Terms of Use
This Agreement was last revised on 9/4/2020

Welcome to Dropcap.com ("DropCap” "we," or "us"). We provide users the ability to access and use and interact with our website and software system depending on the type of user (“Service”). We have three types of users: (1) rights buyers (2) publishers and authors and (3) super agents (“Users”). Users have access as follows:

Rights Buyers can:

• View titles and related information (e.g., publisher, current licenses, etc.)
• Download PDFs
• Save favorite titles
• Customize their profile (e.g., select language, categories of interest)
• Subscribe or unsubscribe from emails
• View, sign and download rights licensing contracts
• Upload sales reports and pay advances and royalties through our system

Publishers and Authors can:

• View and manage their titles (e.g, make changes, add new titles, upload covers, etc.)
• See buyer activity for their titles (e.g., see how many downloads, views, interest from potential buyers, finalized rights licenses, etc.)
• View, sign, and download rights licensing contracts
• Review sales/royalty reports and collect advances and royalties through our system

Super agents (and agent that represents a group of buyers and/or has other agents working for him/her) can:

• Do everything a Buyer can
• Add new users and see some buyers' dashboards in their exclusive territory
• Add titles to their buyers' dashboards
• See user activity and identity of users in their specific territory.
• Search our database of book titles, download PDFs of those books, enter into licensing contracts within our system, and other such related activities.

The Service(s) set forth above are not exhaustive and may change from time to time

By accessing or using DropCap’s Services, website and software in connection with the Service, you signify that you have read, understood, and agree to be bound by this Terms of Use Agreement ("Agreement"), whether or not you are a registered user of our Service.

The terms contained in our representation agreements with publishers and authors, supersede any terms here that may be in conflict with any term in their representation agreements with us.

We reserve the right to amend this Agreement at any time and without notice. If we do this, we will post the amended Agreement on this page and indicate at the top of the page the date the Agreement was last revised. Your continued use of the Service after any such changes constitutes your acceptance of the new Terms of Use. If you do not agree to any of these terms or any future Terms of Use, do not use or access (or continue to access) the Service. This Agreement applies to all visitors, users, and others who access the Service ("Users").

1. Use of Our Service

   You do not have to register in order to visit DropCap if you are a potential rights buyer (either a publisher or an agent). To access certain features of the Service, though, including, but not limited to browsing our database of book titles and access to PDFs of those titles, you will need to register with DropCap and create a "Member" account. For authors and publishers, you will need to have a representation agreement with DropCap to access features of our Service. Your account gives you access to the services and functionality that we may establish and maintain from time to time and in our sole discretion.

   Subject to the terms and conditions of this agreement, DropCap grants you permission to use the Service. You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Service in any medium except as permitted by these terms; (ii) uploading invalid data, viruses, worms, or other software agents through the Service; (iii) collecting or harvesting any personally identifiable information, including account names and email addresses, from the Service; (iv) using the Service for any commercial solicitation purposes; (vi) using any information obtained from the Service in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit, or sell to any Member without their prior explicit consent, (vii) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; and (viii) interfering with the proper working of the Service.

2. Our Proprietary Rights

   Except for your specific member information, the Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content (the "DropCap Content"), and all intellectual property rights related thereto, are the exclusive property of DropCap and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such intellectual property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Service except in cases where you have executed a separate licensing agreement with any of our licensors. Use of the DropCap Content or materials on the Service for any purpose not expressly permitted by this Agreement is strictly prohibited.

3. Eligibility

   You must be over 18 years of age to use and access this Service.

   If you violate any of our General Terms of Use or any licensing contract you’ve entered into as a result of using our Service, we may revoke your right to continued use of Service (at our discretion).

4. Privacy

   We care about the privacy of our Users. Click here to view our Privacy Policy. By using the Service, you are consenting to have your personal data as it relates to the use of our Service, transferred to and processed in the United States. We do not sell or rent your personal data to other companies.

5. Security

   We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

6. Assignment

   This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by DropCap without restriction.

7. 7. General
   A. Governing Law.
   

   You agree that: (i) the Service shall be deemed solely based in Minnesota; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over DropCap, either specific or general, in jurisdictions other than Minnesota. This Agreement shall be governed by the internal substantive laws of the State of Minnesota, without respect to its conflict of laws principles. Any claim or dispute between you and DropCap that arises in whole or in part from the Service shall be decided exclusively by a court of competent jurisdiction located in Hennepin County, Minnesota

   B. Entire Agreement/Severability.
   

   This Agreement, together with any other other terms you agree to in connection with your use of the Service, shall constitute the entire agreement between you and DropCap concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.

   C. No Waiver.
   

   No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and DropCap's failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.