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2 | Yahoo! Public License, Version 1.1 (YPL) | ||
3 | This Yahoo! Public License (this "Agreement") is a legal agreement | ||
4 | that describes the terms under which Yahoo! Inc., a Delaware corporation having | ||
5 | its principal place of business at 701 First Avenue, Sunnyvale, California | ||
6 | 94089 ("Yahoo!") will provide software to you via download or | ||
7 | otherwise ("Software"). By using the Software, you, an individual or | ||
8 | an entity ("You") agree to the terms of this Agreement. | ||
9 | |||
10 | In consideration of the mutual promises and upon the terms and conditions set | ||
11 | forth below, the parties agree as follows: | ||
12 | |||
13 | Grant of Copyright License | ||
14 | 1.1 - Subject to the terms and conditions of this Agreement, Yahoo! hereby | ||
15 | grants to You, under any and all of its copyright interest in and to the | ||
16 | Software, a royalty-free, non-exclusive, non-transferable license to copy, | ||
17 | modify, compile, execute, and distribute the Software and Modifications. For | ||
18 | the purposes of this Agreement, any change to, addition to, or abridgement of | ||
19 | the Software made by You is a "Modification;" however, any file You | ||
20 | add to the Software that does not contain any part of the Software is not a | ||
21 | "Modification." | ||
22 | 1.2 - If You are an individual acting on behalf of a corporation or other | ||
23 | entity, Your use of the Software or any Modification is subject to Your having | ||
24 | the authority to bind such corporation or entity to this Agreement. Providing | ||
25 | copies to persons within such corporation or entity is not considered | ||
26 | distribution for purposes of this Agreement. | ||
27 | 1.3 - For the Software or any Modification You distribute in source code | ||
28 | format, You must do so only under the terms of this Agreement, and You must | ||
29 | include a complete copy of this Agreement with Your distribution. With respect | ||
30 | to any Modification You distribute in source code format, the terms of this | ||
31 | Agreement will apply to You in the same way those terms apply to Yahoo! with | ||
32 | respect to the Software. In other words, when You are distributing | ||
33 | Modifications under this Agreement, You "stand in the shoes" of | ||
34 | Yahoo! in terms of the rights You grant and how the terms and conditions apply | ||
35 | to You and the licensees of Your Modifications. Notwithstanding the foregoing, | ||
36 | when You "stand in the shoes" of Yahoo!, You are not subject to the | ||
37 | jurisdiction provision under Section 7, which requires all disputes under this | ||
38 | Agreement to be subject to the jurisdiction of federal or state courts of | ||
39 | northern California. | ||
40 | 1.4 - For the Software or any Modification You distribute in compiled or object | ||
41 | code format, You must also provide recipients with access to the Software or | ||
42 | Modification in source code format along with a complete copy of this | ||
43 | Agreement. The distribution of the Software or Modifications in compiled or | ||
44 | object code format may be under a license of Your choice, provided that You are | ||
45 | in compliance with the terms of this Agreement. In addition, You must make | ||
46 | absolutely clear that any license terms applying to such Software or | ||
47 | Modification that differ from this Agreement are offered by You alone and not | ||
48 | by Yahoo!, and that such license does not restrict recipients from exercising | ||
49 | rights in the source code to the Software granted by Yahoo! under this | ||
50 | Agreement or rights in the source code to any Modification granted by You as | ||
51 | described in Section 1.3. | ||
52 | 1.5 - This Agreement does not limit Your right to distribute files that are | ||
53 | entirely Your own work (i.e., which do not incorporate any portion of the | ||
54 | Software and are not Modifications) under any terms You choose. | ||
55 | Support | ||
56 | Yahoo! has no obligation to provide technical support or updates to You. | ||
57 | Nothing in this Agreement requires Yahoo! to enter into any license with You | ||
58 | for any other edition of the Software. | ||
59 | Intellectual Property Rights | ||
60 | 3.1 - Except for the license expressly granted under copyright in Section 1.1, | ||
61 | no rights, licenses or forbearances are granted or may arise in relation to | ||
62 | this Agreement whether expressly, by implication, exhaustion, estoppel or | ||
63 | otherwise. All rights, including all intellectual property rights, that are not | ||
64 | expressly granted under this Agreement are hereby reserved. | ||
65 | 3.2 - In any copy of the Software or in any Modification you create, You must | ||
66 | retain and reproduce, any and all copyright, patent, trademark, and attribution | ||
67 | notices that are included in the Software in the same form as they appear in | ||
68 | the Software. This includes the preservation of attribution notices in the form | ||
69 | of trademarks or logos that exist within a user interface of the Software. | ||
70 | 3.3 - This license does not grant You rights to use any party's name, logo, or | ||
71 | trademarks, except solely as necessary to comply with Section 3.2. | ||
72 | Disclaimer of Warranties | ||
73 | THE SOFTWARE IS PROVIDED "AS IS" AND WITHOUT WARRANTY OF ANY KIND. | ||
74 | YAHOO! MAKES NO WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY REGARDING OR | ||
75 | RELATING TO THE SOFTWARE. SPECIFICALLY, YAHOO! DOES NOT WARRANT THAT THE | ||
76 | SOFTWARE WILL BE ERROR FREE OR WILL PERFORM IN AN UNINTERRUPTED MANNER. TO THE | ||
77 | GREATEST EXTENT ALLOWED BY LAW, YAHOO! SPECIFICALLY DISCLAIMS ALL IMPLIED | ||
78 | WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE (EVEN IF YAHOO! | ||
79 | HAD BEEN INFORMED OF SUCH PURPOSE), AND NONINFRINGEMENT WITH RESPECT TO THE | ||
80 | SOFTWARE, ANY MODIFICATIONS THERETO AND WITH RESPECT TO THE USE OF THE | ||
81 | FOREGOING. | ||
82 | Limitation of Liability | ||
83 | IN NO EVENT WILL YAHOO! BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, | ||
84 | SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING WITHOUT | ||
85 | LIMITATION LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, | ||
86 | COST OF COVER) IN CONNECTION WITH OR ARISING OUT OF OR RELATING TO THE | ||
87 | FURNISHING, PERFORMANCE OR USE OF THE SOFTWARE OR ANY OTHER RIGHTS GRANTED | ||
88 | HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORTIOUS CONDUCT, | ||
89 | INCLUDING NEGLIGENCE, AND EVEN IF YAHOO! HAS BEEN ADVISED OF THE POSSIBILITY OF | ||
90 | SUCH DAMAGES. | ||
91 | Term and Termination | ||
92 | 6.1 - This Agreement will continue in effect unless and until terminated | ||
93 | earlier pursuant to this Section 6. | ||
94 | 6.2 - In the event You violate the terms of this Agreement, Yahoo! may | ||
95 | terminate this Agreement. | ||
96 | 6.3 - All licenses granted hereunder shall terminate upon the termination of | ||
97 | this Agreement. Termination will be in addition to any rights and remedies | ||
98 | available to Yahoo! at law or equity or under this Agreement. | ||
99 | 6.4 - Termination of this Agreement will not affect the provisions regarding | ||
100 | reservation of rights (Section 3.1), provisions disclaiming or limiting | ||
101 | Yahoo!'s liability (Sections 4 and 5), Termination (Section 6) or Miscellaneous | ||
102 | (Section 7), which provisions will survive termination of this Agreement. | ||
103 | Miscellaneous | ||
104 | This Agreement contains the entire agreement of the parties with respect to the | ||
105 | subject matter of this Agreement and supersedes all previous communications, | ||
106 | representations, understandings and agreements, either oral or written, between | ||
107 | the parties with respect to said subject matter. The relationship of the | ||
108 | parties hereunder is that of independent contractors, and this Agreement will | ||
109 | not be construed as creating an agency, partnership, joint venture or any other | ||
110 | form of legal association between the parties. If any term, condition, or | ||
111 | provision in this Agreement is found to be invalid, unlawful or unenforceable | ||
112 | to any extent, this Agreement will be construed in a manner that most closely | ||
113 | effectuates the intent of this Agreement. Such invalid term, condition or | ||
114 | provision will be severed from the remaining terms, conditions and provisions, | ||
115 | which will continue to be valid and enforceable to the fullest extent permitted | ||
116 | by law. This Agreement will be interpreted and construed in accordance with the | ||
117 | laws of the State of California and the United States of America, without | ||
118 | regard to conflict of law principles. The U.N. Convention on Contracts for the | ||
119 | International Sale of Goods shall not apply to this Agreement. All disputes | ||
120 | arising out of this Agreement involving Yahoo! or any of its subsidiaries shall | ||
121 | be subject to the jurisdiction of the federal or state courts of northern | ||
122 | California, with venue lying in Santa Clara County, California. No rights may | ||
123 | be assigned, no obligations may be delegated, and this Agreement may not be | ||
124 | transferred by You, in whole or in part, whether voluntary or by operation of | ||
125 | law, including by way of sale of assets, merger or consolidation, without the | ||
126 | prior written consent of Yahoo!, and any purported assignment, delegation or | ||
127 | transfer without such consent shall be void ab initio. Any waiver of the | ||
128 | provisions of this Agreement or of a party's rights or remedies under this | ||
129 | Agreement must be in writing to be effective. Failure, neglect or delay by a | ||
130 | party to enforce the provisions of this Agreement or its rights or remedies at | ||
131 | any time, will not be construed or be deemed to be a waiver of such party's | ||
132 | rights under this Agreement and will not in any way affect the validity of the | ||
133 | whole or any part of this Agreement or prejudice such party's right to take | ||
134 | subsequent action. | ||
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