Terms and Conditions for Plaxo Web API Service
By using Plaxo’s application programmer interfaces and any associated documentation (collectively, the “Plaxo Web APIs”) that provide third parties the means to integrate with the Plaxo Network™ service (the “Plaxo Network”), you agree to be bound by the following terms and conditions (these “Terms and Conditions”).
Overview
You may use the Plaxo Web APIs if you are an individual or an entity, provided that you abide by these Terms and Conditions at all times and that you use the Plaxo Web APIs solely for your personal, non-commercial purposes. If you want to use the Plaxo Web APIs for commercial purposes, please contact .
You may not use Plaxo Web APIs in any manner that either directly or indirectly violates any federal, state, or local laws applicable to you, any court, regulatory or other order or judgment against you, or the proprietary, contractual or other rights of any party. This includes laws, orders, judgments, and rights in the United States as well as in other countries.
If you have questions regarding your contemplated use of the Plaxo Web APIs, please contact . If you have comments or suggested improvements regarding the Plaxo Web APIs, please post your ideas on Plaxo Forum. Please note that by doing so, you grant Plaxo irrevocable permission to use and incorporate your ideas or comments into the Plaxo Web APIs without compensation.
Intellectual Property
You agree not to remove, obscure, or alter Plaxo’s copyright notice, trademarks, or other proprietary rights notices affixed to or contained within the Plaxo Web APIs. You acknowledge that Plaxo owns all right, title and interest in and to the Plaxo Web APIs, including without limitation all intellectual property rights relating thereto (the “Plaxo Rights”). The Plaxo Rights include rights to the Plaxo Web APIs and all software associated with the API server developed and provided by Plaxo. The Plaxo Rights do not include third-party components used in connection with the Plaxo Web APIs or software developed by you in conjunction with using the Plaxo Web APIs.
Grant of License
Plaxo hereby grants to you a limited non-exclusive, non-transferable license (without the right to sublicense) to use the Plaxo Web APIs for the sole purpose of enabling your application to access data in the Plaxo Network.
You may not use the Plaxo Web APIs for or in conjunction with any products competitive with the Plaxo Service. If you offer a product or service which is integrated with the Plaxo Network through the Plaxo Web APIs (an “Integrated Product”), you may not sell or otherwise receive any cash or other compensation for that Integrated Product. This license does not grant you rights to any version enhancement or availability of the Plaxo Web APIs, or to support of any kind. Plaxo may revise or cease to provide the Plaxo Web APIs at any time, with or without notice.
User Information; Plaxo Policies
If you offer an Integrated Product, Plaxo will retain custody of all data and information collected or obtained by Plaxo through the Plaxo Network from users of your Integrated Product in conformance with Plaxo’s posted Terms of Service and Privacy Policy, as the same may change from time to time (together, the “Plaxo Policies”). Users of your Integrated Product who are not already users of the Plaxo Service shall be required to accept the Plaxo Policies (via a “click-through” button or other means acceptable to Plaxo) prior to and as a condition to accessing the Plaxo Network or otherwise using the Plaxo functionality within such Integrated Product. Except as required by applicable law or with the express prior written consent of Plaxo, in no event will you (a) use for any purpose data obtained through the Plaxo Web APIs, (b) disclose or otherwise make available data and information obtained through the Plaxo Web APIs to any third parties other than users of your Integrated Product (in connection with the proper functioning of such Integrated Product), (c) enable the creation a Plaxo account for any user that is not an individual, (d) encourage or enable users of your Integrated Product to violate the Plaxo Policies, or (e) take any other action which might cause Plaxo or any user of the Integrated Product to violate the Plaxo Policies.
NO WARRANTY
PLAXO DISCLAIMS ANY RESPONSIBILITY FOR ANY HARM RESULTING FROM YOUR USE OF THE PLAXO WEB APIS. THE PLAXO WEB APIS ARE PROVIDED “AS IS,” WITH NO WARRANTIES WHATSOEVER. PLAXO EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. PLAXO FURTHER DISCLAIMS ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AVAILABILITY, AND PERFORMANCE OF THE PLAXO WEB APIS.
YOU UNDERSTAND AND AGREE THAT YOU USE THE PLAXO WEB APIS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF PLAXO WEB APIS.
LIMITATION OF LIABILITY
THE PLAXO WEB APIS ARE BEING PROVIDED FREE OF CHARGE. ACCORDINGLY, YOU AGREE THAT PLAXO SHALL HAVE NO LIABILITY ARISING FROM OR BASED ON YOUR USE OF THE PLAXO WEB APIS.
IF YOU OFFER AN INTEGRATED PRODUCT, UNDER NO CIRCUMSTANCES SHALL PLAXO BE LIABLE TO ANY USER OF SUCH INTEGRATED PRODUCT ON ACCOUNT OF THAT USER’S USE OR MISUSE OF THE PLAXO WEB APIS OR FOR ANY OTHER REASON. THIS LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF PLAXO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE PLAXO WEB APIS, FROM INABILITY TO USE THE PLAXO WEB APIS, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE PLAXO WEB APIS (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES). SUCH LIMITATION SHALL APPLY NOTWITHSTANDING A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
Indemnification
You hereby agree to indemnify, defend and hold Plaxo, and its officers, directors, agents, licensors and licensees (collectively, the “Indemnified Parties”) harmless from and against any and all liability and costs incurred by any Indemnified Parties in connection with any claim arising out of your use of the Plaxo Web APIs or offering of an Integrated Product, including, without limitation, reasonable attorneys’ fees. You shall cooperate as fully as reasonably required in the defense of any such claim. Plaxo reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.
Publicity
So long as you comply with your obligations under these Terms and Conditions, you may indicate that an Integrated Product offered by you uses or is based on the Plaxo Web APIs, provided that the Integrated Product does not in Plaxo’s reasonable opinion (1) tarnish, infringe, or dilute Plaxo’s trademarks, (2) violate any applicable law, (3) infringe any third-party rights, or (4) otherwise subject Plaxo to an undue risk of liability. If you wish to use the Plaxo trademark and/or logo in any other manner, you must first obtain Plaxo’s written consent.
Modification; Term and Termination
Plaxo may amend, modify or terminate these Terms and Conditions, either with respect to your use of the Plaxo Web APIs or generally for all users, at any time, with or without warning or cause.
General Provisions
These Terms and Conditions will be governed by and construed in accordance with the laws of the State of California, without giving effect to the conflict of laws or provisions of California or your actual state or country of residence. Any dispute arising from these Terms and Conditions shall be adjudicated in the federal or state courts located in Santa Clara County, California. If for any reason a court of competent jurisdiction finds any provision or portion of these Terms and Conditions to be unenforceable, the remainder of these Terms and Conditions will continue in full force and effect. These Terms and Conditions, together with the Plaxo Policies, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede and replace all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of these Terms and Conditions will be effective only if in writing and signed by Plaxo.
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