OPEN API TERMS OF
USE OF YUZOZ SPACE PLATFORM
By electronically
signing below and clicking “I Agree” to receive an API Access Key
(“Key”) to the Yuzoz Open API Connection (the "Connection"),
you ("You") accept and agree to be bound by the following
terms and conditions (the "Terms of Use").
1. THE SERVICE
a. Overview of
the Yuzoz Space Platform Open API Service and License Grant. The
Yuzoz Open Space Platform API Service consists of a Javascript API
(the “Yuzoz API”) and that allows You to connect to random, live
astronomical events throughout the Solar System, all subject to and
in accordance with the limitations and conditions described herein.
The Service is limited to allowing You to develop products based on
Yuzoz software and hardware system that provides a live connection to
Astronomical Events and does not provide You with access to any
underlying source data or any other Yuzoz products or services.
Subject to the terms
and restrictions set forth in these Terms of Use, Yuzoz grants to You
a limited, non-exclusive, non-transferrable and non-sublicensable
license to use the Connection with non-commercial products, such as
widgets, cell phone platforms, websites and other applications.
In order to use and
access the Connection, You must register with Yuzoz for an Open API
Connection account (“Account”). After completing your
registration, which includes your intended use of the Yuzoz
Connection, and agreeing to these Terms of Use, You will be issued an
electronic Key that is uniquely assigned to You. Your service must
import the Yuzoz API using an HTML "script" tag that
contains this Key, as described in the API documentation, and Yuzoz
shall block any requests with an invalid Key.
b. Yuzoz may, at its sole discretion, release
subsequent versions of the Yuzoz API and underlying data and require
You to obtain and use the most current version. In addition, Yuzoz
may modify these Terms of Use at any time with or without notice. You
can always review the most updated version of the Terms of Use online
at http://company.Yuzoz.com/openapi/term.htm. If a subsequent
version is unacceptable to You, You may cancel the Service at any
time. If You continue to use the Service on Your website, You will be
deemed to have accepted any modifications.
c. RESTRICTIONS ON USE
I. You have no
rights with respect to the Service or any portion thereof and shall
not use the Service or any portion thereof except as expressly set
forth herein. Without limiting the generality of the foregoing, You
agree not to (i) modify or create derivative works of the Connection
or any material or the Yuzoz API; (ii) sublicense, lease, rent,
assign, distribute, repackage, rebrand, or otherwise transfer or
disclose the Connection, any portion thereof or any documentation to
any third party; (iii) or cause, assist or permit any third party
(including an end-user) to do any of the foregoing.
II. You acknowledge
and agree that functionality of the Yuzoz API is limited to the
individual and personal use of the end-user that entered the
coordinates to generate such API functionality. Without limiting the
generality of the foregoing, You agree not to (i) record, save,
archive, store, create a database of or otherwise copy in any manner
any API functionality (or any portion thereof) other than as may be
necessary (and then only on a temporary basis reasonably satisfactory
to Yuzoz) to generate such API functionality to view and print them
on a temporary basis; (ii) sublicense, lease, rent, assign,
distribute, repackage, rebrand, or otherwise transfer or disclose any
API functionality to any third party (other than to the end-user that
entered the coordinates, or on whose behalf the coordinates were
entered, to generate such API Functionality); (iii) use the API
functionality of the Service for any commercial purpose; or (iv)
cause, assist or with knowledge permit any third party (including any
end-user) to do any of the foregoing.
III. You agree to be
fully responsible for your own conduct and content while using the
Connection and for any consequences thereof. You agree to use the
Connection only for purposes that are legal, proper and in accordance
with these Terms of Use and any applicable policies or guidelines. By
way of example, and not as a limitation, You agree that when using
the Connection, You will not:
• violate the
legal rights of commercial and non-commercial users and
organizations, such as those engaged in games of chance, lotteries,
or other applications which use random data;
• use the
Connection in conjunction with content that is inappropriate,
defamatory, infringing, obscene, or unlawful;
• create products
using the Yuzoz Connection that infringes any patent, trademark,
copyright, trade secret or other proprietary right of any party,
unless You are the owner of the Rights or have the permission of the
owner;
• download any
product posted by another that You know, or reasonably should know,
that cannot be legally distributed in such manner;
• use any robot,
spider, or other device to retrieve data about users on any Yuzoz
platform for any unauthorized purpose;
• submit Content
that falsely expresses or implies that such Content is sponsored or
endorsed by Yuzoz;
• register for any
Yuzoz services, including the Connection by automated means or under
false or fraudulent pretenses;
• transmit any
viruses, worms, defects, Trojan horses, or any items of a destructive
nature.
2. DISCLAIMER OF
WARRANTIES
YOU EXPRESSLY
UNDERSTAND AND AGREE THAT:
a. YOUR USE OF THE
SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS”
AND “AS AVAILABLE” BASIS. YUZOZ EXPRESSLY DISCLAIMS 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.
b. YUZOZ MAKES NO
WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE
SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii)
THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE
ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES,
INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SERVICE
WILL MEET YOUR EXPECTATIONS, AND/OR THAT (V) ANY ERRORS IN THE
SOFTWARE WILL BE CORRECTED.
c. ANY MATERIAL
DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE CONNECTION IS DONE AT
YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE
FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS
FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
d. NO ADVICE OR
INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM YUZOZ OR
THROUGH OR FROM ANY YUZOZ CONNECTION SHALL CREATE ANY WARRANTY NOT
EXPRESSLY STATED IN THE TERMS OF USE.
3. LIMITATION OF
LIABILITY
YOU EXPRESSLY
UNDERSTAND AND AGREE THAT YUZOZ SHALL NOT BE LIABLE TO YOU FOR ANY
DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR
ANY OTHER DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF
PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF
YUZOZ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING
FROM: (i) THE USE OR THE INABILITY TO USE THE CONNECTION; (ii) THE
COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM
ANY GOODS, DATA, INFORMATION OR SERVICES OBTAINED OR MESSAGES
RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE CONNECTION;
(iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR
DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE;
OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
4.
INDEMNIFICATION
You agree to
indemnify and hold harmless Yuzoz, and its subsidiaries, affiliates,
officers, agents, and employees, advertisers, licensors, and
partners, from and against any third party claim arising from or in
any way related to your use of the Service, violation of these Terms
of Use or any other actions connected with use of any Yuzoz services,
including any liability or expense arising from all claims, losses,
damages (actual and consequential), suits, judgments, litigation
costs and attorneys' fees, of every kind and nature. In such a case,
Yuzoz will provide You with written notice of such claim, suit or
action.
5. EXCLUSIONS AND
LIMITATIONS
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 OF SECTIONS 3 AND 4 MAY
NOT APPLY TO YOU.
6. INTELLECTUAL
PROPERTY RIGHTS
a. "Intellectual
Property Rights" shall mean any and all rights existing
under patent law, copyright law, semiconductor chip protection law,
moral rights law, trade secret law, trademark law, unfair competition
law, publicity rights law, privacy rights law, and any and all other
proprietary rights, and any and all applications, renewals,
extensions and restorations thereof, now or hereafter in force and
effect worldwide. As between You and Yuzoz, You acknowledge that
Yuzoz owns all right, title and interest, including without
limitation all Intellectual Property Rights, in and to the Service,
including but not limited to the Yuzoz API.
b. Trademark
License. For purposes of the Terms of Use, "Trademarks"
shall be defined as the trademarks, trade names, service marks,
logos, domain names, along with any other distinctive brand features
of each party. Yuzoz hereby grants to You a nontransferable,
nonsublicenseable, nonexclusive license during the Term to display
Yuzoz’s Trademarks solely for the purpose of promoting or
advertising that You use the Service in accordance with this Section
6 b. and for the purpose of fulfilling Your obligations below. You
hereby grant to Yuzoz a nontransferable, nonexclusive license during
the Term to use Your Trademarks to advertise that You are using the
Service and to the extent as may be necessary for Yuzoz to provide
you with the Service.
You expressly agree
that You will not:
• display any
Yuzoz Trademark in any manner that implies a relationship or
affiliation with, sponsorship, or endorsement by Yuzoz, other than
your use of the Connection, or that can be reasonably interpreted to
suggest editorial content has been authored by, or represents the
views or opinions of Yuzoz, its officers, directors, employees,
agents or affiliates;
• use any Yuzoz
Trademarks to disparage Yuzoz and/or its affiliates or any of its
products or services;
• display a Yuzoz
Trademark in a manner that is misleading, defamatory, infringing,
libelous, disparaging, obscene or otherwise objectionable to Yuzoz at
our sole discretion;
• display any
Yuzoz Trademark on a commercial site or for a commercial purpose;
• display a Yuzoz
Trademark in a manner that violates any law or regulation; or
• remove, distort
or alter any element of a Yuzoz Trademark (this includes squeezing,
stretching, inverting, discoloring, etc.).
You understand and
agree that Yuzoz has the sole discretion to determine whether your
use of Yuzoz Trademarks is in accordance with the above restrictions.
7. TERM AND
TERMINATION
a. Term. The
term of the Terms of Use shall commence on the date upon which You
agree to the Terms of Use and shall continue in force thereafter,
unless terminated as provided herein.
b. Termination.
Yuzoz may change, suspend or discontinue all or any aspect of the
Connection, including its availability, at any time, and may suspend
or terminate Your use of the Connection at any time.
In addition, either
party may terminate the Terms of Use at any time, for any reason, or
for no reason including, but not limited to, if You engage in any
action that reflects poorly on Yuzoz or otherwise disparages or
devalues the Yuzoz Trademarks or Yuzoz's reputation or goodwill.
c. Rejection of
Request For Use of The Service. Yuzoz shall have the right, in
its sole discretion, to reject any request to use the Service at any
time and for any reason, and such rejection shall render all Terms of
Use between You and Yuzoz null and void. Yuzoz shall not be liable to
You for damages of any sort resulting from its unilateral decision to
reject such a request.
d. Effect of
Termination. Upon the termination of the Terms of Use for any
reason (i) all license rights granted herein shall terminate; (ii)
You shall immediately delete any and all maps images and Yuzoz
Trademarks; and (iii) You shall immediately cease all use of the Key
and the Service.
e. Survival.
In the event of any termination or expiration of the Terms of Use for
any reason, Sections two through six (2-6) shall survive termination.
Neither party shall be liable to the other party for damages of any
sort resulting solely from terminating the Terms of Use in accordance
with its terms.
f. Equitable
Remedies. You acknowledge that Your breach of Service/license
restrictions contained herein may cause irreparable harm to Yuzoz.
Accordingly, You agree that, in addition to any other remedies to
which Yuzoz may be legally entitled, Yuzoz shall have the right to
seek immediate injunctive relief in the event of a breach of such
sections by You or any of Your officers, employees, consultants or
other agents.
g. Third Party
Beneficiaries. Nothing in the Terms of Use should be construed to
confer any rights to third party beneficiaries.
8. MISCELLANEOUS
TERMS
a. Entire
Agreement. The Terms of Use constitute the entire agreement
between You and Yuzoz and govern your use of the Connection,
superceding any prior agreements between You and Yuzoz. You also may
be subject to additional terms and conditions that may apply when You
use or purchase certain other Yuzoz products or services, affiliate
services, third-party content or third-party software.
b. Jurisdiction,
Venue and Choice of Law. The Terms of Use and the relationship
between You and Yuzoz shall be governed by the laws of the State of
Delaware, USA, without regard to its conflict of law provisions.
c. Severability
and Waiver. The failure of Yuzoz to exercise or enforce any right
or provision of the Terms of Use shall not constitute a waiver of
such right or provision. If any provision of the Terms of Use 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 Terms of Use remain in full force and effect.
d. Statute of
Limitations. You agree that regardless of any statute or law to
the contrary, any claim or cause of action arising out of or related
to use of Yuzoz services or the Terms of Use must be filed within one
(1) year after such claim or cause of action arose or be forever
barred.