Last revised May 26, 2026

Version 3.1

BY CLICKING "AGREE & CONTINUE" YOU, ON BEHALF OF YOURSELF IN AN INDIVIDUAL CAPACITY OR THE ENTITY THAT YOU R­EPRESENT, AGREE TO BE BOUND BY ALL TERMS OF THIS AUDIOBOOK LICENSE AND DISTRIBUTION AGREEMENT ("AGREEMENT"), INCLUDING THE ACX ACCOUNT HOLDER AGREEMENT THAT IS INCORPORATED BY REFERENCE HERETO. PLEASE REVIEW THIS ENTIRE AGREEMENT CAREFULLY BEFORE CLICKING "AGREE & CONTINUE".

This Agreement sets forth the terms under which you grant Audible, Inc. ("Audible", "we" or "us"), a United States corporation, rights to distribute the audio recording of the book(s) you have identified on the ACX website (ACX.com) or a successor site ("ACX") for the grant of distribution rights (any such audio recording as submitted by you or as modified pursuant Section 4(a) below, an "Audiobook" and the digital file of the Audiobook (as modified pursuant to Section 4(a) below for distribution, a “Digital Audio Product”). Among other things, you grant rights to distribute the Audiobook in the territory or territories ("Territories") you indicated on ACX. Our distribution of the Audiobook is either exclusive or non-exclusive, as elected by you under the terms of this Agreement.

If you have not previously made the Audiobook available on the Audible Service (as defined below) by accepting a prior version of this Agreement, the Effective Date (“Effective Date”) of this Agreement will be the date you click on “Agree and Continue”. If you have previously made the Audiobook available on the Audible Service by accepting a prior version of this Agreement and such version of the agreement is in force as of the date you click “Agree and Continue”, the Effective Date will be the first day of the next calendar month following the date you click “Agree & Continue”.

1. Your Rights and Representations. You represent and warrant that:

1. You own or control distribution rights to the Audiobook and have the full right, power and authority to enter into and fully perform this Agreement;
2. You are an authorized account holder of a current user account on ACX;
3. You have obtained all rights necessary for Audible to exercise the rights granted under this Agreement;
4. The sale and distribution of the Audiobook as permitted under this Agreement will not violate any applicable law or infringe upon or otherwise violate the intellectual property, proprietary or other rights of any person or entity, including contractual rights, copyrights, trademarks, common law rights, rights of publicity or privacy or moral rights;
5. Neither the Audiobook nor Artwork (as defined below) contains any defamatory or libelous material as defined by the laws applicable in the Territory;
6. You are solely responsible for, and will pay or cause to be paid, all royalties owed to third parties with respect to the exercise of the rights granted under this Agreement.

2. Distribution By Audible.

1. IF YOU ELECT TO GRANT AUDIBLE EXCLUSIVE DISTRIBUTION RIGHTS IN THE AUDIOBOOK, THE FOLLOWING TERMS APPLY: You grant Audible the exclusive right and license to use, publish, reproduce, display, market, sell, distribute, make available, transmit, and perform (via streaming technologies) the Audiobook throughout the Territory in all formats now known or hereafter invented through the Audible Service for the Initial Distribution Period (defined below). If you have not previously made the Audiobook available on the Audible Service by accepting a prior version of this Agreement, the Initial Distribution Period is the period beginning on the Effective Date and continuing for 7 years from the date the Audiobook is first made available for sale pursuant to this Agreement. If you have previously made the Audiobook available on the Audible Service by accepting a prior version of this Agreement with respect to the Audiobook and such version of the Agreement is in force as of the date you click “Agree and Continue” to accept the terms of this Agreement, the Initial Distribution Period means the period beginning on the Effective Date and ending at the end of the Distribution Period as defined in such prior agreement. As full consideration for the exclusive license granted by you, Audible will pay you royalties as set forth in Exhibit A. After the Initial Distribution Period, this Agreement will renew automatically for additional, consecutive 1 year periods (each, a "Renewal Distribution Period") unless either party provides notice of termination to the other party in accordance with this Agreement. During the Distribution Period (as defined below) you will not, and will not permit any third party to, directly or indirectly distribute, sell, or offer for sale the Audiobook, or any portion thereof (except the Audible Excerpt as permitted by Section 4(c) below), in the language(s) you provided Audible for distribution in the Territory in any audio format (whether download, streaming, physical compact disc or otherwise). “Audible Service” means a service that permits the sale and distribution of digital audio content through electronic means, including websites and applications owned, operated or controlled by Audible, its Affiliates or third party digital distributors. "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with Audible. The Initial Distribution Period and each Renewal Distribution Period (if any), in either of the above cases, is the "Distribution Period."

2. IF YOU ELECT TO GRANT AUDIBLE NON-EXCLUSIVE DISTRIBUTION RIGHTS IN THE AUDIOBOOK, THE FOLLOWING TERMS APPLY: You grant Audible the non-exclusive right and license to use, publish reproduce, display, market, sell, distribute, make available, transmit and perform (via streaming technologies) the Audiobook throughout the Territory in all formats now known or hereafter invented through the Audible Service for the Initial Distribution Period (as defined in Section 2(a) above). As full consideration for the non-exclusive license granted by you, Audible will pay you royalties as set forth in Exhibit A. After the Initial Distribution Period, this Agreement will renew automatically for additional, Renewal Distribution Period(s) (as defined in Section 2(a) above) unless either party provides notice of termination to the other party in accordance with this Agreement.

3. YOU MAY CHOOSE TO CHANGE THE EXCLUSIVITY ELECTION: You may make a one-time request to change your election between exclusive and non-exclusive distribution during the Distribution Period provided that the Audiobook has been available for sale for at least 90 days. To request this change, you must email info@acx.com specifying whether you want to change to exclusive or non-exclusive distribution rights. Audible will process your request within 30 days from the date of its receipt and notify you when the change is effective. Until the effective date of the change, the terms of your current election (Section 2(a) for exclusive or Section 2(b) for non-exclusive) will apply. From and after the effective date of the change, the terms of your new election will apply and you will be entitled to royalties on sales and distribution of the Audiobook by Audible in accordance with the royalty terms in Exhibit A corresponding to the type of distribution rights you selected. After this one-time change is made, subsequent requests for changes are at Audible’s sole discretion.

4. YOU MAY CHOOSE TO TERMINATE YOUR DISTRIBUTION PERIOD EARLY: You may request to terminate this Agreement, provided that the Audiobook has been available for sale for at least 90 days. Email info@acx.com with your request to terminate. Audible will process your request 30 days from the date of its receipt and will notify you when the termination is effective.

5. ALL YOU CAN LISTEN DISTRIBUTION: Audible offers its members all-you-can-listen catalogs of digital audio products, including without limitation, All You Can Listen Plan(s) (as defined in Exhibit A).

1. 1. If you have previously enrolled the Audiobook in Audible’s Global Reach program or any other program that offers members access to specified catalogs of digital audio products by accepting the terms of Audible’s Catalog Subscription Service Agreement, you acknowledge and agree that Audible’s Catalog Subscription Service Agreement for the Audiobook is hereby terminated and neither Audible nor you have any further rights or obligations to the other except for any rights or obligations that expressly survive termination.
   2. At such time, if any, that you indicate or have indicated that you have the right to distribute the Audiobook in territories where Audible’s primary offering is an All You Can Listen Plan, we will have the right to distribute the Audiobook in that All You Can Listen Plan. For all other territories, you will identify if the Audiobook is eligible for distribution in all-you-can-listen catalogs of digital audio products, including without limitation, in an All You Can Listen Plan, at the time of initial delivery of the Audiobook via ACX or as otherwise instructed by Audible. If the Audiobook is eligible for distribution in such an all-you-can-listen catalog of digital audio products, your enrollment of the Audiobook in Audible’s all-you-can-listen catalogs of digital audio products, including without limitation, All You Can Listen Plan(s) is subject to the requirements on the All You Can Listen (AYCL) Catalog Program Page.

3. Pricing.

Audible may offer a feature that allows you to submit a list price for the Audiobook. Your use of this feature is subject to the requirements on ACX’s Pricing Page.

4. Other Rights Granted by you to Audible.

1. Right to Edit. Audible may modify, reformat, encode, adapt and edit the Audiobook to make the Audiobook compatible with the Audible Service, including but not limited to by (i) adding Audible's standard intro and outro, and (ii) removing flaws or audio elements that are, in Audible's judgment, incompatible or inconsistent with the Audible service (e.g., playback instructions, microphone bumps, distortion, ambient sound, etc.).
2. Additional Territories. You may expand the Territory at any time by adding additional territories (each, an "Additional Territory"). If you want to grant Audible distribution rights in an Additional Territory, you may notify Audible by emailing Audible at info@acx.com or using such other means as Audible may provide for provision of notice of Additional Territories. By notifying Audible that you wish to include Additional Territories you make all representations and warranties in Section 1 of this Agreement with respect to the Additional Territories. The "Territory" will be deemed to include each Additional Territory as of the date of your notice to Audible and Audible's distribution rights under this Agreement will automatically extend to include the Additional Territory.
3. Excerpts. You will provide Audible an excerpt of the Audiobook not exceeding 5 minutes in length or 10% of the total duration of the finished Audiobook, whichever is longer. During the Distribution Period, Audible will have the right (but not the obligation) to use, reproduce, display and distribute such excerpt or any other excerpts from the Audiobook in any media now known or hereafter invented for purposes of advertising and promoting the Audiobook and the Audible service. Any such excerpts will not exceed 5 minutes in length or 10% of the total duration of the Audiobook, whichever is longer, and will be an excerpt from the Audiobook (each, an " Audible Excerpt"). In the event Audible's distribution of the Audiobook is exclusive, Audible grants you a non-exclusive, non-transferable, non-sublicensable license to use an Audible Excerpt solely on a website for purposes of promoting the Audiobook. However, you may not provide an Audible Excerpt to third parties in any format without Audible’s prior written consent.
4. Cover Art. During the Distribution Period, Audible will have the right to use and distribute any cover art, graphics, images, or other artwork related to the Audiobook that you provide to Audible ("Artwork") and the title of the Audiobook in any media now known or hereafter invented for purposes of advertising and promoting the Audiobook and/or the Audible Service. You will provide Artwork to Audible via the ACX online system or as otherwise instructed by Audible. The Artwork must be the same cover art, graphics, images, or other artwork used for the print version of the book, unless you don't have the right to make this artwork available for use for the Audiobook, in which case you will select generic artwork using the ACX system. Audible may modify and/or reformat the Artwork.
5. Right of Publicity Grant. During the Distribution Period, if you are the author or editor of the Audiobook, you grant Audible the right to use your name, approved likeness, and approved biographical information in the Territory in any media now known or hereafter invented for purposes of advertising and promoting the Audiobook and the Audible Service. You will, promptly, on request, provide Audible an image and brief written biography suitable for use by Audible in the marketing of the Audiobook. Any image or biographical information you provide will be deemed approved by you upon submission to Audible. If you are not the author or editor of the Audiobook, you agree to obtain for Audible the right to use, during the Distribution Period, the author's (or editor's) name, likeness, and biographical information in the Territory in any media now known or hereafter invented for purposes of advertising and promoting the Audiobook and the Audible Service.
6. Exercise of Rights and Sublicense. Audible may exercise any of the rights granted to it under this Agreement or discharge any of its obligations under this Agreement through one or more of its Affiliates. Audible may sublicense any of the rights granted to it under this Agreement to any of its Affiliates or to any third party and may permit any sublicensee to sublicense the rights Audible grants to it. Audible will remain responsible for each sublicensee's compliance with this Agreement.
7. Enforcement of Infringement Claims. You grant us the right and appoint us as your authorized agent to enforce your rights in the Audiobook as embodied in the Digital Audio Product, including but not limited to issuing take-down notices to any third-party services hosting audio or video versions of the Audiobook that infringe on any rights you grant us under this Agreement or our ownership interests in the Digital Audio Product. 

5. Geo-Filtering.

Audible will use geographic filtering technology or other territory-to-customer matching systems, selected in its sole discretion, designed to limit the distribution of the Audiobook to the Territory (each a "Geographic Filtering System"). You acknowledge that any such Geographic Filtering System will not be able to fully prevent the delivery of the Audiobook outside the Territory and agree that Audible will be deemed to have distributed the Audiobook within the Territory as long as Audible has used such technology in connection with such distribution.

6. Delivery and Audible Review of Audiobook.

1. Delivery. You will deliver the completed Audiobook via the ACX online system or as otherwise instructed by Audible.
2. Audible Review of Audiobook. Upon receipt, Audible may review the completed Audiobook for consistency with industry standard high-quality audiobooks and compliance with the ACX Audio Submission Requirements. Audible will have the right to accept or reject the Audiobook in its sole discretion or provide you instructions on how to meet Audible's standards for completed audiobooks. If Audible rejects the Audiobook, this Agreement will terminate.

7. Withholding, Suspension and Offset of Royalty Payments.

If you are in breach of any of your obligations to Audible ("Breach") or if a third party has asserted that you did not have all rights required to grant the rights that you grant in this Agreement ("Third Party Claim"), royalties rightfully due to you on the Audiobook will continue to accrue, but Audible is entitled to withhold or suspend the royalty payments until you cure the Breach or fully resolve the Third Party Claim. You will notify Audible of any Breach or Third Party Claim of which you are aware within 5 days after you learn of the Breach or Third Party Claim. Further, Audible is entitled to offset amounts that you owe Audible related to an Audiobook against royalty payments, if any, Audible owes you on the applicable Audiobook. 

8. Termination.

In addition to the termination rights described in Section 2 above, Audible may terminate this Agreement immediately if you have breached any representations, warranties or covenants in this Agreement or upon 30 days written notice to you for any reason. In the event of termination or expiration of this Agreement: (a) all rights granted under this Agreement will revert to you; and (b) Audible will, within 30 days after the end of the calendar quarter in which the termination or expiration occurred, issue a final accounting report together with payment for any amounts that may be due to you under this Agreement in connection with the sale of the Audiobook during the Distribution Period. Notwithstanding anything else set forth herein, you acknowledge that after the termination or expiration of this Agreement for any reason, Audible will retain all the rights necessary for customer support and maintenance, including continuing access and ability to download copies of the Audiobook that customers purchased during the Distribution Period. Upon termination or expiration of this Agreement, all rights and obligations of the Parties under this Agreement will be extinguished, except that Sections 1, 4, 9, 10, 11, 13, 14, 15 and 16 shall survive termination.

9. Audible Controls its Distribution Decisions.

All Audiobooks distributed by Audible are subject to Amazon's Offensive Content Policy. Audible will have sole discretion over all decisions related to its distribution of the Audiobook, regardless of whether the distribution rights you grant to Audible in this Agreement are exclusive or non-exclusive. You understand that Audible is under no obligation to sell the Audiobook or, if Audible commences sale of the Audiobook, to continue to sell the Audiobook. And Audible makes no assurance to you that Audible will sell any minimum number of units of an Audiobook. Notwithstanding the foregoing, if you grant Audible exclusive distribution rights to the Audiobook and if, within 6 months after the finished Audiobook is delivered to Audible, Audible has not started selling the Audiobook, you may send Audible notice in accordance with the notice provisions provided below requesting that Audible commence sale of the Audiobook. If Audible does not commence selling the Audiobook within 3 months after Audible confirms receipt of your notice, this Agreement may be terminated upon 30 days' notice provided by you in accordance with the notice provisions provided below and all rights in the Audiobook granted to Audible in this Agreement will revert to you.

10. Ownership.

As between you and Audible, except for the rights and license you grant to Audible in this Agreement, you retain all right, title, and interest in and to the Audiobook, including the copyright in the Audiobook. All rights in the Audiobook not granted in this Agreement to Audible are expressly reserved by you. Subject to rights you retain, Audible or its Affiliates will own all rights, title and interest in and to (a) Audible's trademarks, (b) all formatting and technology and any derivatives thereof used by Audible to create each Digital Audio Product, and (c) all materials and services provided by Audible under this Agreement, including all intellectual property rights embodied in or associated in them.

11. Indemnification.

You will indemnify and hold harmless Audible, its Affiliates, and its sub-distributors, and their respective officers, directors, employees, and agents (each an "Audible Party" and collectively, the "Audible Parties") from any losses, costs, or liabilities incurred by any of them (a) because you did not have, or a claim is brought alleging you did not have, all rights required to grant the rights you grant to Audible in this Agreement, (b) as a result of a breach by you of any of your representations or warranties in this Agreement, (c) as a result of your failure to meet any of your other obligations set forth in this Agreement or with respect to ACX generally or (d) as a result of your negligence, strict liability or intentional misconduct (individually, a "Claim", and collectively, the "Claims"). You will indemnify each Audible Party against any liability (including reasonable attorneys' fees) incurred by that Audible Party relating to any Claim, including all costs of counsel to defend the Audible Parties, and all damages awarded in a court of law against the Audible Parties, or in any settlement entered into by the Audible Parties, including any costs associated with the resolution of any Claim or proceeding. Your obligations under this Section 11 are independent of your other obligations under this Agreement.

12. LIMITATION OF LIABILITY.

AUDIBLE IS NOT LIABLE TO YOU UNDER ANY CIRCUMSTANCE FOR ANY CONSEQUENTIAL, SPECIAL, PUNITIVE, OR INDIRECT DAMAGES, INCLUDING LOST PROFITS OR OPPORTUNITIES. NOTHING IN THIS AGREEMENT SHALL EXCLUDE OR LIMIT ANY PARTY'S LIABILITY FOR ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW.

13. Assignment.

You may not assign any of your rights and obligations under this Agreement without Audible's prior written consent. Audible may assign any of its rights and obligations under this Agreement. Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the parties and their respective successors and assigns. Any attempted assignment in violation of this Section 13 will be null and void.

14. Confidentiality.

You will (a) protect Audible's information that is identified as confidential or that reasonably should be considered confidential; (b) use such information only to fulfill your obligations under this Agreement; and (c) return such information to Audible promptly when this Agreement terminates.

15. Entire Agreement; Enforceability.

This Agreement and the documents referred to herein constitutes the entire agreement between you and us regarding the matters covered in it and supersedes any and all prior or contemporaneous understanding, agreement, or communication between you and us, whether written or oral, regarding the matters covered in it and may not be modified or amended except by a writing agreed to by you and us. If you have previously made the Audiobook available on the Audible Service by accepting a prior version of this Agreement with respect to the Audiobook, you acknowledge that such prior agreement is hereby terminated as of the Effective Date and neither Audible nor you have any further rights or obligations to the other except for any rights or obligations that expressly survive termination. You acknowledge that in executing this Agreement you are not relying on any express or implied representation, warranty, draft agreement, undertaking, promise collateral contract or other assurance or arrangement of any kind not contained herein. If any provision of this Agreement is found to be invalid, void, or for any reason unenforceable, that provision will be deemed severable and will not affect the validity and enforceability of any other provision.

16. Notices.

Any notice provided for in this Agreement will be in writing addressed to the other party. Your notice address will be the physical and electronic addresses you have indicated on your ACX account. Audible's address will be 1 Washington Park, 16th Floor Newark, NJ 07102, Attn: Legal Department, Fax: (973) 820-0505, or to such other address as Audible may designate by notice. All notices will be given in writing via messenger, overnight courier, confirmed facsimile transmission, email, or by first class mail, certified, return receipt requested, provided that any email notice sent by you must be sent from the address you have on file with ACX. All notices will be deemed given on the date of receipt.

17. Governing Law and Disputes

This Agreement is governed by the laws of the State of New York. All disputes with respect to this Agreement will be subject to the dispute resolution process described in Section 14 of the ACX Account Holder Agreement (as amended from time to time). 

 

Exhibit A

Royalty Terms

Audiobook Royalty Payment Terms and Procedures

These Audiobook Royalty Payment Terms and Procedures for Audible Distribution Rights ("Royalty Terms") set forth the terms by which Audible will calculate and pay royalty payments owed to you in connection with Audible's distribution of the Audiobook ("Royalties"). These Royalty Terms form a part of your Audiobook License and Distribution Agreement with Audible ("Agreement"). Capitalized terms used in these Royalty Terms but not defined have the meaning assigned to them in the Agreement.

Type of Royalty	Royalty Rate (%)
Exclusive Distribution. If you grant Audible exclusive distribution rights in the Audiobook, Audible will pay Royalties to you at the following royalty rates:
A La Carte	50% of Net Receipts for A La Carte sales
Member-Over-Plan	50% of Net Receipts for Member-Over-Plan sales
Membership Plan	50% of Average Member Value Per Unit
Non-exclusive Distribution. If you grant Audible non-exclusive distribution rights in the Audiobook, Audible will pay Royalties to you at the following royalty rates:
A La Carte	30% of Net Receipts for A La Carte sales
Member-Over-Plan	30% of Net Receipts for Member-Over-Plan sales
Membership Plan	30% of Average Member Value Per Unit

 

“A La Carte” means cash sales of Digital Audio Products to customers who are not members of a Membership Plan.

“All You Can Listen Plan” means a membership plan that provides members with on-demand access to one or more all-you-can-listen catalogs of digital audio products, but does not provide members with credit(s) and/or unit(s).

“Allocated Reserve Credit Value” means, for each accounting period, the amount calculated by multiplying the number of Reserve Credits used by a member in an applicable accounting period by the Reserve Credit Value.

“Average Member Value Per Unit” means, for each accounting period and for each Digital Audio Product selected or purchased by a member via a Member Credit Transaction or consumed by a member via a Qualified Listen during such accounting period, the amount calculated by multiplying the Member Value by the Price Weighted Consumption Share for such Digital Audio Product.

“Member Credit Plan” means a membership plan that provides members with credit(s), and/or unit(s), that members may utilize for non-cash access to, or purchase of digital audio products, which plan may also include on-demand access to one or more all-you-can-listen catalogs of digital audio products.

“Member Credit Transaction(s)” means transactions in which members of a Member Credit Plan utilize credit(s) and/or units for non-cash access to or purchase of Digital Audio Products (excluding returns).

"Member-Over-Plan" means cash sales of Digital Audio Products to members of a Membership Plan.

“Member Value” means, for each accounting period, the value allocated to a member, which value is equal to the sum of the Monthly Membership Value, as determined by Audible periodically, and, if applicable, the Allocated Reserve Credit Value for such period.

“Membership Plan” means distribution of digital audio products through membership plans, including, but not limited to, (a) an All You Can Listen Plan, and (b) a Member Credit Plan.

“Monthly Membership Value” means for: (i) a Member Credit Plan, the aggregate amount of membership plan fees received by Audible for an applicable membership plan, divided by the total number of credits, and/or units, issued for such plan, net of discounts, taxes, costs and other adjustments; and (ii) all other plans, the aggregate amount of membership plan fees received by Audible for an applicable membership plan, divided by the total number of members of such plan, net of discounts, taxes, costs and other adjustments.

“Net Receipts” means amounts actually received by Audible, less returns, exchanges, refunds, chargebacks, rebates, and any applicable duties and sales, use, VAT, excise, consumption or similar taxes. If amounts received by Audible represent payment for multiple plans, services and/or multiple catalogs of content of an Audible Service, in calculating Net Receipts, Audible will allocate Net Receipts among the individual plans, services and/or catalogs.

“Price Weighted Consumption Share” means, for each accounting period, and for each Digital Audio Product selected or purchased by a member via a Member Credit Transaction or consumed by a member via a Qualified Listen during such accounting period, the amount calculated by dividing the a la carte price of such Digital Audio Product by the sum of all a la carte prices of all digital audio products on the Audible Service selected or purchased by such member, as applicable, via a Member Credit Transaction or consumed by such member via a Qualified Listen, as applicable, during the applicable accounting period.

“Qualified Listen” means the applicable required minimum threshold of listening, as determined by Audible in its sole reasonable discretion, for a Digital Audio Product consumed by a member from an all-you-can-listen catalog during an applicable accounting period to be deemed eligible for the payment of royalties. Audible may elect to limit Digital Audio Products to one (1) Qualified Listen per member during a specified term, as determined by Audible in its sole reasonable discretion. During the specified term the applicable Digital Audio Product will not be eligible for additional royalties in connection with repeated listens by the applicable member.

“Reserve Credit” means a credit or unit available to a member in an applicable accounting period that is in excess of an applicable Member Credit Plan's first credit or unit allowance for that accounting period (for example, a credit that is purchased or gifted above such allowance, or that accrued in a prior accounting period but was not redeemed during such prior period). 

“Reserve Credit Value” means the average per credit or unit value allocated to a Reserve Credit that is redeemed by a member during an applicable accounting period, calculated by dividing the aggregate value of Reserve Credits held by all members, by the total number of Reserve Credits held by all members during the applicable accounting period. 

No Royalties will be payable for any Digital Audio Products provided free-of-charge to (a) our employees or third parties for purposes of testing, review, sample, advertising, publicity, or promotion, or (b) national organizations that offer them to the visually impaired and/or differently abled (e.g., Library of Congress’ National Library Service for the Blind and Print Disabled).

Royalty Statements and Payments

For rights holders residing in the United States, Audible will provide you a statement of Royalties, together with a check or direct deposit in the amount of any Royalty due, on a calendar monthly net 30 day basis, commencing with the first full month after the Digital Audio Product is first offered for sale by Audible. For rights holders residing in the United Kingdom, Canada, or the Republic of Ireland, Audible will provide you a statement of Royalties together with a direct deposit in the amount of any Royalty due, on a calendar monthly net 30 day basis, commencing with the first full month after the Digital Audio Product is first offered for sale by Audible. All payments made by Audible will be inclusive of any applicable VAT or equivalent applicable sales tax. Rights Holders and Producers are solely responsible for their own compliance with all applicable tax laws, including but not limited to the Canadian Excise Tax Act, and the payment of any applicable taxes. Audible may deduct or withhold any taxes that Audible may be legally obligated to deduct or withhold from any amounts payable to you, and payments as reduced by such deductions or withholdings will constitute full payment and settlement to you. You will provide Audible with any forms, documents, or certifications as may be required for Audible to satisfy any information reporting or withholding tax obligations with respect to any payments. If the Royalties owed to you for any accounting period are less than $50, Audible will have the right to withhold making a payment and carry such payment forward to the next reporting period. Any ACX royalty statements Audible provides to you will be considered final and incontestable 3 months from the date the statements are provided by Audible if you do not object to the statements within that period of time.