Author Agreement

Version 2026-06

Open Shelf Reviews

AUTHOR AGREEMENT

Welcome to Open Shelf Reviews—we're glad you're here. Please read this Agreement in full. You accept this Agreement by scrolling through the complete terms below and then clicking the "I Agree" button (or checking the acceptance box) presented at the end. This is a legally binding contract between you and Open Shelf Reviews, so please read it carefully before accepting.

If you're entering into this Agreement on behalf of a company or other organization, you confirm that you have the authority to bind that entity to these terms. Please note that we're not able to accept changes or additions to this Agreement on your part. If you don't agree to these terms, we ask that you not use our services. Your electronic acceptance carries the same legal weight as a handwritten signature. We also recommend keeping a copy of this Agreement for your records.

This Agreement is made as of the date you accept it and is between you, the person or entity submitting a Work for review ("Customer," "you," or "your"), and Open Shelf Reviews, LLC ("Open Shelf Reviews," "OSR," "we," "us," or "our"). By accepting this Agreement and submitting a request for Open Shelf Reviews to review your book or other literary work together with any related materials you provide to us (collectively, the "Work"), you agree to the following terms and conditions. For purposes of this Agreement, "Review Services" means OSR's services in receiving, processing, assigning, arranging, coordinating, preparing, editing, delivering, publishing, distributing, or otherwise making available a review of the Work, and "Review" means the written review, critique, evaluation, commentary, rating, summary, assessment, or other review-related content prepared by or on behalf of Open Shelf Reviews in connection with the Work.

1. Submitting Your Work

a. Submission Requirements. Once Open Shelf Reviews determines that it will move forward with the Review Services, the review process will begin after Open Shelf Reviews has received:

i. full payment of all applicable fees;

ii. your acceptance of this Agreement;

iii. a digital copy of your Work in advanced reader copy or final form; and

iv. metadata associated with the above, including but not limited to author, publication date, ISBN, or any other data reasonably requested by Open Shelf Reviews in connection with the Work or the Review Services.

Open Shelf Reviews does not accept audiobooks for review unless expressly agreed otherwise in writing.

b. Submitted Copy; No Revisions. The digital copy of the Work you submit will be retained by Open Shelf Reviews and will not be returned. Open Shelf Reviews does not accept interim revisions, corrected copies, updated drafts, replacement files, or other modifications once the Work has been submitted, unless Open Shelf Reviews expressly agrees otherwise in writing.

c. Retention of Rights in the Work. You retain all copyrights and other intellectual property rights in and to your Work, subject only to the limited rights granted to Open Shelf Reviews under this Agreement to perform the Review Services and otherwise exercise its rights under this Agreement.

2. Review Timeline

a. Standard Timeline. As a general, non-binding guide, standard reviews are typically completed and returned within approximately six (6) weeks, from the date the review process begins. Submitters who wish to receive their Review on an expedited basis may elect the Expedited Review option, subject to payment of an additional expediting fee as set forth in Section 2.b below.

b. Expedited Services. Open Shelf Reviews offers an expedited Review option ("Expedited Review") for submitters who wish to receive their Review within an estimated four (4)-week timeframe rather than the standard estimated six (6)-week timeframe. To elect the Expedited Review option, you must: (i) select the Expedited Review option at the time of submission; and (ii) pay in full all applicable fees, including the additional expediting fee at Open Shelf Reviews' then-current rate for the applicable review type. If Open Shelf Reviews determines that it is unable to fulfill the Expedited Review option for any reason, Open Shelf Reviews will notify you and refund the expediting fee.

c. Estimated Review Timeline. All review timelines and delivery estimates provided by Open Shelf Reviews, including those for Expedited Review, are estimates only, are not binding, and do not constitute a guarantee of any specific review date, delivery date, publication date, or completion schedule. Timelines may vary based on reviewer availability, submission volume, holidays, operational needs, the length or complexity of the Work, technical issues, or other circumstances beyond Open Shelf Reviews' reasonable control.

d. Weekends and Holidays. Submissions are not processed on weekends or U.S. national holidays. Review timelines and delivery estimates may be affected by weekends, holidays, office closures, reviewer availability, and other scheduling considerations.

3. Cancellations and Refusal of Review Requests

a. No Cancellations by Author. Once you submit an order form, submission form, or other request for Review Services, the order may not be cancelled by you, except to the extent expressly required by applicable law or expressly permitted by Open Shelf Reviews in writing.

b. Ineligible or Objectionable Materials. Open Shelf Reviews may decline, refuse, cancel, or discontinue any Review Services request if the Work or any related submitted materials, in Open Shelf Reviews' sole discretion:

i. contain hate speech, or material that promotes, glorifies, or incites violence, discrimination, or hatred on the basis of race, ethnicity, religion, gender, sexual orientation, national origin, disability, or any other protected characteristic;

ii. contain sexually explicit, obscene, or pornographic content;

iii. contain material that is defamatory, libelous, threatening, harassing, or otherwise actionable under applicable law;

iv. contain content that exploits, sexualizes, or otherwise endangers minors;

v. infringe, misappropriate, or are reasonably suspected of infringing or misappropriating any copyright, trademark, trade secret, right of privacy, right of publicity, or other intellectual property or proprietary right of any third party;

vi. violate any applicable law, rule, or regulation, including any law governing obscenity, export controls, or controlled substances;

vii. contain material that Open Shelf Reviews reasonably determines to be misleading, fraudulent, or deceptive; or

viii. are otherwise inconsistent with Open Shelf Reviews' editorial standards, content policies, or publishing guidelines as determined by Open Shelf Reviews in its sole discretion.

Open Shelf Reviews is under no obligation to review, evaluate, or make any determination regarding the content of any Work prior to refusing a Review Services request.

c. Right to Decline or Refuse Review Requests. Open Shelf Reviews reserves the right to decline, refuse, cancel, or discontinue any request for Review Services at any time before completion of the Review, for any reason or no reason, including after payment has been received. Without limiting the foregoing, Open Shelf Reviews may decline, refuse, cancel, or discontinue a Review request if Open Shelf Reviews determines, in its sole discretion, that the Work, the request, the author, the order information, or any related circumstances present editorial, legal, reputational, operational, administrative, payment, reviewer-availability, conflict-of-interest, content, or policy concerns.

d. Refund Upon Refusal. If Open Shelf Reviews determines that it will not proceed with a Review Services request before completion of the Review, we will notify you and issue a full refund of amounts paid for the refused Review Services. Upon issuance of that refund, Open Shelf Reviews will have no further obligation or liability with respect to the applicable Review Services request, Work, Review Services, or Review.

4. Pricing and Payment

a. Fees and Payment. You agree to pay the fee for the Review Services at Open Shelf Reviews' then-current rate for the review type identified in the applicable order form, submission form, or purchase confirmation. Unless Open Shelf Reviews expressly agrees otherwise in writing, payment is due in full when you submit the order form or otherwise place an order for Review Services. Open Shelf Reviews is not obligated to begin, assign, perform, deliver, publish, or otherwise provide any Review Services until payment has been received and processed.

b. Long Works; Additional Fees; Timeline Extensions. For any Work of 100,000 words or more, Open Shelf Reviews may determine that additional fees and/or a reasonable extension of time are necessary to complete the Review.

Open Shelf Reviews will notify you at or following the time of submission of any additional fees that apply and any reasonable extension of time needed to complete the Review. If you do not agree to pay the additional fees or cannot accommodate the revised timeline, Open Shelf Reviews will refund any amounts paid by you for the affected Review Services in a timely manner, and Open Shelf Reviews will have no further obligation to provide the Review Services for that Work.

c. Taxes. Fees are exclusive of any applicable sales, use, excise, value-added, digital services, or similar taxes, duties, assessments, or governmental charges, unless expressly stated otherwise. You are responsible for all such taxes and charges arising from your purchase or use of the Review Services, other than taxes based on Open Shelf Reviews' net income.

d. Payment Authorization. By providing a payment method, you represent and warrant that you are authorized to use that payment method and authorize Open Shelf Reviews and its third-party payment processors to charge all amounts due in connection with the Review Services, including any applicable taxes and other charges. If a payment is declined, reversed, charged back, disputed, or otherwise not received, Open Shelf Reviews may suspend, withhold, cancel, or delay the Review Services, delivery of the Review, publication of the Review, or any license granted to you under this Agreement until payment is fully resolved.

e. No Guarantee of Outcome. Payment is for the Review Services, not for any particular review content, rating, recommendation, publication placement, commercial result, sales outcome, publicity benefit, or favorable treatment. You are not entitled to a refund, credit, revision, replacement review, or other remedy merely because you disagree with, dislike, or are dissatisfied with the content, tone, rating, conclusions, or perceived effect of the Review.

f. Refunds and Cancellations. Except as expressly provided in Section 3.c., refunds and cancellations are available only as expressly provided in Open Shelf Reviews' then-current refund or cancellation policy, if any, or as otherwise required by applicable law.

Unless Open Shelf Reviews expressly agrees otherwise in writing, fees are non-refundable once the Review Services have commenced, including once the Work has been assigned to a Reviewer, or once any substantive review, administrative, processing, or publication-related work has begun.

g. Chargebacks and Payment Disputes. You agree to contact Open Shelf Reviews in good faith to attempt to resolve any billing issue before initiating a chargeback, payment reversal, or similar payment dispute. If you initiate a chargeback, payment reversal, or other payment dispute for amounts properly charged under this Agreement, Open Shelf Reviews may suspend or terminate the Review Services, decline future submissions, remove or withhold publication of the Review, revoke any license granted to you to use the Review, and pursue any other rights or remedies available under this Agreement, at law, or in equity.

h. Third-Party Payment Processors. Payments may be processed by third-party payment processors. Open Shelf Reviews is not responsible for any act, omission, delay, security failure, processing error, authorization failure, or other issue caused by any third-party payment processor, financial institution, card network, or payment platform, except to the extent required by applicable law.

5. License Grant for Review Purposes

a. Limited License to Use Submitted Materials. By submitting your Work or any related materials to Open Shelf Reviews, you grant Open Shelf Reviews a limited, non-exclusive, worldwide, royalty-free license to reproduce, copy, store, transmit, distribute, display, perform, access, review, evaluate, process, format, and otherwise use the Work and related submitted materials solely as reasonably necessary to provide the Review Services and exercise Open Shelf Reviews' rights under this Agreement.

b. Permitted Recipients. The license granted in this Section includes the right for Open Shelf Reviews to make the Work and related submitted materials available to its reviewers, editors, employees, contractors, service providers, vendors, licensees, distributors, legal advisors, and other representatives who have a reasonable need to access such materials in connection with the Review Services, Open Shelf Reviews' editorial processes, administration of this Agreement, or protection of Open Shelf Reviews' rights and interests.

c. Related Submission Materials. The license granted in this Section applies to the Work and to any related materials you provide to Open Shelf Reviews, including without limitation cover art, author name or pen name, author biography, book description, synopsis, metadata, promotional copy, publication information, and other materials submitted with or in connection with the Work.

d. No Transfer of Ownership. Except for the limited license expressly granted in this Agreement, you retain all copyrights and other intellectual property rights in and to the Work. No ownership interest in the Work is transferred to Open Shelf Reviews by virtue of your submission of the Work or Open Shelf Reviews' possession of a digital copy.

e. Survival and Retention. Open Shelf Reviews may retain archival, administrative, legal, compliance, backup, and recordkeeping copies of the Work and related submitted materials as reasonably necessary for its legitimate business purposes, to document the Review Services, to respond to disputes or legal claims, to comply with applicable law, and to enforce this Agreement. Such retained copies remain subject to the ownership provisions of this Agreement and do not transfer ownership of the Work to Open Shelf Reviews.

6. Review Process

a. The Review Process. Our review process is anonymous. You will not be told who writes your Review, and you cannot request a specific reviewer or set any requirements related to the party reviewing your Work (the "Reviewer"), including but not limited to their age, gender, race, religion, or professional background. The Reviewer's personal information is kept confidential. You understand and agree that Open Shelf Reviews has full control over selection of the Reviewer of your Work, and all placement decisions are final.

b. Format and Content. The length of the Review will be dependent upon the format of the Book. Reviews of picture books run approximately 250 to 300 words, while reviews of longer works may range up to 475-500 words. While your entire Work will be considered, the Review will summarize a portion of the Work in a way that gives context without spoiling the ending. The Review may also reference you and/or your previous work(s).

c. Subjectivity. We do our best to ensure each Review is impartial and unbiased, though it may range from positive to negative. Reviews are inherently subjective, and each Reviewer evaluates the Work based on their own reading experience and interpretation, including things like character development or narrative structure. Your intentions as an author and the Reviewer's experience may not always align, and that's a natural part of the literary review process. You understand and agree that the Review reflects the subjective opinions of the Reviewer as of the time of writing and does not constitute a statement of objective fact, a guarantee, or a representation by Open Shelf Reviews regarding the Work, its quality, its commercial prospects, or the likelihood of any particular outcome. Open Shelf Reviews does not endorse, adopt, or verify the opinions expressed in any Review, and you acknowledge that disagreement with a Reviewer's opinions, conclusions, tone, or evaluative judgments will not, by itself, constitute a factual error, a breach of this Agreement, or a basis for any claim against Open Shelf Reviews.

d. No Editorial Control. You acknowledge and agree that you have no editorial control over the content, tone, rating, conclusions, wording, or any other aspect of the Review. Open Shelf Reviews and its Reviewers exercise sole and independent editorial judgment in preparing, editing, and finalizing the Review. Your only right with respect to the content of a published Review is the limited right to request correction of factual errors, which Open Shelf Reviews may grant or deny in its sole discretion as set forth in Section 13 of this Agreement.

7. Publishing Your Review

a. Default Publication; Election to Withhold. Open Shelf Reviews will publish your Review unless you affirmatively elect to withhold it from publication. To make that election, you must notify Open Shelf Reviews in writing within fourteen (14) days after the Review is delivered. If you do not notify Open Shelf Reviews within that period Open Shelf Reviews may proceed with publication without further notice or consent from you.

If you wish to quote, reproduce, post, distribute, reference, or otherwise use the Review, or refer to Open Shelf Reviews or its review services in connection with the Review, you must first authorize Open Shelf Reviews to publish the Review.

b. Declining Publication. You may decline publication of the Review by notifying Open Shelf Reviews in writing within the fourteen (14)-day election period. If you timely decline publication, Open Shelf Reviews will not publish the Review.

If you decline publication, you may not quote, reproduce, post, distribute, summarize, excerpt, reference, or otherwise use the Review, and you may not refer to Open Shelf Reviews or its review services in connection with the Review, in any medium or format.

c. Our Right to Publish and Promote. Open Shelf Reviews reserves the right to publish and distribute all reviews that have been authorized for publication on openshelfreviews.com, including but not limited to in Open Shelf Reviews magazines, email newsletters, and through our licensees. Once any part of your review is published, reproduced, or referenced in any medium, you automatically and irrevocably grant Open Shelf Reviews the right to publish the full Review in these locations.

d. Removal Requests; Limits on Removal. If the Review has been published by Open Shelf Reviews and you have not otherwise used, quoted, reproduced, distributed, referenced, or publicized the Review, you may request that Open Shelf Reviews remove the Review from openshelfreviews.com.

Open Shelf Reviews may remove the Review from openshelfreviews.com in response to such a request, but removal from openshelfreviews.com will not require, and Open Shelf Reviews does not guarantee, removal of the Review from any other source or location. Without limitation, once a Review has appeared in Open Shelf Reviews' magazine, electronic newsletter, syndicated feed, archived materials, promotional materials, a licensee's publication or website, a third-party platform, or search engine results, Open Shelf Reviews may be unable to remove or modify the Review from those sources.

Even if a Review is removed, unpublished, or edited on openshelfreviews.com, copies, excerpts, cached versions, metadata, or references to the Review may continue to appear in third-party search engine results, archives, websites, databases, publications, or other media outside Open Shelf Reviews' control.

e. No Guarantees of Placement. If you authorize publication of your Review, Open Shelf Reviews will publish or make the Review available on openshelfreviews.com in accordance with its then-current publication practices. However, Open Shelf Reviews does not guarantee that the Review will receive any particular placement, prominence, duration of display, designation, promotion, or featured treatment.

Without limitation, Open Shelf Reviews does not guarantee that the Review will be included, featured, excerpted, promoted, or otherwise displayed in any Open Shelf Reviews magazine, electronic newsletter, promotional material, social media post, syndicated feed, third-party distribution channel, or other publication or medium.

f. Licensees and Third-Party Distribution. Open Shelf Reviews may make authorized Reviews available to its licensees, syndication partners, content partners, database providers, retailers, distributors, aggregators, or other third parties in accordance with its then-current business practices. However, Open Shelf Reviews does not guarantee that any licensee or third party will publish, display, index, distribute, maintain, or continue to make available any Review.

Open Shelf Reviews' licensees and distribution partners may change from time to time, and Open Shelf Reviews does not guarantee that any particular person or entity will be, become, or remain a licensee, partner, distributor, or authorized recipient of Reviews. Open Shelf Reviews is not responsible for any licensee's or third party's decision not to publish a Review, to remove a Review, to modify the manner in which a Review is displayed, or to discontinue use of the Review on its platform, website, database, publication, or other medium.

8. Reproduction and Use of Your Review

a. Ownership and Limited License to Use Published Review. Open Shelf Reviews retains sole and exclusive ownership of the Review, including all copyrights and other intellectual property rights in and to the Review.

If the Review is published by Open Shelf Reviews, and subject to your continued compliance with this Agreement and the Excerpt Policy (as defined below), Open Shelf Reviews grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable, royalty-free license to reproduce the Review, in whole or in permitted excerpted form, solely for your own marketing and promotional purposes.

Open Shelf Reviews may revoke this license at any time if you violate this Agreement, violate the Excerpt Policy, misrepresent the Review, use the Review in a misleading manner, use the Review in a manner that harms or is reasonably likely to harm Open Shelf Reviews' reputation or goodwill, or otherwise use the Review in a manner not expressly authorized by this Agreement.

In addition, if Open Shelf Reviews removes a published Review for cause, including without limitation because you have violated this Agreement, violated the Excerpt Policy, misrepresented the Review, used the Review in a misleading manner, or used the Review in a manner that harms or is reasonably likely to harm Open Shelf Reviews' reputation or goodwill, the license granted in this Section will automatically lapse as of the date of such removal. Upon lapse of the license, you must immediately cease all reproduction, quotation, distribution, posting, and other use of the Review and any excerpts thereof, and must remove or cause to be removed any previously published uses of the Review or excerpts to the extent within your reasonable control.

Except as expressly permitted in this Agreement or the Excerpt Policy, you may not use any Open Shelf Reviews name, trademark, service mark, logo, trade name, trade dress, branding, or other source-identifying material without Open Shelf Reviews' prior written consent.

You may not publish, reproduce, quote, summarize, characterize, distribute, or otherwise use any private comments, editorial notes, feedback, correspondence, reviewer communications, staff communications, or other non-public communications from or on behalf of Open Shelf Reviews, its reviewers, or their respective personnel. Such communications are for internal, administrative, editorial, or customer-service purposes only and are considered confidential information not authorized for publication or public use.

b. Excerpt Policy. The "Excerpt Policy" means the policy governing the use of excerpts from Reviews as set forth in this Section and/or as made available by Open Shelf Reviews at openshelfreviews.com (or such other URL as Open Shelf Reviews may designate from time to time). Open Shelf Reviews may provide, post, and maintain the then-current Excerpt Policy on its website, and the version of the Excerpt Policy published at that location is incorporated into and forms part of this Agreement. Any use of an excerpt from the Review must not add to, edit, alter, revise, paraphrase, distort, or otherwise modify the Review or any excerpt in a manner that materially changes its meaning, tone, context, or overall impression. Any excerpt must be accurate, non-misleading, and presented in a manner that fairly reflects the Review as a whole. Open Shelf Reviews may modify the Excerpt Policy at any time in its sole discretion. The version of the Excerpt Policy in effect at the time you reproduce, publish, post, distribute, or otherwise use the Review or any excerpt will govern that use. Your continued use of the Review or any excerpt after any change to the Excerpt Policy constitutes acceptance of the updated Excerpt Policy.

c. Attribution. Each time you reproduce, publish, post, distribute, or otherwise use the Review or any permitted excerpt, you must include a clear and prominent attribution to "Open Shelf Reviews" in immediate proximity to the Review or excerpt thereof. In addition, any reproduction, publication, posting, distribution, or other use of a permitted excerpt must include a functioning hyperlink to the original published Review on openshelfreviews.com in immediate proximity to the excerpt. If the medium in which the excerpt appears does not support hyperlinks, you must include the full URL of the original published Review in immediate proximity to the excerpt.

9. Representations; Warranties

a. Author Representations and Warranties. You represent and warrant that: (1) Authority. You have the full right, power, and authority to enter into this Agreement, submit the Work to Open Shelf Reviews, and grant the rights and licenses granted under this Agreement. (2) Ownership or Control. You are the sole author and owner of the Work, or you have otherwise secured all rights, permissions, licenses, approvals, and consents necessary to submit the Work for review and to permit Open Shelf Reviews, its reviewers, contractors, licensees, distributors, and service providers to use the Work as contemplated by this Agreement. (3) No Infringement. The Work, and Open Shelf Reviews' review, evaluation, reproduction, internal distribution, publication-related processing, and other authorized use of the Work as contemplated by this Agreement, will not infringe, misappropriate, or otherwise violate any copyright, trademark, trade secret, right of privacy, right of publicity, moral right, contractual right, or other intellectual property, proprietary, personal, or other right of any third party. (4) No Defamatory or Unlawful Content. The Work does not contain any material that is defamatory, libelous, obscene, unlawful, threatening, harassing, or otherwise actionable under applicable law. (5) No Conflicting Obligations. Your submission of the Work and performance under this Agreement do not and will not violate any agreement, obligation, restriction, court order, publishing agreement, agency agreement, confidentiality obligation, or other commitment by which you are bound. (6) Permissions for Third-Party Materials. To the extent the Work includes or incorporates any third-party materials—including without limitation quotations, images, lyrics, illustrations, excerpts, artwork, photographs, or other copyrighted or proprietary materials—you have obtained all rights, permissions, and clearances necessary for their inclusion in the Work and for the uses contemplated by this Agreement. (7) Accuracy of Information. All information you provide to Open Shelf Reviews in connection with the Work or this Agreement—including without limitation your name or pen name, title information, publication status, biographical information, descriptive copy, cover art, metadata, contact information, payment information, and any other information submitted in connection with your order or the review process—is and will remain accurate, complete, and not misleading. (8) No Obligation to Provide Favorable Review. You acknowledge that Open Shelf Reviews and its Reviewers exercise independent editorial judgment, and you have not been promised, and are not relying on, any guarantee of a favorable Review, rating, recommendation, publication placement, commercial result, sales outcome, publicity outcome, or other particular result. (9) No Artificial or Manipulative Conduct. You will not attempt to improperly influence, manipulate, pressure, compensate, contact, harass, or interfere with any Reviewer, editor, staff member, contractor, licensee, or representative involved in the review process. (10) Compliance with Laws. You will comply with all applicable laws, rules, and regulations in connection with your submission of the Work, use of the Review, marketing or promotional activities, and performance under this Agreement.

b. Company Representations and Warranties. Open Shelf Reviews represents and warrants that it has the right, power, and authority to enter into this Agreement and to perform the Review Services described herein.

Except as expressly stated in this Agreement, Open Shelf Reviews makes no representations or warranties regarding the Review Services, the Review, publication of the Review, distribution of the Review, the availability or participation of any particular reviewer, publication timing, placement, prominence, third-party use, third-party distribution, author publicity, sales, marketing value, commercial results, or any other outcome.

c. Disclaimer. Except for the express representations and warranties stated in this Agreement, Open Shelf Reviews disclaims all warranties, whether express, implied, statutory, or otherwise, including without limitation any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, completeness, availability, or uninterrupted service.

Without limiting the foregoing, Open Shelf Reviews does not warrant that any Review will be favorable, positive, marketable, publishable by third parties, selected for featured placement, accepted by any licensee or distribution partner, indexed by any search engine, or useful for any particular marketing, publicity, sales, or commercial purpose.

10. Confidentiality

You acknowledge that, in the course of providing the Review Services and otherwise in connection with this Agreement, you may receive, access to, or become acquainted with non-public, confidential, or proprietary information of or concerning Open Shelf Reviews and its affiliates, and their respective business, operations, products, services, plans, strategies, customers, vendors, licensors, licensees, contractors, personnel, finances, technology, data, reviews, editorial processes, standards, methods, policies, and other materials and information, whether oral, written, electronic, visual, or in any other form (collectively, "Confidential Information"). You shall keep all Confidential Information strictly confidential and shall not, without Open Shelf Reviews' prior written consent, disclose, publish, disseminate, furnish, exploit, use, copy, reproduce, summarize, remove, or permit access to any Confidential Information, in whole or in part, except solely as necessary to perform your obligations under this Agreement. You shall use at least the same degree of care that you use to protect your own confidential information of a similar nature, but in no event less than reasonable care, to protect the Confidential Information from unauthorized use, disclosure, or access. You shall limit disclosure of Confidential Information to your consultants, accountants, agents, managers, and legal advisors who have a strict need to know such Confidential Information for purposes of assisting you in connection with this Agreement and who are bound by written confidentiality obligations no less protective than those set forth herein, and you shall remain fully responsible for any act or omission of any such person. Upon Open Shelf Reviews' request, you shall promptly return to Open Shelf Reviews or destroy, at Open Shelf Reviews' election, all Confidential Information and all copies thereof in your possession, custody, or control, except to the extent retention is required by applicable law. The obligations set forth in this Section shall survive the expiration or termination of this Agreement.

11. Indemnification

a. Indemnification by Author. You will indemnify, defend, and hold harmless Open Shelf Reviews, and its parents, subsidiaries, affiliates, licensees, distributors, successors, assigns, officers, directors, employees, contractors, reviewers, editors, agents, representatives, and service providers from and against any and all claims, demands, actions, proceedings, damages, liabilities, losses, settlements, judgments, penalties, costs, and expenses, including reasonable attorneys' fees and court costs, arising out of or relating to:

i. your breach or alleged breach of this Agreement, including any representation, warranty, covenant, or obligation under this Agreement;

ii. the Work or any other materials, information, metadata, author biography, images, cover art, promotional materials, or content submitted, uploaded, provided, approved, or authorized by you;

iii. any allegation that the Work or any materials provided by you infringe, misappropriate, or otherwise violate any copyright, trademark, trade secret, right of privacy, right of publicity, moral right, contractual right, or other intellectual property, proprietary, personal, or other right of any third party;

iv. any allegation that the Work or any materials provided by you are defamatory, libelous, obscene, unlawful, misleading, false, deceptive, threatening, harassing, or otherwise actionable;

v. your failure to obtain or maintain any rights, permissions, licenses, consents, releases, or approvals required for the Work or any third-party materials included in or submitted with the Work;

vi. your use, reproduction, quotation, excerpting, distribution, publication, promotion, advertising, or other exploitation of the Review, any excerpt of the Review, the Open Shelf Reviews name, or any reference to Open Shelf Reviews or its services;

vii. your violation of the Excerpt Policy or any misuse, alteration, mischaracterization, selective quotation, misleading presentation, or unauthorized use of the Review or any excerpt thereof;

viii. your attempt to contact, influence, manipulate, pressure, compensate, interfere with, or retaliate against any reviewer, editor, contractor, employee, licensee, distributor, or representative involved in the review process; or

ix. your violation of any applicable law, rule, or regulation.

b. Indemnification Procedure. Open Shelf Reviews will provide you with reasonably prompt written notice of any claim for which indemnification is sought under this Section; provided, however, that any failure or delay in providing notice will not relieve you of your indemnification obligations except to the extent you are materially prejudiced by such failure or delay.

You may not settle any claim without Open Shelf Reviews' prior written consent if the settlement would impose any liability, payment obligation, admission of fault, injunctive obligation, restriction, or other obligation on Open Shelf Reviews or any other indemnified party, or would otherwise adversely affect the rights, reputation, goodwill, business, or operations of Open Shelf Reviews or any other indemnified party.

Open Shelf Reviews may participate in the defense of any claim with counsel of its own choosing at its own expense. Notwithstanding the foregoing, Open Shelf Reviews may assume control of the defense of any claim if Open Shelf Reviews reasonably determines that the claim could affect its reputation, goodwill, editorial judgment, intellectual property rights, publication practices, business relationships, or legal interests. In that case, you will remain responsible for the indemnifiable losses, costs, and expenses associated with the claim, including reasonable attorneys' fees and expenses.

c. No Limitation. Your indemnification obligations are in addition to, and not in limitation of, any other rights or remedies available to Open Shelf Reviews under this Agreement, at law, or in equity.

12. Limitation of Liability

a. Exclusion of Certain Damages. To the fullest extent permitted by applicable law, in no event will Open Shelf Reviews, or its parents, subsidiaries, affiliates, licensees, distributors, successors, assigns, officers, directors, employees, contractors, reviewers, editors, agents, representatives, or service providers be liable to you for any indirect, incidental, consequential, special, exemplary, punitive, or enhanced damages, or for any loss of profits, revenues, sales, business opportunities, goodwill, reputation, data, publicity, anticipated savings, or commercial value, arising out of or relating to this Agreement, the Work, the Review Services, the Review, publication or non-publication of the Review, removal or non-removal of the Review, third-party use or non-use of the Review, or your use of or inability to use the Review, whether based in contract, tort, negligence, strict liability, statute, or any other legal or equitable theory, even if Open Shelf Reviews has been advised of the possibility of such damages.

b. Liability Cap. To the fullest extent permitted by applicable law, the aggregate liability of Open Shelf Reviews, and its parents, subsidiaries, affiliates, licensees, distributors, successors, assigns, officers, directors, employees, contractors, reviewers, editors, agents, representatives, and service providers for all claims, damages, losses, liabilities, costs, and expenses arising out of or relating to this Agreement, the Work, the Review Services, the Review, publication or non-publication of the Review, removal or non-removal of the Review, third-party use or non-use of the Review, or your use of or inability to use the Review will not exceed the amounts actually paid by you to Open Shelf Reviews for the Review Services giving rise to the claim.

c. No Liability for Review Content or Editorial Judgment. You acknowledge that Reviews reflect subjective editorial judgment, commentary, criticism, and opinion. Open Shelf Reviews will not be liable for any dissatisfaction with the content, tone, rating, conclusions, wording, placement, timing, visibility, or perceived effect of any Review, including any alleged harm to reputation, sales, publicity, marketability, author platform, business opportunities, or commercial prospects resulting from a Review.

d. No Liability for Third-Party Acts or Platforms. Open Shelf Reviews will not be liable for any act, omission, delay, failure, policy, decision, publication practice, display practice, indexing practice, removal practice, technical issue, or other conduct of any licensee, distributor, syndication partner, content partner, retailer, database provider, search engine, social media platform, website operator, archive, or other third party.

Without limiting the foregoing, Open Shelf Reviews does not control and will not be liable for any third party's publication, non-publication, removal, refusal to remove, modification of display, continued display, caching, indexing, archiving, excerpting, reproduction, or other use or non-use of any Review or related content.

e. Essential Basis of the Agreement. You acknowledge that the limitations, exclusions, and disclaimers in this Section are an essential basis of the bargain between you and Open Shelf Reviews, and that Open Shelf Reviews would not provide the Review Services on the same terms without these limitations. These limitations apply even if any limited remedy fails of its essential purpose.

13. Factual Error Requests

a. No Refunds; No Second Reviews. Open Shelf Reviews does not offer refunds, credits, replacement reviews, or second reviews based on the content, tone, rating, conclusions, or nature of a Review, or based on your dissatisfaction with or objection to any Review.

b. Factual Error Requests. If you believe your Review contains a factual error, you may submit a written request to Open Shelf Reviews identifying the specific alleged error and providing supporting documentation. Open Shelf Reviews will consider such requests in its sole and absolute discretion, and may grant or deny any request for revision without limitation. Open Shelf Reviews is under no obligation to correct, modify, revise, retract, or replace any Review based on your request.

c. Sole Remedy. If you disagree with, object to, or are dissatisfied with the content of a Review for any reason, your sole and exclusive remedy is as expressly set forth in this Agreement. Nothing in this Section limits Open Shelf Reviews' rights or remedies.

14. Dispute Resolution

a. Arbitration. Any claim, dispute, or controversy arising out of or relating to this Agreement—including its formation, interpretation, breach, performance, or termination—shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its then-current Commercial Arbitration Rules, before a single arbitrator, and held in Columbus, Ohio. This Agreement is governed by the laws of the State of Ohio, without regard to its conflict of law provisions. Arbitration is the sole and exclusive remedy for resolving disputes arising under this Agreement, whether based on contract, tort, statute, or any other theory. The arbitrator's award will be in writing and may be entered and enforced in any court of competent jurisdiction. The arbitrator has discretion to award costs and expenses, including reasonable attorneys' fees, to the prevailing party. Except as otherwise provided in this Agreement, each party will otherwise bear its own costs in connection with the arbitration.

b. Injunctive Relief. Notwithstanding the foregoing, either party may seek emergency or preliminary injunctive relief from a court of competent jurisdiction where necessary to prevent irreparable harm pending the constitution of the arbitral tribunal. Any such relief is without prejudice to the right and obligation of the parties to arbitrate the underlying dispute. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to resolve that party's individual claim. You acknowledge that a breach or threatened breach of Sections 5, 8, or 10 of this Agreement may cause Open Shelf Reviews immediate and irreparable harm for which monetary damages would be an inadequate remedy. Accordingly, in addition to any other rights or remedies available under this Agreement or applicable law, Open Shelf Reviews is entitled to seek injunctive or other equitable relief from a court of competent jurisdiction without the requirement to post a bond or prove actual damages.

c. Class Status Waiver. Each party agrees to bring claims solely in its individual capacity and not as a plaintiff or class member in any purported class, collective, or representative proceeding. Unless both parties expressly agree otherwise in writing, the arbitrator may not consolidate more than one person's claims or preside over any class or representative proceeding.

d. Fee-Shifting for Improper Claims. If Customer brings any claim or seeks any relief outside of the arbitration process required by this Agreement, or seeks injunctive or other relief not permitted under this Agreement, Customer will be solely responsible for all legal fees, costs, and expenses incurred by Open Shelf Reviews in responding to or defending against such claim or request.

15. General Provisions

a. Independent Contractors. The parties are independent contractors. Nothing in this Agreement creates, or will be construed to create, any partnership, joint venture, agency, fiduciary, employment, franchise, or other similar relationship between you and Open Shelf Reviews. Neither party has authority to bind the other party, make any representation or warranty on behalf of the other party, incur any obligation on behalf of the other party, or otherwise act as agent or representative of the other party except as expressly stated in this Agreement.

b. Assignment. You may not assign, delegate, transfer, sublicense, or otherwise convey this Agreement, any rights or licenses granted under this Agreement, or any obligations under this Agreement, whether by operation of law or otherwise, without Open Shelf Reviews' prior written consent. Any attempted assignment, delegation, transfer, sublicense, or other conveyance in violation of this Section will be null and void.

Open Shelf Reviews may assign, delegate, transfer, sublicense, or otherwise convey this Agreement, in whole or in part, without your consent, including in connection with any merger, acquisition, corporate reorganization, sale of equity, sale of assets, change of control, transfer of business operations, internal restructuring, or transfer to any parent, subsidiary, affiliate, successor, licensee, distributor, or service provider.

Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.

For clarity, Open Shelf Reviews' ownership of the Review and its rights to publish, reproduce, edit, distribute, license, sublicense, syndicate, archive, promote, and otherwise use the Review may be assigned, licensed, sublicensed, transferred, or exercised by Open Shelf Reviews and its permitted successors, assigns, licensees, distributors, and service providers without further notice to or consent from you, subject to the terms of this Agreement.

c. Entire Agreement. This Agreement, together with any policies, guidelines, order forms, submission forms, or other terms expressly incorporated by reference, constitutes the entire agreement between you and Open Shelf Reviews regarding the Work, the Review Services, the Review, and the subject matter of this Agreement, and supersedes all prior or contemporaneous discussions, understandings, statements, representations, warranties, proposals, advertisements, communications, or agreements, whether oral or written, regarding such subject matter.

You acknowledge that you have not relied on any statement, representation, warranty, promise, guarantee, or assurance not expressly set forth in this Agreement, including any statement regarding the content, tone, rating, timing, placement, prominence, publication, distribution, commercial value, marketing value, or effect of any Review.

d. Amendments. Except to the extent Open Shelf Reviews may update the Excerpt Policy or any other incorporated policy in accordance with this Agreement, this Agreement may be amended only by a written agreement signed or otherwise accepted by both you and Open Shelf Reviews.

Any policy or guideline incorporated by reference into this Agreement will be deemed part of this Agreement to the extent applicable to the Review Services, the Work, the Review, or your use of the Review.

e. Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court or other tribunal of competent jurisdiction, that provision will be enforced to the maximum extent permitted by law and modified only to the extent necessary to make it valid, legal, and enforceable while preserving, as closely as possible, the parties' original intent.

If the invalid, illegal, or unenforceable provision cannot be so modified, it will be severed from this Agreement, and the remaining provisions of this Agreement will remain in full force and effect.

f. Force Majeure. Open Shelf Reviews will not be liable for any delay, failure, interruption, suspension, or inability to perform any obligation under this Agreement, including any delay or failure in reviewing, editing, publishing, distributing, removing, hosting, displaying, or making available any Review, to the extent caused by circumstances beyond its reasonable control.

Such circumstances may include, without limitation, acts of God, natural disasters, severe weather, fire, flood, earthquake, epidemic, pandemic, public health emergency, war, terrorism, civil unrest, labor dispute, strike, governmental action, court order, embargo, failure of utilities or telecommunications networks, internet or hosting outages, cyberattack, data breach, denial-of-service attack, platform failure, failure or delay by vendors or service providers, supply chain disruption, reviewer unavailability, illness, death, incapacity, or other events outside Open Shelf Reviews' reasonable control.

Open Shelf Reviews' time for performance will be extended for the period of delay or disruption caused by the force majeure event. Open Shelf Reviews may also, in its reasonable discretion, suspend, modify, reschedule, substitute, or cancel affected Review Services or publication activities if performance becomes impracticable, commercially unreasonable, or materially affected by a force majeure event.

A force majeure event will not excuse your obligation to pay any amounts due for Review Services already ordered, performed, assigned to a reviewer, or otherwise commenced before the force majeure event, except to the extent expressly provided in Open Shelf Reviews' applicable refund or cancellation policy.

g. No Third-Party Beneficiaries. Except as described in the Indemnification (Section 11) and Limitation of Liability (Section 12) provisions of this Agreement, this Agreement is not intended to give any rights or remedies to anyone other than you and Open Shelf Reviews.

h. No Waiver. No failure or delay by Open Shelf Reviews in exercising any right, remedy, power, or privilege under this Agreement will operate as a waiver of that right, remedy, power, or privilege. No single or partial exercise of any right, remedy, power, or privilege will preclude any other or further exercise of that or any other right, remedy, power, or privilege.

Any waiver by Open Shelf Reviews must be in writing and signed by an authorized representative of Open Shelf Reviews. A waiver of any breach, default, term, condition, or provision of this Agreement will not be deemed a waiver of any prior, concurrent, or subsequent breach, default, term, condition, or provision, whether of the same or different kind.

Open Shelf Reviews' rights and remedies under this Agreement are cumulative and are in addition to, and not in lieu of, any other rights or remedies available at law, in equity, or otherwise.

i. Governing Law. This Agreement is governed by and interpreted under the laws of the State of Ohio, without regard to its conflict of law provisions. It is binding on both parties and their heirs, successors, permitted assigns, and representatives. You agree to submit to the exclusive personal jurisdiction of the federal and state courts located in Columbus, Ohio, which will have exclusive jurisdiction over any proceedings to seek injunctive or other equitable relief permitted under this Agreement and to enforce any arbitration award.

j. Matters Not Addressed. Any matters or questions not specifically addressed in this Agreement are subject to the final decision of Open Shelf Reviews.

k. Electronic Versions; Electronic Acceptance. You agree that this Agreement and any related order form, submission form, policy, notice, consent, authorization, approval, communication, or other document may be provided, accepted, executed, stored, and retained electronically.

You agree that your electronic acceptance of this Agreement constitutes your signature, has the same legal force and effect as a handwritten signature, and that this Agreement may be created, stored, and maintained solely in electronic form. The parties intend that your electronic acceptance authenticates this Agreement and is legally binding to the fullest extent permitted by applicable law, including the federal Electronic Signatures in Global and National Commerce Act (E-SIGN) and the Uniform Electronic Transactions Act (UETA).

Any electronic copy, PDF, scan, printout, database record, system log, clickwrap record, checkbox record, timestamp, IP address record, email confirmation, or other electronic record maintained by or on behalf of Open Shelf Reviews will be admissible and enforceable to the same extent as an original written document, subject to applicable law.

You consent to receive notices, disclosures, confirmations, updates, policies, and other communications relating to this Agreement or the Review Services electronically, including by email, website posting, account notice, online dashboard, or other electronic means designated by Open Shelf Reviews. It is your responsibility to maintain current and accurate contact information and to monitor the email address and other communication channels you provide to Open Shelf Reviews.

You affirmatively consent to transact business and enter into this Agreement electronically, and you agree that your electronic acceptance satisfies any legal requirement that this Agreement be in writing or signed.

Thank you for choosing Open Shelf Reviews. We look forward to working with you.

By clicking "I Agree" (or checking the acceptance box), you acknowledge that you have scrolled through and read this Agreement in its entirety, agree to be bound by its terms, and, if you are accepting on behalf of a company or other organization, represent and warrant that you are authorized to bind that entity to this Agreement.

PLEASE READ CAREFULLY. By clicking "I Agree" (or checking the acceptance box), you also specifically acknowledge and agree that this Agreement contains a binding arbitration provision and a class-action and class-arbitration waiver (Section 14). Disputes will be resolved by individual binding arbitration rather than in court before a judge or jury, and you are waiving your right to participate in any class, collective, or representative proceeding.