Terms and Acceptance of Terms.
(a) Welcome to the Yahoo! Buzz publisher services (collectively the “Services”) which offers certain publisher services, including the Yahoo! Buzz button, to Web site owners, bloggers and other publishers, so that their content can be, among other things, reviewed, discovered, voted upon, shared and commented upon by users of Yahoo!. The Yahoo! Buzz Additional Terms of Services (“Additional Terms”) is a binding agreement between Yahoo! Inc. (“Yahoo!”) and You and, if applicable, the company or other legal entity You represent (collectively, “You” or “Your”). The Additional Terms incorporate by reference (1) the Yahoo! Terms of Services (“TOS”) located at http://info.yahoo.com/legal/us/yahoo/utos/utos-173.html and (2) any applicable guidelines or requirements, technical, operation, or otherwise (“Guidelines”), relating to the Services, as may be published by Yahoo! from time to time.
(b) By using the Services, including downloading and using the Yahoo! Buzz button code on Your Web site, You agree to be bound by the terms and conditions of the Additional Terms. If You are entering into the Additional Terms on behalf of a company or other legal entity, You represent that You have the legal authority to bind such legal entity to the Additional Terms, in which case “You” or “Your” shall mean such entity. If You do not have such authority, or if You do not agree with any of the Additional Terms, You may not use the Services and Yahoo! does not grant You a license to use the Services.
(c) Yahoo! reserves the right to update and change, from time to time, the Additional Terms and all documents incorporated by reference. Any revised terms shall be effective upon posting (unless expressly stated otherwise at the time of posting). If any modification is unacceptable to You, Your only recourse is to stop using the Services. Your continued use of the Services following any posted update or change will constitute Your binding acceptance to the update or change. You can always find the most recent version of the Additional Terms at http://info.yahoo.com/legal/us/yahoo/buzz/buzz-3916.html and the most recent version of the TOS at the URL indicated above. In the event of any inconsistency between the Additional Terms and the TOS, the Additional Terms shall control.
General Description of Service.
The Services allow You, among other things, to obtain code for the presentation of a Yahoo! Buzz button (the “Yahoo! Buzz Button”) on Your Web site and adjacent to Your Content. The Yahoo! Buzz Button enables Yahoo! registered users (“Yahoo Users” that are signed in to Yahoo! to “Buzz up” or “Buzz down” Your articles, headlines, summaries, logos, brand features, trademarks, marks, blog postings, information, text, images, audio, video and other content you provide or make available to Yahoo! (collectively, “Your Content”) and that accompanies the Yahoo! Buzz Button. Yahoo! may in its sole discretion display a portion of Your Content on other Yahoo! sites, including the front page of Yahoo!. When a user “buzzes” Your Content via the Yahoo! Buzz Button, You will deliver the URL and, if You opt-in via the Yahoo! Buzz Button configuration settings, as updated from time to time, You may also be able to provide the headline, summary, media type and other information related to Your Content to Yahoo!. Additionally, among other things, Yahoo! Users can send Your Content to their friends via email, text message and instant message, share Your Content via Yahoo! services or other third party bookmarking or sharing services and write headlines, summaries and comments about Your Content.
When You use the Services, Your Content is submitted to Yahoo! and it may be hosted, indexed and crawled by Yahoo!'s search technology, Yahoo! may copy Your Content from Your Site for display with Your Content that you sent to Yahoo! and otherwise use Your Content for public display on any property within Yahoo!'s network of properties, on Yahoo!’s off network Yahoo! Buzz badges, RSS feeds and other off-network services and on Yahoo!'s syndicated third-party sites, and for the public posting, viewing and sharing of Your Content with others.
You, and not Yahoo!, are entirely responsible for Your Content that You transmit via the Services or that Yahoo! obtains as a result of Your use of the Services. You expressly acknowledge and agree that the Services are a public service, that once You submit Your Content for inclusion into the Services it will be accessible by others, and that there is no confidentiality or privacy with respect to Your Content, including any personally identifying information that You may make available online.
Licensed Uses, Restrictions, Prohibited Content.
The Services are owned by Yahoo! and are licensed to You on a revocable worldwide (except as limited below), non-exclusive, non-sublicenseable and non-transferable basis on the terms and conditions set forth herein. These Additional Terms define legal use of the Services, all updates, revisions, substitutions, and any copies of the Services made by or for You. All rights not expressly granted to You are reserved by Yahoo!.
(a) Subject to the restrictions set forth in these Additional Terms, You may use the Services and any updates provided by Yahoo! (in its sole discretion) for Your own use or benefit. Your license to the Services under these Additional Terms continues until it is terminated by either party. You may terminate the license by discontinuing use of all or any of the Services. Yahoo! may terminate the license at any time for any reason. These Additional Terms terminate automatically if (i) You violate any term of these Additional Terms, (ii) Yahoo! publicly posts a written notice of termination on Yahoo!'s Web site, (iii) Yahoo! sends a written notice of termination to You, or (iv) Yahoo! ceases providing access to the Services to You.
(b) You will use instructions provided in the Services to place attribution identification information into any application or service You develop that incorporates or makes any use of the Services. The identification information will be shared with Yahoo! through any use of each such application.
(c) You will not, and will not permit or take actions designed to enable other third parties to, operate any service or provide any product or offering that (i) constitutes, promotes, facilitates, or permits to promote any product, services, or material that constitute, promote or are used primarily for the purpose of dealing in: spyware, adware, or other malicious programs or code, counterfeit goods, items subject to US embargo, hate materials (e.g., Nazi memorabilia), goods made from protected animal/plant species, recalled goods, hacking/surveillance/interception/descrambling equipment, cigarettes, illegal drugs and paraphernalia, unlicensed sale of prescription drugs and medical devices, pornography, prostitution, body parts and bodily fluids, stolen products and items used for theft, fireworks, explosives, and hazardous materials, government IDs, police items, unlicensed trade or dealing in stocks and securities, gambling items, professional services regulated by state licensing regimes, non-transferable items such as airline tickets or event tickets, non-packaged food items, weapons and accessories; (ii) includes, promotes or facilitates illegal or unauthorized activities, including without limitation any activities that might be libelous or defamatory or otherwise malicious or harmful to any person or entity, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age; (iii) engages in deceptive practices such as spamming, posing as another service for the purposes of phishing, pharming or other illegal or unsolicited marketing activities; (iv) constitutes, includes, distributes, shares, or facilitates the distribution of unauthorized data, malware, viruses, Trojan horses, spyware, worms, or other malicious or harmful code; (v) violates, misappropriates, or infringes the rights (such as rights of privacy, publicity, or intellectual property rights) of any third party; or (vi) constitutes or facilitates the illegal export of any controlled or otherwise restricted items, including without limitation, software, algorithms, or other data that is subject to export laws.
Responsibility for Your Content And Conduct.
By submitting Your Content, You agree:
(a) that You own or have the necessary licenses, rights, consents and permissions to all patent, trademark, trade secret, copyright or other proprietary rights (“Rights”) to Your Content, and You authorize Yahoo! to use Your Content in the manner contemplated in the Additional Terms;
(b) that You have the written consent, release, and/or permission of each and every identifiable individual person in Your Content to use such person's name or likeness in Your Content for use in the manner contemplated in these Additional Terms; and
(c) not to include in Your Content any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, pornographic, offensive, indecent, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable.
Submission Of Your Content To Yahoo!.
You retain ownership to Your Content that You submit for inclusion into the Services. However, by submitting Your Content to Yahoo!, You hereby grant Yahoo! and its affiliates the following worldwide, royalty-free, non-exclusive, sublicensable and transferable rights and licenses:
(a) to host, cache, store, archive, index, crawl, create algorithms based on, modify or transcode Your Content to appropriate media formats, standards or mediums as part of the Service;
(b) to use, distribute, reproduce, modify, remix, excerpt, adapt, prepare derivative works and compilations of, publicly perform and publicly display Your Content on the Services, on any Yahoo! property or in connection with any distribution or syndication arrangement thereof with third parties or third-party sites, in any media format or medium and through any media channels; and
(c) to use Your Content for and in connection with advertising, promotional or commercial purposes, including without limitation, the right to publicly display, perform, reproduce and distribute Your Content in any media format or medium and through any media channels.
By using the Services, You also grant to Yahoo! Users and to others the following non-exclusive license: (i) to access, distribute, display and/or perform Your Content through the Services or through the use of other Yahoo! services, including publicly on third-party web sites and the Internet generally; (ii) to rate, review, comment on and tag Your Content; (iii) to send and distribute Your Content via e-mail, text message, instant messenger or otherwise over or through the Internet or any other electronic communications system, including without limitation, mobile networks; and (iv) to access, reproduce, distribute and/or perform Your Content via Yahoo!'s web service APIs or via RSS or any similar XML or related feeds; (v) share Your Content through Yahoo! and third party bookmarking, sharing and other web services, and (vi) to use, reproduce, distribute, prepare derivative works of and compilations, display and perform Your Content as permitted through the functionality of the Yahoo! Services and under the Additional Terms.
The foregoing licenses granted by You shall terminate (i) after You remove or delete, or request removal or deletion of, as applicable, Your Content from the Services and removed the Yahoo! Buzz Buttons from Your Web sites, or (ii) after Yahoo! removes or deletes Your Content under the TOS or these Additional Terms, and the removal has been processed on Yahoo!'s backend.
Yahoo! has no duty or obligation, express or implied, to post, host, stream or otherwise include any of Your Content in any Yahoo! property.
Yahoo! may elect to provide You with support or modifications for the Services (collectively, “Support”), in its sole discretion, and may terminate such Support at any time without notice to You. Yahoo! may change, suspend, or discontinue any aspect of the Services at any time, including the availability of any Services. Yahoo! may also impose limits on certain features and services or restrict Your access to parts or all of the Services or the Yahoo! Web sites without notice or liability.
Intellectual Property (Trademarks & Copyrights).
“Yahoo! Buzz,” the Yahoo! Buzz logo and the Yahoo! Buzz design, button icons and scripts, as well as “Yahoo!”, the Yahoo! logo, Y! and the Y! logo, are the trademarks or trade dress of Yahoo!, and may not be used without express written permission from Yahoo!, other than for attribution. All other trademarks not owned by Yahoo! that appear on Yahoo! Buzz are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Yahoo!. Yahoo!-originated content included on the Yahoo! sites, such as text, graphics, logos, data compilations, APIs, software and the compilation of all content on the Yahoo! sites, are the property of Yahoo! and its licensors and protected by United States and international copyright laws. Except as set out in these Additional Terms, no reproduction of any Yahoo!-originated content is permitted without written permission from Yahoo!.
You agree to indemnify, defend and hold harmless Yahoo!, Yahoo!’s affiliates, subsidiaries and licensors, and each of their respective employees, officers, directors, agents and representatives, from and against any and all claims, losses, damages, liabilities, judgments, penalties, fines, costs and expenses (including reasonable attorneys fees), arising from or in connection with (i) Your use of the Services in violation of the Additional Terms, (ii) Your Content, including but not limited to any claim involving infringement or misappropriation of third-party rights and/or the use, development, design, manufacture, production, advertising, promotion and/or marketing of Your Content, (iii) Your breach of any term or condition of the Additional Terms, or (iv) You or Your employees' or personnel's negligence or willful misconduct.
Disclaimer of Any Warranty.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT
(a) YOUR USE OF THE SERVICES IS AT YOUR OWN DISCRETION AND RISK AND IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS; YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA.
(b) YAHOO! AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. YAHOO! AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE SERVICES OR INFORMATION OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES (INCLUDING ANY RELATED MATERIALS) WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY INFORMATION OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SERVICES OR ANY ASSOCIATED SOFTWARE WILL BE CORRECTED. NO ADVICE OR INFORMATION OBTAINED BY YOU FROM YAHOO! AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS OR FROM ANY THIRD PARTY OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE ADDITIONAL TERMS.
Limitation of Liability.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YAHOO! AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF YAHOO! HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES OR (iii) ANY OTHER MATTER RELATING TO THE SERVICES (INCLUDING ANY MATERIALS MADE AVAILABLE BY YAHOO! RELATED TO THE SERVICES). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
(a) Authorization and Account Information. You represent and warrant that: (i) if You are registering for the Services as an individual, that You are at least 18 years of age and have the legal capacity to enter into the Additional Terms; and (ii) if You are registering for the Services as an entity or organization, You are duly authorized to do business in the country or countries where You operate, and (iii) Your employees, officers, representatives and other agents accessing the Services are duly authorized to access the Services and to legally bind You to the Additional Terms and all transactions conducted under Your account.
(b) Entire Agreement. These Additional Terms constitute the entire agreement between You and Yahoo! concerning Your use of the Services (including an materials made available by Yahoo! in connection with the Services), superseding any prior agreements between You and Yahoo! with respect to the Services, and is the sole source of Your rights concerning use of the Services.
(c) Waiver and Severability. The failure of Yahoo! to exercise or enforce any right or provision of the Additional Terms shall not constitute a waiver of such right or provision. If any provision of the Additional Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Additional Terms remain in full force and effect.
(d) Export. You will comply with any applicable license, import or export classification requirements or other approvals from the U. S. Department of Commerce or any other agency or department of the United States Government (including the Export Administration Regulations, the International Traffic in Arms Regulations, and country-specific economic sanctions programs implemented by the Office of Foreign Assets Control), or the government of any other country for the export or import, either directly or indirectly, of any materials associated with or derived from the Services or Your Offering.
(e) Choice of Law And Location Of Lawsuit. The Additional Terms are governed by, and will be construed according to the laws of the State of California, United States of America without regard to conflict of laws rules that would otherwise apply laws of any other state or jurisdiction. Each party hereby consents to exclusive venue and non-exclusive personal jurisdiction in the federal and state courts for Santa Clara County, California, USA.
(f ) Assignment. You may not assign any of Your rights or delegate any of Your obligations under these Additional Terms without prior consent from Yahoo!. Any attempt to assign or delegate any rights or obligations without Yahoo!'s prior written consent shall be null and void.
(g) Relationship of the Parties. Notwithstanding any provision hereof, for all purposes of the Additional Terms, You and Yahoo! shall be and act independently and not as partner, joint venturer, agent, employee or employer of the other. You shall not have any authority to assume or create any obligation for or on behalf of Yahoo!, express or implied, and You shall not attempt to bind Yahoo! to any contract.