AbeBooks Seller Agreement

Welcome to AbeBooks and thank you for joining us to list your products for sale. This agreement explains what AbeBooks does, what you do, and how we work together.

AbeBooks Europe GmbH ("AbeBooks", "Us", "We" "Our") operates a number of Web Sites (collectively, the "Web Sites" and each a "Web Site") and provides services (collectively, the "Services") that allow people and entities ("Customers") to purchase items as described in the Seller Policies (collectively, "Items") from sellers. In this agreement, you will be referred to as a "Seller", "You" or "Your." This agreement incorporates the AbeBooks AbeBooks Program Guide, the Seller Policies, and the Fee Schedule (together, the "Agreement").

If You want to list and sell Items through the Web Sites, you must:

1. Complete and submit an AbeBooks Membership Application; and
2. Read this Agreement, the AbeBooks Program Guide (that includes the Code of Conduct), the Seller Policies and the Fee Schedule, and signify Your acceptance and agreement to them by clicking on the "I accept" button at the end of this Agreement.
3. If applicable, you will be required to agree to terms with Our external payment service provider ("External Payment Service Provider").

Only valid and existing corporations or individuals who are at least the age of adulthood according to their jurisdiction of residence and therefore can enter into legally binding and enforceable contracts may apply to become a seller on AbeBooks.

Once We have accepted your membership application, and provided you have clicked on the "YES! I Agree With The Above" button below, you will be referred to as a "Seller", "You", "Your" or "Yourself" for the purposes of this agreement, the AbeBooks Program Guide and the Fee Schedule (which together make up and are referred to as the "Agreement").

We have policies and procedures with respect to the use of the Web Sites and Services. The policies and procedures are set out in the AbeBooks Program Guide. You will ensure that Your use of the Web Sites and Services complies with Our policies and procedures.

There are fees and other payments payable by You to AbeBooks (either directly or through our External Payment Service Provider) for use of the Web Sites and Services, including for sales made through the Web Sites. These fees and payments are set out in the AbeBooks Program Guide and the Fee Schedule.

We may, from time to time, need to make changes to this Agreement (including the AbeBooks Program Guide and the Fee Schedule). If We make any changes, We will inform you of the changes by e-mail. Upon receipt of such an e-mail, if you do not object in writing (e.g. e-mail) within 14 days, the changes will be considered accepted. We will inform you via separate e-mail about this right of objection in the case of changes to this agreement.

In order for Us to list Your Items on the Web Sites, We need certain information about all the Items that You will list for sale on the Web Sites. This information is referred to as the "Product File". We cannot list Your Items without a Product File, so You agree to provide Us with the Product File and agree that we can use it to list Your Items on the Web Sites and provide services.

You retain ownership of the Product File and all copyright and other intellectual property rights associated with the Product File. To allow us to list Your Items on the Web Sites and provide services, You grant to Us the right to use the Product File (including converting the information contained in the Product File if required, to import into our database) to present the Product File on the Web Sites and generally in association with providing the Services.

If Items listed in Your Product File do not have an ISBN associated with them, We may in our absolute discretion provide an ISBN for such Items using Our ISBN Matching Service prior to listing such Items on the Web Sites. Our ISBN Matching Service is based upon third party information that may not be accurate, and occasionally errors occur. You are solely responsible and liable for verifying the accuracy of all information contained in each order You receive, including without limitation the ISBN number for each ordered Item, before accepting the order. We are not responsible or liable to You or any other person for any loss or damage arising from, related to or connected with any ISBN numbers we may provide for any Items listed in Your Product File, including without limitation any costs associated with Item returns, refunds, or reimbursements due to erroneous ISBN numbers.

Before You provide us with the Product File, You must ensure that: (a) You have the legal right to offer and sell the Items listed in the Product File; (b) the Product File and the Items listed in the Product File comply with all applicable laws and the AbeBooks Program Guide; and (c) the Product File and Our use of the Product File will not infringe the rights (including copyright and other intellectual property rights) of any person or entity or violate any applicable laws.

You will ensure that all information You provide to Us, including membership application, Product File, and financial information, is true, accurate, current and complete. We will rely on the information You provide. You will be solely responsible and liable for any and all loss, damage, and additional costs that You, Us or any other person may incur as a result of Your submission of any false, incorrect or incomplete information.

In addition to the requirements and restrictions set forth in the AbeBooks Program Guide, You may not include in the Product File or otherwise advertise for sale on the Web Sites or sell through the Web Sites any Items the possession, advertisement or sale of which to any persons or class of persons (including minors) are prohibited by law in any of the jurisdictions in which You, Your business or the relevant Customer is located, or which may infringe the rights of any other person, or which are prohibited by the Seller Policies.

Upon receipt of a complaint or in response to a suspected violation of Seller Policies or applicable laws, we may take certain actions, including removing an Item’s listing and terminating the Web Site accounts in appropriate circumstances. All such actions are taken without any admission as to liability and without prejudice to any rights, remedies or defenses, all of which are expressly reserved by Us. This includes forwarding the complaint to the parties involved in the provision of the allegedly infringing content.

You agree to indemnify Us and our affiliates in relation to, and hold harmless Us and our affiliates from, all claims brought in relation to Your use of the Web Sites (including, for the avoidance of doubt, the content of any of Your Product Files or the nature of your Items) arising out of or in connection with the submission of a complaint or the removal of an Item listing. Please note that submitting false, misleading or inaccurate information via the [online Form] to the Web Sites may result in civil and/or criminal liability. You should contact a legal advisor should you have any questions.

Breach of any part of this Section 3 may result in the listing of your Item on the Web Sites being removed at our sole discretion. You expressly and irrevocably agree to our unfettered ability to remove your Item on the Web Sites for any breach (or reasonably suspected breach) of this Agreement, any best practice internal policy which We may implement in order to maintain the Services from time to time and any applicable law.

You may have to use one or more usernames or passwords (collectively "Codes") provided by Us to access or use parts of the Web Sites or the Services. We are not obligated to verify the actual identity or authority of any person using Codes to access and use the Web Sites or Services. We may act upon any communication that is given with the use of Codes. We may in Our discretion at any time require proof of the identity and authority of any person seeking to access and use the Web Sites or Services, and may deny access to and use of the Web Sites and Services or refuse to accept or act upon any communication if We are not satisfied with such proof. If We in Our discretion consider any Code to be insecure or to have been used inappropriately, then We may immediately suspend or cancel any and all Codes without any notice or liability to You or any other person.

If You have been issued Codes: (a) You are fully responsible and liable for the security of the Codes and any and all use and misuse of the Codes; (b) You will keep the Codes secure and confidential at all times and not disclose the Codes to any unauthorized person; (c) You will ensure that all uses of the Codes comply with this Agreement; and (d) You will immediately notify Us if you know or suspect that any of the Codes have been lost or stolen or become known to or used by any other person.

If You engage third party service providers to manage Your Items listed on the Web Sites, to process transactions on Your behalf, or to otherwise assist you in your dealings with AbeBooks or your access or use of the Web Sites or Services, You are and will remain fully responsible and liable to AbeBooks for all acts and omissions of all such service providers.

As a Seller, You will receive certain information, including confidential payment information, about Customers and other users of the Web Sites (collectively, "Customer Data"). You must treat the Customer Data with the same degree of care You accord Your own confidential and Customer information (but in any event with at least a reasonable degree of care), and You may use the Customer Data only for the purpose of fulfilling an accepted order to which the particular Customer Data relates. You also agree not to disclose, sell, license or otherwise transfer any Customer Data to any third party or use any Customer Data for the transmission of "junk mail", "spam", marketing communications or other unsolicited distribution of information.

You must ensure that Your use of Customer Data complies with all applicable laws (including laws regarding the protection of personal information and privacy and unsolicited communications), and You must cooperate and assist Us as reasonably required from time to time to comply with personal information protection and privacy laws and the AbeBooks' Privacy Policy, which can be accessed by clicking here, as amended from time to time as applicable to the Customer Data. Without limiting the generality of the foregoing, You must amend, delete, return, or cease using Customer Data as We may request from time to time, and allow us to inspect and audit your use, disclosure, retention, and protection of Customer Data.

Your personal information will be collected and saved by Us. Personal information We collect from You is treated confidentially as required by applicable law and as set out in our Privacy Policy. We will treat Your data and confidential information with the same degree of care with which We treat Our own confidential information.

We facilitate transactions between You and the Customer. You are the seller in all of Your transactions with Customers. We do not take title to Items that You list on the Web Sites or sell to Customers through the Web Sites or Using the Services, and We are not a party to those transactions. Regardless of Our role in facilitating Your transactions with Customers, the transactions are solely between You and the Customers, and You are solely and fully responsible and liable for all of Your transactions with Customers. Without limiting the generality of the foregoing, You are solely responsible for collecting and remitting to the relevant authorities in a timely and proper manner all sales, value-added and other taxes and any and all other required withholdings, duties and charges relating to all of Your transactions with Customers.

You hereby appoint AbeBooks Inc. as your payment processing agent in respect of transactions on AbeBooks.com for the limited purpose of receiving payments on your behalf from users that authorize payments to You directly or to third-party services that enable transactions with You. Users will receive a receipt upon payment that will indicate that payment has been made on the applicable date. AbeBooks Inc.'s obligation to remit funds collected by it on your behalf shall be limited to the applicable portion of funds as specified in this Agreement that AbeBooks Inc. has actually received and that are not subject to chargeback or reversal, and neither We nor AbeBooks Inc. shall have any obligation to pursue any collection action against any user. Receipt of funds from users by AbeBooks Inc. on your behalf in connection with Service transactions on AbeBooks.com shall be deemed receipt of funds from users by You and will satisfy the obligations owed to You by users in the amount of the applicable payment by the user, even if AbeBooks Inc. fails to remit such funds received from users.

Except as otherwise stated in the Program Guide, You are solely responsible for collecting and remitting to the relevant authorities in a timely and proper manner all sales, value-added and other taxes and any and all other required withholdings, duties and charges (“Taxes”) relating to all of Your transactions with Customers. We may collect and remit Taxes on Your behalf in order to comply with applicable law (“Specified Taxes”) to the extent specified in the Program Guide. We have no obligation to remit Specified Taxes to You.

You are fully responsible for, and will defend, indemnify and hold Us harmless against, any and all claims, liabilities, obligations and expenses arising from, connected with or relating to Your transactions and other dealings with Customers or any breach of this Agreement by You or any person for whom You are in law responsible.

Without limiting the foregoing, if a Customer makes a complaint regarding a purchase, We may in our discretion give the Customer a refund of all payments made by the Customer in respect of the purchase, and You will indemnify Us for any such refunds.

Your use of the Web Sites and Services is at Your own risk. The Web Sites and Services are provided on an "as is" and "as available" basis, and without any representations, warranties or conditions of any kind, whether express or implied, and including without limitation implied conditions, warranties or representations of merchantability, fitness for a particular purpose, performance or durability, all of which are hereby waived by You and disclaimed by Us to the fullest extent permitted by law. The operation of the Web Sites and the provision of Services may be affected by numerous factors beyond Our control, and may not be continuous or uninterrupted or secure. Security and privacy risks cannot be eliminated.

All transactions with Customers are at Your own risk. We are not a party to any transactions and disclaim any and all liability regarding all transactions. We do not verify the identity of Customers or other users of the Web Sites, the truth or accuracy of information submitted by Customers or users of the Web Sites, or the ability of Customers to complete transactions.

We will not under any circumstances be liable to You or any other person for any loss of use, loss of production, loss of income or profits (anticipated or otherwise), loss of markets, economic loss, special, indirect or consequential loss or damage or punitive damages, whether in contract, tort or under any other theory of law or equity, arising from, connected with, or relating to the access to or use of the Web Sites or Services by You or any other person, and regardless of any negligence or other fault or wrong doing by Us or any person for whom We are responsible, and notwithstanding that We may have been advised of the possibility of such loss or damages being incurred by You or any other person.

In no event will Our total liability to You or any other person for any claims, proceedings, liabilities, obligations, damages, losses, and costs, whether in contract, tort or under any other theory of law or equity, and regardless of any negligence or other fault or wrongdoing by Us or any person for whom We are responsible, exceed the lesser of EUR 100 or the purchase price of the Items (plus out-of-pocket shipping costs) that are the subject of the claim. In relation to any other third parties’ claims, proceedings, liabilities, obligations, damages, losses, and costs You will release Us from liability if the liability did not arise from Our gross negligence, fraudulent or deliberate intent, but from an item You implemented on the Web site or other action caused by You.

To the maximum extent permitted by applicable law, You hereby release AbeBooks from any and all obligations, liabilities, claims or demands in excess of the limitations and exclusions set forth above in this Section 10. The above liability restrictions will not apply in the case of wilful misconduct or gross negligence by AbeBooks. Any further mandatory statutory liability of AbeBooks for bodily harm or damage to health or arising from statutory regulations of the country specific product liability law remains unaffected.

Without limiting the generality of the foregoing, AbeBooks will not under any circumstances be liable to You or any other person for any loss or damage arising from, connected with, or relating to the downloading of data (including computer software) from the Web Sites or through the Services if you have not taken adequate hardware, software and data protection and recovery precautions.

In this Section 10, references to AbeBooks include AbeBooks and its affiliates and their respective directors, officers, employees, representatives and agents.

This Agreement is for an indefinite term. Either You or Us may terminate this Agreement at any time for convenience effective immediately upon written notice of termination to the other. We may at any time and in Our discretion immediately suspend or terminate (in whole or in part) Your permission to use the Web Sites and Services without any notice or liability to You or any other person.

Upon termination of this Agreement, You will pay to Us all unpaid fees and payments to the date of termination, and You will be paid any balance due.

If this Agreement or Your permission to use the Web Sites or Services is terminated by You or Us for any reason, this Agreement will nevertheless continue to apply and be binding upon You in respect of Your prior use of the Web Sites and Services and Your prior transactions with Customers and anything connected with, relating to or arising from those matters.

Also, if this Agreement is terminated by You or by Us, certain provisions need to survive. Sections 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15 of this Agreement and Sections 5.3 and 7 of "How AbeBooks Works" in the AbeBooks Program Guide and Sections 2 and 5.3 of the "Code of Conduct" in the AbeBooks Program Guide will survive indefinitely and continue to be binding upon You and Us.

The Web Sites and all information (in text, graphical, video and audio forms), images, icons, software, designs, applications, calculators, models, data, and other elements available on or through the Web Sites or the Services (collectively, the "Web Site Content") are Our property and the property of others, and are protected by Canadian, European and international copyright, trade-mark, and other laws. Your participation in or use of the Web Sites or the Services does not transfer to You any ownership or any other rights or interests in the Web Sites or the Web Site Content.

Unless otherwise stated in this Agreement, the Web Sites and the Web Site Content may not be copied, displayed, published, uploaded, posted, transmitted, modified, indexed, catalogued, framed, mirrored, scraped, data-mined or distributed in any way, in whole or in part, without Our express prior written consent. You may not use any of the software that is used in the operation of the Web Sites or the provision of Services except while You are using the Web Sites or Services. Your use of Our HomeBase software is subject to the applicable software license agreement.

To simplify the execution of Your or Our payment obligations, We need to have the ability to set-off monies owing to each other. We may set-off against monies owing to You any monies You owe to Us, including for any Seller Direct Orders. You may set-off against monies owing to Us any monies We owe to You, but only if We agree in writing to the set-off.

For all disputes between You and AbeBooks or any other person arising from, connected with or relating to the Web Sites or the Services, this Agreement, transactions facilitated or conducted through the Web Sites or Services, any Items ordered or purchased through the Web site, dealings between You and AbeBooks, or any related matters or any legal relationship associated therewith or derived therefrom ("Disputes"), the relevant parties will attempt to find a reasonable solution least onerous to the parties. If a Dispute cannot be resolved by the parties, then the Dispute will be subject to German law (the UN Convention on the Sale of Goods UN-Kaufrecht shall not apply) and: (a) if You qualify as a merchant within the meaning of the German Commercial Code (HGB) or if You have Your permanent residency or Your registered office in Germany, the Dispute will be resolved exclusively before the courts in München, Germany; and (b) if You are not a merchant within the meaning of the German Commercial Code (HGB), You may elect to have the Dispute resolved either before the courts in München, Germany or the courts of the country in which You have permanent residency.

You must comply with all applicable federal, state, provincial and local laws and regulations.

Without limiting the generality of the foregoing, you have to comply with the legal requirements under the Fixed Price Law ("Buchpreisbindung") as applicable to your sales on any of our Web Sites.

If any provision of this Agreement is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed to be severed from the rest of this Agreement and will not affect the validity and enforceability of any remaining provisions.

The AbeBooks Program Guide is a comprehensive overview of how AbeBooks works and Our expectations of You as a participating Seller. The guide consists of three parts:

1. How AbeBooks Works an explanation of how AbeBooks Web Sites and programs work;
2. Code of Conduct outlines the expected standards of Seller participation with AbeBooks; and
3. Performance Standards are the areas where Your participation will be measured.

AbeBooks operates a number of Web Sites (defined in the AbeBooks Agreement as "Web Sites") that allow Customers to purchase new, used, rare items and related Items (collectively "Items") from Sellers who list their Items through Us. We may add or delete Web Sites in the future and these Web Sites will be included under the Web Sites incorporated under the AbeBooks Program Guide.

To become an AbeBooks member and sell Your Items on Our Web Sites, You simply:

• Complete and submit the AbeBooks Membership Application Form; and
• Read the AbeBooks Agreement, the AbeBooks Program Guide and Fee Schedule and agree to be bound by them by clicking on the [YES! I Agree With The Above] button at the end of the Agreement.

We will review the application and we reserve the right to accept or reject any membership application.

3.1 Listing Items

To list Your Items, You send Your Product File to Us by an electronic method including FTP, e-mail or through our online facilities. You agree to provide Us with reasonable assistance when required regarding the Product File (Seller inventory) sent to AbeBooks.

3.2.1 Seller-Customer Contacts and Inquiries

Customers may contact You directly through our Web Sites to inquire about Items listed for sale. The contact information that you supply will be displayed with each Item, providing Customers with the ability to ask You questions directly. We are not involved in such inquiries.

3.2.2 Orders

Customers can place orders with You for Items on Our Web Sites through the Shopping Basket. The Shopping Basket is a secure, step-by-step purchase experience that processes Customer’s order details. All transactions through Our Web Sites are between You and the Customer and We do not become involved in the sale of the Item. All Items sold to Customers through the Shopping Basket will be subject to a commission (see Fee Schedule for details). If an order does not result in a final sale, You will have 90 days from the date of accepting the order to request reimbursement of the commission charged on the Item. Orders or any part thereof may be delayed, cancelled, or refunded, if there is any suspicion of irregular or unusual activity.

At any time, both You and Customers are able to review the status of Items ordered through the Shopping Basket on the Web Sites.

3.2.3 Accepted Payment Methods

A variety of payment methods (including credit cards) may be used by buyers to purchase on our Web Sites and these payments may be processed by our external payment service provider (“External Payment Service Provider”). In addition to the payment methods processed by the External Payment Service Provider, you may choose to accept additional payment methods and accept payments directly from Customers (“Seller Direct Orders”). You may select these additional payment methods during the registration process, or they may be updated at any time after registration.

AbeBooks will list Your available Items for sale through Our Web Sites based on Your list price ("List Price"). Because it is not feasible for us to allow listings of items priced at less than US $1.00 (or equivalent), we reserve the right to increase the price of any Item to a listing price of US $1.00 or its equivalent when displaying the Item on our search results. On Our international Web Sites where the buyer's currency is different from Your listing currency, we will display Your List Price in the buyer’s currency, based on a rate that covers currency conversion costs and short term rate fluctuation. Similarly, if a customer elects to purchase your item in a currency different from your listing currency, we will convert the listing currency price to the buyer’s currency using a daily FX rate with an additional percentage in order to cover our costs.

5.1 What is paid to You

For orders processed by our External Payment Service Provider, You will be paid the List Price of the Item, plus any applicable shipping fees in your payment currency, after You process the order for the Item. Commissions owed to us for transactions will be deducted from the amount you are paid. Furthermore, Payments to You for your Items and shipping credits may be offset against any amounts you owe us. From time to time We or our External Payment Service Provider may place limits on the location of bank accounts for the purposes of payments to You under the Agreement. You will supply information upon request sufficient to allow Us to make EFT payments to You, and You will comply with Our requirements and Our External Payment Service Provider’s requirements with respect to disbursements to Your account.

For Seller Direct Orders, You will collect full payment for the orders from the Customer including any Specified Taxes or other Taxes.

5.2 What You pay to Us

You are responsible for paying the fees ("Fees") described in the Fee Schedule (all fees are net excluding VAT). You agree that We may, in Our sole discretion, require You to pay the Fees or deduct the amount of the Fees owed to Us from the funds held by the External Payment Service Provider. For Seller Direct Orders You are also responsible for remitting to Us any Specified Taxes You collect from Customers.

5.3 Taxes and Duties

You are responsible for the payment of all taxes and duties (“Taxes”), if applicable, for Items sold through the Web Sites.

We do not collect or remit Taxes for items sold through the Web Sites, except for the Specified Taxes specified here, which we will remit to the relevant authorities on your behalf and will also include in the charges to Customers. We will collect Specified Taxes from Customers other than for Seller Direct Orders.

5.4 Chargebacks

AbeBooks reserves the right to cause any chargebacks we receive from Customers to be applied to You, where applicable

You will receive order information from AbeBooks through e-mail notification when orders are placed and You can also review new orders through the Web Site. You are required to update, process and ship Your orders as set out in the Code of Conduct and Performance Standards.

You will accept returns from Customers of Items listed on the Web Sites in accordance with the return policies specified in the Code of Conduct. You will either be invoiced for refunds for returned Items or such refunds will be applied against future amounts payable to You, as applicable. You agree not to charge any restocking or similar charges in connection with returns.

How do I "log-in" to AbeBooks and is my membership information secure?

We will assign You a Client Identification Number and You will provide a user name (usually an e-mail address) and password for use in accessing Your AbeBooks seller accounts on one or more of the Web Sites. You are responsible for maintaining the confidentiality or privacy of Your user name and password.

You must notify AbeBooks immediately if You know or suspect that any of Your, user name or password has been lost or stolen or has become known to or used by any unauthorized person.

To be eligible for participation on AbeBooks, You sell new, antiquarian, used, rare, second-hand, remainder, hard-to-find, out-of-print materials or other related products that include but are not limited to:

• Books
• Magazines & Periodicals
• Comics
• Sheet Music
• Art, Prints & Posters
• Photographs
• Maps
• Manuscripts & Paper Collectables

You agree to act with integrity and honesty and to provide courteous and fair service to all AbeBooks Customers and users. You will engage in respectful communication with all AbeBooks Customers and users and will not employ inappropriate tone, language or behaviour.

2.1 AbeBooks Communications

We reserve the right to communicate to our sellers via e-mail regarding all product and service changes that may affect our Web Sites or the seller community.

You will supply a valid e-mail address for public use and a valid telephone number and physical mailing address for AbeBooks' internal use.

Terms and conditions of sale will be clearly stated on the Web Sites. These terms will be listed with Your Items sale and may be amended only with agreement by both You and the Customer prior to the completion of the sale.

4.1 Item Descriptions

The following types of information are not permitted in Item descriptions:

• Websites or URLs (with the exception of AbeBooks websites)
• Contact information, e.g. e-mail address, telephone number, address (Note: There is a section under Member Information where You can enter this information)
• Information that is defamatory to anyone
• Pornographic, racist or other references which AbeBooks deems offensive or that may be reasonably deemed offensive.
• Terms of Sale information such as shipping and handling information. (Note: There is a section under Member Information where You can enter in the Terms of Sale applicable to all Items.)

For each Item listed for sale on the Web Sites, You will be required to include the following information:

• Complete description of the Item. You will be responsible for accurately describing Your Items and will understand and endeavour to use the specific terminology of the book trade. (See Glossary of Terms from the AbeBooks homepage).
• Clear pricing of the Item. Items will be clearly priced and will not be auctioned or held for higher price.

Optionally, You may include a photograph of the Item with their description. However, if a photograph is attached, it must be a true and accurate representation of the Item offered for sale. AbeBooks reserves the right to automatically display publishers' pictures with specific Items.

4.2 Listing of Items

• You will not list any Item that has not yet been published.
• You will not knowingly deal in stolen material. Should a dispute arise over title between You and the Customer, You will offer a full refund to the Customer if there is any reasonable doubt over clear title, as decided by AbeBooks, acting reasonably.
• You will make every effort to prevent the theft or distribution of stolen materials, and shall co-operate with law enforcement authorities and with AbeBooks in the effort to discover, recover and return stolen materials, and to apprehend and prosecute those responsible for theft.
• You will be responsible for maintaining accurate inventory listings on AbeBooks. You will update Your listings to remove sold Items as soon as possible, within a maximum of two business days of selling the Item.

AbeBooks reserves the right to prohibit the listing of or remove specific Items (including publicly banned items, where applicable) or only allow listing items from selected sellers based on the requirements of the specific Web Site.

5.1 Responding to Customer Orders and Inquiries

You will be expected to respond to Customer orders and inquiries within two business days of receipt. Where a follow-up communication is necessary to the Customer, You will do so within a reasonable (e.g. two business day) period.

If You are unable to respond to Customer orders or inquiries within a reasonable time period, e.g. 2 business days, You will, using the Vacation Handler program available on AbeBooks, remove Your inventory from the Web Sites. To maintain Your account and Your items in Our inventory during Your absence, the minimum subscription fee continues to be payable.

If the Item had been previously sold, You will notify the Customer within a reasonable time (e.g. 2 business days) that the Item is Sold or Unavailable through AbeBooks’ online facilities or through direct contact.

5.2 Shipping Orders to Customers

When receiving an order from AbeBooks, You will ship the Item in accordance with the shipping priority selected by the Customer on the Web Site where the Item was purchased. In any event, You will ship the Item no later than two business days from the date on which You:

1. Received payment on a sale where the payment was processed by You or a provider of your own choice, or
2. Updated the order using AbeBooks’ online facilities when the payment is processed.

You are responsible for all handling, packaging and shipping materials and will take every reasonable effort to ensure that Items are received in the condition they were ordered.

Ownership of the Item changes from You to that of the Customer on shipment. However, You will make every reasonable effort to ensure that Items shipped will be received within the timeframe specified. Items that are significantly delayed (more than 7 calendar days after expected delivery date has passed) are Your responsibility.

For those Items lost in transit or where delivery is significantly delayed, You will be required to provide proof of shipping to the Customer. If You are unable to provide proof, You will accept a return and provide a refund for the Item including shipping costs.

5.3 Returns and Refunds

You will be responsible for providing a refund and accepting a return for all Items where the return is made within 14 days of receipt of the Item. If the Customer considers an Item is "not as described"', they may return the Item to You for a refund of purchase price plus original shipping cost. If You agree that the Item was not as described, You will also refund return shipping to the Customer. The Item description will be updated to reflect the true and accurate description of the Item before You re-list the Item on AbeBooks.

The following Performance Standards will be used to measure the performance of Sellers to ensure that they are meeting the expectations outlined in the Code of Conduct. AbeBooks will contact those Sellers who are unable to meet the requirements below and offer assistance to the Seller in complying with the Agreement. AbeBooks reserves the right to terminate the business relationship if the performance standards are not met.

AbeBooks will be monitoring Your return rate which will be calculated based on the number of Items returned divided by the number shipped. The calculation for the returns rate will not include those Items where the Customer changed their mind.

You will be required to maintain an average number of orders filled ("Completion Rate"). The Completion Rate will be calculated as the number of items shipped and not returned divided by the total number of items ordered. You are required to have an average Completion Rate of ninety percent (90%) or better. Your Completion Rate will be displayed with your Items listed for sale.

Q. Do I have to sign the agreement?

A. In order to list your inventory on any of the AbeBooks Web Sites, you must sign the agreement by clicking the [YES! I Agree With The Above].

Q. Will you change the agreement?

A. AbeBooks may change the agreement from time to time. Sellers will be given at least 14 days written notice of any changes either through email or by messaging on the site.

Q. What do you mean when you state, "the agreement is for an indefinite term"?

A. It means that the agreement will be in effect until either the participating seller or AbeBooks decides to terminate the agreement. Therefore, by signing the agreement sellers are not obligated to remain sellers with AbeBooks for a fixed duration.

Q. What do you mean that you can add, delete or change the Web Sites?

A. AbeBooks plans on increasing the number of AbeBooks Web Sites in the future in order to capture new markets, geographies and languages. AbeBooks needs the flexibility to add, remove and change Web Sites as necessary.

Q. How does AbeBooks work? Where do I find out about listing my products, customer contacts, order processing, my payments, shipping, fees and taxes, and returns?

A. The AbeBooks Program Guide is a comprehensive overview of how AbeBooks works and seller expectations. This Guide consists of three parts:

1. How AbeBooks Works - an explanation of how AbeBooks Web Sites and programs work;
2. Code of Conduct - outlines the expected standards of Seller participation with AbeBooks; and
3. Performance Standards - the areas where participation will be measured.

Q. Does AbeBooks ever take title to the item?

A. No. Title of the item remains with the seller until the item is shipped at which point the title transfers to the buyer.

All fees in this Fee Schedule are expressed in Pounds Sterling, and all fees are net excluding VAT. The purpose of this Fee Schedule is to explain the following items:

1. Monthly Subscription Rates
2. Commissions and External Payment Service Fees
3. Minimum/Maximum Prices
4. Invoices and Statements of Account
5. Payments to You

You agree that We may, in Our sole discretion, require You to pay the fees described in this schedule or deduct the amount of the Fees owed to Us from the funds held by the External Payment Services Provider.

An invoice statement showing AbeBooks’ monthly subscription fee will be sent to You by e-mail at the beginning of each month. Your first statement will include prorated subscription fees for the first month’s membership as well as the subscription fees for the current month. Invoices are payable upon receipt.

The AbeBooks monthly subscription fee entitles You to list Your Items on the AbeBooks Web Sites. Subscription rates are calculated based on the average number of Items You listed during the previous month. The minimum monthly fee of £ 17.00 applies even if you do not have any items online.

The following rate schedule outlines the monthly subscription fees You will pay:

All items sold through Our Web Sites are subject to a 8% commission fee, based on the Total Item Amount (item price, shipping and any extra charges, net of any Specified Taxes). This commission is set at a minimum of £ 0.30 per Total Item Amount (item price, shipping and any extra charges) and a maximum of £ 22 per Total Item Amount. Therefore Items that are listed by You at a Total Item Amount of £ 3.75 or less will be charged a £ 0.30 flat fee commission and Items that are listed by You at a Total Item Amount of £ 275 or greater will be charged a £ 22 flat fee commission.

The commission amount payable for all orders accepted through Our Web Sites will appear on the monthly invoice statement.

When a Customer pays You through a Web Site using a payment method processed by the External Payment Service Provider, We will charge You a payment service fee on the Total Order Amount.

The applicable payment service fee for orders through the AbeBooks.com or AbeBooks.co.uk websites is 5.5% for orders where the amount charged to the buyer is less than $500.00 USD/£275.00 GBP/€400.00 EUR, or the equivalent amount in another currency.

If the Total Order Amount exceeds $500.00/£275.00/€400.00 EUR, or the equivalent amount in the buyer's currency,a blended payment service fee is applied to the order. This blended rate is calculated based on 5.5% of the first $500.00 USD/£275.00 GBP/€400.00 EUR plus 3.5% of the remainder, divided by the Total Order Amount. Once the blended rate is determined, this percentage is applied to the Total Order Amount and calculated according to the vendor's billing currency.

A rate of 3.5% is applied regardless of the Total Order Amount on the AbeBooks.fr, AbeBooks.de, ZVAB.com, AbeBooks.it, or Iberlibro.com websites.

All orders are subject in each case to the following minimum payment service fee:

• Purchase on AbeBooks.com (US$ Purchase): £ 0.30 per order
• Purchase on AbeBooks.de, ZVAB.com, AbeBooks.fr, AbeBooks.it or IberLibro.com (€ Purchase): £ 0.60 per order
• Purchase on AbeBooks.co.uk (£ Purchase): £ 0.60 per order

Your monthly statement will include an invoice for the External Payment Service Fees payable to Us for all orders completed using this service.

The minimum and maximum prices for Items listed on AbeBooks’ Web Sites are as follows:

• Minimum price: equivalent to US$1.00
• Maximum price: Unlimited

Items sent to AbeBooks that are priced lower than US$1.00 will be increased by AbeBooks to meet this minimum price before being displayed on all the AbeBooks web sites.

AbeBooks will invoice You for the monthly subscription fee and for the AbeBooks Commissions, and if applicable, the External Payment Service Fees, plus applicable Taxes, plus, if applicable, details of offset amounts. You will receive the invoice in Pounds Sterling.

We will make available invoice statements showing Your subscription fee, commission fees, payment service fees and Taxes plus details of offset amounts. Your first invoice statement will include prorated subscription fees for the first month’s membership as well as the subscription fees for the current month.

You may pay the invoices by credit card, bank transfer or by check. Payments by credit card will be processed more promptly than bank transfers or checks.

You agree to accept invoices from AbeBooks electronically in a format and method of delivery as determined by us, e.g. in pdf format.

For orders using the External Payment Service Provider, You will be credited the List Price plus any applicable shipping credits or extra charges requested by You from the Customer. Payments for your Items and shipping credits may be offset against amounts You owe Us. You may be paid weekly by electronic funds transfer (EFT) (where available). If not available you may be paid monthly by alternative method. Payments to You may be converted from Your billing currency to the payment currency at a rate that covers currency conversion costs and short term rate fluctuation.

Payments to You may be converted from Your billing currency to the payment currency at a rate that covers currency conversion costs and short term rate fluctuation.

All fees in this Fee Schedule are expressed in Euro, and all fees are net excluding VAT. The purpose of this Fee Schedule is to explain the following items:

• Monthly Subscription Rates
• Commissions and External Payment Service Fees
• Minimum/Maximum Prices
• Invoices and Statements of Account
• Payments to You

You agree that We may, in Our sole discretion, require You to pay the fees described in this schedule or deduct the amount of the Fees owed to Us from the funds held by the External Payment Services Provider.

An invoice statement showing AbeBooks’ monthly subscription fee will be sent to You by e-mail at the beginning of each month. Your first statement will include prorated subscription fees for the first month’s membership as well as the subscription fees for the current month. Invoices are payable upon receipt.

The AbeBooks monthly subscription fee entitles You to list Your Items on the AbeBooks Web Sites. Subscription rates are calculated based on the average number of Items You listed during the previous month. The minimum monthly fee of € 15.00 applies even if you do not have any items online.

The following rate schedule outlines the monthly subscription fees You will pay:

Commission:

All items sold through Our Web Sites are subject to an 8% commission fee, based on the Total Item Amount (item price, shipping and any extra charges, net of any Specified Taxes). This commission is set at a minimum of € 0.40 per Total Item Amount (item price, shipping and any extra charges) and a maximum of € 32 per Total Item Amount. Therefore Items that are listed by You at a Total Item Amount of € 5 or less will be charged a € 0.40 flat fee commission and Items that are listed by You at a Total Item Amount of € 400 or greater will be charged a € 32 flat fee commission.

The commission amount payable for all orders accepted through Our Web Sites will appear on the monthly invoice statement.

When a Customer pays You through a Web Site using a payment method processed by the External Payment Service Provider, We will charge You a payment service fee on the Total Order Amount.

The applicable payment service fee for orders through the AbeBooks.com or AbeBooks.co.uk websites is 5.5% for orders where the amount charged to the buyer is less than $500.00 USD/£275.00 GBP/€400.00 EUR, or the equivalent amount in another currency.

If the Total Order Amount exceeds $500.00/£275.00/€400.00 EUR, or the equivalent amount in another currency, a blended payment service fee is applied to the order. This blended rate is calculated based on 5.5% of the first $500.00 USD/£275.00 GBP/€400.00 EUR plus 3.5% of the remainder, divided by the Total Order Amount. Once the blended rate is determined, this percentage is applied to the Total Order Amount and calculated according to the vendor's billing currency.

A rate of 3.5% is applied regardless of the Total Order Amount on the AbeBooks.fr, AbeBooks.de, ZVAB.com, AbeBooks.it, or Iberlibro.com websites.

All orders are subject in each case to the following minimum payment service fee:

• Purchase on AbeBooks.com (US$ Purchase): € 0.40 per order
• Purchase on AbeBooks.de, ZVAB.com, AbeBooks.fr, AbeBooks.it or IberLibro.com (€ Purchase): € 0.80 per order
• Purchase on AbeBooks.co.uk (£ Purchase): € 0.80 per order

Your monthly statement will include an invoice for the External Payment Service Fees payable to Us for all orders completed using this service.

The minimum and maximum prices for Items listed on AbeBooks’ Web Sites are as follows:

• Minimum price: equivalent to US$1.00
• Maximum price: Unlimited

Items sent to AbeBooks that are priced lower than US$1.00 will be increased by AbeBooks to meet this minimum price before being displayed on all the AbeBooks web sites.

AbeBooks will invoice You for the monthly subscription fee and for the AbeBooks Commissions, and if applicable, the External Payment Service Fees, plus applicable Taxes, plus, if applicable, details of offset amounts. You will receive the invoice in Pounds Sterling.

We will make available invoice statements showing Your subscription fee, commission fees, payment service fees and Taxes plus details of offset amounts. Your first invoice statement will include prorated subscription fees for the first month’s membership as well as the subscription fees for the current month.

You may pay the invoices by credit card, bank transfer or by check. Payments by credit card will be processed more promptly than bank transfers or checks.

You agree to accept invoices from AbeBooks electronically in a format and method of delivery as determined by us, e.g. in pdf format.

For orders using the External Payment Service Provider, You will be credited the List Price plus any applicable shipping credits or extra charges requested by You from the Customer. Payments for your Items and shipping credits may be offset against amounts You owe Us. You may be paid weekly by electronic funds transfer (EFT) (where available). If not available you may be paid monthly by alternative method.

Payments to You may be converted from Your billing currency to the payment currency at a rate that covers currency conversion costs and short term rate fluctuation.