Hosting Agreement

This Work Hosting and Sales Agreement (“Agreement”) is made and entered into as of the Effective Date (defined below) by and between:

The Quivering Quill, an online retailer/distributor (hereinafter referred to as the “Seller”), and

Individuals or entities who have Works listed for sale on the Seller’s platform (hereinafter referred to as the “Vendor”).

The Seller and the Vendor are collectively referred to as the “Parties.”

By posting Works to the Seller’s platform, the Vendor acknowledges and agrees to be bound by the terms and conditions of this Agreement.

1. GRANT OF RIGHTS

1.1 License. The Vendor grants the Seller a non‑exclusive, worldwide license to host, display, market, and sell the Vendor’s works (the “Works”) through the Seller’s platform.

1.2 Ownership. The Vendor retains all ownership and intellectual‑property rights in the Works.

1.3 Cross‑Posting. The Vendor may make the Works available on any other platform that also allows cross‑posting.

1.4 Advertising. The Seller is not responsible for advertising or promoting the Works in any way. The Seller may, at its sole discretion, choose to advertise or feature the Works, but nothing in this Agreement obligates the Seller to do so.

2. PRICING AND COMMISSION

2.1 Setting the Sale Price. The Vendor may set the sale price for the Works at the Vendor’s discretion, provided that no Work may be listed for less than two dollars and ninety‑nine cents (US $2.99).

2.2 Commission. Unless otherwise agreed in writing, the Seller shall retain a flat thirteen percent (13%) of the gross sale price of each sale (the “Commission”). The remaining eighty‑seven percent (87%) will be payable to the Vendor.

2.3 Payment‑Processor Fees. The Seller does not impose any additional platform fees for payment processing or payout. However, third‑party payment processors (e.g., PayPal Goods & Services) may deduct their own fees from the proceeds prior to or at the time of disbursement. The Vendor agrees that such processor fees are outside the Seller’s control and are borne by the Vendor.

2.4 Changes to Commission. Any change to the Commission must be set forth in a separate written agreement executed by both Parties.

3. VENDOR’S RIGHT TO REMOVE WORKS

3.1 The Vendor may request removal of the Works from the Seller’s platform at any time without penalty.

3.2 Removal of the Works shall not affect any completed sales made prior to removal.

3.3 The Vendor agrees to allow the Seller up to seventy‑two (72) hours after receipt of a removal request to complete removal.

4. SELF‑APPROVAL PRIVILEGE AND CLASSIFICATION

4.1 Self‑Approval Privilege. At the Seller’s sole discretion, certain Vendors may be granted the ability to post Works to the platform without prior review by the Seller (a “Self‑Approval” privilege). This privilege may be revoked at any time, for any reason, with or without prior notice. Provided the Vendor remains in good standing and observes all platform rules, the Seller may extend Self‑Approval to the Vendor over time.

4.2 Classification and Tagging. The Vendor is solely responsible for correctly classifying each Work and applying accurate descriptive tags, categories, and content ratings. Misclassification, omission of required tags, or any attempt to mislead customers about the nature of a Work may result in removal of the Work and/or suspension of the Vendor’s account.

5. PAYMENT TERMS

5.1 Payout Schedule. Payouts of the Vendor’s share of sales will be made monthly to the payment method agreed upon by the Parties.

5.2 Taxes. The Vendor is solely responsible for any and all taxes, duties, or governmental charges applicable to amounts received under this Agreement.

6. MODIFICATIONS TO AGREEMENT

6.1 The Seller may modify the terms of this Agreement with at least thirty (30) days’ written notice to the Vendor.

6.2 Continued hosting of the Works after the effective date of the modification constitutes the Vendor’s acceptance of the revised terms.

7. WARRANTIES, REPRESENTATIONS, AND INDEMNITIES

7.1 Vendor Warranty. The Vendor represents and warrants that (a) the Vendor has full legal right and authority to grant the rights set forth herein; (b) the Works do not infringe, misappropriate, or violate any copyright, trademark, trade secret, or other proprietary right of any third party; and (c) the Works do not contain or depict any material that is illegal under applicable law, including, without limitation, child sexual abuse material or content that exploits or depicts minors inappropriately, and otherwise comply with the Seller’s content guidelines. Works that depict non‑consensual sexual acts are permitted only if such acts are clearly portrayed as wrongful or abusive, not glorified, and the Work is properly classified and tagged in accordance with Section 4.2 and the Seller’s content guidelines.

7.2 Indemnification. The Vendor shall indemnify, defend, and hold harmless the Seller and its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of or relating to (a) the Vendor’s breach of any representation, warranty, or obligation under this Agreement; or (b) any claim that the Works infringe or otherwise violate the intellectual‑property rights of a third party. If the Seller incurs any costs, damages, settlements, or expenses (including attorneys’ fees) as a result of a lawsuit alleging copyright infringement by the Vendor, the Seller may recoup and/or directly offset such amounts against any sums otherwise payable to the Vendor.

7.3 No Guarantee. The Seller makes no representations or warranties regarding the sales performance of the Works.

8. TERMINATION

8.1 Either Party may terminate this Agreement at any time, with or without cause, by providing written notice to the other Party.

8.2 Upon termination, all Works shall be removed from the Seller’s platform within seventy‑two (72) hours. Sections 2, 5.2, 6, 7, and 9 shall survive termination.

9. GOVERNING LAW

9.1 This Agreement shall be governed by and construed in accordance with the laws of the State of Indiana, without regard to its choice‑of‑law principles.

10. ENTIRE AGREEMENT

10.1 This Agreement constitutes the entire understanding between the Parties concerning the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, or representations, whether written or oral.