NewAudia Systems, LLC

Important — Please Read Carefully

This Author & Publisher Addendum ("Addendum") supplements and is incorporated into the NewAudia Author Publishing Agreement ("Agreement"). It applies to all Authors and Publishers who access or use the NewAudia platform. In the event of any conflict between this Addendum and the Agreement, the Agreement controls. Capitalized terms not defined herein have the meanings given to them in the Agreement.

Company Identification

The platform is operated by NewAudia Systems, LLC, a limited liability company organized under the laws of the State of Colorado, with its principal place of business in Colorado Springs, Colorado (hereinafter "NewAudia," "Company," "we," "us," or "our"). "NewAudia" is a registered trade name of NewAudia Systems, LLC in the State of Colorado.

This Addendum is incorporated by reference into the NewAudia Author Publishing Agreement and is further subject to the NewAudia Acceptable Use Policy and AI Usage Policy. Together, these documents form the complete legal framework governing Author and Publisher use of the NewAudia platform.

Parties

This Addendum is entered into by and between NewAudia Systems, LLC ("NewAudia") and the Author or Publisher identified during account registration on the NewAudia platform ("Author" or "Publisher," as applicable). Authors are individuals who upload and publish their own Manuscripts. Publishers are entities that manage one or more Managed Authors through the Publisher Portal.

1. Eligibility and Verification

1.1 Eligibility Requirements

To publish Manuscripts on the NewAudia platform, Authors and Publishers must:

• Be at least 18 years of age or the age of majority in their jurisdiction, whichever is greater
• Have full legal authority to enter into the Author Publishing Agreement and this Addendum
• Provide accurate account registration information, including a valid email address and payment details via Stripe
• Provide tax identification information as requested by NewAudia prior to Commission payment issuance

1.2 Verification Rights

NewAudia reserves the right to require Authors and Publishers to verify their identity, legal authority over submitted Manuscripts, tax compliance status, and any other information NewAudia deems necessary to operate the platform in compliance with applicable law. NewAudia may suspend publication privileges pending completion of any verification request.

1.3 Content Acceptance

Submission of a Manuscript does not guarantee publication. NewAudia may reject or remove any Manuscript at its sole discretion consistent with Article 3 of the Author Publishing Agreement and Section 5 of the Acceptable Use Policy. NewAudia assumes no obligation to provide a reason for any rejection or removal decision.

2. Ownership and Licensing

2.1 Author Retains All Rights

Author retains full and exclusive ownership of all copyrights, trademarks, moral rights, and other intellectual property rights in and to each Manuscript submitted to the Platform. This Addendum and the Author Publishing Agreement do not constitute a transfer or assignment of any ownership rights in any Manuscript. Authors are not restricted from simultaneously publishing, distributing, or licensing their Manuscripts through any other platform, retailer, or channel. For full terms, see Article 4 of the Author Publishing Agreement.

2.2 License Grant — Scope

By submitting a Manuscript, Author grants NewAudia a non-exclusive, royalty-free, worldwide license to process, store, narrate, distribute, and display the Manuscript as necessary to deliver the platform's services, including Audiobook production via the seven-step ingestion pipeline, Ephemeral Intelligence generation for the Audia AI reading assistant, and promotional use of Manuscript titles, cover images, and sample content. This license is coextensive with and governed by Article 4.2 of the Author Publishing Agreement.

2.3 AI Processing Consent

Author acknowledges and consents to NewAudia processing Manuscript content through artificial intelligence systems, including OpenAI's Text-to-Speech API for Audiobook narration and NewAudia's RAG-based indexing system to generate Ephemeral Intelligence data for the Audia AI reading assistant. This processing is described in full in the NewAudia AI Usage Policy and Article 4.4 of the Author Publishing Agreement. NewAudia does not authorize third-party AI providers to use Manuscript content to train general-purpose AI models.

3. Representations and Warranties

In addition to the representations and warranties set forth in Article 6.1 of the Author Publishing Agreement, Author and Publisher each represent, warrant, and covenant to NewAudia that:

• They possess full legal authority to execute this Addendum and perform all obligations hereunder
• Each Manuscript submitted is original and does not infringe any third-party copyright, trademark, trade secret, right of publicity, or other intellectual property right
• Each Manuscript complies with all applicable local, state, federal, and international laws and regulations
• No Manuscript submitted is currently the subject of any claim, demand, or proceeding alleging copyright infringement or other violation of law, without prior written disclosure to NewAudia
• All account registration information, tax identification data, and Stripe payment details are accurate, complete, and will be kept current
• Publishers represent that they have obtained all necessary authorizations from each Managed Author to submit that Author's Manuscript on their behalf and to receive Commission payments in connection with that Manuscript

4. Revenue, Commissions, and Reporting

4.1 Commission Structure

Authors and Publishers earn a Commission equal to fifty percent (50%) of the monetary value of all Reader Credits consumed in connection with their published Audiobooks during each monthly Reporting Period. Commission terms, payment schedules, minimum thresholds, and dispute procedures are governed exclusively by Article 5 of the Author Publishing Agreement. In the event of any conflict between this Section and Article 5 of the Agreement, the Agreement controls.

4.2 No Income Guarantee

4.3 Reader Engagement Reports

NewAudia will make available monthly Reader Engagement Reports via the Author's or Publisher's platform dashboard on or before the fifteenth (15th) day following the close of each Reporting Period. Reports detail Reader Credit consumption per title, Commission calculations, and cumulative earnings. Full reporting terms are set forth in Section 5.5 of the Author Publishing Agreement.

4.4 Ingestion Fees

The first successful Manuscript ingestion per Author account is provided at no charge. Each subsequent successful ingestion is assessed a fee of $9.99 USD, charged via Stripe upon pipeline completion.

All ingestion fees are non-refundable once a Manuscript has been submitted for processing, regardless of outcome. Fees paid in connection with any Manuscript found to violate the Author Publishing Agreement, this Addendum, or the Acceptable Use Policy — or associated with a suspended or permanently banned account — are expressly and irrevocably non-refundable. See Section 5.1 and 5.2 of the Author Publishing Agreement.

5. Publisher Portal — Additional Terms for Publishers

This section applies exclusively to users operating as Publishers through the NewAudia Publisher Portal. Individual Authors publishing their own work are not subject to this section.

5.1 Publisher Role and Responsibilities

Publishers use the Publisher Portal to manage one or more Managed Authors — individuals whose Manuscripts the Publisher uploads, administers, and distributes through the NewAudia platform on the Author's behalf. Publishers are solely responsible for:

• Obtaining valid written authorization from each Managed Author before submitting any Manuscript on that Author's behalf
• Ensuring each Managed Author has agreed to the NewAudia Author Publishing Agreement, Acceptable Use Policy, and AI Usage Policy prior to Manuscript submission
• Ensuring all Manuscripts submitted through the Publisher Portal comply with the Author Publishing Agreement's Community Standards (Article 3) and the Acceptable Use Policy
• Maintaining accurate contact and payment information for Commission disbursement
• Notifying NewAudia promptly if a Managed Author relationship is terminated, and requesting removal of that Author's Manuscripts if required

5.2 Publisher Liability for Managed Author Content

Publishers bear joint responsibility with their Managed Authors for the content of all Manuscripts submitted through the Publisher Portal. NewAudia may hold the Publisher liable for any Community Standards violation, copyright infringement claim, or misrepresentation of authorship related to a Managed Author's Manuscript, consistent with Article 6.2 of the Author Publishing Agreement. The Publisher's indemnification obligations under that Article extend to all Manuscripts submitted through their Publisher account.

5.3 Commission Disbursement for Managed Authors

Unless NewAudia has a separate written arrangement with a Managed Author, Commission payments are disbursed to the Publisher's Stripe account on file. The Publisher is solely responsible for any further distribution of earnings to Managed Authors in accordance with whatever arrangement exists between the Publisher and those Authors. NewAudia has no obligation, responsibility, or liability with respect to any payment disputes between Publishers and their Managed Authors.

5.4 Prohibited Publisher Conduct

In addition to the prohibited conduct set forth in the Acceptable Use Policy (Section 3.5), Publishers may not:

• Submit Manuscripts on behalf of Authors who have been previously banned or suspended from the NewAudia platform
• Represent themselves as the Author of any Manuscript for which they are acting solely as Publisher/distributor
• Collect or retain Commission payments for a Managed Author's Manuscript without that Author's knowledge and consent
• Use the Publisher Portal to circumvent ingestion fees, content restrictions, or any other platform policy applicable to individual Authors

6. Takedowns and Content Disputes

6.1 NewAudia's Removal Rights

NewAudia may remove, restrict, or withhold from public access any Manuscript or Audiobook at any time, with or without notice, at its sole and unreviewable discretion. Grounds for removal include, but are not limited to: disputed ownership or licensing rights, copyright infringement claims, violation of Community Standards, violation of the Acceptable Use Policy, platform policy changes, or any other reason NewAudia deems appropriate. NewAudia's exercise of this right shall not be deemed a breach of this Addendum or the Author Publishing Agreement. See Article 3.4 of the Author Publishing Agreement.

6.2 Third-Party Infringement Claims

If NewAudia receives a claim that a Manuscript infringes the intellectual property rights of a third party, NewAudia reserves the right to immediately remove the relevant Audiobook from public access and cooperate fully with any resulting legal proceedings. Authors and Publishers are solely responsible for all costs and liabilities arising from infringement claims relating to their Manuscripts, consistent with Article 6.2 of the Author Publishing Agreement.

6.3 Dispute Reporting

Authors or Publishers who believe a removal decision was made in error, or who wish to report a third-party content violation, should contact NewAudia at admin@newaudia.com with sufficient detail to identify the content in question. NewAudia is not obligated to reverse any removal decision and will respond to dispute reports at its reasonable discretion.

7. Suspension, Termination, and Permanent Bans

7.1 Termination

This Addendum is coterminous with the Author Publishing Agreement. Termination of the Agreement by either Party, in accordance with Article 7 of that Agreement, terminates this Addendum simultaneously. The surviving provisions of Article 7.6 of the Agreement also survive termination of this Addendum.

7.2 Permanent Account Ban

7.3 Effect on Publisher Portal Access

A permanent ban on a Publisher account results in immediate revocation of Publisher Portal access and removal of all Manuscripts submitted through that Publisher's account. NewAudia will use commercially reasonable efforts to notify affected Managed Authors of the removal of their Manuscripts, but bears no liability to Managed Authors arising from the Publisher's violation of this Addendum or the Author Publishing Agreement.

8. General Provisions

8.1 Relationship to Author Publishing Agreement

This Addendum supplements and is incorporated into the Author Publishing Agreement. In the event of any conflict between this Addendum and the Author Publishing Agreement, the Author Publishing Agreement controls. All defined terms used in this Addendum that are not separately defined herein have the meanings given to them in the Author Publishing Agreement.

8.2 Governing Law

This Addendum is governed by the laws of the State of Colorado, without regard to conflict of law principles, consistent with Section 8.1 of the Author Publishing Agreement.

8.3 Amendments

NewAudia may amend this Addendum at any time by posting a revised version on the Platform and providing notice to Author's or Publisher's email address on file. Continued use of the Platform following the effective date of any amendment constitutes acceptance of the revised Addendum.

8.4 Electronic Acceptance

Author's or Publisher's acceptance of this Addendum may be evidenced by electronic signature, by checking an acceptance checkbox during account registration or Manuscript upload, or by submission of a Manuscript to the Platform following notice of this Addendum. Any such acceptance shall constitute a legally binding signature.

Signatures

In witness whereof, the Parties have executed this Author & Publisher Addendum as of the Effective Date.

Version History