Terms of Service

API LICENSE AGREEMENT

THIS IS A LEGALLY BINDING AGREEMENT. PLEASE READ IT CAREFULLY. IF YOU HAVE ANY QUESTIONS OR COMMENTS TO THIS AGREEMENT, PLEASE CONSULT YOUR ATTORNEY. YOU MAY ALSO CONTACT US AT office@easyrec.org, +43 (1) 904 21 65 - 333 PRIOR TO ACCEPTING THESE TERMS.

GRANT OF LICENSE

Subject to your ("Licensee's") full compliance with all of the terms and conditions of this API Agreement ("Agreement"), the easyrec, a product of Research Studios Austria Forschungsgesellschaft mbH (Studio Smart Agent Technologies) Thurngasse 8/2/16 A-1090 Vienna grants Licensee a non-exclusive, revocable, nonsublicensable, nontransferable license to use the following easyrec's application program interfaces and other materials provided by easyrec and the results and proceeds thereof (collectively, "APIs"): (a) "REST Webservices," The easyrec's recommendation application and the results and proceeds thereof, solely to develop consumer-facing web-based applications a single public website. "PLUGINS," The easyrec's plugins for open source web applications and the results and proceeds thereof (including xml files and all other renderings of the service) to develop, reproduce and distribute non-commercial applications that interoperate with. For the avoidance of doubt, display/distribution of any such program on a website with third party advertising is a commercial purpose not permitted by this license. Licensee may not install or use the APIs for any other purpose without easyrec's prior written consent. Licensee shall not use the APIs in connection with or to promote any products, services, or materials that constitute, promote or are used primarily for the purpose of illegal activities or activities in conflict with established industry norms (to be determined at easyrec's sole reasonable discretion). Use of the APIs for purposes that support, encourage or induce copyright infringement is strictly prohibited.

1. ATTRIBUTION REQUIREMENTS

Licensee must display attribution in and on all embodiments and uses of the APIs, including, but not limited to Licensee's web site in a manner consistent with the following guidelines: All uses of the APIs must prominently display the easyrec Logo available under
http://easyrec.org/img/easyrec_logo_small.gif



along with a link to http://easyrec.org using the standard linking format on each page of such website displaying data provided by the APIs.

2. OTHER RESTRICTIONS

Except as expressly and unambiguously authorized under this Agreement, Licensee may not (i) copy, rent, lease, sell, transfer, assign, sublicense, disassemble, reverse engineer or decompile (except to the limited extent expressly authorized by applicable statutory law), modify, create derivative works from, or alter any part of the APIs, (ii) crawl, spider, index or in any non-transitory manner store or cache information obtained from the APIs or (ii) otherwise use the APIs on behalf of any third party. easyrec reserves the right to make any and all alterations to the APIs and applicable service levels. This Agreement does not include any right for Licensee to use any trademark, service mark, trade name or any other mark of easyrec or any other party or licensor except in accordance with attribution requirements herein. No rights or licenses are granted except as expressly and unambiguously set forth herein. If Licensee violates any of the foregoing restrictions, Licensee agrees that, as liquidated damages, easyrec shall be entitled to 100% of any and all revenue or other consideration earned and/or received by Licensee in connection with any such violation, without limiting other rights and remedies available. Licensee hereby agrees to make all assignments necessary to accomplish the foregoing.

3. PROPRIETARY RIGHTS

As between easyrec and Licensee, the APIs and all intellectual property rights in and to the APIs are and shall at all times remain the sole and exclusive property of easyrec and are protected by applicable intellectual property laws and treaties. Licensee acknowledges that all recommendation data (including, without limitation, similar artists, recommended artists) provided by the APIs are the sole property of easyrec.

4. LICENSE TO easyrec

Licensee hereby grants to easyrec the non-exclusive right and license to display, promote and link to all websites using the APIs, provided that easyrec shall (i) give Licensee notice of such display/distribution (ii) attribute the work to Licensee and include a url or other contact information for Licensee as reasonably determined by easyrec in its sole discretion. Licensee further grants to easyrec an irrevocable, non-exclusive license to any and all data provided by Licensee to easyrec in connection with Licensee's use of the APIs, including without limitation, any user data. Licensee represents and warrants that all such data provided by Licensee to easyrec shall not violate any third party rights.

5. WARRANTY DISCLAIMER

THE APIs ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, easyrec AND ITS VENDORS EACH DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE APIs, INCLUDING WITHOUT LIMITATION ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, RESULTS OF USE, RELIABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, INTERFERENCE WITH QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. FURTHER, easyrec DISCLAIMS ANY WARRANTY THAT LICENSEE'S USE OF THE APIs WILL BE UNINTERRUPTED OR ERROR FREE.

6. SUPPORT AND UPGRADES

This Agreement does not entitle Licensee to any support for the APIs, unless Licensee makes separate arrangements with easyrec in writing and meets all obligations under such separate arrangements. Any such support provided by easyrec shall be subject to the terms of this Agreement.

7. LIABILITY LIMITATION

REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, AND EXCEPT FOR BODILY INJURY, IN NO EVENT WILL easyrec OR ITS VENDORS, BE LIABLE TO LICENSEE OR TO ANY THIRD PARTY UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY LOST PROFITS, LOST OR CORRUPTED DATA, COMPUTER FAILURE OR MALFUNCTION, INTERRUPTION OF BUSINESS, OR OTHER SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THE USE OR INABILITY TO USE THE APIs, EVEN IF easyrec HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES AND WHETHER OR NOT SUCH LOSS OR DAMAGES ARE FORESEEABLE. ANY CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT MUST BE BROUGHT WITHIN ONE (1) YEAR AFTER THE OCCURRENCE OF THE EVENT GIVING RISE TO SUCH CLAIM. IN ADDITION, easyrec DISCLAIMS ALL LIABILITY OF ANY KIND OF easyrec'S VENDORS.

8. INDEMNITY

Licensee agrees that easyrec shall have no liability whatsoever for any use Licensee makes of the APIs. Licensee shall indemnify and hold harmless easyrec from any and all claims, damages, liabilities, costs and fees (including reasonable attorneys' fees) arising from Licensee's use of the APIs.

9. TERM AND TERMINATION

This Agreement shall continue until terminated as set forth in this Section. Either party may terminate this Agreement at any time, for any reason, or for no reason including, but not limited to, if Licensee violates any provision of this Agreement. Any termination of this Agreement shall also terminate the license granted hereunder. Upon termination of this Agreement for any reason, Licensee shall destroy and remove from all computers, hard drives, networks, and other storage media all copies of the APIs, and shall so certify to easyrec that such actions have occurred. easyrec shall have the right to inspect and audit Licensee's facilities to confirm the foregoing and to conduct an audit to confirm any use of the APIs are non-commercial. Sections 6 through 11 and all accrued rights to payment shall survive termination of this Agreement.

10. FAIR USE

Since easyrec's evaluation service is for free, easyrec claims the right to limit the traffic for any registered account. If a predefined maximum of actions per month is reached, easyrec will revoke all incoming actions until the end of the month. The maximum number of allowed actions depends on the overall traffic produced by all accounts.

11. MISCELLANEOUS

This Agreement constitutes the entire agreement between Licensee and easyrec pertaining to the subject matter hereof, and supersedes any and all written or oral agreements with respect to such subject matter. This Agreement, and any disputes arising from or relating to the interpretation thereof, shall be governed by and construed under Austrian law as such law applies to agreements between Austrian residents entered into and to be performed within Austria by two residents thereof and without reference to its conflict of laws principles or the United Nations Conventions for the International Sale of Goods. Except to the extent otherwise determined by easyrec, any action or proceeding arising from or relating to this Agreement must be brought in state court in Austria and each party irrevocably submits to the jurisdiction and venue of any such court in any such action or proceeding, waiving any objections to such venue, including forum non conveniens. The prevailing party in any action arising out of this Agreement shall be entitled to an award of its costs and attorneys' fees. This Agreement may be amended only by a writing executed by easyrec. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. The failure of easyrec to act with respect to a breach of this Agreement by Licensee or others does not constitute a waiver and shall not limit easyrec's rights with respect to such breach or any subsequent breaches. This Agreement is personal to Licensee and may not be assigned or transferred for any reason whatsoever (including, without limitation, by operation of law, merger, reorganization, or as a result of an acquisition or change of control involving Licensee) without easyrec's prior written consent and any action or conduct in violation of the foregoing shall be void and without effect. easyrec expressly reserves the right to assign this Agreement and to delegate any of its obligations hereunder. By clicking the "Register" button, you signal your acceptance of the Terms of Service governing the use of easyrec Developer Network's Web Services and APIs. You will then receive your Developer Key.

easyrec's Terms of Service, 1st of March, 2010