limitation on Claims. All invoices from BookVolume to you will be considered final ninety (90) days from the date such invoice is delivered to you, whether such delivery is by e-mail or otherwise. You agree not to make any claims related to billing errors after such ninety (90) day period expires.
- c) Billing Information. You agree to immediately notify BookVolume of any changes related to your account with BookVolume, including, without limitation, changes in your billing address or applicable credit card used for billing purposes.
6) Sales and Use Taxes. You shall be solely responsible for and agree to pay all sales or use taxes, if any, related to the Services. In addition, you agree to pay all other local, state or federal taxes arising out of your use of Services (excluding any income taxes of BookVolume), and upon request from BookVolume, you agree to provide BookVolume with written proof of such payment.
7) Intellectual Property.
a) Ownership and Use of Trademarks.
- i.) BookVolume owns the Services and all trademarks, logos, service marks (“Marks”) utilized in connection with the Services and/or displayed on this Website. Your use of this Website and/or the Services does not confer upon you any right, title or interest in or to the Marks.
- ii.) You agree to utilize the Marks only as provided in these Terms. Furthermore, and without limitation of the foregoing, you agree that you will not use, reproduce or display any Mark without BookVolume’s prior written consent, in each instance.
- b) Copyrights. This Website and its contents (“Content”) are copyrighted and such copyrights are owned by BookVolume. You are permitted to view, print, and/or distribute the Content in hard copy from this Website provided that (1) you use the Content for your personal or internal business use only and not for any purpose contrary to BookVolume’s interests; (2) you do not copy, use or place any Content on any network or other website for any purpose other than as contemplated by these Terms; (3) you do not modify, alter, or create derivative works of, the Content; and (4) you include BookVolume’s copyright notice on such Content as follows: Copyright 2008-2011 Woody’s Books, Inc., All Rights Reserved.
- c.) No Rights. Except as expressly provided herein, nothing included in this Website or the Services is intended, nor shall be construed, to confer in or upon you any rights in, to or under any Content, Mark, copyright, or patent.
8) NO WARRANTY.
- a.) THE SERVICES ARE PROVIDED BY BOOKVOLUME ON AN “AS IS, AS AVAILABLE” BASIS WITHOUT ANY WARRANTY OF ANY KIND WHATSOEVER. IN FURTHERANCE OF THE FOREGOING AND WITHOUT LIMITATION, BOOKVOLUME DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, OR ARISING BY CUSTOM AND USAGE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT IN CONNECTION WITH THE SERVICES.
- b.) IN FURTHERANCE OF THE FOREGOING AND WITHOUT LIMITATION, YOU ACKNOWLEDGE THAT ONLINE ACQUISITIONS MANAGEMENT IS HIGHLY COMPLEX AND CHANGEABLE. BOOKVOLUME MAKES NO WARRANTY THAT THE SERVICES WILL LOCATE OR IDENTIFY EVERY ITEM THAT YOU WOULD LIKE TO PURCHASE, OR THAT THE SOLUTIONS SUGGESTED AND ADVICE PROVIDED BY BOOKVOLUME WILL BE COMPLETE AND/OR ERROR-FREE.
- c.) ADDITIONALLY, BOOKVOLUME MAKES NO REPRESENTATION OR WARRANTY THAT THE SERVICES WILL ALWAYS BE AVAILABLE AND/OR WITHOUT INTERRUPTION, THAT THE SERVICES WILL BE ERROR FREE, THAT THE SERVICES WILL BE ARE FREE FROM VIRUSES, BUGS OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS.
9) Limitation of Liability.
- a.) YOU ASSUME ALL RESPONSIBILITY AND RISK FOR THE USE OF THIS WEBSITE, THE SERVICES AND THE INTERNET GENERALLY.
- b.) YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ANY ITEMS PURCHASED USING THE BOOKVOLUME TOOL AS A RESULT OF THE SERVICES OR OTHERWISE.
- c.) YOU EXPRESSLY AGREE THAT BOOKVOLUME SHALL HAVE NO LIABILITY OR OBLIGATION WHATSOEVER TO YOU OR ANY THIRD PARTY, WHETHER ARISING FROM CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, OR OTHERWISE, FOR ANY LOSS OF REVENUE, PROFIT, DATA, USE OF MONEY, USE OF TIME, OR FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR INDIRECT DAMAGES, FORESEEN, FORESEEABLE, UNFORESEEABLE, OR OTHERWISE, ARISING FROM THE SERVICES. THIS LIMITATION APPLIES TO ALL CLAIMS OR CAUSES OF ACTION, INCLUDING, BUT NOT LIMITED TO, THOSE ARISING FROM THE AVAILABILITY OF THE SERVICES, YOUR ACCESS AND USE OF THIRD PARTY SERVICES, CONTENT OR SOFTWARE, OR ANY OTHER MATTER RELATING TO THE SERVICES, BUT NOT LIMITED TO, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES THAT INCLUDE, BUT ARE NOT LIMITED TO, DAMAGES FOR ANY LOSS OF PROFIT, REVENUE OR BUSINESS ARISING OUT OF BOOKVOLUME’S SERVICES PROVIDED HERE UNDER.
- d.) YOU AGREE THAT BOOKVOLUME’S LIABILITY FOR ALL CAUSES OF ACTIONS RELATING TO THESE TERMS AND/OR THE SERVICES SHALL BE LIMITED TO AND SHALL NOT EXCEED THE TOTAL AMOUNT OF MONIES PAID BY YOU TO BOOKVOLUME IN THE 12 MONTHS PRECEDING THE PROPER SERVICE OF THE CAUSE OF ACTION.
- a.) Your Indemnity. You agree to indemnify, hold harmless, and defend BookVolume, its officers, directors, shareholders, employers, agents, suppliers, licensors, and other related parties from and against all claims, demand, actions, losses, obligations, liabilities, damages, costs and expenses (including attorney’s fees) (“Claims”) resulting from, related to or arising from (i) your breach of these Terms, (ii) your BookVolume account, and/or (iii) the Services.
- b.) No Indemnity by BookVolume. BookVolume does NOT indemnify you against any Claims made against you by others as a result of your use of the Services or otherwise.
11.) Modification Services. BookVolume also reserves the right to modify, discontinue or suspend the Services at any time, without notice. Any new or modified features of the Services are subject to these Terms.
- a.) Definition of Breach. You will be in breach of these Terms if you (i) fail to make payment to BookVolume of any amount owing BookVolume when due, (ii) fail to comply with any provision of these Terms, and/or (iii) make any representation that is or becomes inaccurate or untrue.
- b.) Remedies. In the event of your breach, BookVolume may immediately, and without waiver of any rights and remedies available to it under law or equity, (i) terminate all or any part of the Services, and/or (ii) take any other lawful action BookVolume deems appropriate, in its sole discretion, to enforce your obligations to BookVolume.
- c.) Termination or Suspension of Services. Notwithstanding anything contained in these Terms to the contrary or otherwise, BookVolume reserves the right to discontinue or suspend the Services and/or your BookVolume account at any time, with or without cause and with or without prior notice. Upon any such suspension or termination, you will be responsible for payment of current charges up to and including the day of termination.
13.) Links to Third Party Sites. This Website may contain links to third-party sites. You acknowledge and agree that BookVolume is not responsible or liable for the content, information, services, or products of any such third-party sites, and that links to a third-party site do not constitute endorsement of all or any portion of that site by BookVolume. You further agree to and hereby do expressly assume all risk of accessing any and all third-party sites.
14.) Term and Termination. These Terms, as may be amended, shall remain in effect for as long as you subscribe to, renew, or use the Services. You agree that these Terms can only be terminated by you once you have stopped using the Services and have paid all monies owed to BookVolume. You agree that BookVolume can terminate these Terms at any time for any reason, with or without cause. Your account will automatically renew on a yearly basis, unless either you or BookVolume terminates the account in advance of the annual renewal date for the your account.
15.) Confidentiality. You will, by using the services or by contact with BookVolume, come into contact with confidential information of BookVolume, including, but not limited to, trade secrets, methods, details about the Services or other products offered by BookVolume, and business or marketing plans (“Confidential Information”). The Confidential Information is owned solely by BookVolume and is considered to be proprietary and confidential. You agree to hold the Confidential Information in strict confidence and take reasonable measures to keep it secure. Your agreements contained in this Paragraph 15 shall survive the termination your account, your use of the Services, and/or the expiration of these Terms.
17.) Miscellaneous Provisions.
- a.) Entire Agreement. These Terms, including all information incorporated herein by reference, sets forth all (and is intended by all parties to be an integration of all) of the representations, promises, agreements and understandings among you and BookVolume, and supersedes any and all prior or contemporaneous oral or written communications and/or agreements between you and BookVolume, all of which are merged herein.
- b.) Burden and Benefit. These Terms are binding upon each of our respective heirs, devisees, executors, personal representatives, administrators, successors and assigns .
- c.) Descriptive Headings. The headings of the articles and sections of these Terms are inserted for convenience only and shall not be deemed to be a part of these Terms.
- d.) Modifications and Amendments. No amendment, change or modification of these Terms shall be valid unless posted on this Website by BookVolume or otherwise agreed to in writing and signed by both BookVolume and you.
- e.) Waiver. No waiver of any provision of these Terms and/or your rights or obligations shall be effective, except pursuant to a written instrument signed by BookVolume and any such waiver shall be effective only in the specific instance and for the specific purpose stated in such writing.
- f.) Governing Law. This Agreement shall be governed by, and interpreted in accordance with the laws of the State of California.
- g.) Arbitration. We each agree to submit any dispute concerning the Terms and/or the Services to final and binding arbitration in Los Angeles pursuant to the commercial rules of the American Arbitration Association. At the request of any party, the arbitrators, attorneys, parties to the arbitration, witnesses, experts, court reporters or other persons present at the arbitration shall agree in writing to maintain the strict confidentiality of the arbitration proceedings. Arbitration shall be conducted by a single, neutral arbitrator or, at the election of any party, three neutral arbitrators, appointed in accordance with the commercial rules of the American Arbitration Association. The award of the arbitrator shall be enforceable according to the applicable provisions of the California Code of Civil Procedure. The arbitrator may award damages and/or permanent injunctive relief. Notwithstanding the foregoing, a party may apply to a court of competent jurisdiction for relief in the form of a temporary restraining order and/or preliminary injunction pending final determination of a claim through arbitration in accordance with this Section.
- i.) Waiver of Jury Trial. You hereby waive your right to a jury trial of any claim or cause of action based on or arising out of these Terms and/or the Services. You acknowledge that this waiver is a material inducement to BookVolume to establish your account and provide the Services to you and that BookVolume will continue to rely on this waiver in its future dealings with you.
- j.) Severability. If any provision of these Terms is determined by any court or arbitrator of competent jurisdiction to be invalid, illegal or unenforceable in any respect, such provision will be enforced to the maximum extent possible given the intent of the parties hereto. If such clause or provision cannot be so enforced, such provision shall be stricken from these Terms and the remainder of these Terms will be enforced as if such invalid, illegal or unenforceable clause or provision had (to the extent not enforceable) never been contained in this Agreement.
- k.) Governing Law. These Terms are to be governed and construed in accordance with the laws of the State of California, without regard for principles of conflicts of laws.