Literati

Terms of Service

Revised: October 28, 2022

Welcome to Literati! The Literati website and services are provided by Literati, Inc. ("Literati", "we" "us" or "our"). These terms and conditions (these "Terms and Conditions") govern your ("you" or "your") access to and use of the Literati.com website, apps (“App”, or store (collectively, the "Website") and, unless expressly stated otherwise, all services provided by Literati via the Website including without limitation our subscription products, single purchase products, and gift cards (collectively, the "Services").

PLEASE REVIEW THIS TOS CAREFULLY. BY ACCESSING OR USING THE WEBSITE AND/OR SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS, INCLUDING ANY UPDATES OR REVISIONS POSTED HERE OR OTHERWISE COMMUNICATED TO YOU. IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE THE WEBSITE AND/OR THE SERVICES.

THESE TERMS AND CONDITIONS REQUIRE FINAL AND BINDING ARBITRATION TO RESOLVE ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS AND CONDITIONS, OR YOUR ACCESS TO OR USE OF THE WEBSITE AND/OR THE SERVICES, INCLUDING THE VALIDITY, APPLICABILITY OR INTERPRETATION OF THESE TERMS AND CONDITIONS, AND YOU AGREE THAT ANY SUCH CLAIM WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION, ARBITRATION OR OTHER SIMILAR PROCESS. PLEASE REVIEW SECTION TITLED BINDING ARBITRATION AND CLASS ACTION WAIVER BELOW CAREFULLY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO THE RESOLUTION OF ANY CLAIM.

You represent and warrant that you: (a) are of legal age to form a binding contract; (b) have the right, authority, and capacity to agree to and abide by these Terms and Conditions; and (c) are not a person barred from using the Website and/or Services under the laws of any applicable jurisdiction. THE WEBSITE AND/OR SERVICES ARE NOT INTENDED FOR USERS UNDER THE AGE OF 13, AND SUCH USERS ARE EXPRESSLY PROHIBITED FROM SUBMITTING ANY PERSONAL DATA OR USING ANY ASPECT OF THE WEBSITE AND/OR SERVICES, AND BY TAKING SUCH ACTIONS YOU AGREE, REPRESENT, AND WARRANT THAT YOU ARE 13 YEARS OF AGE OR OLDER.

Rights

a. Grant. Subject to your compliance in all material respects with the terms and conditions of these Terms and Conditions, Literati grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the Website and/or Services on a personal mobile device that you own and control, in executable, machine-readable, object code form only and solely for your internal business purposes. Your access to and use of the Website and/or Services must further comply in all material respects with all usage guidelines posted by Literati.

b. Google & Apple. If the App is downloaded by you from the Apple App Store or Google Play Store, your use of the App must comply with the applicable Apple App Store or Google Play Store Terms of Use. Additionally, you and Literati acknowledge that (i) these Terms and Conditions are concluded between you and Literati only, and not with Apple or Google, (ii) neither Apple nor Google are responsible for the App or the contents thereof, (iii) Apple and Google have no obligation whatsoever to furnish any maintenance and support services with respect to the App, (iv) Literati, not Apple or Google, is responsible for addressing any claims from you or any third party relating to the App or your possession and/or use thereof, including product liability claims, any claim that App fails to conform to any applicable legal or regulatory requirement and claims arising under consumer protection or similar legislation, (v) Apple, Google, and their subsidiaries are third-party beneficiaries of these Terms and Conditions with respect to the applicable App, and they shall have the right (and will be deemed to have accepted the right) to enforce these Terms and Conditions against you as a third-party beneficiary hereof with respect to the applicable App, and (vi) Literati, not Apple or Google, shall be solely responsible for the investigation, defense, settlement and discharge of any intellectual property infringement claim attributable to the App.

Literati Kids

Literati provides a book delivery service and/or a subscription service for delivery of books. Our goal is to curate the world's best children's books for every age. We send you a different selection of books in a unique and themed package, designed by us (the "Themed Package"), the timing and contents of which depends on the package you have chosen and which of the age ranges you select for your child ("Books"). The subscription will include some of the best new books, mixed with lesser-known classics. Depending on the package or membership you have chosen, you will either be (i) allowed to read and explore the books for a period of 7 days with your children, and you may mail to us any books (in mint condition), which you do not want to purchase, (ii) allowed to read and explore the books for an indefinite period of time, and you may mail to us any books (in mint condition), which you do not want to purchase, or (iii) keep the number of books purchased as part of your subscription (“Subscription Package”), subject to the shipment and return policy set forth below. Access to the Website and use of the Services, is subject to these Terms and Conditions and the Literati Privacy Policy.

Acceptance of Terms

By clicking "Continue" on the account creation page or otherwise using our Website or Services, you indicate your unconditional acceptance of the following Terms and Conditions. Please read them carefully, as they may have changed since your last visit. The most recent version of these Terms and Conditions may be viewed at literati.com/terms/.

THESE TERMS CONTAIN IMPORTANT INFORMATION REGARDING LIMITATIONS OF OUR LIABILITY, YOUR INDEMNIFICATION OBLIGATIONS, AND THE LAW GOVERNING, AND DISPUTE RESOLUTION PROCEDURES RELATED TO, THE SERVICE. IF YOU DO NOT AGREE WITH THESE TERMS DO NOT USE THE SERVICES.

THE TERMS INCLUDE A CLASS ACTION WAIVER AND REQUIRE BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS.

Literati Single Purchase and Subscription Package - Shipments & Returns

We may offer you the ability to make a stand-alone purchase of Books curated by Literati (e.g., not associated with a subscription) or subscribe for a Subscription Package. As a subscribed Literati Subscription Package member, each cycle we will ship you a package with a different selection of Books. If you order a stand-alone box of Books or a Subscription Package for Books, you authorize us to charge you for the Books or Subscription Package, as applicable, and all costs associated with your chosen shipment method. These Terms of Service will govern any shipment.

All stand-alone purchases and Books sent as part of a Subscription Package are final, and we will not accept any returns (unless we determine that the Books were damaged before you received them).

We accept the following credit cards at this time: Visa, MasterCard, American Express, or Discover (please check Stripe, our third party payment provider, for an updated list). We use a third party payment service in lieu of directly processing your credit card information. By submitting your credit card information, you grant Literati the right to store and process your information with the third party payment service, which it may change from time to time; you agree that Literati will not be responsible for any failures of the third party to adequately protect such information. All financial matters regarding your information are subject to the conditions of the third party payment service provider's terms of service; the current version of which is available at https://stripe.com/us/legal/. You acknowledge that we may change the third party payment service and move your information to other service providers that encrypt your information using secure socket layer technology (SSL) or other comparable security technology.

Subscription Registration & Account Creation

In order to start using the Literati subscription Services for Themed Packages and/or Subscription Packages, you must register a Literati account (“Account”) on our Website. To create an Account, simply enter a valid email address or link to a valid Facebook account. For us to successfully provide you the Service, you must create and maintain an Account and additionally provide us with:

a United States shipping address (unless creating an Account for gift card purchases); and

a valid credit card number (your "Credit Card") and billing information, which the individual creating the Account has the right to use (collectively, and together with any other information you may provide us in creating your Account, "Account Information").

As a registered user, you acknowledge and agree that we may use such information to communicate with you about the Service. We may also send you special offers and commercial email messages which you may or may opt out of by emailing us at hello@literati.com or selecting to unsubscribe as may be provided in the applicable e-mail correspondence.

Literati Themed Package Subscription - Shipments & Returns

Literati Shipments. When you sign up for a shipment, we will send you some Books chosen by Literati. You will be able to read them in your own home and see what you and your family like. You can decide to keep all, some or none of the Books in the shipment, and we will charge you for the items you keep as described in the Service Fee and Payment section (below).

As a subscribed Literati Themed Package member, each cycle we will ship you a package with a different selection of Books in our Themed Package. Books will not be available for direct order and we will not agree to fulfill Books or Themed Boxes from previous cycles.

If you order a shipment, you authorize us to charge you for the shipment in accordance with these Terms of Service. As explained in the Service Fee and Payment section, you are responsible for: (i) the Service Fee for any shipment that is not cancelled with the required notice and (ii) the price of any Books that are not returned in accordance with our policies. These Terms of Service will govern any shipment. We may refuse to ship to any address for any reason including because it is outside the geographic area that we serve (currently only the United States and U.S. territories) or it is to an address that we determine has a history of fraudulent purchases.

Returns/Rejections for Themed Package Subscribers. We submit our Books to you as an offer to purchase. If you want to reject any of the Books in your shipment, simply place them back in the box and mail them back to us in mint condition at no cost to you. Unless you’ve selected a membership which allows you to keep your books for an indefinite period of time before returning or purchasing them, any returned Books must be postmarked no later than seven (7) days after you receive the package (the "Return Date"). You agree that keeping any Books in the shipment or by not postmarking the return shipment back to us by the Return Date constitutes your acceptance of our offer to purchase such Books, and we will charge your Account for those Books any time after that day. Any exceptions permitting a return postmarked longer than the Return Date must be requested in a timely manner and may be granted at the sole discretion of Literati. Products must be returned in mint condition, as determined by Literati and the Publisher who provides Literati any given Books.

Unfortunately, we cannot guarantee that you will be able to exchange or replace any item.

Legal Details. OUR SCHEDULING OF A SHIPMENT IS AN OFFER TO PURCHASE THE BOOKS IN THE SHIPMENT, WHICH YOU MAY RETRACT BY RETURNING THE BOOKS YOU DON'T WANT AS DESCRIBED ABOVE. WE MAY ACCEPT YOUR REQUEST FOR A SHIPMENT BY PROCESSING YOUR PAYMENT OF THE SERVICE FEE (AS DESCRIBED BELOW) AND SHIPPING YOU THE SHIPMENT. For any reason, we may decline to accept your request for a shipment. If we decline to accept your request for a shipment, we may attempt to notify you at the email address you provided. All Books will be deemed accepted by you upon shipment, and title to and risk of loss passes to you when we provide the Books to a common carrier.

Literati Themed Package Subscription - Service Fee & Payment

When we ship you a shipment, we will charge you a non-refundable "Service Fee" in the amount set forth on the Website. The Service Fee will be charged to your credit card or other payment method between the time when the order is placed and we ship your shipment. No changes can be made to your initial shipment after the order is placed. Once your order has been processed (initial or otherwise), it cannot be canceled.

Unless you’ve selected a membership which allows you to keep your books for an indefinite period of time before returning or purchasing them, within seven (7) days of receiving your shipment, you must return any Books you don't want to purchase. You will be responsible for paying us for all Books not returned by the Return Date. The Service Fee will NOT be credited towards the purchase price of those Books. To pay for an order, you will need to provide Literati with the information necessary to process an order from you, including your shipping address and the billing information. You may pay for the Service Fee and the purchase of any Books from your order via credit card or other payment method then available on the Website. If you have a credit in your Account at the time of processing the Service Fee or purchasing products, the credit will be applied before charging your credit card or other payment method then available. By submitting your payment information to us, you authorize us to charge your credit card or other payment method then available in accordance with this policy. If you do not cancel before your subscription’s renewal date (which may be found in your Account’s subscription management page), if applicable, we will assume you are requesting membership renewal or requesting the next shipment, depending on the membership you selected, and therefore, you agree to the Service Fee being charged to the card on file on a recurring basis until you cancel the subscription by (i) clicking the "Account" link on your homepage when you log in, and then clicking the "Cancel Subscription" link and following the prompts and options that follow or (ii) by emailing us at to hello@literati.com stating "I want to stop receiving Books" from the email address then currently associated with your account. Upon cancelling your account, you will still be responsible for paying us for any Books not returned in your previous shipments. You represent that you will not use any credit card or other form of payment unless you have all necessary authorization to do so. We will not be liable in the event your children or others acting with or without your permission use your credit card, PayPal account, or other means of payment to make orders on the Services; however you may report any unauthorized use to us, and we will use reasonable measures within our control to help prevent future unauthorized use of your credit card or other payment method.

Unless you’ve selected a membership which allows you to keep your books for an indefinite period of time before returning or purchasing them, any Books not postmarked by the Return Date will be considered purchased, no refunds will be issued, and will be added to our donation program, regardless of whether or not we have received payment for such Books.

The Service Fee is payable in full before delivery. We accept the following credit cards at this time: Visa, MasterCard, American Express, or Discover (please check Stripe, our third party payment provider, for an updated list). The Service Fee is non-refundable, even if you choose not to receive your final shipment.

For your convenience and benefits as a member, in the event your payment method reaches its expiration date, and you do not edit your credit card information, you authorize us to continue billing that credit card on file. This includes extending the expiration date until we are notified by you or the credit card company that the account is no longer valid. We encourage you to constantly update your payment method information or cancel your membership, if applicable, should you wish to discontinue paying the recurring Service Fee and receiving Books for consideration of purchase.

We use a third party payment service in lieu of directly processing your credit card information. By submitting your credit card information, you grant Literati the right to store and process your information with the third party payment service, which it may change from time to time; you agree that Literati will not be responsible for any failures of the third party to adequately protect such information. All financial matters regarding your information are subject to the conditions of the third party payment service provider's terms of service; the current version of which is available at https://stripe.com/us/legal/. You acknowledge that we may change the third party payment service and move your information to other service providers that encrypt your information using secure socket layer technology (SSL) or other comparable security technology.

Books & Pricing

Books come with a standard price ("List Price") from the Publisher. Books are priced according to Literati Club Pricing, a price set by Literati. Except with respect to Subscription Packages, Literati will provide a discount equivalent to or below the price set by Amazon, in the event that Amazon sells and fulfills each of the books chosen. Amazon List Prices are set for each calendar month. Literati is not responsible for matching any price changes that may occur throughout the calendar month. In the event a book is not fulfilled by Amazon, Literati will determine the Literati Club price independently. Not all books are subject to discounts. In cases where publishers prohibit discounting, customers will be charged the full list price, and this will be stated in the invoice sent to customers with the shipment.

You are responsible for the payment of any Service Fees, and state and local sales taxes that apply to your order where we elect or are required to collect and remit such taxes. If we don't collect the applicable sales tax, you are responsible to pay the applicable use taxes.

Gift Cards

You may purchase Literati gift cards for anyone 18 and older through the Services ("Literati Gift Cards"). Literati Gift Cards can be redeemed solely through our Services for products. Literati Gift Cards cannot be redeemed for cash except where required by law. For balance information, log in and check your account or alternatively, contact: hello@literati.com. Literati Gift Cards require no maintenance, activation, or other fees. Risk of loss and title for Literati Gift Cards pass to the purchaser upon electronic transmission to the purchaser or designated recipient, or our delivery to the carrier, whichever is applicable. Literati is not responsible for lost or stolen Literati Gift Cards, or for use without your or the recipient's permission. Literati reserves the right to close accounts and request alternative forms of payment if a Literati Gift Card is fraudulently obtained or used.

Referrals

Referrals Subscribers may choose to participate in our referral program, whereby a customer refers another customer, who has not made any previous purchases from Literati, and one or both customers receive an incentive or bonus. Referral bonuses apply to referral of new customers only, and customers may not refer themselves or members of their own households. Literati reserves the right to change the referral rewards program and bonuses at any time. Literati also reserves the right to cancel referral credit or cancel product delivery in instances where Literati detects or suspects fraud, attempts to game the referral program, or violations of the spirit of the referral program in any way. For balance information, log in and check your account or alternatively, contact: hello@literati.com.

Promotions are limited to one per household and can only be used one time. If Literati determines that multiple promotions are being used for the same child, in the same household, or in any otherwise suspicious manner, Literati reserves the right to shut down and disable the corresponding accounts. Promotions have no cash value and no refund is offered for items purchased through such promotions and no refund is offered for items purchased through such promotions.

Feedback

In the event that you provide us any ideas, thoughts, criticisms, suggested improvements or other feedback related to our products, the Website or the Services (collectively "Feedback"), you hereby grant us a non-exclusive, world-wide perpetual license to use the Feedback to: (a) improve our Services, the Website or any products and (b) promote the Services, the Website and products, and that you will not be due any compensation for your Feedback that is used in these ways.

Scope of Service

Literati maintains this Website as a service to the user community that visits the Website subject to these Terms and Conditions. We may alter, suspend, or discontinue this Website or the Services in whole or in part, at any time and for any reason, without notice. The Website or the Services may also periodically become unavailable due to maintenance or malfunction of computer equipment or for other reasons.

Website Content

Users have a personal, non-transferable, non-exclusive right to access and use the Content of this Website or Services subject to these Terms and Conditions. The term "Content" means all information, text, images, data, links, software, or other material accessible through the Website or Services, whether created by us or provided by another person for display on the Website or through the Services.

We reserve the right to make changes to document names and content, descriptions or specifications of products or services, or other information without obligation to issue any notice of such changes.

You may view, copy, download, and print Content that is available on the Website or through the Services, subject to the following conditions:

The Content may be used solely for internal informational purposes. No part of the Website, the Services or the Content may be reproduced or transmitted in any form, by any means, electronic or mechanical, including photocopying and recording for any other purpose.

The Content may not be modified.

Nothing contained on this Website or available through the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Website, the Services or any Content displayed on the Website or through the Services, through the use of framing or otherwise, except: (a) as expressly permitted by these Terms and Conditions; or (b) with our prior written permission or the permission of such third party that may own the trademark or copyright of Content displayed on this Website or accessible through the Services.

Damaged Books

In the event that books are returned to us in a damaged condition, and are not returnable to the publisher in saleable condition, you will be charged 50% of the List Price for such Books. We reserve the right to cancel any account for any reason, including the regular return of damaged materials. We are not responsible for books damaged in transit.

Unless otherwise indicated at the time of your purchase, shipping and handling fees are included with your order or subscription, as applicable. Shipping dates and/or arrival times are only estimates.

Replacement of Books and credits to your account for shipped merchandise claimed as not received are subject to our investigation, which may include postal-service notification. We will adjust your account at our sole discretion.

Repeated claims of undelivered merchandise may result in the cancellation of your membership or refusal to process future transactions. We are neither responsible nor liable for any delays or failures in performance from any cause beyond our control, including, but not limited to acts of God, changes to law or regulations, embargoes, war, terrorist acts, acts or omissions of third party providers, riots, fires, earthquakes, floods, power outages, strikes, weather conditions or acts of hackers, internet service providers or any other third party, or your acts or omissions

International Access

This Website and the Services may be accessed from countries other than the United States. This Website and the Services may contain products or references to products that are only available within the United States and U.S. territories. Any such references do not imply that such products will be made available outside the United States. If you access and use this Website or the Services outside the United States you are responsible for complying with your local laws and regulations.

Subscription Cancellations

We work hard to provide the best experience possible and the best books for every age; however, you may cancel your automatic renewal, if applicable, through the account page on the Website. You must update your account on the Website before your subscription’s renewal date (which may be found in your Account’s subscription management page) in order to avoid paying the recurring Service Fee and receiving Books for consideration of purchase or subscription fee, as applicable.

IF YOU PURCHASE A SUBSCRIPTION, YOUR SUBSCRIPTION WILL CONTINUE UNTIL YOU CANCEL AND, IF YOU DO NOT CANCEL YOUR SUBSCRIPTION BEFORE YOUR SUBSCRIPTION’S RENEWAL DATE, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR A NEW SUBSCRIPTION PERIOD OF THE SAME AMOUNT OF TIME.

We may terminate your subscription, without notice, for conduct we believe violates these Terms and Conditions or our policies, is harmful to our business interests, or for an inactive account.

Limitation of Liability

IN NO EVENT SHALL LITERATI OR ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, OR AFFILIATES BE LIABLE TO ANY USER OF THIS WEBSITE OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES) ARISING OUT OF THE USE, INABILITY TO USE, UNAUTHORIZED ACCESS TO OR USE OR MISUSE OF THE PRODUCTS OR THE WEBSITE OR ANY INFORMATION CONTAINED THEREON, WHETHER BASED UPON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.

YOU AGREE LITERATI'S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THESE TERMS AND CONDITIONS, THE WEBSITE, THE CONTENT, OR ANY PRODUCT OR SERVICES WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE AMOUNT YOU PAID TO LITERATI IN THE THEN-PRIOR CYCLE.

Indemnification

By using this Website, our Services, or supplied products, you agree to indemnify, hold harmless and defend Literati from any claims, damages, losses, liabilities, and all costs and expenses of defense, including but not limited to, attorneys' fees, resulting directly or indirectly from a claim by a third party that arises in connection with use of this Website, Services, or products by you or any other person accessing the Website using your member login account.

Accuracy of User Information

Accuracy: You may use this Website (but not subscribe to our Services) without volunteering personally identifiable information. Please refer to our Privacy Policy for additional information on our practices for handling personally identifiable information. However, if you choose to provide information to register for or participate in a service, event, or promotion on this Website or to use our Services, you agree that you will provide accurate, complete, and up to date information as requested on the screens that collect information from you.

Minors

The Services are available only to, and may only be used by, individuals who are 18 years and older who can form legally binding contracts under applicable law. Individuals under the age of 18 can use the Service only in conjunction with and under the supervision of a parent or legal guardian. In this case, the adult is the user and is responsible for upholding these Terms and Conditions.

Although we will not collect information from any individual under the age of 13, Account Information may contain personally identifiable information—including the first name, last name, address and birthday—of minors ("Child Personal Information"). Maintaining the confidentiality of your Account Information generally, and Child Personal Information specifically, is a responsibility we take seriously—we will not use or disclose Child Personal Information or your Account Information except as necessary to provide the Service or as otherwise authorized by you, and only in accordance with our Privacy Policy. Such necessary uses and disclosures may include, without limitation, providing Child Personal Information to our service providers and contractors.

Security

When you register to participate in Literati services on this Website or access and use the Services, you may be required to establish a login identifier and a password. You are responsible for protecting your login and password from unauthorized use, and you are responsible for all activity that occurs on your account (including without limitation financial obligations). You agree to notify us immediately if you believe that your login or password has been or may be used without your permission so that appropriate action can be taken. We are not responsible for losses or damage caused by your failure to safeguard your login and password.

Disclaimer of Warranty

YOU ARE SOLELY RESPONSIBLE FOR DETERMINING IF THE BOOKS ARE SUITABLE FOR YOUR CHILDREN. WE DO NOT TAKE RESPONSIBILITY FOR THE CONTENT IN BOOKS OR WHETHER THE BOOKS WE CHOOSE CONFORM TO VALUES SUITABLE TO EVERY PARENT WHO SUBSCRIBES TO OUR SERVICE. UNDER NO CIRCUMSTANCES WILL WE BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR USE OF THE PRODUCTS OR YOUR RELIANCE ON INFORMATION IN ANY CONTENT ON THIS WEBSITE OR ACCESSIBLE THROUGH THE SERVICES. YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY ARISING FROM OR RELATING IN ANY WAY TO ANY PRODUCT SHALL BE ITS REPLACEMENT OR A CREDIT TOWARDS ANOTHER SHIPMENT, AT LITERATI'S SOLE DISCRETION.

EXCEPT AS EXPRESSLY PROVIDED HEREIN, ALL PRODUCTS SUPPLIED, AND ALL TEXT, IMAGES, AND OTHER INFORMATION ON OR ACCESSIBLE FROM THIS WEBSITE OR THE SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SPECIFICALLY, BUT WITHOUT LIMITATION, LITERATI DOES NOT WARRANT THAT: (i) THE INFORMATION AVAILABLE ON THIS WEBSITE OR ACCESSIBLE THROUGH THE SERVICES IS FREE OF ERRORS; (ii) THE PRODUCTS OR SERVICES ARE NOT DEFECTIVE; (iii) THE FUNCTIONS OR SERVICES (INCLUDING BUT NOT LIMITED TO MECHANISMS FOR THE DOWNLOADING AND UPLOADING OF CONTENT) PROVIDED BY THIS WEBSITE OR THROUGH THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS; (iv) DEFECTS WILL BE CORRECTED, OR (v) THIS WEBSITE OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

Exclusions

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

No Implied Endorsements

In no event shall any reference to any third party or third party product or service be construed as an approval or endorsement by Literati of that third party or of any product or service provided by a third party. Likewise, a link to any third party website, product or service does not imply that we endorse or accept any responsibility for the content or use of such website, product or service. As with the purchase of a product or service through any medium or in any environment, you are responsible for exercising appropriate judgment and caution.

Termination

We may terminate any user's subscription or access to our Website or Services for any reason and at any time, with or without prior notice. It is our policy to terminate users who violate these Terms and Conditions, as deemed appropriate in our sole discretion. You agree that we are not liable to you or any third party for any termination of your subscription or access to our Website or Services.

Governing Law

To the maximum extent permitted by law, this Agreement, and all disputes or claims in connection with this Agreement (whether arising in contract, tort or otherwise) are governed by the laws of the State of Texas and the United States of America, and the parties hereby consent to Travis County, Texas being the exclusive jurisdiction and venue of courts for all disputes or claims in connection with this Agreement.

Binding Arbitration and Class Action Waiver

a. ALL CLAIMS ARISING IN CONNECTION WITH THESE TERMS AND CONDITIONS, THE SERVICES OR THE WEBSITE SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION RATHER THAN IN COURT, EXCEPT THAT YOU MAY ASSERT CLAIMS IN SMALL CLAIMS COURT (DEFINED FOR THE PURPOSES OF THESE TERMS AND CONDITIONS AS A COURT OF LIMITED JURISDICTION THAT MAY ONLY HEAR CLAIMS NOT EXCEEDING $5,000) IF YOUR CLAIMS ARE WITHIN THE COURT’S JURISDICTION. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED.

b. The arbitration shall be conducted by the American Arbitration Association (AAA) under its then-applicable Commercial Arbitration Rules or, as appropriate, its Consumer Arbitration Rules. The AAA’s rules are available at https://www.adr.org/. Payment of all filing, administration and arbitrator fees shall be governed by the AAA’s rules. The arbitration shall be conducted in the English language by a single independent and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you agree that such hearing shall be conducted in Austin, Texas or, if the Consumer Arbitration Rules apply, another location reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances, as determined by the arbitrator. The decision of the arbitrator shall be final and binding. Judgment on the arbitral award may be entered in any court of competent jurisdiction.

c. WE EACH AGREE THAT ALL CLAIMS SHALL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION OR OTHER SIMILAR PROCESS (INCLUDING ARBITRATION). IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT SUCH CLAIM SHALL BE BROUGHT ONLY IN A COURT OF COMPETENT JURISDICTION IN AUSTIN, TEXAS. YOU HEREBY SUBMIT TO THE PERSONAL JURISDICTION AND VENUE OF SUCH COURTS AND WAIVE ANY OBJECTION ON THE GROUNDS OF VENUE, FORUM NON-CONVENIENS OR ANY SIMILAR GROUNDS WITH RESPECT TO ANY SUCH CLAIM.

d. Notwithstanding anything to the contrary, you and Literati may seek injunctive relief and any other equitable remedies from any court of competent jurisdiction to protect its intellectual property rights, whether in aid of, pending, or independently of the resolution of any dispute pursuant to the arbitration procedures set forth in this Section titled Binding Arbitration and Class Action Waiver.

e. If Literati implements any material change to this Section section Binding Arbitration and Class Action Waiver, such change shall not apply to any Claim for which you provided written notice to Literati before the implementation of the change.

Enforcement

Any dispute arising out of or relating to the Service or these Terms, or its subject matter, shall be resolved exclusively by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association ("AAA"). The arbitration will be conducted in Austin, Texas by a single arbitrator knowledgeable in commercial distribution and product resale. The arbitrator will provide detailed written explanations to the parties to support his/her award and regardless of outcome, each party shall pay its own costs and expenses (including attorneys' fees) associated with the arbitration proceeding and fifty percent (50%) of the fees of the arbitrator and the AAA.

We Reserve Our Rights in Our Intellectual Property

You agree and acknowledge that, as between you and Literati, unless otherwise stated in these Terms and Conditions, Literati owns and retains all right, title and interest in and to (i) the Website, the Services and all improvements, enhancements and modifications thereto, (ii) notwithstanding the Feedback section (above), comments, suggestions, or other feedback regarding any aspect of the Services or the Website submitted by you, (iv) all Themed Packages and/or Subscription Packages, and (v) all intellectual property and proprietary rights in and related to any of the foregoing (collectively, "Literati Intellectual Property"). To the extent you have or later acquire any right, title or interest in any Literati Intellectual Property, you hereby irrevocably transfer and assign all such right, title and interest in such Literati Intellectual Property to us.

Procedure for Making Claims of Copyright Infringement

If you believe that your work has been made available through the App in a way that constitutes copyright infringement, please provide Literati’s Agent for Notice of Copyright Claims the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) a description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (c) a description of the material that you claim is infringing and where that material may be accessed within the Services; (d) your address, telephone number and email address; (e) a statement by you that you have a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) a statement from you that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, please contact Literati’s Agent for Notice of Copyright Claims. Literati’s Agent for Notice of Copyright Claims can be reached as follows:

Agent for Notice of Copyright Claims 2524 Pecos Street Austin, Texas 78703 Email:help@literati.com

California Users & Residents

In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting such unit in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

Severability

To the extent you are located in the United States, if any provisions of this Agreement are not permitted by applicable law or regulation, those provisions shall be of no force or effect as between you and Literati. If any part of these Terms and Conditions is held to be unlawful, void, or unenforceable, that part will be deemed severable and shall not affect the validity and enforceability of the remaining provisions as between you and Literati.

Privacy and Additional Terms

In addition to these Terms and Conditions, the Literati Privacy Policy at <u>https://literati.com/privacy/</u> (“Privacy Policy”) applies to how Literati may process information provided as part of the Website and/or Service. You acknowledge and agree that by accessing or using the Website and/or Service, Literati may receive certain information about you, including personal data, as set forth in the Privacy Policy, and Literati may collect, use, disclose, store, share, and process such personal data in accordance with such Privacy Policy. Your access and use of any services associated with your use of the Website and/or Service, including any purchases made in connection therewith is subject to any additional terms or other policies relating to such services that are otherwise posted or made available by Literati.

Entire Agreement

These Terms and Conditions constitute the entire agreement between the parties relating to the subject matter herein. We may, at our sole discretion and without notice, revise these terms at any time by updating this posting.

For Additional Information

If you have any questions about these Terms and Conditions, please contact hello@literati.com.