ANSCA INC.
REGISTERED CORONA DEVELOPER AGREEMENT
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND ANSCA INC. ("ANSCA") STATING THE TERMS THAT GOVERN YOUR PARTICIPATION AS A REGISTERED CORONA DEVELOPER. PLEASE READ THIS REGISTERED CORONA DEVELOPER AGREEMENT ("AGREEMENT") BEFORE PRESSING THE "I AGREE" BUTTON AND CHECKING THE BOX AT THE BOTTOM OF THIS PAGE. BY PRESSING "I AGREE," YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, PRESS "CANCEL" AND YOU WILL BE UNABLE TO BECOME A REGISTERED CORONA DEVELOPER.
Registered Corona Developer Agreement
1. Relationship With Ansca Inc. ("Ansca") Ansca ID and Password. You understand and agree that by becoming a Registered Corona Developer, no legal partnership or agency relationship is created between you and Ansca. Neither you nor Ansca is a partner, an agent or has any authority to bind the other. You agree not to represent otherwise. You also certify that you are of the legal age of majority in the jurisdiction in which you reside (at least 18 years of age in many countries) and you represent that you are legally permitted to become a Registered Corona Developer. This Agreement is void where prohibited by law and the right to become a Registered Corona Developer is not granted in such jurisdictions. As a Registered Corona Developer, you cannot transfer any benefits you receive from Ansca in connection with being a Registered Corona Developer. The Ansca ID and password you use to login as a Registered Corona Developer cannot be shared in any way or with any one. You are responsible for maintaining the confidentiality of your Ansca ID and password and for any activity in connection with your account. Notwithstanding the foregoing restrictions in this Section 1, if you are the parent or legal guardian of individuals between the ages of 13 and the legal age of majority in the jurisdiction in which you reside, you may allow such individuals to share your Ansca ID and password for their use solely under your supervision and only in accordance with this Agreement. You are responsible for such individuals' compliance with and violations of this Agreement and any other Ansca agreements.
2. Developer Benefits. As a Registered Corona Developer, you may have the opportunity to attend certain Ansca developer conferences, technical talks, and other events (including online or electronic broadcasts of such events) ("Ansca Events"). In addition, Ansca may offer to provide you with certain services ("Services"), as described more fully herein and on the Registered Corona Developer web pages ("Site"), solely for your own personal use (except as otherwise permitted in Section 1) in connection with your participation as a Registered Corona Developer and not for the benefit of any third party. Services may include, but not be limited to, any services Ansca offers on the Site as well as the offering of any content or materials displayed on the Site ("Content"). Ansca may change, suspend or discontinue providing the Services, Site and Content to you at any time, and may impose limits on certain features and materials offered or restrict your access to parts or all of materials without notice or liability.
3. Restrictions. You agree not to exploit the Site, or any Services or Content provided to you as a Registered Corona Developer, in any unauthorized way, including but not limited to, by trespass, burdening network capacity or using the Services, Site or Content other than for authorized purposes. Any attempt to do so is a violation of the rights of Ansca and its licensors. Copyright and other intellectual property laws protect the Site and Content provided to you, and you agree to abide by and maintain all notices, license information, and restrictions contained therein. Unless expressly permitted herein or otherwise permitted in a separate agreement with Ansca, you may not modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works based on, redistribute, perform, display, or in any way exploit any of the Site, Content or Services in whole or in part. You may not decompile, reverse engineer, disassemble, attempt to derive the source code of any security components or any software components of the Services, Site or of the Content (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by any licensing terms accompanying the foregoing). Use of the Site, Content or Services to violate, tamper with, or circumvent the security of any computer network, software, passwords, encryption codes, technological protection measures, or to otherwise engage in any kind of illegal activity, or to enable others to do so, is expressly prohibited. Ansca retains ownership of all its rights in the Site, Content, and Services, and except as expressly set forth herein, no other rights or licenses are granted or to be implied under any Ansca intellectual property.
4. Confidentiality. You agree that any Ansca pre-release software (including related documentation and materials) and any information disclosed by Ansca to you in connection with Ansca Events (defined below) will be considered and referred to as "Ansca Confidential Information". Notwithstanding the foregoing, Ansca Confidential Information will not include: (i) information that is generally and legitimately available to the public through no fault or breach of yours, (ii) information that is generally made available to the public by Ansca, (iii) information that is independently developed by you without the use of any Ansca Confidential Information, (iv) information that was rightfully obtained from a third party who had the right to transfer or disclose it to you without limitation, or (v) any third party software and/or documentation provided to you by Ansca and accompanied by licensing terms that do not impose confidentiality obligations on the use or disclosure of such software and/or documentation.
5. Nondisclosure and Nonuse of Ansca Confidential Information. Unless otherwise expressly agreed or permitted in writing by Ansca, you agree not to disclose, publish, or disseminate any Ansca Confidential Information to anyone other than to other Registered Corona Developers who are employees and contractors working for the same entity as you and then only to the extent that Ansca does not otherwise prohibit such disclosure. Except for your Authorized Purposes as a Registered Corona Developer or as otherwise expressly agreed or permitted by Ansca in writing, you agree not to use Ansca Confidential Information in any way, including, without limitation, for your own or any third party's benefit without the prior written approval of an authorized representative of Ansca in each instance. You further agree to take reasonable precautions to prevent any unauthorized use, disclosure, publication, or dissemination of Ansca Confidential Information. You acknowledge that unauthorized disclosure or use of Ansca Confidential Information could cause irreparable harm and significant injury to Ansca that may be difficult to ascertain. Accordingly, you agree that Ansca will have the right to seek immediate injunctive relief to enforce your obligations under this Agreement in addition to any other rights and remedies it may have.
6. Amendment; Communication. Ansca reserves the right, at its discretion, to modify this Agreement, including any rules and policies at any time. You will be responsible for reviewing and becoming familiar with any such modifications (including new terms, updates, revisions, supplements, modifications, and additional rules, policies, terms and conditions)("Additional Terms") communicated to you by Ansca. All Additional Terms are hereby incorporated into this Agreement by this reference and your continued use of the Site will indicate your acceptance of any Additional Terms. In addition, Ansca may be sending communications to you from time to time. Such communications may be in the form of phone calls and/or emails and may include, but not be limited to, marketing materials, technical information, and updates and/or changes regarding your participation as a Registered Corona Developer. By agreeing to this Agreement, you consent that Ansca may provide you with such communications.
7. Term and Termination. Ansca may terminate or suspend you as a Registered Corona Developer at any time in Ansca's sole discretion. You may terminate your participation as a Registered Corona Developer at any time, for any reason, by notifying Ansca in writing of your intent to do so. Upon any termination or, at Ansca's discretion, suspension, all rights and licenses granted to you by Ansca will cease, including your right to access the site, and you agree to destroy any and all Ansca Confidential Information that is in your possession or control. At Ansca's request, you agree to provide certification of such destruction to Ansca. No refund or partial refund of any fees paid hereunder or any other fees will be made for any reason. Following termination of this Agreement Sections 1, 3-5, 7-16 shall continue to bind the parties.
8. Ansca Independent Development. Nothing in this Agreement will impair Ansca's right to develop, acquire, license, market, promote or distribute products, software or technologies that perform the same or similar functions as, or otherwise compete with, any other products, software or technologies that you may develop, produce, market, or distribute. In the absence of a separate written agreement to the contrary, Ansca will be free to use any information, suggestions or recommendations you provide to Ansca pursuant to this Agreement for any purpose, subject to any applicable patents or copyrights.
9. Use Of Ansca Trademarks, Logos, etc. You agree not to use the marks "Ansca," the Ansca Logo, "Corona," or any other marks belonging or licensed to Ansca in any way except as expressly authorized in writing by Ansca in each instance. You agree that all goodwill arising out of your authorized use of Ansca's marks shall inure to the benefit of and belong to Ansca.
10. No Warranty. ANSCA DOES NOT PROMISE THAT THE SITE, CONTENT, SERVICES (INCLUDING, FUNCTIONALITY OR FEATURES OF THE FOREGOING), OR INFORMATION THAT YOU RECEIVE AS A REGISTERED CORONA DEVELOPER (COLLECTIVELY, THE "SERVICE" FOR PURPOSES OF THIS SECTION 11 AND 12) WILL BE ACCURATE, ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED. THE SERVICE IS PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS AND THE SERVICE IS SUBJECT TO CHANGE WITHOUT NOTICE. ANSCA CANNOT ENSURE THAT ANY FILES, INFORMATION OR OTHER DATA YOU ACCESS OR DOWNLOAD FROM THE SERVICE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES AND ANSCA DISCLAIMS ANY LIABILITY RELATED THERETO. ANSCA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ANSCA DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE SERVICE. YOU ASSUME TOTAL RESPONSIBILITY AND ALL RISKS FOR YOUR USE OF THE SERVICE, INCLUDING, BUT NOT LIMITED TO, ANY INFORMATION OBTAINED THEREON. YOUR SOLE REMEDY AGAINST ANSCA FOR DISSATISFACTION WITH THE SERVICE IS TO STOP USING THE SERVICE. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES. To the extent that Ansca makes available any pre-release or other products, services or information related thereto available to you, you understand that Ansca is under no obligation to provide updates, enhancements, or corrections, or to notify you of any product or services changes that Ansca may make, or to publicly announce or introduce the product(s) or service at any time in the future.
11. Disclaimer of Liability. UNDER NO CIRCUMSTANCES SHALL ANSCA BE LIABLE WITH RESPECT TO THE SERVICE FOR SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES RESULTING FROM DELAY OF DELIVERY OR FROM LOSS OF PROFITS, DATA, BUSINESS OR GOODWILL, ON ANY THEORY OF LIABILITY, WHETHER ARISING UNDER TORT (INCLUDING NEGLIGENCE), CONTRACT OR OTHERWISE, WHETHER OR NOT ANSCA HAS BEEN ADVISED OR IS AWARE OF THE POSSIBILITY OF SUCH DAMAGES. IF, NOTWITHSTANDING ANY OTHER PROVISIONS OF THIS AGREEMENT, ANSCA IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS THAT ARISES OUT OF OR IS IN ANY WAY CONNECTED TO YOUR USE OF THE SERVICE, ANSCA'S ENTIRE LIABILITY FOR DIRECT DAMAGES UNDER THIS AGREEMENT SHALL BE LIMITED TO FIFTY DOLLARS ($50.00).
12. Third-Party Notices. Third party software provided by Ansca to you as a Registered Corona Developer may be accompanied by its own licensing terms, in which case such licensing terms will govern your use of that particular third party software. Mention of third parties and third party products in any materials, advertising, promotions or coupons provided to you as a Registered Corona Developer is for informational purposes only and constitutes neither an endorsement nor a recommendation. All third party product specifications and descriptions are supplied by the respective vendor or supplier, and Ansca shall have no responsibility with regard to the selection, performance, or use of these vendors or products. All understandings, agreements, or warranties, if any, take place directly between the vendors and the prospective users.
13. Export Control. You may not use or otherwise export or re-export any Ansca Confidential Information received from Ansca except as authorized by United States law and the laws of the jurisdiction in which the Ansca Confidential Information was obtained. In particular, but without limitation, the Ansca Confidential Information may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List. By becoming a Registered Corona Developer or using any Ansca Confidential Information, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use any Ansca Confidential Information for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of nuclear, chemical or biological weapons.
14. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of California, as applied to agreements entered into and to be performed entirely within California between California residents. The parties further submit to and waive any objections to personal jurisdiction of and venue in any of the following forums: U.S. District Court for the Northern District of California, California Superior Court for Santa Clara County, Santa Clara County Municipal Court, or any other forum in Santa Clara County, for any disputes arising out of this Agreement.
15. Government End Users. Certain Ansca Confidential Information may be considered "Commercial Items", as that term is defined at 48 C.F.R. §2.101, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights reserved under the copyright laws of the United States.
16. Miscellaneous. No delay or failure to take action under this Agreement will constitute a waiver unless expressly waived in writing, signed by a duly authorized representative of Ansca, and no single waiver will constitute a continuing or subsequent waiver. This Agreement will bind your successors but may not be assigned, in whole or part, by you without the written approval of an authorized representative of Ansca. Any non-conforming assignment shall be null and void. If any provision is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior or contemporaneous understandings regarding such subject matter. No addition to or removal or modification of any of the provisions of this Agreement will be binding upon Ansca unless made in writing and signed by an authorized representative of Ansca. The parties hereto confirm that they have requested that this Agreement and all attachments and related documents be drafted in English. Les parties ont exigé que le présent contrat et tous les documents connexes soient rédigés en anglais.
Rev. 06/20/09