360fly SDK License Terms of Use

This is a legal agreement (“Agreement”) between you (“You” or “Your”) and 360fly, Inc. (“360fly”). By accessing, viewing, browsing, using, copying, and/or downloading any materials (e.g. software, tools, development kits, application programming interfaces, videos, images, etc.) and/or information (collectively “Content”) from this website (“Site”), or continuing any of these activities, You acknowledge and agree that You have read, understood, and agree to be bound by these terms and conditions (“Terms of Use”) and to comply with all applicable laws and regulations. You further acknowledge that (i) You are at least 18 years old and (ii) You are legally permitted to enter into this Agreement. All information available on the Site is subject to U.S. export control laws and may also be subject to the laws of the country where you reside. 360fly controls and operates this Site from its offices in the USA. If You use this Site from outside the USA, You are entirely responsible for compliance with applicable local laws, including but not limited to the export and import laws of other countries in relation to the materials and third-party content. Notwithstanding the above, if You are the parent or guardian of individuals who are 13 years of age or older (as required in the country of your residence), You may permit them to use Your Account information, but You remain solely liable for their use of Your Account and their compliance with these Terms of Use. If You do not understand these Terms of Use or do not agree to be bound by them, please do not access, view, browse, use, copy, and/or download any Content from the Site and immediately exit this Site. Without providing any notice to You, 360fly may at any time revise the Terms of Use and any other information contained in the Site by updating this posting. The most current version of the Terms of Use can be found here. 360fly may also make improvements or changes in the products, services, or programs described or disclosed in or on this Site at any time without notice to You. You acknowledge that 360fly has the right to refuse or terminate Your Account or Your access to the Site at any time and in its sole discretion and without any notice or warning. In the event of any violation of these terms of use, 360fly reserves the right to seek all remedies available at law and in equity for such violations.

 

General. This Site contains tabs or links to 360fly websites or webpages that describe how we can use information You provide to us and restrict how You can use information we provide to You, such as 360fly’sprivacy policies, proprietary notices, copyright and trademark information, and other information. You agree to review these other websites and webpages and observe and follow any restrictions provided on them. 360fly is the owner or a licensee of all the Content on the Site. The Content is being made available solely and exclusively to facilitate the development and promotion of software applications and improvements that work on or with 360fly® products, all for the benefit of 360fly product end users.

 

Subject to and conditioned upon Your acceptance of and continued compliance with all the Terms of Use, 360fly grants you a personal, limited, revocable, non-exclusive, nontransferable license, without the right to grant sublicenses, to use the Content solely and exclusively to design, develop, create, and/or test applications intended to work on or with 360fly products (“Developed Applications”) for the benefit of 360fly product end users. You agree not to violate any 360fly intellectual property rights; disparage 360fly, its products or services; take steps to negatively impact 360fly’s goodwill, business or reputation; or develop any application or software for use on or with 360fly products that (i) negatively impacts an end user’s ability to use a 360fly product or service in accordance with the product’s or service’s original specifications, (ii) violates any privacy or consumer protection laws, (iii) infringes or otherwise violates a third party’s patent, copyright, trademark, trade secret, moral rights, or other intellectual property rights, or rights of publicity or privacy; (iv) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (v) is fraudulent, false, misleading or deceptive; (vi) is defamatory, obscene, pornographic, vulgar or offensive; (vii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (viii) is violent or threatening or promotes violence or actions that are threatening to any other person; or (ix) promotes illegal or harmful activities or substances. No other rights or licenses are granted to You and You may not otherwise use, modify, reproduce, publish, copy, or distribute the Content. You agree not to reverse engineer or decompile the Content, unless local laws or regulations expressly authorize the disassembly or reverse engineering of the Content and in that event only to the extent such laws or regulation expressly so authorize. Unless otherwise authorized by 360fly in writing, You may download and print one copy of the Content on this Site for your personal and non-commercial use, provided that you do not modify the Content in any way, including but not limited to modifying the legal, copyright or trademark notices. No other rights or licenses are granted to you. You agree that no ownership rights to the Content or any information provided by 360fly are transferred to you in any way. You also grant 360fly a non-exclusive, irrevocable, license to access, use, and/or test, and have accessed, used, and/or tested, any and all Developed Applications to verify the usability and compatibility of the Developed Applications with 360fly products. If so requested by 360fly, You agree to promptly provide 360fly a copy of each Developed Application to facilitate 360fly’s or its authorized contractor’s testing and evaluation of such Developed Application.

Subject to and conditioned upon Your acceptance of and continued compliance with all the Terms of Use, 360fly grants You a personal, non-exclusive, non-transferable, non-sublicensable, limited permission to access and display pages from the Site on Your computer, tablet, wearable device, or mobile phone solely for Your personal and non-commercial use of this Site. Except for the limited permission in this paragraph and the preceding paragraph, no other rights or license, express or implied, are granted to You under any patents, trademarks, copyrights, or other proprietary or intellectual property rights of 360fly or third parties. Without limiting the foregoing, You may not mirror or frame any of the Content from this Site on another web site or in any other media. You further agree not to violate any 360fly intellectual property rights in the Site or reverse engineer the Site and/or any 360fly products.

Your failure to comply with any of the Terms of Use will result in automatic termination of all rights granted to You, without prior notice, and You must immediately destroy all copies of downloaded materials in Your possession or control.

The Site may contain software and other materials that are made available for downloading, access, or other use on or from this Site. Any software which You download, access or use is governed in accordance with (i) the license terms accompanying the software; (ii) if no license terms accompany the software, the terms of the license agreement which accompanied the original software which You are updating; or (iii) these Terms of Use.

You agree not to exploit the Site, the services, or the Content in any way to burden this Site or 360fly products. ALL CONTENT ON THIS SITE IS PROTECTED BY COPYRIGHT AND OTHER LAWS. EXCEPT AS SPECIFICALLY PERMITTED HEREIN, NO PORTION OF THE INFORMATION ON THIS SITE MAY BE REPRODUCED IN ANY FORM, OR BY ANY MEANS, WITHOUT PRIOR WRITTEN PERMISSION FROM 360FLY. EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS OF USE, YOU ARE NOT PERMITTED TO MODIFY, DISTRIBUTE, PUBLISH, TRANSMIT OR CREATE DERIVATIVE WORKS BASED UPON ANY MATERIAL FOUND ON THIS SITE FOR ANY PUBLIC OR COMMERCIAL PURPOSES.

DISCLAIMERS. Although 360fly has attempted to provide accurate information on the Site, 360fly cannot guarantee that any material, information or Content on this Site is correct, current, or complete, and that this Site will not contain technical inaccuracies or typographical errors. 360fly assumes no responsibility (and expressly disclaims responsibility) for keeping this Site current or for the inaccuracies of the information or material on the Site. As such, you should confirm the accuracy and completeness of all information before making any decision related to any services, products, or other matters described on this Site. Furthermore, 360fly provides no assurances that any reported problems will be resolved by 360fly, even if 360fly elects to provide information with the goal of addressing a problem.

Accounts. Access to certain sections of the Site may require you to set up an account (“Account“). To set up an Account, you must provide accurate, current, and complete information. You are required to keep your log-in credentials confidential and not authorize any third party to use them. You are solely responsible for all activities that occur under your Account, even if someone else has used Your log-in information to conduct such activities. You agree to immediately notify 360fly of any unauthorized use of Your Account or any other breach of security of which You become aware at the following address: legal@360fly.com. 360fly shall not be liable for any losses arising out of any unauthorized use of your Account, even if someone else uses Your Account. You agree that 360fly may change Your log-in information at any time. You agree and acknowledge that 360fly has no obligation to provide or to continue to provide any support for the Content, the Site, or Your Account.

Confidential information. 360fly does NOT want and will NOT accept any confidential information from You on this Site. You agree not to send 360fly any confidential information of Yours or others. You acknowledge and agree that any information You submit to 360fly will NOT be treated as confidential. You agree to grant, and hereby grant, to 360fly and its affiliates an irrevocable, royalty free, sub-licensable, and perpetual license under all of your intellectual property rights to use, copy, make derivative works based upon, publicly display, publicly perform, modify, and distribute any information you provide to 360fly on any of 360fly’s web sites. You also grant 360fly the irrevocable, royalty free, perpetual right and license under all of Your intellectual property rights to use and/or exploit any information, idea, concept, know-how, technique, or innovation You submit or disclose to 360fly on this Site.

Third party sites. This Site may provide links or references to web sites and resources not supplied by 360fly. 360fly provides these links merely as a convenience to You and the inclusion of such links does not imply an endorsement by 360fly. 360fly makes no representations, warranties, or other commitments whatsoever about any third party web sites, services, or resources that may be referenced, accessible from, or linked to the Site. You will take all necessary precautions and assume full responsibility for (i) verifying that these third party sites are free from bugs, viruses, Trojan horses, or other malicious software and (ii) protecting Your information. You acknowledge and agree that 360fly is not responsible for the availability of such third party sites or resources, and is not responsible or liable for any content, services, products, or other materials on or available from those sites or resources. In the event You enter into any transactions with third parties, even if you learn of such parties (or use a link to such parties) from the Site, You do so at your own risk and 360fly is in no way responsible for such transaction.

Submitting content. We may provide You with the option to submit or upload your Developed Application or other content (“Developer Content”) to the Site. If such a feature is made available to You, You agree that You will only upload, share, post, publish, transmit, or otherwise make available ("Share") on or through the Site Developer Content that You have the right and authority to Share. By Sharing Developer Content, You grant 360fly and its affiliates a worldwide, perpetual, royalty-free, irrevocable, nonexclusive, sub-licensable, and transferable license to use, publish, copy, modify, adapt, translate, publicly perform, publicly display, broadcast, transmit and distribute the Developer Content for any purpose and in any form, medium, or technology now known or later developed. This includes, without limitation, the right to incorporate or implement the Developer Content into any 360fly product or service, and to display, market, sublicense and distribute the Developer Content as incorporated or embedded in any product or service distributed or offered by or for 360fly without any compensation to You. You represent and warrant that: (a) You have the right and authority to grant this license; (b) 360fly’s exercise of the rights granted pursuant to this license will not infringe or otherwise violate any third party proprietary or intellectual property rights; and (c) all moral rights in the Developer Content have been waived to the full extent allowed by law. If moral rights in the Developer Content cannot be waived, You hereby assign and agree to assign to 360fly all Your rights thereto and will cooperate with 360fly to record and/or secure such assignment. You agree that You will not use the Site in a manner, nor Share any Developer Content, that: (a) is false or misleading; (b) is defamatory, derogatory, degrading or harassing of another or constitutes a personal attack; (c) invades another's privacy or includes, copies or transmits another's confidential, sensitive or personal information; (d) promotes bigotry, racism, hatred or harm against any group or individual; (e) is obscene or not in good taste; (f) violates or infringes or promotes the violation or infringement of another's rights, including intellectual property rights; (g) You do not have the right and authority to Share and grant the necessary rights and licenses for; (h) violates or promotes the violation of any applicable laws or regulations; (i) contains a solicitation of funds, goods or services, or promotes or advertises goods or services; or (j) contains any viruses, Trojan horses, or other components designed to limit or harm the functionality of a computer, any 360fly product, or any other product or device. 360fly may report you to the relevant authorities and may act to the fullest extent of applicable laws if You Share Developer Content intended or designed to cause harm. Nothing in these Terms of Use shall be construed to require 360fly to make any Shared Developer Content available to the public. Without limiting any other rights or remedies available to 360fly and without providing You any notice or warning, we may terminate Your account, remove Your Developer Content from this Site, deny Your access to this Site or any service provided by 360fly or its affiliates, or terminate Your use of this Site and/or Your Account if it is alleged that You have infringed the copyright or proprietary rights of others. 360fly may choose, in its sole and exclusive discretion, to inform You of our decision to remove Your Developer Content and provide You an opportunity to respond to such a decision. In such an event, You agree to and must strictly abide by the terms and deadlines of such a notice.

Linking to this site. All links to this Site must be approved in advance and in writing by 360fly, except that 360fly consents to links to the Site in which the link and the pages that are activated by the link do not: (a) in any way modify the Site; (b) misrepresent Your relationship with 360fly; (c) imply that 360fly endorses or approves You, Your web site, Your Developer Application(s), or Your service or product offerings; and (d) present inaccurate or misleading information or impressions about 360fly, Your Developer Application(s), or Your service or product offerings. As a further condition to being permitted to link to this Site, You agree that 360fly may at any time, in its sole discretion and without any notice to You, terminate permission to link to the Site. In such event, You agree to immediately remove all links to this Site.

Amendments. 360fly may amend or modify these terms and conditions from time to time at its sole discretion. You are responsible for reviewing and keeping Yourself familiar with such modifications and additions, including updates, revisions, rule changes and supplements (“Additional Terms”). All Additional Terms are hereby incorporated into these Terms of Use by reference and Your continued use of Your Account, the Content or the Site acknowledges Your agreement to all the Additional Terms.

Translations. Any translations of the Site are provided as a convenience to You and 360fly makes no representations or commitments regarding the accuracy or completeness of the translation, whether or not computer-generated or performed by a person.

Communications. 360fly may send You periodic communications in email, social network updates or otherwise. Such communications include, but are not limited to, marketing materials, technical information, promotional materials, updates, and changes to this Site, the Content, and/or Your Account. You specifically consent to 360fly’s provision of such communications to You.

Policy regarding violation of third party copyrights. You agree not to post, modify, distribute, or reproduce in any way copyrighted or other proprietary materials that belong to a third party without first obtaining such party’s written consent. Without providing You any notice or warning, 360fly may terminate Your account, remove your Developer Content, deny Your access to the Site or any 360fly service, or terminate Your use of the Site and/or the Content if it is alleged that You have infringed the copyright or proprietary rights of others. 360fly may, in its sole discretion, attempt to contact You with respect to any decision to terminate Your account, remove your Developer Content, deny Your access to the Site or any 360fly service, or terminate Your use of the Site and/or the Content, but You understand and acknowledge that we do not have any obligation to do so.

Without limiting the foregoing, if You believe that Your or another’s copyright or other rights have been infringed, please send us a written notice to the below address with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the rights You claim have been infringed; (b) a description of the copyrighted work or other work that You claim has been infringed; (c) a description of where the material that You claim is infringing is located on the Site; (d) Your address, telephone number, and email address; (e) a written statement by You that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (f) a statement by You, made under penalty of perjury, that all the information in Your notice is accurate and that You are the copyright owner or authorized to act on behalf of the copyright owner. Please send Your notice of claims of copyright infringement to the following address:

360fly, Inc.

1975 East Sunrise Blvd, Suite 400

Fort Lauderdale, FL 33304

Attn: Law Department

Email: l legal@360fly.com

If the disputed materials were posted by a third party identifiable through reasonable efforts, we may attempt to provide reasonable notice to the third party of the charge. If we do and if the third party responds with a valid counter-notification, we will provide You with a copy so that You may take any other steps You may deem appropriate.

DISCLAIMER OF WARRANTY. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED, THE SITE, AND ALL CONTENT AND MATERIAL PROVIDED ON OR THROUGH THE SITE, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. 360FLY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT WITH RESPECT TO THE SITE AND ALL CONTENT AND MATERIAL PROVIDED ON OR THROUGH THE SITE. 360FLY, ITS DIRECTORS, AFFILIATES, EMPLOYEES, AGENTS, PARTNERS, AND/OR LICENSORS MAKE NO WARRANTY OR PROMISE THAT: (A) THE SITE OR CONTENT/MATERIAL WILL MEET YOUR REQUIREMENTS; (B) THE SITE WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, VIRUS FREE, OR ERROR-FREE BASIS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE, YOUR ACCOUNT OR ANY CONTENT PROVIDED ON OR THROUGH THE SITE WILL BE ACCURATE OR RELIABLE; (D) THE QUALITY OF ANY CONTENT PURCHASED OR OBTAINED BY YOU ON OR THROUGH THE SITE WILL MEET YOUR EXPECTATIONS; OR (E) THAT ANY DEFECTS WILL BE CORRECTED. YOU ASSUME FULL RESPNSIBILITY AND ALL RISK AND LIABILITY FOR YOUR USE OF THE SITE, YOUR ACCOUNT, THE SERVICES, AND/OR THE CONTENT. YOUR SOLE REMEDY FOR ANY DISSATISFICATION WITH THE SITE, THE CONTENT, YOUR ACCOUNT OR SERVICES IS TO STOP USING YOUR ACCOUNT, THE CONTENT, THE SERVICES AND/OR VISITING THE SITE. 360FLY RESERVES THE RIGHT TO MAKE CHANGES OR UPDATES TO, AND MONITOR THE USE OF THE SITE, YOUR ACCOUNT, AND CONTENT PROVIDED ON OR THROUGH THE SITE AT ANY TIME WITHOUT NOTICE. YOU UNDERSTAND AND AGREE THAT IF YOU ACCESS, DOWNLOAD OR OTHERWISE OBTAIN CONTENT FROM THE SITE, YOU DO SO AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES THAT MAY RESULT, INCLUDING LOSS OF DATA OR DAMAGE TO YOUR DEVICE, AND 360FLY SHALL HAVE NO RESPONSIBITY FOR ANY DAMAGE TO YOUR DEVICE. 360FLY, ITS DIRECTORS, AFFILIATES, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS MAKE NO PROMISES OR WARRANTIES THAT THE CONTENT, YOUR ACCOUNT, OR ANY MATERIAL MADE AVAILABLE ON THIS SITE WILL BE ACCURATE, SECURE, ERROR FREE, RELIABLE, TIMELY OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED.

Indemnity. You agree to defend, indemnify and hold harmless 360fly, its directors, officers, employees, agents, licensors, and affiliates from any third party claim relating to or arising from; (a) any violation by You of these Terms of Use; (b) Your use of the Site, Content, or Your Account; and/or (c) any violation by You of laws or third party rights.

LIMITATION OF LIABILITY. IN NO EVENT WILL 360fly OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY (A) SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, (B) LOSS OF PROFITS, BUSINESS, GOODWILL, SAVINGS, OR USE, AND/OR (C) LOSS OR CORRUPTION OF INFORMATION OR DATA HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY CLAIMS, LOSSES, DAMAGES OR INJURIES ARISING FROM THIS SITE OR ANY USE OF THIS SITE, OR OF ANY SITE OR RESOURCE LINKED TO, REFERENCED, OR ACCESSED THROUGH THIS SITE, OR FOR THE USE OR DOWNLOADING OF, OR ACCESS TO, ANY MATERIALS, INFORMATION, PRODUCTS, CONTENT, OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOST SAVINGS OR LOSS OF USE OF ANY DEVICE, EVEN IF 360FLY IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW FOR LIMITATION OF CERTAIN DAMAGES. IF YOU LIVE IN OR ARE OTHERWISE SUBJECT TO THE LAWS OF SUCH A JURISDICTION, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH AN EVENT, THE LIMITATIONS, IF ANY, AUTHORIZED BY THE LAWS OF SUCH JURISDICITON WILL APPLY. 360FLY’S ENTIRE LIABILITY FOR DAMAGES UNDER THESE TERMS OF USE SHALL BE LIMITED TO TEN DOLLARS ($10.00).

Additional or different terms, conditions, and notices may apply to specific materials, information, products, software, and services offered through this Site. In the event of any conflict, such additional or different terms, conditions, and notices will prevail over these Terms of Use. Please see the applicable agreement or notice. Any action related to these Terms of Use will be governed by the laws of the state of Florida and controlling U.S. law, without regard to the choice or conflict of laws provisions of any jurisdiction. You agree to the exclusive jurisdiction of the courts located in Broward County, Florida for the resolution of all disputes arising from or related to Your Account, these Terms of Use, and/or Your use of the Site. “360fly, 360FLY, the 360fly Logo, the Fly Logo, Miss Nothing, and the green/black color combination are trademarks of 360fly in the United States and/or other countries. Unauthorized use or duplication of these marks is strictly prohibited by law. The failure of 360fly to enforce any right or provision in these Terms of Use shall not constitute a waiver of such right or provision. These Terms of Use are the entire agreement between You and 360fly with regard to the Site, the Content, and Your Account and supersede all prior or contemporaneous negotiations, discussions or agreements. Your use of the Site and/or the Content, however, is subject to any and all additional disclaimers and limitations that may appear throughout the Site and/or the Content.

© Copyright 2016 360fly, Inc. All rights reserved.

Last revised 10/11/2016


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