DRAFT Library License DRAFT

This Rider (the "Rider") is hereby entered into by and between [    ] ("Publisher") and [    ] ("Author") on [TODAY DATE] (the "Rider Effective Date"), and hereby modifies the terms of the publishing agreement entered into by the parties on [DATE OF PUBLISHING AGREEMENT] (the "Publishing Agreement"). The parties hereby agree to incorporate the terms of this Rider into the Publishing Agreement. To the extent there is any conflict between terms set forth in this Rider and terms set forth in the Publishing Agreement, the terms of this Rider shall control.

1 Definitions

1.1 "Intermediary" means any of the following organizations, as agreed upon by the Author and Publisher: [    ].

1.2 "Library" means any public library or branch thereof or any library affiliated with a public or private educational institution for higher learning.

1.3 "Triggering Event" means the occurrence of any one of the following:

1.3.1 the later of the year anniversary of the effective date of the Publishing Agreement or year anniversary of the date on which the Work is first published;

1.3.2 Publisher's failure to sell more than copies of the Work per month for consecutive months;

1.3.3 Publisher's ceasing to print new physical copies of the Work for general distribution, regardless of whether Publisher continues to make the Work available via print on demand or in digital format;

1.3.4 publication of a substantially new edition of the Work;

1.3.5 the Work is unavailable in any of the formats specified in the Publishing Agreement; or

1.3.6 the Work has been viewed online through paid subscription services fewer than times per month [in the UNITED STATES] for consecutive months.

1.4 "Technological Protection Measure" means standard digital rights management technology available as of the date of the Triggering Event intended to help the Library comply with the restrictions set forth in [SECTIONS 1.2.1 and 1.2.2]

1.5 "Work" or "Works" means any work covered by the terms of the Publishing Agreement.

2 Library License

2.1 Upon the occurrence of a Triggering Event, Publisher and Author agree to:

2.1.1 provide one (1) digital copy of the Work at no charge to each Library in a format that will enable each Library to exercise the rights described in Section 2.1.2 below; and

2.1.2 automatically grant each Library and Intermediary a perpetual, irrevocable, non- exclusive, royalty-free, fully paid up right and license to copy and reformat the Work as necessary to maintain and distribute the Library's digital copy of the Work and to distribute digital copies of the Work on a temporary basis to the Library's members within [COUNTRY VARIABLE], subject to the following requirements:

2.1.2.1 each Library may only distribute one (1) copy of the Work, at a time, so that only one (1) Library patron may have access to the Work at any given time;

2.1.2.2 each Library must limit the amount of time an individual patron has access to the copy pursuant to the Library's standard lending policies; and

2.1.2.3 each Library must limit the amount of time an individual patron has access to the copy pursuant to the Library's standard lending policies; and

2.2 Upon the occurrence of a Triggering Event, either Author or Publisher will notify each [    ] that the rights set forth in Section 2.1 above are granted to the Libraries, and Publisher will deliver a digital copy of the Work to each Library and the [    ] in accordance with Section 2.1.

3 Fair Use and Fair Dealing

3.1 None of the licenses granted under this rider shall be interpreted to limit any right or license granted to Publisher under the Publishing Agreement, though Publisher acknowledges that certain rights may no longer be exclusive to Publisher to the extent those rights are granted to others pursuant to the terms of this Rider.

3.2 Author and Publisher take no position in this document as to whether the Libraries, or any other party that is granted a license to a Work under this Rider, would have any rights to use the Work under fair use or other related doctrines absent the licenses granted under this Rider. Nothing in this Rider is intended to reduce, limit, or restrict any rights individuals or entities may have to use any Works covered by this Rider without a license or other consent pursuant to copyright law or other applicable laws.