Seller Agreement

Seller Agreement between Potzangle Pty Ltd trading as Bookzangle of 7 Mount York Road Mount Victoria, New South Wales, Australia (hereinafter referred to as "Bookzangle") and the bookseller applying to join the Bookzangle Website as a Member (hereinafter referred to as "the Member) WHEREAS:

A. Bookzangle operates an international website currently known as bookzangle.com (hereinafter referred to as "the Website"), which site enables the Member to list his or her books and pictures for sale to third parties

B. Bookzangle has made available various software utilities (hereinafter referred to as "the Software") capable of assisting the Member in advertising books and other items at both Bookzangle and other sites

C. The Website and the Software are made available to the Member in exchange for the payment by the Member of the monthly, quarterly, six-monthly or annual fee for various levels of service and software supply published at the Website, which level of fees may be changed from time to time by Bookzangle at its sole discretion

and it is hereby agreed between the parties:

1. Bookzangle will use its best efforts to maintain the Website and the Software in sound working order, allowing that internet interferences and software crashes beyond the reasonable control of Bookzangle can and do periodically occur;

2. In the event of software malfunctions at the Website or within the Software, the liability of Bookzangle is strictly limited to a rebate of any fees paid in advance by the Member for situations where the Website has become inoperable for any period exceeding fourteen consecutive days;

3. Except solely as provided for in Clause 2 hereof, Bookzangle will not under any circumstances be held or deemed to be liable for any loss or damage to the Member or to his or her business due to malfunctions within the Website or the Software;

4. The Member will pay the fees as specified by Bookzangle as and when they fall due, and any failure to pay fees will permit Bookzangle to terminate this Agreement at its discretion;

5. Bookzangle reserves the right to change its Fees schedule at its sole discretion, providing always that if the Member has paid fees in advance for a monthly, quarterly, six-monthly or annual period then the former fee level as paid in advance will prevail for the whole of the remainder of the term of that advance payment, and any new fees will only become payable at the expiry of that period;

5. The Member agrees to obey the Rules & Regulations of the Website as published by Bookzangle at the Website from time to time;

6. If the Rules & Regulations are changed by Bookzangle at any time, Bookzangle will advise the Member of any such change by way of an email to the official contact email left with Bookzangle by the Member, and in the event of the Member choosing thereafter to continue listing his or her books at Bookzangle and/or using the Software, the Member will be deemed to have accepted the changes to the Rules & Regulations;

7. Either party may terminate this Agreement at any time and for any reason by way of providing written notice of termination to the other party;

8. In the event of the Member terminating this agreement then, except solely as provided for in Clause 2 hereof, the Member shall have no claim against Bookzangle for any pro-rata return of fees paid in advance;

9. In the event of Bookzangle terminating this agreement for any reason, then Bookzangle will reimburse the Member pro-rata for any monthly, quarterly or other period paid in advance, up until the day of termination, but all fees covering the period up until the date of termination will not be reimbursed;

10. Bookzangle makes no warranty, express or implied, as to the efficacy and/or usefulness of the Website and/or any of the Software, and the Member agrees that he or she will make no use of the Website or the Software without first having satisfied him or herself in advance that the Website and the Software are suitable to the Member's needs, and that the Member has the sufficient technical knowledge and skill to safely use the Software within the Member's business;

11. The Member warrants to Bookzangle that before any use of the Website or the Software the Member will ensure that full and up-to-date backups are taken and securely stored of all data which could be affected by any use of the Website or the Software;

12. The Member warrants to Bookzangle that any and all items listed by the Member for sale at the Website are the legal property of the Member, and that the Member has the legal right to offer all such material for sale, and the Member indemnifies Bookzangle against any claim by a third party for breach of copyright, passing off, libel or any other loss or damage which may occur to Bookzangle due to the Member having listed any item for sale at the Website, and this clause number 12 will be ongoing and will survive any Termination of this Agreement;

13. No variation to this Agreement will have force unless agreed to in writing by both parties;

14. This agreement is covered by the laws of New South Wales, Australia.

RULES & REGULATIONS: BOOKZANGLE SITE AND SOFTWARE

GENERAL RULES & REQUIREMENTS:

1. All Technical Support at Bookzangle occurs via its Members' Forum, and not by way of one-to-one emails or phone support, and the Member undertakes to post any and all technical queries or site/software problems encountered into that Forum's Technical Support Helpdesk area.

2. The Member must update his or her listings at Bookzangle regularly, and must promptly upload all item listings where the item has been sold at other sites, so as to avoid "item previously sold" emails to customers;

3. The official email address stored by the Member at Bookzangle when applying for membership, as amended from time to time by the Member at his or her Members Admin Page at the Website, is the sole communication point for purposes of communication from Bookzangle to the Member, and the Member agrees to keep this contact point current and alive, and to ensure that emails from Bookzangle and/or customers sent to this address are not marked as Spam or otherwise shifted into inaccessible folders within the Member's email package;

4. Any order received by the Member from a third party customer must be responded to via the Website with either an "order fulfilled" or a "previously sold/unavailable" process entry at the Member dashboard. Orders which are allowed to lapse after the four-day period permitted may lead to termination of the Member's account at Bookzangle;

5. The Member must abide by the Customer Guarantees declared publicly on behalf of all Members at the Website, at the page http://bookzangle.com/guarantees.php and must stand by and fulfil these guarantees in the event of a default to a customer, and any failure to do so may lead to an expulsion of the Member from the Website;

REQUIREMENTS OF A BOOKZANGLE MEMBER:

6. New Bookzangle Members must be booksellers of some reasonable experience in the book industry, and their listings or proposed listings should demonstrate an understanding of common bookseller terminology and practice.

7. A Bookzangle Member must display at our site basic contact details BEYOND a mere email contact address, although having a physical or "open store" address is not required. A valid postal address is required (this can be a PO Box address), as is an email contact and (normally) a phone contact number for the member;

8. Since Bookzangle does not accept credit card funds or other monies from customers on behalf of its members, a Bookzangle Member must have a credible set of payment direct options so that any orders received can be processed with ease by the selling Member;

9. A Bookzangle Member needs to "fit in" with our group at a solid professional level, and a joining member agrees that he or she will do nothing to harm the good name and standing of Bookzangle and his or her fellow-sellers listing there, or bring it or them in any way into disrepute;

10. A Bookzangle Member must state a Terms of Trade and Returns Policy when listing at our site, and this must be compliant with the law in his or her local jurisdiction, as well as being consistent with any global Terms and Conditions agreed by the members and posted to our site;

11. A member may set his or her shipping matrix at our site at his or her sole discretion EXCEPT THAT a member shall not set shipping prices which demonstrably contain a form of significant "hidden profit" over and above actual costs of shipping, packaging and reasonable handling charges by the shipper;

12. A Bookzangle Member using the linked Bookzangle Bookseller Trade Support Forum must abide by the Code of Conduct of that place as published at that place, and when posting there must treat all other Bookzangle Members with courtesy and respect at all times.

REQUIREMENTS OF BOOKS LISTINGS AT BOOKZANGLE:

13. All Bookzangle listings must have an author, a price, a binding and a title field populated;

14. Only books, booklets, printed ephemera and book-related miscellanea are permitted;

15. Bookzangle listings must contain basic bibliographical data, ideally all or most of Binding (mandatory); Publisher; (if stated/known); Edition (if stated/known); Year of Publication; Size; Illustrator (if any); and Condition Reports on both book and dust jacket (if any), either in the VG/VG type format or in a more extended description;

16. Bookzangle listings must NOT contain conditional or problematic descriptors such as "Binding Unknown"; "May have remainder marks"; "May contain previous owner markings" and the like;

17. Bookzangle listings must not contain long strings of CAPITAL LETTERS aimed at highlighting a listing or a bookseller's services, other than standard bibliographic capitalisation normal with things like Roman Numerals "XXVII" and the like;

18. Bookzangle listings should concentrate on the book being offered, and not contain add-on statements and attached descriptors relating to a Member's general or overall postage rates, speed of service or other bookseller-promotional points, except for brief recital of any special conditions regarding a particular book or books;

19. Bookzangle does not accept listings which are "Print on Demand" listings i.e. material which does not exist at the time of order;

20. A Bookzangle member may not list large numbers of multiple and identical (or nearly identical) books for sale on our site in the practice known popularly as "page-hogging";

21. A Bookzangle member must either have a listed book in his or her physical possession, or have clear rights and ability to order in titles as sold (e.g. from a publisher, in the case of new books). A Bookzangle member shall not make multiple listings from other bookseller listings at the Bookzangle site or elsewhere on the basis of supplying by way of "drop-ship" should orders eventuate;

22. A Bookzangle member shall not insert into any listing any phrase or comment which carries the implication that he or she is a better, faster or more proficient bookseller/supplier than other Bookzangle Members listing at the site.