Terms and Conditions
Terms and Conditions
- Background. The Site is intended to assist you in producing and distributing e-books by means of AI (“Production” and “Distribution“, respectively). Booxai has embraced AI technologies to speed up the e-book Production process while not compromising on the quality of e-books. Production, Distribution and ancillary services provided by Booxai under these Terms shall be referred to as the “Services“, and will be provided subject to the terms of your subscription or account you create with Booxai (“Subscription“), as set forth herein and further detailed on our Site. Accordingly, Production services and Distribution services shall be referred to as “Production Services” and “Distribution Services“, respectively.
- Modification. We reserve the right, at our discretion, to change these Terms at any time. Such change will be effective ten (10) days following posting of the revised Terms on the Site, and your continued use of the Site and/or our Services thereafter means that you accept those changes.
- Ability to Accept Terms.The Site is only intended for individuals aged thirteen (13) years or older. If you are under 13 years please do not visit or use the Site. If you are between 13 and 18 years of age, then you must review these Terms with your parent or guardian before visiting or using the Site to make sure that you and your parent or guardian understand these Terms and agree to them.
- Site Access.For such time as these Terms are in effect, we hereby grant you permission to visit and use the Site provided that you comply with these Terms and applicable law.
- Restrictions.You shall not: (i) copy, distribute or modify any part of the Site without our prior written authorization; (ii) use, modify, create derivative works of, transfer (by sale, resale, license, sublicense, download or otherwise), reproduce, distribute, display or disclose Content (defined below), except as expressly authorized herein; (iii) disrupt servers or networks connected to the Site; (iv) use or launch any automated system (including without limitation, “robots” and “spiders”) to access the Site; (v) circumvent, disable or otherwise interfere with security-related features of the Site or features that prevent or restrict use or copying of any Content or that enforce limitations on use of the Site; and/or (vi) use any Materials (as defined below), including but not limited to any digital files, outside of the Site.
6.1 Except as expressly set forth in the Terms, your general right to access and use the Site is currently for free, but Booxai does charge a fee for certain access or usage. You will not be charged for any such access or use of the Site unless you first agree to such charges, but please be aware that any failure to pay applicable charges may result in you not having access to some or all of the Site.
6.2 Fees. By subscribing to our Services, you agree to pay the fees set out in our pricing page, at https://booxai.com/pricing/, which consist of a one-time payment per Book (as defined below) for Production Services (“Production Fees“) and a periodic fee for Distribution Services (collectively, and together with any other payments hereunder, the “Fees“). The Fees are subject to the following terms:
(i) Unless local practice or regulation requires that the Fees be inclusive of applicable taxes, customs and duties, the Fees are and shall be exclusive of all taxes, customs and duties, which shall be solely borne by you. The cost of shipping (if any) shall be as specified during your subscription process. You may request a refund of any Fees paid hereunder within thirty (30) days from the commencement date of your Subscription, for any reason. Following such period, all payments hereunder are non-refundable, to the maximum extent permitted under applicable law. Fees may be subject to advance or periodic payment (of all or part of such Fees), as set forth during the Subscription payment process. All payments under these Terms shall be made via the payment method specified during the Subscription process. If not otherwise specified in the Subscription process, Fees shall be due and payable promptly upon receipt of an invoice, and shall be charged instantly.
(ii) Unless terminated in accordance with these Terms, the Subscription shall automatically renew for successive annual periods, at the then-current Fees set out at our pricing page, at https://booxai.com/pricing. Booxai may notify you prior to such automatic renewal. Some jurisdictions do not allow automatic renewals of consumer contracts, so auto renewal may not apply to you, in which case your Subscription shall expire at the end of the then current annual Subscription period and shall only renew upon your consent.
(iii) Without limiting your rights under applicable law as detailed in sub-section (ii) above, you may terminate your Subscription prior to its automatic renewal by contacting Booxai at email@example.com at least seven (7) days prior to the end of the Subscription; otherwise, such Subscription shall automatically renew as set forth herein. Following our receipt of your timely termination notice, your Subscription will not renew.
(iv) Revisions of your Books (e.g. an upload of a new version of your Book to the Site) will not be subject to additional payment, provided that in case you request that such revised version will be distributed as part of our Distribution Services and replace the currently Distributed version of the applicable Book, then an additional fee shall apply, as set out at https://booxai.com/pricing.
(v) Provided that you have paid the applicable Fees, you will be entitled to submit your Book for Production within one (1) year from the commencement date of your Subscription and/or within any other time frame authorized by us in writing following your request (“Submission Period“). Following such Submission Period, we will provide our Production Services (and/or any other Services hereunder) only subject to an additional payment of the applicable Production Fees (at our then-current rates).
6.3 Sales Royalties. Subject to your payment of the applicable Fees, you are entitled to receive 70% of the Net Sales Royalties (defined below) received by Booxai from Distribution of your Books, once such Net Sales Royalties exceed, in the aggregate, US $100 (with respect to all of your distributed Books). The term “Net Sales Royalties“ means gross revenue received by Booxai, less any applicable taxes. Net Sales Royalties payment will be calculated in accordance with a monthly sales report we will provide you with respect to each applicable Book, following the end of each applicable month (provided that sales have occurred within such month) (the “Monthly Sales Report“).
Once Net Sales Royalties have exceeded US $100 in the aggregate (with respect to all of your distributed Books), in order to be entitled to the above royalties you must notify us within the time frames set forth in the applicable Monthly Sales Report, by sending our finance team a payment request (“Payment Request“) at firstname.lastname@example.org. Your Payment Request shall include all details requested in the Monthly Sales Report in connection with your Payment Request. For the avoidance of doubt, if applicable, by not sending us a Payment Request within the time frames set forth in the applicable Monthly Sales Report you irrevocably waive your right hereunder to receive payment of the applicable royalties. If applicable, payment will be made in accordance with the terms set forth in the Monthly Sales Report and payable upon receipt of invoice. We may require you to provide additional documentation if required by applicable law in order to process your Payment Request. We shall be entitled to deduct from the royalties payable to you any sums that you may owe us at any time. Following payment of Net Sales Royalties (if any), your balance will be reset. In case of a balance remaining due upon termination or expiration of these Terms, we will pay you the remaining amounts subject to the terms set forth herein.
- Intellectual Property Rights.
7.1 Content and Marks. The (i) content on the Site, including without limitation, the text, documents, articles, brochures, descriptions, products, software, graphics, photos, sounds, videos, interactive features, and services (collectively, the “Content“), and (ii) any material provided by Booxai as part of the Services, including but not limited to any digital (ebook) and/or audio (audiobook) files of your Books and/or hard copies of your Books (POD) (together with the Content, the “Materials“), and (iii) the trademarks, service marks and logos contained therein (“Marks“), are the property of Booxai and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. “Booxai”, the Booxai logo, and other marks are Marks of Booxai or its affiliates. All other trademarks, service marks, and logos used on the Site are the trademarks, service marks, or logos of their respective owners. We reserve all rights not expressly granted in and to the Site and the Content.
7.2 Use of Content. Content on the Site is provided to you for your information and personal use only and may not be used, modified, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the Content you must retain all copyright and other proprietary notices contained therein.
8.1 Responsibility. The Site may permit the submission, hosting, sharing and publishing of digital manuscripts, texts, articles and/or books and/or associated materials (e.g. book cover images) (collectively, “Book(s)“). You understand that whether or not such Books are Produced and/or Distributed, we do not guarantee any confidentiality with respect to any Book. You shall be solely responsible for your Books and the consequences of posting, publishing or uploading them. We have complete discretion whether to Produce and/or Distribute your Books and we reserve the right in our sole discretion and without further notice to you, to monitor, censor, edit, remove, delete, and/or remove any and all Content posted on the Site (including Books) at any time and for any reason.
8.2 Ownership. You represent and warrant that you own or have the necessary rights and permissions to use and to authorize Booxai to use all Intellectual Property Rights (defined below) in and to your Books, and to enable inclusion and use thereof as contemplated by the Site and these Terms. Unless the Books are separately referred to, all references herein to Content shall include references to Books. “Intellectual Property Rights” means any and all rights, titles and interests, whether foreign or domestic, in and to any and all trade secrets, patents, copyrights, service marks, trademarks, know-how, or similar intellectual property rights, as well as any and all moral rights, rights of privacy, publicity and similar rights of any type under the laws or regulations of any governmental, regulatory, or judicial authority, foreign or domestic. As between Booxai and you, you retain all of your ownership rights in and to your Books, provided that any Materials provided by Booxai to you, including digital files of your Books, shall constitute property of Booxai and shall be used by you only in accordance with these Terms.
Subject to your provision of the necessary information, we may offer you, free of charge, a digital certificate confirming that your Book file was in your possession as of a certain date (“Digital Certificate“). Booxai provides the Digital Certificate AS-IS, without any warranties and/or representations, express or implied, including without limitation with respect to the accuracy and/or the correctness of such Digital Certificate. Booxai shall not be liable for any claims, damages and/or liabilities suffered or alleged to be suffered by you and/or any third party in connection with such Digital Certificate.
8.3 License to Books. By submitting the Book to Booxai, you hereby grant Booxai a worldwide, irrevocable, non-exclusive, royalty-free, perpetual, sublicensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Books in connection with the Site and Booxai’s business, including without limitation for Producing and Distributing part or all of your Book (and derivative works thereof) in any media formats and through any media channels and, and you hereby waive any moral rights in your Book, to the extent permitted by law. You also hereby grant each user of the Site or other viewer or user of the Book a non-exclusive right to use, reproduce, distribute, prepare derivative works of, display and perform such Book, all in accordance with these Terms.
8.4 Prohibited Content. You agree that you will not display, post, submit, publish, upload or transmit an Book that: (i) is unfair or deceptive under the consumer protection laws of any jurisdiction; (ii) is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights; (iii) creates a risk to a person’s safety or health, creates a risk to public safety or health, compromises national security, or interferes with an investigation by law enforcement; (iv) impersonates another person; (v) promotes illegal drugs, violates export control laws, relates to illegal gambling, or illegal arms trafficking; (vi) is unlawful, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is inappropriate; (vii) involves theft or terrorism; or (viii) is otherwise malicious or fraudulent.
8.5 Exposure. You understand and acknowledge that when accessing and using the Site: (i) you will be exposed to Books from a variety of sources, and that Booxai is not responsible for the accuracy, usefulness, safety, or Intellectual Property Rights of, or relating to, such Books; and (ii) you may be exposed to Books that are inaccurate, offensive, indecent, or objectionable. You hereby agree to waive, and hereby do waive, any legal or equitable rights or remedies you may have against Booxai with respect to (i) and (ii) herein.
8.6 Spam. You agree not to, and will not, use the communications systems provided by the Site to send unauthorized commercial communications and you shall be solely responsible and liable for any such unauthorized communications.
- Information Accuracy.We attempt to be as accurate as possible. However, we cannot and do not warrant that the Content available on the Site is accurate, complete, reliable, current, or error-free. We reserve the right to make changes in or to the Content, or any part thereof, in our sole judgment, without the requirement of giving any notice prior to or after making such changes to the Content. Your use of the Content, or any part thereof, is made solely at your own risk and responsibility.
10.2 Booxai permits you to link to the Site provided that: (i) you link to but do not replicate any page on this Site; (ii) the hyperlink text shall accurately describe the Content as it appears on the Site; (iii) you shall not misrepresent your relationship with Booxai or present any false information about Booxai and shall not imply in any way that we are endorsing any services or products, unless we have given you our express prior consent; (iv) you shall not link from a website (“Third Party Website“) which prohibits linking to third parties; (v) such Third-party Website does not contain content that (a) is offensive or controversial (both at our discretion), or (b) infringes any intellectual property, privacy rights, or other rights of any person or entity; and/or (vi) you, and your website, comply with these Terms and applicable law.
- Copyright Policy.
12.1 It is the policy of Booxai and its affiliates and subsidiaries to respect the legitimate rights of copyright owners, and we will respond to notices of alleged copyright infringement. Pursuant to the Digital Millennium Copyright Act (the “DMCA“), we have designated a Copyright Agent (as specified below) to receive notifications of claimed copyright infringement in connection with Booxai’s website (available at: copyright@Meitar.com. Please be advised that we enforce a policy that provides for the termination in appropriate circumstances of users who are repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide the Copyright Agent with the following information in accordance with the DMCA:
(i) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright;
(ii) A description of the copyrighted work you claim has been infringed;
(iii) A description of where the material that you claim is infringing is located on the Services, with enough detail that we may find it. Providing URLs or images in the body of an email is the best way to help us locate content quickly;
(iv) Your address, telephone number, and email address;
(v) A 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; and
(vi) 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.
Counter-Notification. If you believe that the material you posted was removed from the Services by mistake, and that you have the right to post the material, you may elect to send us a counter-notification. To be effective the counter-notification must be a written communication provided to our Copyright Agent that includes substantially the following (please consult your legal counsel or see the DMCA to confirm these requirements):
(i) Your physical or electronic signature;
(ii) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled. Providing URLs or images in the body of an email is the best way to help us locate content quickly;
(iii) A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
(iv) Your name, address, and telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which the Services may be found or accessed, and that you will accept service of process from the person who provided notification of infringement or an agent of such person.
12.2 Misrepresentations. Please note that under the DMCA (at 17 U.S.C. Section 512(f)) any person who knowingly materially misrepresents that material or activity is infringing or was removed or disabled by mistake or misidentification may be subject to liability.
12.3 Copyright Agent. Our agent for notice of claims of copyright infringement (“Copyright Agent“) can be reached as follows:
Address: Meitar Law Offices
16 Abba Hillel Rd.
Ramat Gan 5250608, ISRAEL
- Warranty Disclaimers.
13.1 This section applies whether or not the services provided under the Site are for payment. Applicable law may not allow the exclusion of certain warranties, so to that extent certain exclusions set forth herein may not apply.
13.2 THE SITE AND/OR THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. BOOXAI HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE. BOOXAI DOES NOT GUARANTEE THAT THE SITE WILL BE FREE OF BUGS, SECURITY BREACHES, OR VIRUS ATTACKS. THE SITE MAY OCCASIONALLY BE UNAVAILABLE FOR ROUTINE MAINTENANCE, UPGRADING, OR OTHER REASONS. YOU AGREE THAT BOOXAI WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS OF THE INTERNET, SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS. WE DO NOT WARRANT, ENDORSE OR GUARANTEE ANY CONTENT, PRODUCT, OR SERVICE THAT IS FEATURED OR ADVERTISED ON THE SITE BY A THIRD PARTY.
13.3 BOOXAI DOES NOT WARRANT, ENDORSE OR GUARANTEE ANY CONTENT THAT APPEARS IN AN BOOK, AND DOES NOT MAKE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO, AND DISCLAIMS ALL LIABILITY FOR, ANY SUCH CONTENT.
13.4 YOU SPECIFICALLY ACKNOWLEDGE THAT BOOXAI SHALL NOT BE RESPONSIBLE FOR THE BOOKS OR CONDUCT (INCLUDING DEFAMATORY, OFFENSIVE, ILLEGAL, OR NEGLIGENT CONDUCT) OF ANY SITE USER AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
13.5 YOU CONFIRM CONTENT YOU PROVIDED TO BOOXAI DOES NOT VIOLATE ANY THIRD PARTY’S PRIVACY OR INTELLECTUAL PROPERTY OR OTHER RIGHTS, AND THAT NO CONTENT ABOUT THIRD PARTIES IS DEFAMATORY.
13.6 YOUR RELIANCE ON, OR USE OF, ANY BOOK, OR INTERACTION WITH ANY SITE USER OR OWNER, IS AT YOUR SOLE RISK. IF YOU HAVE A DISPUTE WITH ANY SITE USER OR OWNER IN CONNECTION WITH THE SITE OR ANY BOOK, YOU AGREE THAT BOOXAI IS NOT LIABLE FOR ANY CLAIMS OR DAMAGES ARISING OUT OF OR CONNECTED WITH SUCH A DISPUTE. BOOXAI RESERVES THE RIGHT, BUT HAS NO OBLIGATION, TO MONITOR ANY SUCH DISPUTE.
- Limitation of Liability.
14.1 TO THE FULLEST EXTENT PERMISSIBLE BY LAW, BOOXAI SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, EXEMPLARY, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND, OR FOR ANY LOSS OF DATA, REVENUE, PROFITS OR REPUTATION, ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SITE AND/OR THE SERVICES, EVEN IF BOOXAI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitations may not apply to you.
14.2 IN NO EVENT SHALL THE AGGREGATE LIABILITY OF BOOXAI FOR ANY DAMAGES ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SITE AND/OR THE SERVICES EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, PAID BY YOU TO BOOXAI FOR USING THE SITE AND/OR THE SERVICES DURING THE THREE (3) MONTHS PRIOR TO BRINGING THE CLAIM.
You agree to defend, indemnify and hold harmless Booxai and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney’s fees) arising from: (i) your use of the Site and/or the Services; (ii) your Books; (iii) your interaction with any Site user; or (iv) your violation of these Terms.
- Term and Termination. These Terms are effective until terminated by Booxai or you. Booxai, in its sole discretion, has the right to terminate these Terms and/or your access to the Site and/or the Services, or any part thereof, immediately at any time and with or without cause (including, without any limitation, for a breach of these Terms). Booxai shall not be liable to you or any third party for termination of the Site and/or the Services, or any part thereof. If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Site in any way, your only recourse is to immediately discontinue use of the Site. Upon termination of these Terms, you shall cease all use of the Site.This Section 16 and Sections 8 (Intellectual Property Rights), 8.3 (License to Books), 11 (Privacy), 13 (Warranty Disclaimers), 14 (Limitation of Liability), 15 (Indemnity), and 17 (Independent Contractors) to 19 (General) shall survive termination of these Terms.
- Independent Contractors.You and Booxai are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Booxai. You must not under any circumstances make, or undertake, any warranties, representations, commitments or obligations on behalf of Booxai.
- Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by Booxai without restriction or notification to you. Any prohibited assignment shall be null and void.
- Governing Law. Booxai reserves the right to discontinue or modify any aspect of the Site and/or the Services at any time. These Terms and the relationship between you and Booxai shall be governed by and construed in accordance with the laws of the State of Israel, without regard to its principles of conflict of laws. You agree to submit to the personal and exclusive jurisdiction of the courts located in Tel Aviv-Yafo and waive any jurisdictional, venue, or inconvenient forum objections to such courts, provided that Booxai may seek injunctive relief in any court of competent jurisdiction.
- General.These Terms shall constitute the entire agreement between you and Booxai concerning the Site and/or the Services. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and a party’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. YOU AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SITE AND/OR THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Last updated: December, 2022