Last Updated: 2017-03-27
These Terms provide that, to the fullest extent permitted by applicable law, all disputes between you and Polybit will be resolved by BINDING ARBITRATION. To the fullest extent permitted by applicable law, YOU AGREE (1) TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract, except for matters that may be taken to small claims court, (2) that your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and (3) that your claims cannot be brought as a class action. Please review Section 26 (“Dispute Resolution and Arbitration”) for the details regarding your agreement to arbitrate any disputes with Polybit.
1. Standard Library Overview. Standard Library is a function-as-a-service platform that is intended only to facilitate development, hosting, and use of API-based services. You may not access or use Standard Library for any other purpose. You are solely responsible for any information, data, images, videos, or other content or materials you upload to, process with, or transmit through Standard Library (“Data”).
2. Eligibility. You must be at least 13 years old to use Standard Library’s services. By agreeing to these Terms, you represent and warrant to us that: (a) you are an individual who is at least 13 years old; (b) you have not previously been suspended or removed from Standard Library; and (c) your registration and your use of Standard Library is in compliance with all applicable laws and regulations. If you are under the age of 18 and not an emancipated minor or its equivalent under applicable law, then you represent and warrant that you have obtained the consent of your parent or legal guardian to use the Standard Library services.
3.2 Additional Terms. Your use of Standard Library is subject to all additional terms, policies, rules, or guidelines applicable to Standard Library or certain features of Standard Library that we may post on or link to from Standard Library (the “Additional Terms”), such as end-user license agreements for any downloadable software applications, if applicable, or rules that are applicable to a particular feature or content on Standard Library, subject to Section 16. All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
4. Accounts and Registration. To access most features of Standard Library, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your name, location, email address, and/or other contact information. You agree that the registration information you provide to us is accurate and that you will keep it accurate and up-to-date at all times. You understand and agree that as part of the registration process we may use this information to verify your eligibility to use Standard Library. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you have reason to believe that your account is no longer secure, then you must immediately notify us at [firstname.lastname@example.org].
5. Payment. Access to the Service, or to certain features of the Service, may require you to pay fees. Fees are also charged for purchases of Funds or other Products (as defined below) through the Service. Before you become obligated to pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are non-refundable, to the fullest extent permitted under applicable law. If Standard Library changes the fees for the Service, including by adding additional fees or charges, Standard Library will provide you advance notice of those changes. If you do not accept the changes, Standard Library may discontinue providing the Service to you. Notwithstanding the foregoing, if you have entered into a separate written agreement with Standard Library governing your use of Standard Library which specifies the fees for the Service, such fees will remain as provided therein for the term of that agreement. Standard Library or its payment processor will charge the payment method you specify at the time of purchase. You authorize Standard Library to charge all sums as described in these Terms, for the Funds, Products and Services you select, to that payment method. If you pay any fees with a credit card, Standard Library may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase. The Service may include functionality for activating, updating or canceling recurring payments for periodic charges. If you activate or update recurring payments through the Service, you authorize Standard Library to periodically charge, on a going-forward basis and until cancellation of either the recurring payments or your account, all accrued sums on or before the payment due date for the accrued sums. If you use the Service to update or cancel any existing authorized one-time or recurring payment, it may take several business days for the update or cancellation to take effect.
6. Location Based Services. Some of the features of the Service may enable Standard Library to access your location in order to tailor your experience with the Service based on your location (“Location-based Services”). In order to use certain Location-based Services, you may be asked to enable certain features of the device you use to access Standard Library, which enable Standard Library to identify your location through a variety of means, including IP address or GPS, cellular, Wi-Fi, or Bluetooth signals, as available. If you choose to disable any Location-based Services on your device, you may not be able to utilize certain features of the Service. By enabling Location-based Services, you agree and acknowledge that: (i) device data we collect from you is directly relevant to your use of the Service; (ii) Standard Library may provide Location-based Services related to and based on your then-current location; and (iii) Standard Library may use any such information collected in connection with provision of the Service.
7. Linked Websites and Third-Party Services. Polybit may provide tools through Standard Library that enable you to export information to third party services such as Facebook or Github, including through features that allow you to link your account on Standard Library with an account on the third party service, or through our implementation of third party buttons (such as “like” or “share” buttons). By using one of these tools, you represent, warrant, and agree that such transfers are permitted under applicable law, and that you are authorized to, and that we may on your behalf, transfer that information to the applicable third-party service. Third party services are not under our control, and we are not responsible for any third party service’s use of exported information. Standard Library may also contain links to third-party websites. Linked websites are not under our control, and we are not responsible for their content.
8. User Content
8.1 User Content Generally. Certain features of Standard Library may permit you or other users to upload Data and other content to Standard Library, including source code, documentation, messages, images, data, text, and other types of information (“User Content”) and to publish User Content on Standard Library. You retain any copyrights, moral rights, and any other proprietary rights that you may hold in the User Content that you post to Standard Library.
8.3 Limited License Grant to Other Users. By publicly posting or sharing User Content with other users of Standard Library, you grant those users a non-exclusive license to access and use that User Content as permitted by these Terms and the functionality of the Service.
8.4 User Content Representations and Warranties.
You are solely responsible for your User Content and the consequences of posting or publishing User Content. By posting or publishing User Content, you affirm, represent, and warrant that:
a. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Polybit and users of Standard Library to use and distribute your User Content as necessary to exercise the licenses granted by you in this section, in the manner contemplated by Polybit, Standard Library, and these Terms; and
b. your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Polybit to violate any law or regulation, including laws related to the privacy of personal, financial, credit, health, or educational records information.
8.5 User Content Disclaimer. We are under no obligation to monitor, edit, or control User Content that you or other users post or publish, and will not be in any way responsible or liable for User Content or any failure to review or act upon User Content. Polybit may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You understand that when using Standard Library you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or otherwise objectionable to you. To the fullest extent allowed under applicable law, you agree to waive, and do waive, any and all legal or equitable rights and remedies you have or may have against the Polybit Entities (as defined below) with respect to User Content. We expressly disclaim any and all liability in connection with User Content, to the fullest extent allowed under applicable law. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice.
9. Library Services.
9.1 Introduction. A key feature of Standard Library is the opportunity for Standard Library users to make functions and application services they have developed to run on Standard Library available for use by other Standard Library users (such functions and application services, “Library Services”). Library Services are the sole responsibility of the Standard Library users that have made such Library Services available for use through the Service (their “Developers”). Polybit allows you to access and use such Library Services through the Service solely in accordance with the following:
9.2 Third-Party Terms and Privacy Policies Apply. All of your transactions for the acquisition or use of Library Services conducted on the Standard Library platform are made directly between you and the Developer(s) of such Library Services, and Polybit is not a party to such transactions. Your acquisition and use of such Library Services is governed by the terms and conditions and privacy policies specified by the Developer of such Library Services (“Third-Party Terms”), if any. Before acquiring or using a Library Service, please carefully read all Third-Party Terms that apply to such Library Service before accepting them.
9.3 Access to Your Data. If you acquire or use Library Services through the Service, those Library Services and their Developers will be able to access your profile and contact information for the purposes of providing support, resolving disputes, and generally communicating with you. That may result in the disclosure of such information by those Developers or their Library Services. Additionally, the Developers of the Library Services you use will be able to access any Data you provide to or process using such Library Services. Polybit is not responsible for any transmission, collection, disclosure, modification, use or deletion of any information or Data provided to or processed by the Library Services you acquire or use.
9.4 No Warranties or Support Obligations; Dispute Resolution Assistance. Polybit offers NO WARRANTIES OR SUPPORT for Library Services or other third-party products or services, whether or not they are promoted by Polybit or otherwise certified by Polybit for use with the Service. Any and all warranty and support obligations with respect to your use of Library Services are owed solely by the Developers of the applicable Library Services. Accordingly, if you wish to make a warranty claim or support request with respect to a Library Service, you should first contact the Developer of the Library Service, to attempt to resolve the issue directly before contacting Polybit. If, at least seven (7) days after your initial request for the Developer’s assistance, the Developer of the Library Service has not responded to your request for assistance or you have otherwise been unable to resolve the dispute, then you may escalate the issue to Polybit’s support team by emailing email@example.com, and we may, in our sole discretion, try to help you resolve your dispute with the Developer. Please include in your initial request as much additional information as you can about the issues you are having with the Library Service and the steps you have taken to resolve the issues directly with its Developer before referring the issue to Polybit support. The time it takes us to respond to your request will depend on the number of open support cases at the time of your request and your and the Library Service Developer’s responsiveness to our requests for additional information and assistance. If you refuse to provide such information and assistance, we may be unable to help you resolve the dispute.
9.5 Disclaimer. Polybit is not responsible for any Library Services, whether or not Polybit has reviewed, moderated, or promoted such Library Services. You agree that you bear all risks associated with using or relying on Library Services. Polybit does not in any way warrant the accuracy, reliability, completeness, usefulness, non-infringement, or quality of any Library Services or any content or information related thereto, regardless of who authored or developed such Library Services or content (including Polybit representatives). Polybit hereby disclaims all warranties, including but not limited to any implied warranties of merchantability or fitness for a particular purpose, relating to such Library Services and related information and content. You agree that Polybit will not be liable or responsible in any way for any losses or damage of any kind, including lost profits or other indirect or consequential damages, relating to your use of or reliance upon any Library Services or any information or content related thereto.
10.1 Introduction. In order to facilitate payment based on actual usage of the Service and the Library Services, Polybit, in its sole discretion, may offer eligible users of the Service the ability to purchase a license to service usage credits (“Funds”) that you may use to spend on Library Services. When you purchase Funds, you obtain a license to those Funds, which operate as virtual currency solely within Standard Library, and Funds do not (a) have an equivalent value in real currency; (b) act as a substitute for real currency; or (c) earn interest. Funds are not redeemable or exchangeable for real currency, monetary value, or convertible for other virtual currency from Polybit or any other third party, except as expressly provided in these Terms or otherwise required by applicable law.
10.2 Obtaining Funds. Polybit may allow you to obtain Funds: (a) by purchasing Funds from Polybit; (b) by purchasing certain memberships from Polybit that include a specified amount of Funds; (c) by referring other users to the Service; (d) by creating User Content or Library Services for the Service; (e) by earning Funds spent by other users of the Service in connection with their use of Library Services; and (f) through such other methods as Polybit may offer from time to time. If Polybit offers you the opportunity to acquire Funds, and you accept such offer, Polybit hereby grants you a non-exclusive, revocable, limited, non-transferable (except as expressly provided herein) right and license to use such Funds only in connection with the Service as permitted by us, subject to these Terms and your compliance with these Terms. Polybit will credit to your user account any Funds acquired by you. Your license to use Funds will terminate upon termination of these Terms or your account and as otherwise provided herein, except as otherwise required by applicable law.
10.3 Spending Funds. Polybit may allow you to spend Funds you have previously obtained: (a) as payment to Polybit in consideration for the computational resources of the Service consumed by your use of the Service, as may be measured by the quantity and type of API requests, processing time, network traffic volumes, memory usage, storage volume, or other units specified by Polybit on the Standard Library website from time to time; (b) as payment to Developers in consideration for your use of Library Services offered by such Developers through the Service, in accordance with these Terms and any Third-Party Terms specified by such Developers; (c) as payment to Polybit of commissions or other fees or charges associated with offering Library Services through the Service to other Standard Library users, as specified by Polybit on the Standard Library website from time to time; (d) as payment of refunds to other Standard Library users who are dissatisfied with any Library Services you offer through the Service; and (e) for such other purposes as Polybit may permit from time to time. Polybit will deduct from your user account with any Funds spent by you. If Polybit, in its sole discretion, allows the balance of Funds associated with your user account to fall below zero, Polybit may require you to purchase additional Funds from Polybit and, if you fail to do so within fourteen (14) days of Polybit’s notice to you of such requirement, Polybit may terminate your account on the Service.
10.4 Restrictions. All purchases of Funds are final and not refundable or exchangeable, except as required by applicable law. You may not transfer, assign, sell, gift, exchange, trade, convert, lease, sublicense, rent, or distribute Funds except through the Service and as expressly permitted by Polybit. Any disposition or attempted disposition of Funds in violation of these Terms will be void and will result in immediate termination of your account and your license to use Funds.
10.5 Additional Limitations. Polybit does not recognize or condone any third-party service that may be used to sell, exchange, transfer, or otherwise dispose of Funds, and Polybit does not assume any responsibility for, and will not support, such transactions. Neither Polybit nor any third party has any obligation to exchange Funds for anything of value, including, but not limited to, real currency, except as expressly provided in these Terms or otherwise required by applicable law. Polybit makes no guarantee as to the nature, quality, or value of Funds or the availability or supply thereof.
10.6 Reserved Rights. Polybit, in its sole discretion, may impose limits on Funds usage, including, but not limited to, the amount that may be purchased, earned, or redeemed. You acknowledge and agree that Polybit may engage in actions that may impact the perceived value or purchase price of Funds at any time, except as prohibited by applicable law. Except as otherwise prohibited by applicable law and except for the limited licenses granted under these Terms, Polybit reserves and retains all rights, title, and interest in and to all Funds. Polybit, in its sole discretion, has the absolute right to manage, modify, suspend, revoke, and terminate your license to use Funds without notice, refund, compensation, or liability to you, except as otherwise prohibited by applicable law.
10.7 Library Services. Polybit, in its sole discretion, may allow Developers to earn Funds for providing Library Services to other users of the Service. Developers may redeem Funds for U.S. currency from Polybit based upon an exchange ratio and other requirements, procedures, and limitations established by Polybit in its sole discretion and published on or through the Service from time to time.
11. Developer Terms.
11.1 Introduction. This Section 11 applies to you with respect to any Library Services you make available for use through the Service. Polybit reserves the right to impose additional eligibility guidelines or other requirements, as described on the Standard Library website from time to time, that may limit or restrict your ability to offer Library Services through the Service. We also reserve the right to review or audit any or all Library Services periodically to ensure that they conform to these Terms, and to remove or restrict access to any Library Services that do not conform to these Terms.
11.2 License to Polybit; Retained Rights. You hereby grant to Polybit and its affiliates a non-exclusive, worldwide license to use, reproduce, distribute, transmit, import, export, market, and otherwise make available, through the Service, any Library Services you list on the Service and all additional information, content, and materials you provide for publication in connection with such Library Services (together “Library Content”), under all intellectual property rights in and to such Library Content. We may sublicense such rights to our service providers and contractors to enable such third parties to perform services on our behalf in connection with the Service. Except as provided in this Section 11.2, and subject to Polybit’s retained rights in and to the Service as provided in Section 13.1, as between you and Polybit, you retain all rights, title, and interest in and to your Library Content, including any and all intellectual property rights in and to such Library Content.
11.4 Minimum End-User Terms.
“You acknowledge that [this Agreement] is between [User] and [Developer] only, and not with Polybit, Inc. or its affiliates (“Polybit”), and that Polybit is not responsible for the [Service] or the contents or performance thereof. Polybit has no obligation whatsoever to furnish any support or maintenance services with respect to the [Service]. In the event of any failure of the [Service] to conform to any applicable warranty, you may notify Polybit and Polybit may refund any applicable purchase price for the [Service] or your use thereof to you; and, to the maximum extent permitted by applicable law, Polybit has no other warranty obligation whatsoever with respect to the [Service]. Polybit is not responsible for addressing any claims by you or any third party relating to the [Service] or your or their use of the [Service], including: (i) product liability claims; (ii) any claim that the [Service] fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Polybit is not responsible for the investigation, defense, settlement and discharge of any third party claim that the [Service] and/or your use of the [Service] infringes any third party’s intellectual property rights. You agree to comply with any applicable third-party terms when using the [Service]. Polybit and its affiliates are intended third-party beneficiaries of [this Agreement], and upon your acceptance of [this Agreement], Polybit will have the right (and will be deemed to have accepted the right) to enforce [this Agreement] against you as a third-party beneficiary of this Agreement. You hereby represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; (ii) you are not listed on any U.S. Government list of prohibited or restricted parties; and (iii) you will not use or export the [Service] except in full compliance with all applicable export control laws and after obtaining any necessary permits and licenses.”
11.5 Support. As between you and Polybit, you are solely responsible for providing support and maintenance services to Standard Library users with respect to any Library Services you make available on the Service. Subject to these Terms, you may provide such support and maintenance in accordance with your own terms, policies, and procedures, including without limitation in exchange for additional fees.
11.6 Dispute Resolution. You agree that you will timely respond to any requests for support related to any paid users of Library Services you make available through the Service, and to work with any Standard Library users who have purchased such Library Services and with Polybit support personnel to resolve any disputes resulting from such transactions. Polybit is not responsible for any dispute between you and any Standard Library user or other third party, but we may at our option assist in the resolution of any dispute between you and another Standard Library user if asked to do so. When necessary to resolve a case, Polybit reserves the right to issue a refund to purchasers of your Library Services and deduct the Funds earned from such purchase transactions from your account. Polybit will issue such refunds automatically if Polybit determines that you have failed to reasonably respond to the purchaser’s or Polybit’s requests for information or assistance with dispute resolution. If Polybit determines that sales of a particular Library Service are fraudulent or otherwise violate Polybit policies, or if Polybit observes that you routinely fail to respond appropriately to requests for support or assistance with dispute resolution, Polybit may, in its sole discretion: (a) suspend your account; (b) remove the applicable Library Content from the Service; and/or (c) issue refunds to the purchasers of such Library Services and deduct such amounts from your account. Except as provided herein, you are solely responsible for determining and publishing the terms and conditions under which you will provide refunds to users of your Library Services, and for providing such refunds in accordance with such terms and conditions.
11.7 Polybit’s Limited Role as Payment Agent. You will be the seller of record for the Library Services you make available through the Service. Except as expressly set forth in these Terms, we are not involved in any underlying transaction between you and any user of such Library Services. If you choose to list your Library Services as paid services, then we will process all payments and refunds for transactions involving such Library Services, and collect the applicable proceeds of such transactions, on your behalf, in the form of Funds. Polybit does not guarantee payment on behalf of any Standard Library user or any third party. You will ensure that all fees and charges payable by users of your Library Services are billed and collected through the Service, and you will not offer or establish any alternative means of payment. Polybit reserves the right to impose additional restrictions on some or all Standard Library users relating to the value of transactions performed or entered into by such users through the Service, and to withhold or refuse to process any transactions Polybit believes in good faith may be fraudulent, unlawful, or otherwise contrary to these Terms.
11.8 Commissions and Fees. Polybit may deduct a commission or similar fees from all payments of Funds processed by Polybit on your behalf for transactions between you and other Standard Library users, including transactions related to use of your Library Services. The amount(s) of such commissions or fees shall be as set forth on the Standard Library website, and may be revised by Polybit from time to time in Polybit’s sole discretion, provided that any such changes will not be effective until thirty (30) days after Polybit posts notice of such changes to the Polybit website.
11.9 Remittance of Funds Balances. At any time at which the Funds balance associated with your Standard Library account exceeds Polybit’s minimum threshold for remittances, as may be established or modified by Polybit from time to time in its reasonable discretion (the “Minimum Remittance Amount”), you may request an exchange of Funds for U.S. dollars, at Polybit’s standard exchange rates then in effect for purchases of Funds from Polybit. Such remittances must meet or exceed the Minimum Remittance Amount and cannot exceed the Funds balance associated with your account. Polybit may withhold, deduct, or set off any amounts payable by you to Polybit or its affiliates against such remittances. All payments to you will be sent through the Automate Clearing House (ACH) system to the U.S. bank account you designate at the time you request such payment. If an error occurs in connection with any such payment, you authorize Polybit to correct such error by debiting or crediting your designated bank account or any other bank account or payment card you have on file with Polybit in the amount of such error, plus any fees charged by your bank or payment provider for declined transactions, provided that we do so in accordance with applicable law.
11.10 Taxes. You are responsible for calculating and paying any and all taxes and duties owed or required to be collected for any reason in connection with any transaction with respect to your Library Services, including any applicable sales, use, excise, import, export, value added, withholding, or other similar taxes and duties. Polybit has no responsibility to determine whether any such taxes or duties apply to any transactions related to your Library Services or to pay such taxes or duties or report any information with respect to such transactions or associated taxes or duties to any third party.
11.11 Developer Representations and Warranties. You represent and warrant that (a) you are the creator and owner of, and/or have obtained all licenses, rights, consents, and permissions necessary to provide and to authorize us to reproduce, distribute, create derivative works of, publicly display, publicly perform, sell, offer for sale, import, export, and otherwise fully exploit the Library Content you make available through the Service in accordance with the licenses that you grant to us hereunder; and (b) such Library Content, and the provision and use of such Library Services as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the privacy, publicity or other rights of any person; (iii) contain any viruses, adware, spyware, back-doors, time bombs, drop dead devices, worms, Trojans, or other malicious code, content, or files that allow you or any third party to circumvent any security features of the Service (including without limitation any privacy settings), or obtain unauthorized access to any computer or other device; or (iv) cause Polybit or any user of such Library Content to violate any law or regulation.
11.12 Developer Indemnity. You hereby agree to defend, indemnify, and hold harmless Polybit, its affiliates, and their respective employees, officers, directors, and representatives from and against any and all claims, actions, proceedings, liabilities, damages, fines, penalties, and other losses and expenses (including reasonable attorneys’ fees) arising out of or relating to (a) alleged infringement or misappropriation of any intellectual property rights or violation of other third party rights by your Library Content or the provision, distribution, display, or other use thereof in accordance with these Terms; (b) any dispute between you and any user or purchaser of the Library Services you make available through the Service; (c) any taxes or duties imposed or due in connection with transactions related to your Library Services or your failure to collect, pay, or report any such taxes or duties; (d) your breach of any Third-Party Terms or other agreements entered into between you and any other Standard Library user or other third party, including any failure to provide refunds promised or otherwise owed to purchasers of your Library Services; (e) your failure to implement the minimum end-user terms specified in Section 11.4; (f) your breach of any warranty under Section 11.11; and/or (g) your failure to comply with any other applicable law or regulation. We will strive to promptly notify you if we become aware of any claim subject to indemnification under this Section 11.2, but any failure to do so will not limit your obligations hereunder except to the extent that such failure materially prejudices your ability to defend the claim. You may not enter into any settlement or compromise of any such claim without Polybit’s approval, which shall not be unreasonably withheld or delayed. To the fullest extent permitted under applicable law, we reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim.
12. Prohibited Conduct. YOU AGREE NOT TO:
12.1 use or access Standard Library (a) from any jurisdiction where such use or access is not authorized, (b) for any illegal purpose, or (c) in violation of any applicable local, state, national, or international law;
12.2 conduct activities that may be harmful to others or that could damage Polybit’s reputation;
12.3 violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right, or violating any third party privacy right;
12.4 post, upload, or distribute marketing or advertising links or content, or any User Content or other content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate;
12.5 use scrapers, robots, or other data gathering devices not provided by Standard Library on or through Standard Library;
12.6 interfere with security-related features of Standard Library, including by: (a) disabling or circumventing features that prevent or limit use or copying of any content; or (b) reverse engineering, decompiling, or otherwise attempting to discover the source code of any portion of Standard Library, including the app(s), except to the extent that such activity is expressly permitted by applicable law notwithstanding this restriction;
12.7 interfere with the operation of Standard Library or any user’s enjoyment of Standard Library, including by: (a) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (b) making any unsolicited offer or advertisement to another user of Standard Library; (c) attempting to collect personal information, Data, or other information about another user or third party without their consent; or (d) interfering with or disrupting any network, equipment, or server connected to or used to provide Standard Library, or violating any regulation, policy, or procedure of any such network, equipment, or server;
12.8 perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation or accreditation, accessing any other Standard Library or Standard Library user’s account without permission, or falsifying your account registration information;
12.9 modify, translate, or create derivative works, adaptations or compilations of, or based on, Standard Library or part thereof, or use, copy or reproduce Standard Library or any part thereof other than as expressly permitted in these Terms;
12.10 assign, sublicense, lease, sell, grant a security interest in, or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 13) or any right or ability to view, access, or use any Material; or
12.11 attempt to do any of the acts described in this Section 9, or assist or permit any person in engaging in any of the acts described in this Section 9.
13. Polybit’s Intellectual Property Rights.
13.1 Ownership. Standard Library is owned and operated by Polybit. The visual interfaces, graphics, design, compilation, information, data, software (including source code and object code), products, services, and all other elements of Standard Library provided by Polybit (“Materials”) are protected by intellectual property and other laws. All Materials included in Standard Library are the property of Polybit or our third-party licensors. Except as expressly stated in this Section 10 or otherwise expressly authorized in writing by Polybit, you may not make use of the Materials. Polybit reserves all rights to the Materials not granted expressly in these Terms.
13.2 Limited License. Subject to your ongoing compliance with these Terms and payment of any applicable fees, Polybit grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to (i) download and install any software application(s) provided by Polybit as part of the Service, such as code samples and SDKs, and use such software applications so installed, solely in the form provided to you, and solely for your personal or internal business use, as applicable, for lawful purposes, on devices that you own or control, and (ii) access and use the Service for your personal or internal business use, as applicable, for lawful purposes.
13.3 License Restrictions. Except and solely to the extent permitted by applicable law notwithstanding these restrictions, you may not: (i) reproduce, distribute, resell, publicly display, or publicly perform the Service or any part thereof, as a service bureau or otherwise; (ii) reverse engineer, decompile, or make modifications to the Service or any part thereof; or (iii) interfere with or circumvent any feature of the Service or any part thereof, including any security or access control mechanism. If you are prohibited under applicable law from using the Service, you may not use it. Subsection (i) of this Section 13.3 shall not apply to SDKs, and Subsections (i) and (ii) of this Section 13.3 shall not apply to code samples, to the extent such SDKs and code samples are provided by Polybit to assist with developing functions or applications that run on or interface with Standard Library, provided that such SDKs and such code samples (and derivative works of such code samples) may only be used for the purposes of developing such compatible functions and applications and using them with Standard Library.
13.4 Open Source Software. The Service may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute such components (“Open Source Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms will be deemed to prevent, restrict, or otherwise prevent or restrict you from obtaining such Open Source Components under the applicable third-party licenses or to limit your use of such Open Source Components thereunder.
14. Procedure for Unlawful User Content
14.1 General. If you believe that any User Content or Library Content does not conform to these Terms, please notify us at [firstname.lastname@example.org].
14.2 DMCA Notification.
We comply with the provisions of the Digital Millennium Copyright Act (the “DMCA
”) applicable to our operations (17 U.S.C. §512, as amended). If you have an intellectual property rights-related complaint about material posted on Standard Library, you may contact our designated agent at the following address:
ATTN: Copyright Compliance Department
2390 30th Ave, San Francisco, CA 94116
Please note that under applicable law, if you knowingly give false, misleading or inaccurate information that User Content or Library Content is infringing, you may be subject to civil or criminal penalty. Any notice under the Digital Millennium Copyright Act (the “DMCA
”) alleging that materials hosted by or distributed through Standard Library infringe intellectual property rights must include all of the information required by the DMCA for such notices.
14.3 Trademark Infringement. If you are a trademark owner that believes your trademark is being infringed by Library Content or other User Content, please note that we are not in a position to mediate disputes between our users and the holders of trademark rights. That being said, we take your rights seriously, and we will look into any allegations of trademark infringement we receive. Accordingly, if you feel that your trademark rights are being infringed, please submit a notice of infringement to our designated agent as provided under Section 14.2, and include in such notice the same information and attestations as would be required for copyright infringement notices under the DMCA.
14.4 Repeat Infringers. Polybit will promptly terminate without notice the accounts of users that are determined by Polybit to be “Repeat Infringers.” A Repeat Infringer is a user who has been notified of infringing activity or has had infringing User Content removed from Standard Library at least three times.
15. Termination of Use; Discontinuation and Modification of Standard Library. You may terminate your account at any time by contacting customer service at [email@example.com]. If you violate any provision of these Terms, your permission from us to use Standard Library will terminate automatically. In addition, Standard Library may in its sole discretion terminate your user account on Standard Library or suspend or terminate your access to Standard Library at any time if you violate any provision of these Terms, if we no longer provide any part of Standard Library, or for any reason or no reason, with or without notice. We also reserve the right to modify or discontinue Standard Library at any time (including by limiting or discontinuing certain features of Standard Library), temporarily or permanently, without notice to you. To the fullest extent permitted under applicable law, we will have no liability whatsoever on account of any change to Standard Library or any suspension or termination of your access to or use of Standard Library. Upon the termination of your account or this agreement for any reason, Standard Library may at its option delete any data associated with your account.
16. Modification of these Terms. We reserve the right, at our discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies your rights or obligations, we will notify you of the modified Terms by email to the address you provided in your user profile and/or in a notification in Standard Library or on our website. Material modifications will be effective upon your acceptance of such modified Terms or upon your continued use of Standard Library after we send or post our notification of the changes, whichever is earlier. Immaterial modifications are effective upon publication. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
17. Subcontractors. You hereby consent to Standard Library’s engagement of third parties (including Standard Library’s affiliates) to perform, provide, or support the performance or provision of, all or any portion of Standard Library or the Standard Library website and associated content and software applications.
18. Feedback. If you choose to provide input or suggestions regarding problems with or proposed modifications or improvements to Standard Library (“Feedback”), then you hereby grant Standard Library an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit such Feedback in any manner and for any purpose, including to improve Standard Library and create other products and services.
20. Indemnity. To the fullest extent permitted under applicable law, you are responsible for your use of Standard Library, and you will defend and indemnify Polybit and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “Polybit Entities”) from and against every claim, liability, damage, loss, and expense, including reasonable attorneys' fees and costs, arising out of or in any way connected with: (a) your access to, use of, or alleged use of, Standard Library; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; (d) any dispute or issue between you and any third party; and (e) all claims arising from or alleging fraud, intentional misconduct, criminal acts, or gross negligence committed by you or your employees or agents. To the fullest extent permitted under applicable law, we reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of that claim.
21. Disclaimers; No Warranties
STANDARD LIBRARY AND ALL MATERIALS, PRODUCTS, AND CONTENT AVAILABLE THROUGH STANDARD LIBRARY ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE POLYBIT ENTITIES DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, RELATING TO STANDARD LIBRARY AND ALL MATERIALS, PRODUCTS, AND CONTENT AVAILABLE THROUGH STANDARD LIBRARY, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE; AND (C) ANY WARRANTY AS TO WHETHER THE DATA OR OTHER INFORMATION AVAILABLE ON, PROCESSED BY, OR TRANSMITTED BY STANDARD LIBRARY IS TRUE, COMPLETE OR ACCURATE. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT THE POLYBIT ENTITIES ARE NOT RESPONSIBLE FOR ANY LIBRARY SERVICES OR OTHER LIBRARY CONTENT MADE AVAILABLE THROUGH THE SERVICE OR ANY DATA OR INFORMATION COLLECTED, PROCESSED, TRANSMITTED, OR DISCLOSED BY OR THROUGH SUCH LIBRARY SERVICES, WHETHER SUCH DATA IS ACCURATE OR INACCURATE. THE POLYBIT ENTITIES DO NOT WARRANT THAT STANDARD LIBRARY OR ANY PORTION OF STANDARD LIBRARY, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, INCLUDING WITHOUT LIMITATION ANY LIBRARY SERVICES, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND THE POLYBIT ENTITIES DO NOT WARRANT THAT ANY SUCH ISSUES WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE POLYBIT ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE POLYBIT ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE, YOUR DEALINGS WITH OTHER STANDARD LIBRARY USERS, AND ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING LIBRARY SERVICES. YOU UNDERSTAND AND AGREE THAT YOU USE STANDARD LIBRARY, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH STANDARD LIBRARY AND ANY ASSOCIATED SITES OR SERVICES, AT YOUR OWN DISCRETION AND RISK, AND THAT AS BETWEEN YOU AND THE POLYBIT ENTITIES, YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR ANY OTHER DEVICE USED IN CONNECTION WITH THE SERVICE), OR ANY LOSS OF DATA THAT RESULTS FROM USE OF THE SERVICE OR THE DOWNLOAD OR USE OF MATERIALS OR CONTENT AVAILABLE ON OR THROUGH THE SERVICE.
THE ABOVE PARAGRAPHS APPLY TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW. SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OF SUCH WARRANTIES, IN PARTICULAR A DISCLAIMER OF WARRANTIES PROVIDED OR IMPLIED BY LAW, AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.
22. Limitation of Liability
IN NO EVENT WILL THE POLYBIT ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS, PRODUCTS, OR CONTENT AVAILABLE ON OR THROUGH THE SERVICE, INCLUDING WITHOUT LIMITATION ANY LIBRARY SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY POLYBIT ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
EXCEPT AS PROVIDED IN SECTION 26.4(III), THE AGGREGATE LIABILITY OF THE POLYBIT ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE, INCLUDING ANY LIBRARY SERVICES AND ANY FUNDS OR PRODUCTS SOLD THROUGH THE SERVICE, OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO $100, TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.
SOME JURISDICTIONS DO NOT ALLOW SUCH EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. NOTHING IN THESE TERMS SHALL BE DEEMED TO LIMIT OR EXCLUDE ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED BY APPLICABLE LAW.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 22 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
23. Force Majeure. To the fullest extent permitted under applicable law, Polybit will be excused from performance under these Terms for any period that it is prevented from or delayed in performing any obligations pursuant to these Terms, in whole or in part, as a result of a Force Majeure Event. For purposes of this section, “Force Majeure Event” means an event or series of events caused by or resulting from any of the following: (1) extreme weather conditions or other elements of nature or acts of God; (2) acts of war, acts of terrorism, insurrection, riots, civil disorders or rebellion; (3) quarantines or embargoes, (4) labor strikes; (4) telecommunications, network, computer, server or Internet disruption or downtime; (5) unauthorized access to Polybit’s information technology systems by third parties; or (6) other causes beyond the reasonable control of Polybit.
24. Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of laws principles. If a lawsuit or court proceeding is permitted under these Terms, then you and Polybit agree to submit to the exclusive jurisdiction of the state courts and federal courts located within San Francisco, California for the purpose of litigating any dispute, and you hereby consent to the exclusive personal jurisdiction and venue thereof with respect to such proceedings. We operate Standard Library from our offices in the United States, and we make no representation that Materials included in Standard Library are appropriate or available for use in other locations.
25. Government Use. We provide the Service solely on these commercial Terms. If a government agency has a need for rights not granted under these Terms, it or its representative must negotiate with us to determine if there are acceptable terms under which we would be willing to grant those rights, and a mutually acceptable written addendum to these Terms specifically granting those rights would need to be executed by both Polybit and such government agency.
26. Dispute Resolution and Arbitration
26.1 Generally. In the interest of resolving disputes between you and Polybit in the most expedient and cost effective manner, you and Polybit agree that every dispute arising in connection with these Terms will be resolved by binding arbitration, to the fullest extent permitted under applicable law. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND POLYBIT ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW.
26.2 Exceptions. Despite the provisions of Section 26.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; or (d) to file suit in a court of law to address an intellectual property infringement claim.
26.3 Arbitrator. To the fullest extent permitted under applicable law, any arbitration between you and Polybit will be settled under the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Polybit at [firstname.lastname@example.org] with reference to this Section 26.3.
26.4 Notice; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if such other party has not provided a current physical address, then by electronic mail (“Notice”). Polybit's address for Notice is: Polybit, Inc., Attention: Legal Department, 2390 30th Ave., San Francisco CA 94116. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or Polybit may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Polybit must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, Polybit will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any, subject to the limitations of liability contained herein; (ii) the last written settlement amount offered by Polybit in settlement of the dispute prior to the arbitrator’s award; or (iii) $1,000.
26.5 Fees. If you commence arbitration in accordance with these Terms, Polybit will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in San Francisco, California, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Polybit for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
26.6 No Class Actions. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU AND POLYBIT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Polybit agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
26.7 Claims. To the fullest extent permitted under applicable law, no action arising out of, in connection with, or relating to these Terms shall be brought by you more than one (1) year after the accrual of the cause of action. This period shall not be extended for any reason, except by the written consent of both parties. All statutes or provisions of law which would toll or otherwise affect the running of the period of limitation are hereby waived, and no such statute or provision of law shall operate to extend the period limited in this paragraph, to the fullest extent permitted under applicable law.
26.8 Modifications to this Arbitration Provision. If Polybit makes any future change to this arbitration provision, other than a change to Polybit's address for Notice, you may reject the change by sending us written notice within 30 days of the change to Polybit’s address for Notice, in which case your account on Standard Library will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
26.9 Enforceability. If Section 26.6 is found to be unenforceable or if the entirety of this Section 26 is found to be unenforceable, then the entirety of this Section 26 (except this Section 26.9) will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 24 will govern any action arising out of or related to these Terms.
28. Contact Information. Standard Library is offered by Polybit, Inc. You may contact us by emailing us at [email@example.com], or writing to us at 2390 30th Ave., San Francisco CA 94116.
29. Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.