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- Supported Sites & Permitted Accounts
- Limitations on Licensor's Ability to Provide the Service and Maintain Archived Content
- Usage Limits
- Content Restrictions
- Service Disclaimer
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License to Host Archived Content
For the purposes of these terms, “Archived Content” means content, data, and/or information that is captured and archived by the Social Media Archiving Services that the Customer transmits to and through certain social media platforms and certain internet websites that the Customer designates.
The Customer grants to CivicPlus, and its affiliates and applicable contractors worldwide, limited-term license to host, copy, display, and use any Archived Content as reasonably necessary for CivicPlus to provide, and ensure proper operation of, the Services and associated systems in accordance with the applicable Statement of Work ("SOW"). Subject to the limited license granted herein, CivicPlus acquires no right, title, or interest from the Customer or the Customer’s licensors under the applicable SOW in or to any of the Archived Content.
Supported Sites & Permitted Accounts
In addition to the license granted in the Section above, in order for CivicPlus to provide the Service and to capture and to maintain Archived Content for the Customer, The Customer must provide CivicPlus with certain information (“Authentication Information”) with respect to any social media account and/or internet website, platform or service that CivicPlus supports (a “Supported Site”) and that the Customer would like to be included as part of the Customer’s Archived Content.
The Customer represents, warrants, covenants and agrees that the Customer has not, and that the Customer will not, provide CivicPlus with any Permitted Accounts (as defined below) information or any other information in connection with any user account for a Supported Site or other social media or internet website in connection with Customer’s use of the Service and CivicPlus’s archival of any Archived Content other than with respect to user accounts for which:
- the Customer or a representative of the Customer is the actual owner or
- the Customer has been explicitly authorized to provide such access (collectively, “Permitted Accounts”).
Limitations on Licensor’s ability to provide the Service and maintain Archived Content
In order for CivicPlus to provide the Service and to capture and to maintain Archived Content for the Customer, CivicPlus relies on the Customer and on the owners and operators of the Supported Sites to provide CivicPlus with access to the content, data, and/or information the Customer transmits to and through such Supported Sites, typically through one or more application programming interfaces or "APIs". For instance, if the Customer changes any Permitted Accounts Information the Customer has provided to CivicPlus without, if necessary, first notifying CivicPlus, or otherwise limits or revokes CivicPlus’s ability to access any of the Customer’s Permitted Accounts, CivicPlus may be unable to continue to provide the Service as intended, or at all.
It is also possible that, without any notification to the Customer or CivicPlus, one or more Supported Sites will:
- change their website or service,
- change the APIs through which CivicPlus accesses such website and/or service,
- amend the terms of use or other policies through which the Customer or CivicPlus use and access such website and/or service,
- provide incomplete or inaccurate information through their APIs or otherwise with respect to the content, data, and/or information the Customer transmits to and through such Supported Site, and/or
- take other actions to restrict the Customer’s or CivicPlus’s access to such website and/or service and the content, data, and/or information contained therein.
Any of these events could disrupt CivicPlus’s ability to provide the Service as intended, or to provide the Service at all, including CivicPlus’s ability to capture or to maintain the Customer’s Archived Content. In addition, it is also possible that CivicPlus’s ability to provide the Service or to capture or to maintain the Customer’s Archived Content could be temporarily disrupted due to unanticipated or unplanned events, such as viruses, hacking, or other security vulnerabilities, the failure of equipment or services provided by CivicPlus or by third parties or other events, including force majeure events.
Usage Limits
Services and Archived Content are subject to usage limits, including, for example, the number of Permitted Accounts and/or the monthly volume of new Archived Content. If the Customer regularly exceed the contractual usage limit set forth on the applicable SOW, CivicPlus may work with the Customer to help reduce usage so that it conforms to that limit. If, notwithstanding CivicPlus’s efforts, the Customer is unable or unwilling to abide by a contractual usage limit, the Customer may be required to purchase additional quantities of the applicable Services upon CivicPlus’s request.
Content Restrictions
The Customer may not incorporate or use the Services in connection with the Customer’s Permitted Accounts if the Customer’s Permitted Accounts or any of the content, data, and/or information available on such Permitted Accounts (or if the Customer’s use of the Service otherwise) falls within any of the following:
- is primarily directed to children age 13 or under or that has children aged 13 or under as a significant proportion of its users;
- contains adult entertainment, including, but not limited to, pornography, erotic content, sexually explicit content, prostitution, or any other content not appropriate for general audiences; or
- promotes, encourages, or facilitates any illegal activity, violates the law, or violates the rights of any third party (including, without limitation, intellectual property rights, rights of privacy, or rights of personality).
Any use of the Services in breach of these standard product terms for the Services, by the Customer or any individual authorized by the Customer to use the Services (“User(s)”) that in CivicPlus’s sole judgment threatens the security, integrity or availability of the Services, may result in CivicPlus’s immediate suspension of the Customer’s use of the Services; however, CivicPlus will use commercially reasonable efforts under the circumstances to provide the Customer with notice and an opportunity to remedy such violation or threat prior to such suspension.
Supported Platform API Terms of Service
The Customer agrees to be bound by the terms of service for each of the Supported Platforms for which the Customer has authorized with the Customer’s Authentication information, including but not limited to: YouTube's Terms of Service.
Service Disclaimer
While CivicPlus will undertake commercially reasonable efforts to provide the Service (including with respect to Archive Content) to the Customer, CivicPlus cannot and does not represent, warrant, or guarantee that CivicPlus will be able to do so in full at all times or at any particular time, nor does CivicPlus represent, warrant, or guarantee that CivicPlus will be able to capture full and accurate record of the Customer's Archived Content at all times or at any particular time, nor does CivicPlus represent, warrant, or guarantee that any website, platform, or service that is currently a supported site will remain a supported site. Accordingly, the Customer's use of the website and the Service is expressly conditioned and the Customer's Acknowledgement and Acceptance of the Limitations set forth in this section and the Limitation of Liability set forth in the Master Services Agreement ("MSA").
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