Open Bot Developers License Agreement
Welcome to the AOL Open Bot Developer's Program ("Bot Program"). In order to participate in the Bot Program, you must be an AOL registered user with an AOL-issued or AOL authorized (i.e., AIM, ICQ, mac.com) screen name ("Screen name") and be in compliance with all terms of service and end user license agreements for the applicable AOL-provided instant messaging service (each an "AOL Service"). In addition, you must complete the registration process displayed to you and agree to the terms and conditions in this Open Bot Developer's License Agreement ("Agreement").
If you agree to this Agreement, AOL will allow a bot ("Bot") that you register through the Bot Program to access the AOL Service and communicate with AOL authorized end users of an AOL Service ("AOL IM Users") pursuant to the terms and conditions of this Agreement. In addition, your Bot will be subject to higher rate limits than non AOL-approved Bots, as detailed below.
THIS IS A LEGALLY BINDING AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY) AND AOL LLC ("AOL"). THIS AGREEMENT GOVERNS YOUR ACCESS TO THE AOL SERVICE AND USE OF YOUR BOT ON THE AOL SERVICE. BY CLICKING "I AGREE," YOU AGREE TO THE TERMS OF THIS AGREEMENT, YOU AGREE TO RECEIVE NOTICES FROM AOL ELECTRONICALLY, YOU AGREE TO THE PRIVACY PRACTICES DISCLOSED IN SECTION 9 BELOW, AND YOU CONSENT TO JURISDICTION IN THE STATE OF VIRGINIA FOR ANY DISPUTE REGARDING THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS AGREEMENT CLICK THE 'CANCEL' BUTTON.
1. Screen name. Upon agreeing to this Agreement, you will be asked to provide certain information to AOL during the Bot registration process, including the Screen name for your Bot. AOL, in its sole discretion, shall approve or deny this Screen name based on the AOL policies applicable to all Screen names for AOL IM Users.
2. License. Upon agreeing to this Agreement, AOL grants you, pursuant to the terms and conditions of this Agreement, a non-exclusive, non-transferable, non-sublicensable license during the Term to access the AOL IM Network via a Bot that you shall develop, host, operate, and maintain, all at no cost to AOL. AOL shall ensure that the Bot Screen name will be recognized on the AOL Service network ("AOL IM Network") such that an AOL IM User may select the Bot Screen name for inclusion in such AOL IM User's Buddy List® contacts.
3. Denial of Access. AOL shall have the right, in its discretion and without limiting its other legal remedies, to deny access to the AOL IM Network by any Bot at any time for any reason.
4. Prohibited Bot Functionality. You may not develop or distribute any Bot that (i) blocks or disables any host-based setting residing on the AOL IM Network or an AOL Service, or affects or otherwise modifies any user preference setting in a manner not explicitly authorized by an end user; (ii) is designed to generate or facilitate the generation of SPIM, SPAM, or other bulk unsolicited communications; (iii) may cause damage to or interfere with the proper functioning of any AOL-provided software ("AOL Software") or the AOL Services (or any features thereof) or a user's computer or computer files or that disables or circumvents copyright protection measures; (iv) contains, is bundled with, or otherwise enables any viruses, Trojan horses, trap doors, back doors, worms, time bombs, cancelbots, adware not disclosed pursuant to Section 12 of this Agreement, spyware or other computer programming routines designed or intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (v) otherwise violates or induces a third party to violate the most current version of the policies located at http://about.aol.com/aolnetwork/terms_use; (vi) reflects poorly upon, disparages, or devalues AOL's reputation or goodwill, as determined in AOL's discretion; (vii) enables (1) direct communication (e.g., presence data, text, video, VoIP, file transfers, or data exchanges) between the AOL Services and any other instant messaging community or third party instant messaging services, or (2) an end user the ability to access any other instant messaging client and/or community (e.g. no multi-headed clients); or (viii) violates or encourages conduct that would violate any criminal laws, any other laws, or any third party rights.
5. AOL Marks. Your participation in the Bot Program does not entitle you to use the AOL name or any AOL trademarks or logos, including AIM®, AOL® Instant Messenger™, Buddy List® or the Running Man logo. Notwithstanding the foregoing, you may use any of the following AOL marks: "AIM® service," or "AOL® Instant Messenger™ service," or "Buddy List® feature" provided that your use of any such mark conforms with each of the following requirements: (i) Any use must be limited to the following exact formulation(s): "AIM® service," or "AOL® Instant Messenger™ service," or "Buddy List® feature; (ii) Any use must be in plain typeface, absent any logo or stylized lettering; (iii) Any use must be solely for the purpose of describing how a user may access your Bot; (iv) No use may suggest any affiliation or endorsement by AOL; and (v) No screen name may include any trademark owned by AOL or an AOL affiliate. AOL reserves the right, in its sole discretion, to withdraw this permission at any time.
6. Changes to Agreement. AOL may modify this Agreement at any time with or without notice. Please review the Agreement, which is available at http://developer.aim.com/bot.jsp, frequently. If a modification is not acceptable to you, you may no longer access the AOL IM Network with your Bot. If you continue to access the AOL IM Network with your Bot after the Agreement has been modified, you will be deemed to have accepted the modifications. AOL encourages you to review the online version of the Agreement frequently to ensure that you are aware of any modifications to your rights or obligations.
7. Representations and Warranties. You represent and warrant to AOL that: (i) you have the legal capacity to enter into this Agreement; (ii) all information provided by you to AOL in connection with your registration for the Bot Program is true and accurate; (iii) you have the permission to provide the Bot and all communications and content contained therein or sent thereby (excluding communications sent by AOL IM Users or AOL); and (iv) your use of the AOL IM Network, your Bot, and the operation thereof, any other products, services or information provided by you, and any updates, upgrades and modifications thereto, (1) shall not be used in any commercially unreasonable manner; (2) shall not infringe any intellectual property rights of any third party including without limitation, any right of privacy, publicity, copyright, trademark, or patent; and (3) shall comply with all applicable laws, rules and regulations, including without limitation, consumer protection, data security, and privacy laws. Further, you shall ensure that you possess all authorizations, approvals, consents, licenses, permits, certificates and other rights and permissions necessary to provide your Bot and/or perform your obligations hereunder.
8. Your Obligations. You shall access the AOL IM Network with your Bot strictly in accordance with this Agreement. You shall be responsible, and AOL shall have no responsibility, for providing all hardware and software required to perform your rights and obligations hereunder.
9. Monitoring. AOL shall have the right but not the obligation to review and monitor usage of your Bot in any manner.
10. Usage Limits. Your license to access the AOL IM Network with your Bot is subject to certain usage limitations set by AOL. No more than 10,000 instant messages may be sent by your Bot in any one (1) day period, and no more than 150,000 instant messages may be sent by your Bot in any one (1) month period. Any messages sent beyond this 150,000 limit will be blocked by AOL. In addition, AOL will prevent more than 10,000 AOL IM Users from simultaneously having your Bot identified as online. If you wish to have these rate limits increased, you may have to enter into a separate written agreement with AOL. Please contact AOL at aimcommercial@aol.com for more information.
11. Restricted Content. You shall not provide any advertising or communications via your Bot related to alcoholic beverages or alcohol related products, tobacco products, gambling related products or sites, adult oriented entertainment or sexually explicit materials, spyware related products, or third party instant messaging providers ("Restricted Content"). You shall ensure that all necessary policies and procedures are in place to block/filter such Restricted Content, and AOL shall have the right to review such policies and procedures to determine if they meet AOL's reasonable approval. Your Bot cannot ask AOL IM Users for a password or any financial data, e.g., credit card information.
12. Data Collection. You must maintain a privacy policy for your Bot and ensure that AOL IM User are able to access your Bot privacy policy or receive a link to the privacy policy at any time by typing in "Privacy" or "Privacy Policy." You must provide a complete and accurate disclosure to AOL IM Users of the privacy practices and policy applicable to your Bot, including without limitation notice to the AOL IM User (i) that AOL's collection of data via the AOL IM Network is subject to AOL IM Network privacy policies available at http://about.aol.com/aolnetwork/mem_policy and http://about.aol.com/aolnetwork/aol_pp, (ii) that your collection of data is subject to your privacy policy, which may differ from the AOL IM Network privacy policies, but which must comply with applicable law and regulation, and (iii) whether your Bot contains any adware, or links to adware, including a full disclosure on the impact of such adware on the AOL IM User. In addition, your and your Bot's collection of information from an AOL IM User shall comply with all applicable laws and regulations, including without limitation the Children's Online Privacy Protection Act. You shall not collect any personally identifiable information of AOL IM Users subscribing to or sending instant text messages to your Bot, except to the extent explicitly agreed to by the AOL IM User and as detailed in your privacy policy, and your privacy policy must disclose limitations on marketing uses of personal information (offers of interest to the user; marketers may not further share the data). To the extent you compile aggregate program performance information (which performance information shall explicitly exclude AOL IM User information), you may only do so solely for internal purposes, you will not release such performance information to any third party without AOL's express written approval, and you will provide such information to AOL within a commercially reasonable time period upon AOL's request to do so. Privacy policy must disclose limitations on marketing uses of personal information (offers of interest to the user; marketers may not further share the data).
13. Session Initiations and Terminations. Your Bot must provide an "identifier" message when an AOL IM User first initiates contact that describes your Bot's functionality and provides a link to your Bot's privacy policy. Your Bot will not initiate instant messaging sessions, but only will respond to sessions initiated by an AOL IM User.
14. AOL Services; Network Usage Restrictions. You acknowledge that any communication using an AOL Service is governed by the terms of service and software license ("TOS") provided with such AOL Service software, including all policies incorporated into the TOS by reference. You shall not induce or direct users of your Bot to act in violation of any TOS. AOL may from time to time impose limitations and restrictions in connection with the AOL Services in order to limit the burdens placed on the AOL IM Network, including, without limitation, anti-spim or anti-spam limitations and restrictions. You agree that you and/or your Bot will not knowingly circumvent, disable, defeat, or block any AOL Service feature or any network usage restrictions, which restrictions shall be determined by AOL in its discretion. AOL also reserves the right to temporarily block or permanently remove access to the AOL IM Network by any individual Screen name or by your Bot in the event of a violation of this Agreement or the applicable TOS.
15. Proprietary Rights. Title, ownership rights, and intellectual property rights in the AOL network of services and facilities ("AOL Network"), AOL IM Network, any AOL marks provided to you, and the AOL Services, including but not limited to AOL components and algorithms and access to the AOL IM Network server complex and/or AOL database of screen names and passwords (collectively, the "AOL Property"), shall remain in AOL and/or its licensors and other suppliers. You acknowledge such ownership and intellectual property rights and will not take any action to jeopardize, limit or interfere in any manner with AOL's or its licensors' or other suppliers' ownership of or rights with respect to the AOL Property. The AOL Property is protected by copyright, patent, trade secret and other intellectual property laws and by international treaties. AOL owns all customer data collected through the AOL Services registration process. All trademarks used in connection with the AOL Property are owned by AOL, its affiliates or its licensors or other suppliers, and no license to use any such trademarks is provided hereunder. You acknowledge and agree that you obtain no intellectual property rights or licenses by this Agreement except for those licenses expressly granted herein. You agree that all comments, suggestions, complaints and other feedback relating to the AOL Property that you may disclose or otherwise provide to AOL may be used by AOL and its licensors, suppliers and licensees in any manner whatsoever and without limitation of any kind. Notwithstanding the foregoing, AOL shall not be obligated to take action based upon any comments, suggestions, complaints or other feedback. Feedback may be sent to aimcommercial@aol.com.
16. Covenant not to Sue. In consideration of the licenses granted herein, and other consideration provided by AOL to you under this Agreement, you covenant not to sue or otherwise assert any patent rights against AOL or any AOL affiliates or licensees for any alleged patent infringement during the term of this Agreement by any product or service that uses the AOL IM Network or any AOL Service.
17. Disclaimer. EXCEPT AS MAY OTHERWISE BE EXPRESSLY SET FORTH HEREIN, ACCESS TO THE AOL IM NETWORK IS PROVIDED "AS IS" AND AOL DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES REGARDING THE ACCESS TO THE AOL IM NETWORK, WHETHER EXPRESS, IMPLIED OR STATUTORY, ORAL OR IN WRITING, ARISING UNDER ANY LAWS, INCLUDING WITH RESPECT TO VALIDITY, AVAILABILITY, ENFORCEABILITY, NON-INTERRUPTION, ERROR-FREE OPERATION, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.
18. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL AOL OR ITS PARENT, AFFILIATES, DIRECTORS, EMPLOYEES, DISTRIBUTORS, LICENSORS, SUPPLIERS, AGENTS OR RESELLERS (COLLECTIVELY, THE "AOL GROUP") BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE AOL IM NETWORK OR AOL SERVICES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, COMPUTER FAILURE OR MALFUNCTION. IN ADDITION, THE MAXIMUM AGGREGATE LIABILITY OF THE AOL GROUP FOR ANY CLAIMS ARISING IN CONNECTION WITH THIS AGREEMENT WILL NOT EXCEED ONE HUNDRED DOLLARS (US $100). ACCESS TO THE AOL IM NETWORK IS PROVIDED WITHOUT CHARGE AND THE PARTIES AGREE THAT THE FOREGOING LIMITATIONS REPRESENT A REASONABLE ALLOCATION OF RISK UNDER THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT BE APPLICABLE.
19. Acknowledgement. The disclaimer of warranty, and limitations of damages set forth above are essential elements of the basis of the bargain between AOL and you. You agree that AOL would not be able to provide access to the AOL IM Network on an economic basis without such limitations.
20. Your Indemnity. You shall indemnify, hold harmless and, at AOL's request, defend the AOL Group from and against any and all claims, liabilities, losses, damages, expenses and costs (including attorneys' fees and costs) relating to your breach of any provision under this Agreement or otherwise arising out of your Bot, including, but not limited to, any claim related to: (i) infringement or misappropriation of intellectual property rights, including but not limited to, infringement by your Bot and/or any content contained therein (except to the extent such a claim is based solely on the AOL IM Network or an AOL Service); and (ii) your operation of your Bot. AOL shall give you prompt notice of any such claim made against it, and you and AOL shall cooperate in the defense of any such claim, suit or proceeding, including appeals, negotiations and any settlement or compromise thereof, provided that AOL must approve the terms of any settlement or compromise, and such approval shall not be unreasonably withheld.
21. Term and Termination. This Agreement commences on the date you click "I Agree" or otherwise commence using your Bot on the AOL IM Network and shall continue in full force and effect thereafter, unless terminated as provided herein (the "Term").
a. Term. AOL may change, suspend, or discontinue all or any aspect of your or your Bot's access to the AOL IM Network at any time, for any or no reason, including, but not limited to, your breach of any provision of this Agreement. You may terminate this agreement by disabling access to the AOL IM Network by your Bot, including by preventing your Bot from communicating in any manner with AOL IM Users or by following the procedure for reclassifying a Screen name as not being related to a Bot described at http://developer.aim.com/bot.jsp. Following termination of this Agreement, AOL may disable the Bot Screen name and you will refrain from any and all uses of the Bot Screen name on the AOL IM Network. You agree that once the Agreement is terminated you will not enable your Bot or any other Bot to access the AOL IM Network or use any AOL Service.
b. Survival. AOL and you agree that Sections 4, 15, 16, 17, 18, 19, 20, 21(b), 25, 26, 28, and 29 shall survive the expiration or termination of this Agreement.
c. Post-term Message. Following the termination of this Agreement, AOL, at its option, will unilaterally select the response (including no response) to AOL IM Users that attempt to contact your Bot that AOL deems appropriate in such situation.
22. Import/Export Controls. You agree to fully comply with all export and import laws, regulations, rules and orders of the United States, or any foreign government agency or authority, and not to directly or indirectly export, re-export, transfer, or release any commodities or technology received from AOL, or any direct product thereof, for any proscribed end-use, or to any proscribed country, entity or person (wherever located), without proper authorization from the U.S. and/or foreign government. You further agree to assume responsibility for and bear all expenses relating to your compliance with the described laws, regulations, rules and orders, and obtaining all necessary authorizations and clearances.
23. High Risk Activity. The AOL IM Network and AOL Services are not fault-tolerant and are not designed, manufactured or intended for use in environments in which their failure could lead directly to death, personal injury, or severe physical or environmental damage, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems ("High Risk Activities"). ACCORDINGLY, AOL AND ITS LICENSORS SPECIFICALLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES. YOU AGREE THAT THE AOL GROUP WILL NOT BE LIABLE FOR ANY CLAIMS OR DAMAGES ARISING FROM THE USE OF THE AOL IM NETWORK OR AOL SERVICES IN SUCH APPLICATIONS.
24. U.S. Government End Users. The items provided by AOL to you are "commercial items," as that term is defined in 48 C.F.R. 2.101, and may consist of "commercial software" and "commercial computer documentation," as such terms are used in 48 C.F.R. 12.212 (Sept. 1995) and 48 C.F.R. 227.7202 (June 1995). Consistent with 48 C.F.R. 12.212, 48 C.F.R. 27.405(b) (2) (June 1998) and 48 C.F.R. 227.7202, all U.S. Government End Users acquire the items provided by AOL with only those rights as set forth herein.
25. Electronic Notices. YOU CONSENT TO AOL PROVIDING YOU ANY INFORMATION AND NOTICES REGARDING THE AOL IM NETWORK ("NOTICES") IN ELECTRONIC FORM. AOL MAY PROVIDE NOTICES TO YOU (1) VIA E-MAIL IF YOU HAVE PROVIDED AOL WITH A VALID EMAIL ADDRESS OR (2) BY POSTING THE NOTICE ON A WEBSITE DESIGNATED BY AOL FOR THIS PURPOSE. The delivery of any Notice is effective when sent or posted by AOL, regardless of whether you read the Notice or actually receive delivery. You can withdraw your consent to receive Notices electronically by discontinuing your use of the AOL IM Network with your Bot.
26. Injunctive Relief. You acknowledge and agree that, notwithstanding any other provisions of this Agreement, your breach or threatened breach of this Agreement shall cause AOL irreparable damage for which recovery of money damages would be inadequate and that AOL, therefore, may obtain timely injunctive relief to protect its rights under this Agreement in addition to any and all other remedies available at law or in equity.
27. No Support by AOL. You understand that AOL provides no assistance with the AOL IM Network or AOL Services pursuant to this Agreement, nor shall AOL be responsible for any assistance to you with respect to your or any of your end users' use of the AOL IM Network, AOL Services or AOL Software provided therewith. AOL is under no obligation to provide you with any error corrections, updates, upgrades, bug fixes and/or enhancements.
28. Relationship. Your participation in the Bot Program does not create any partnership, joint venture or agency relationship between you and AOL. Neither you nor AOL has the power to direct or control the day to day activities of the other or to create or assume any obligation on behalf of the other.
29. Miscellaneous. (i) This Agreement constitutes the entire agreement between you and AOL concerning the subject matter of this Agreement, which may only be modified by AOL. (ii) This Agreement shall be governed by the laws of the Commonwealth of Virginia, U.S.A., excluding its conflict of law provisions. (iii) You agree that jurisdiction for any claim or dispute arising under this Agreement resides exclusively in the federal and state courts of the Commonwealth of Virginia and you consent to the personal jurisdiction thereof. (iv) This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. (v) If any part of this Agreement is held invalid or unenforceable, that part shall be construed to reflect the parties' original intent as nearly as practicable, and the remaining portions remain in full force and effect, or AOL may at its option instead terminate this Agreement. (vi) The controlling language of this Agreement is English. If you have received a translation into another language, it has been provided for your convenience only. (vii) A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. (viii) You may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein. AOL may assign this Agreement to any entity at its sole discretion. (ix) This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors and permitted assigns. (x) Neither party shall be in default or be liable for any delay, failure in performance or interruption of service resulting directly or indirectly from any cause beyond its reasonable control.