Spire Readers Terms of Service
Effective as of October 29, 2023
This is the Terms of Service for Spire First Readers, a program operated by Spire, Inc. to enable readers to earn money for providing feedback on manuscripts submitted by writers. In these Terms, we call ourselves “Spire,” “we,” “us,” or “our.” We call you, the person reading and submitting feedback “Reader(s)” or “you.” Spire accepts fiction manuscripts (“Work”) from writers (“Author(s)”) via our website located at www.spirebooks.co (the “Site”), and any associated websites, applications, and services (collectively, the “Service”).
This Terms of Service (“Terms”) is a legally binding contract between you and Spire. By accessing or using the Service, you acknowledge and agree that you have read, understand, and agree to be bound by these Terms.
These Terms include
Information about accounts
Spire First Reader responsibilities and Code of Conduct
Intellectual property rights and protections
Confidentiality Commitment
Compensation
Term and termination
Representations, warranties, and indemnities
Limitation of liability
Mutual confidentiality
How to contact us
You represent and warrant that you are at least 18 years old and have the right, authority, and capacity to enter into these Terms, or, if you are under 18 but at least 13 years old (a “Minor”), you have the consent of a parent or legal guardian to access and use the Service and have received permission to agree to these Terms. If you are a parent or legal guardian of a Minor, you hereby agree to bind the Minor to these Terms and to fully indemnify and hold harmless Spire if the Minor breaches any of these Terms. Any use or access to the Service by anyone under 13 is strictly prohibited and in violation of these Terms. If the individual entering into this agreement or otherwise accessing or using the Service is doing so on behalf of, or within his or her capacity as a representative, agent, or employee of an entity, such individual and such entity agree that: (i) the terms “you” and “your” as used herein apply to such entity and such individual; and (ii) represent and warrant that the individual entering into these Terms has the power, right, authority, and capacity to enter into these Terms on behalf of such entity. If you do not agree with all of the provisions of these Terms, you may not access or use the Service.
These Terms are subject to occasional revision. Please regularly check the Site to view the most recent terms.
Section 1: Accounts
1.1 Eligibility. To enroll as a Reader with Spire First Readers, you must be at least 13 years old, and if you are under 18, have the consent of a parent or legal guardian to participate in the Service and agree to its Terms.
1.2 Profile and account information. You promise that: (a) all required registration information you submit in connection with your registration for a Spire Readers profile (“Account”) is truthful and accurate; and (b) you will maintain the accuracy of such information. You agree that Spire has the right to disclose your profile and account information with your consent and in the case that a potential copyright violation is reported to Spire, without your consent, to the Author whose Work is affected.
1.2 Account responsibilities. You are responsible for all activities that occur under your Account. You agree to immediately notify Spire of any unauthorized use or suspected unauthorized use of your Account or any other breach of security. You may not share your Account with anyone. You agree that you shall not have more than one Account at any given time. You agree not to create an Account or use the Service if you have been previously removed by Spire. If you provide any information that is untrue, inaccurate, not current or incomplete, or Spire has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, Spire has the right to suspend or terminate your Account and refuse any and all current or future use of the Service (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself.
1.3 Account rights. You agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by Spire.
1.4 Referrals. We may offer you incentives to refer people to participate in the Service (a “Referral Program”). Any such Referral Program may be subject to additional terms and conditions set forth in the offer or Site, at Spire’s sole discretion.
You agree that you have obtained all necessary permissions and consents from an individual before referring that individual to Spire and will inform the individual: (a) that we are not the sender or initiator of any messages or communications that you send to that individual relating to the Referral Program; (b) that you are not acting as our agent in sending any such messages or communications; and (c) that you may be receiving a referral incentive if the individual becomes a new user of Spire. We do not directly send any referral codes to individuals.
Current or inactive former users of the Service cannot qualify as new users for purposes of a Referral Program, and any attempt to create referrals to non-existent individuals or to multiple accounts for the same individual will be void and are in violation of these Terms. We reserve the right to void or take any other action we deem appropriate with respect to referrals, including if a referral code is shared in a social media post or from a social media account that contains offensive, harassing, violent, pornographic, or otherwise inappropriate content. Spire may discontinue and/or revoke any Referral Program or incentive program in its sole discretion at any time without notice. Spire reserves the right to decline to award referral incentives, rescind incentives credited, or take any other action related to a Referral Program.
Section 2: Spire First Reader Responsibilities
2.1 Reading and feedback. As a Reader, you agree to read the full manuscript shared with you and provide constructive feedback to the Author within a predesignated amount of time (“Feedback Period”) via a questionnaire (“Reader Response Form”). You agree to provide feedback that meets the quality standards outlined in Section 2.2 below. You agree to communicate through channels designated by Spire. You will not attempt to connect with or contact Authors directly or in any other way infringe upon the Author’s right to privacy.
2.2 Reader Response Form quality standards.
DO:
Answer thoroughly. The majority of your responses should be full paragraphs, 4 sentences or more (minimum 1-2 sentences: if a question is not relevant, please explain why)
Support your opinion with examples if you have them
Be respectful and courteous – aim for constructive feedback
DONT:
Answer with just “yes” or “no”
Insult or bash the work
Respond with “I don’t know.” If you’re unsure how to answer a question, refer to the sample Reader Response Form or explain why you’re unable to answer
2.3 Timely responses. Once you’ve been matched with an Author and agree to provide feedback on their manuscript, you must respond to all of Spire’s communications in a timely manner. You agree to complete the Reader Response Form within the Feedback Period and communicate any delays or issues promptly.
2.4 Return of property. Upon the termination of the Feedback Period, you acknowledge your obligation to return the Author’s manuscript, the Spire Reader Response Form, and any other Spire property you have had in your possession. This includes, but is not limited to, files, documents, manuscripts, notes, drawings, and any materials of any kind that contain or embody any proprietary or confidential information of the Author or Spire (and all reproductions thereof). At the end of the Feedback Period or immediately upon written electronic request from the Author or Spire, you acknowledge that you will have returned or deleted, in accordance with instructions from Spire, all intangible property of the Author’s or Spire’s in your possession and will refrain from accessing or attempting to access such property.
2.5 Code of Conduct.
Professionalism: You must maintain a professional and respectful attitude towards Authors and Spire staff. The feedback you give should be candid and respectful.
Non-Discrimination: You must not discriminate against or harass Authors or other Readers based on race, gender, sexual orientation, religion, or any other protected category.
Confidentiality: You must protect the confidentiality of the Author's manuscript, safeguarding not only their intellectual property but also contributing to the trust and integrity of our Service. The strict observance of confidentiality is a cornerstone of Spire.
Spire reserves the right, at its sole discretion, to terminate your Account with immediate effect if you violate any of these responsibilities or this Code of Conduct.
Section 3: Intellectual Property
3.1. Author's rights. The author retains all intellectual property rights to their manuscript, meaning all rights arising from or in respect of the following, whether protected, created, or arising under the laws of the United States or any other jurisdiction: copyrights, copyright registrations, writings and other copyrightable works of authorship. The Author’s rights are protected by U.S. and international intellectual property laws. As a Reader, you have no claim or ownership over the manuscript or any part of it.
3.2 Spire’s rights. You acknowledge that Spire owns all right, title, and interest in and to Spire First Readers and the Services, including all intellectual property rights therein: all rights arising from or in respect of the following, whether protected, created, or arising under the laws of the United States or any other jurisdiction: (i) business names, trade names, registered and unregistered trade-marks and service marks; (ii) patents; (iii) copyrights, copyright registrations, writings and other copyrightable works of authorship, including computer programs, databases and documentation; and (iv) proprietary and non-public business information including trade secrets, know-how, inventions, discoveries, improvements, concepts, ideas, methods, processes, designs, formulae, technical data, drawings, specifications, research and development information and other proprietary and non-public information. Spire’s rights are protected by U.S. and international intellectual property laws.
3.3. Non-disclosure. You must not disclose or discuss any part of the manuscript, including your insights or feedback, with anyone other than Spire or the Author themselves. You affirm that any manuscripts you access will not be used, shared, or submitted for the purpose of training artificial intelligence models.
Section 4: Obligation of Confidentiality
4.1. Confidentiality Commitment. By participating in the Service, you are legally bound to keep the author's manuscript, which includes but is not limited to, text, characters, plot details, and any other proprietary content provided to you by Spire or the Author (“Confidential Information”) confidential both now and forever into the future. This means that you must not disclose, share, or in any way make the Author's manuscript or any part of it accessible to third parties, now or at any time in the future.
4.2 Duration of confidentiality. Your obligation to maintain the confidentiality of Confidential Information is permanent and continues even after the completion of the Feedback Period. This obligation endures regardless of any future developments or changes in your relationship with Spire or the Author, including termination of your Account or these Terms.
4.3 Consequences of breach. A breach of confidentiality may result in legal action, including but not limited to injunctions, damages, and any other remedies available under applicable laws. Spire reserves the right, at its sole discretion, to terminate your Account and access to the Service in the event of a suspected breach of confidentiality.
4.4 Reporting violations. If you become aware of any breach of confidentiality by other Readers or individuals associated with Spire, you have a duty to report it to us immediately.
Section 5: Compensation
5.1 Payment and reporting. You are eligible to receive payment from Spire, if previously agreed upon, after completing a Reader Response Form meeting our quality standards (refer to Section 2.2) for a designated manuscript within the Feedback Period. Provided you are not in breach of any obligations under these Terms, Spire will pay you the applicable amounts in USD, net of refunds, bad debt and taxes, via PayPal after Spire has received your Reader Response Form and confirmed it meets our quality standards, no later than the due date specified in the Feedback Period.
5.2 Taxes. Each party shall pay on behalf of itself, in addition to any other amounts payable under these Terms, any sales, use, excise, value-added, services, consumption, personal property, gross receipts or any other similar taxes that may be levied or imposed by any taxing jurisdiction upon such Party by reason of the transactions contemplated under these Terms.
5.3 Fraud. In the event Spire detects any other pattern of fraudulent behavior related to your participation in the Service, Spire may set-off or deduct from any amounts owing to you the cost of such fraud. Spire reserves all rights to prevent such fraud, including the suspension of all payments due to you pending an investigation by Spire.
Section 6: Term and Termination
The term shall continue until terminated by you or by us. We may terminate or suspend your access to Spire Read at our sole discretion, at any time and for any reason or no reason. If you are not actively engaged in a Feedback Period, you may suspend or terminate your participation in Spire First Readers and request deletion of your Account at any time by giving Spire written electronic notice at team@spirebooks.co. If you are actively engaged in a Feedback Period, you may suspend or terminate your participation in Spire First Readers and request deletion of your Account once the Reader Response Form has been submitted.
Section 7: Representations, Warranties, and Indemnities
7.1 Representations & warranties. You represent and warrant that you have all necessary right, title, interest, authorizations, and permissions to: (i) provide, disclose, or submit any data, content, information, or feedback that you provide to Spire or the Service; and (ii) grant the rights and permissions granted hereunder with respect to any data, content, information, or feedback.
7.2 Indemnification. You agree to defend, indemnify and hold harmless Spire and its affiliates, and their respective officers, directors and employees, from and against any and all claims, demands, suits, actions, causes of action and/or liability, of any kind whatsoever, for damages, losses, costs and/or expenses (including legal fees and disbursements) resulting from: (i) damages to persons or property, personal injury or death caused by the negligent or willful acts or omissions arising in connection with these Terms; (ii) any and all breaches by you of any representations, warranties, covenants, terms or conditions of these Terms; and (iii) any claim you in the performance of your commitments hereunder have infringed, violated or misappropriated any third party’s right, including, without limitation, any intellectual property right. Spire may, at its own expense, participate in the defense and settlement of any claim or action with our own counsel.
Section 8: Limitation of Liability
SPIRE FIRST READERS IS PROVIDED “AS IS” AND SPIRE DISCLAIMS ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, REGARDING THE PRODUCTS AND SERVICES CONTEMPLATED BY THIS AGREEMENT INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY, MERCHANTABLE QUALITY OR FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING BY LAW, STATUTE, USAGE OF TRADE OR COURSE OF DEALING. SPIRE MAKES NO REPRESENTATION, WARRANTY OR CONDITION, EXPRESS OR IMPLIED, WITH RESPECT TO THE ADEQUACY OF SPIRE FIRST READERS, THE SERVICE, THE CONTENT OF THE SPIRE WEBSITE FOR ANY PARTICULAR PURPOSE OR WITH RESPECT TO ITS ADEQUACY TO PRODUCE ANY PARTICULAR RESULT. YOU ACKNOWLEDGE AND AGREE THAT SPIRE CANNOT ENSURE THAT YOUR DATA WILL BE PROTECTED FROM THEFT OR MISUSE. WE WILL HAVE NO LIABILITY ARISING FROM A FAILURE OF ANY SECURITY SYSTEM.
SPIRE AND ITS AFFILIATES SHALL IN NO EVENT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, DATA OR LOSS OF PROFITS, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT INCLUDING NEGLIGENCE, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT EVEN IF SUCH SPIRE IS APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING; AND SPIRE’S AND ITS AFFILIATES’S LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE AMOUNTS PAID BY SPIRE TO YOU HEREUNDER FOR THE TWELVE MONTH PERIOD PRECEDING ANY CLAIM.
Spire will not be liable to you for any failure or delay in the performance of its obligations hereunder caused by any event or circumstances beyond Spire’s control.
Section 9: Mutual Confidentiality
Each party shall keep all information disclosed or obtained as a result of the relationship of you and Spire under these Terms private and shall not disclose any information regarding such matters without the prior approval of the other party. Without limiting the generality of the foregoing, you agree not to disclose any information we disclose to you, including communications between you and us, anything about our business, customers, marketing, or any other information we make available to you as a result of your participation in Spire First Readers. The obligations of confidentiality in this clause shall not extend to any matter which the other party can demonstrate: (i) is in or has become part of the public domain, other than as a result of a breach of the obligations of confidentiality under these Terms; (ii) was in its written records prior to these Terms becoming effective; (iii) was independently disclosed to it by a third party entitled to disclose the same; (iv) is required to be disclosed under any applicable law, or by order of a court or governmental body or other competent authority, or (v) is required to be disclosed to a third party as a result of a partnership with or affiliation with such third party, on the condition that such third party is bound in writing by confidentiality obligations at least equivalent to those set out in this clause.
Section 10: General
All notices required under these Terms or other communications required or permitted under these Terms shall be done through the email team@spirebooks.co. All terms which by their nature are intended to survive termination of these Terms shall survive such termination, such as Section 3, Section 4, and Section 9. Spire is based in the United States in New York, and though Spire Readers can be accessed worldwide, you agree that all matters relating to access to, or use of, Spire First Readers or the Service shall be governed by the laws of the State of New York. You also agree and hereby submit to the non-exclusive personal jurisdiction and venue of the courts of the New York and acknowledge that you do so voluntarily and are responsible for complying with all local laws. These Terms are the entire agreement with respect to the subject matter hereof and supersede all prior and contemporaneous agreements, understandings, negotiations and proposals, oral or written. You may not unilaterally modify these Terms. These Terms may not be assigned by you in whole or in part, without Spire’s prior written consent.
