diff --git a/.DS_Store b/.DS_Store new file mode 100644 index 00000000..1855a3d5 Binary files /dev/null and b/.DS_Store differ diff --git a/CODE_OF_CONDUCT.md b/CODE_OF_CONDUCT.md index 1a1df673..2952b829 100644 --- a/CODE_OF_CONDUCT.md +++ b/CODE_OF_CONDUCT.md @@ -34,7 +34,7 @@ This Code of Conduct applies both within project spaces and in public spaces whe ## Enforcement -Instances of abusive, harassing, or otherwise unacceptable behavior may be reported by contacting the project team at contact@support.github.com. The project team will review and investigate all complaints, and will respond in a way that it deems appropriate to the circumstances. The project team is obligated to maintain confidentiality with regard to the reporter of an incident. Further details of specific enforcement policies may be posted separately. +Instances of abusive, harassing, or otherwise unacceptable behavior may be reported by contacting the project team at contact@omnibuilds.com. The project team will review and investigate all complaints, and will respond in a way that it deems appropriate to the circumstances. The project team is obligated to maintain confidentiality with regard to the reporter of an incident. Further details of specific enforcement policies may be posted separately. Project maintainers who do not follow or enforce the Code of Conduct in good faith may face temporary or permanent repercussions as determined by other members of the project's leadership. diff --git a/CONTRIBUTING.md b/CONTRIBUTING.md index 9edaa791..8c94c57b 100644 --- a/CONTRIBUTING.md +++ b/CONTRIBUTING.md @@ -2,12 +2,6 @@ Hi there! We're thrilled that you'd like to contribute to our Site Policies. Your help is essential. Our [README](README.md) describes the project, its purpose, and caveats, and is necessary reading for contributors. -Contributions to this project are dedicated to the public domain under [CC0-1.0](LICENSE.md). - -Remember that information in this repo [is not legal advice and comes without warranty](README.md#disclaimer). - -Please note that this project is released with a [Contributor Code of Conduct](CODE_OF_CONDUCT.md). By participating in this project you agree to abide by its terms. - ## Getting Started As we mentioned in the README, we're mostly looking for contributions to a few of our policies, which are listed below. However, just because a policy is on the list, it does not mean that the terms are flexible. The current Terms of Service can found on our website, at https://help.github.com/articles/github-terms-of-service/, and all Users must agree to them before using our website. We've opened this repo to provide more transparency around the updates to those Terms of Service, to allow you all to help us improve them, and to do so the GitHub way. Here are the policies we're currently hoping you'll contribute to: diff --git a/Policies/dmca-takedown-policy.md b/Policies/dmca-takedown-policy.md index db2d1f26..36e4aabf 100644 --- a/Policies/dmca-takedown-policy.md +++ b/Policies/dmca-takedown-policy.md @@ -4,12 +4,11 @@ redirect_from: - /dmca/ - /dmca-takedown/ - /dmca-takedown-policy/ - - /articles/dmca-takedown/ ---- + - /articles/dmca-takedown + --- -Welcome to GitHub's Guide to the Digital Millennium Copyright Act, commonly known as the "DMCA." This page is not meant as a comprehensive primer to the statute. However, if you've received a DMCA takedown notice targeting content you've posted on GitHub or if you're a rights-holder looking to issue such a notice, this page will hopefully help to demystify the law a bit as well as our policies for complying with it. +Welcome to OmniBuilds's Guide to the Digital Millennium Copyright Act, commonly known as the "DMCA." This page is not meant as a comprehensive primer to the statute. However, if you've received a DMCA takedown notice targeting content you've posted on OmniBuilds or if you're a rights-holder looking to issue such a notice, this page will hopefully help to demystify the law a bit as well as our policies for complying with it. -(If you just want to submit a notice, you can [skip to the end](#f-submitting-notices).) As with all legal matters, it is always best to consult with a professional about your specific questions or situation. We strongly encourage you to do so before taking any action that might impact your rights. This guide isn't legal advice and shouldn't be taken as such. @@ -17,60 +16,60 @@ As with all legal matters, it is always best to consult with a professional abou In order to understand the DMCA and some of the policy lines it draws, it's perhaps helpful to consider life before it was enacted. -Before the DMCA, an Internet-based service provider like GitHub could be liable for copyright infringement in the United States just for hosting its users' pictures, music, videos or code. This was true even if it had no actual knowledge of any infringing content. This was a problem, since even a single claim of copyright infringement can carry statutory damages of up to $150,000. With potential damages that high multiplied across millions of users, cloud-computing and user-generated content sites like YouTube, Facebook or GitHub probably [never would have existed](http://arstechnica.com/tech-policy/2015/04/how-the-dmca-made-youtube/) (or at least not without passing some of that cost downstream to their users). +Before the DMCA, an Internet-based service provider like OmniBuids could be liable for copyright infringement in the United States just for hosting its users' pictures, music, videos or code. This was true even if it had no actual knowledge of any infringing content. This was a problem, since even a single claim of copyright infringement can carry statutory damages of up to $150,000. With potential damages that high multiplied across millions of users, cloud-computing and user-generated content sites like YouTube, Facebook or OmniBuilds probably [never would have existed](http://arstechnica.com/tech-policy/2015/04/how-the-dmca-made-youtube/) (or at least not without passing some of that cost downstream to their users). -The DMCA attempted to fix this problem by creating a so-called copyright liability "safe harbor" for internet service providers hosting allegedly infringing user-generated content. (*See* [U.S. Code, Title 17, Section 512](http://www.copyright.gov/title17/92chap5.html#512).) Essentially, so long as a service provider follows the DMCA's notice-and-takedown rules, it won't be liable for copyright infringement based on user-generated content. Because of this it is important for GitHub to maintain its DMCA safe-harbor status. +The DMCA attempted to fix this problem by creating a so-called copyright liability "safe harbor" for internet service providers hosting allegedly infringing user-generated content. (*See* [U.S. Code, Title 17, Section 512](http://www.copyright.gov/title17/92chap5.html#512).) Essentially, so long as a service provider follows the DMCA's notice-and-takedown rules, it won't be liable for copyright infringement based on user-generated content. Because of this it is important for OmniBuilds to maintain its DMCA safe-harbor status. ### DMCA Notices In a Nutshell -The DMCA provides two simple, straightforward procedures that all GitHub users should know about: (i) a [takedown-notice](/articles/guide-to-submitting-a-dmca-takedown-notice) procedure for copyright holders to request that content be removed; and (ii) a [counter-notice](/articles/guide-to-submitting-a-dmca-counter-notice) procedure for users to get content reenabled when content is taken down by mistake. +The DMCA provides two simple, straightforward procedures that all OmniBuilds users should know about: (i) a [takedown-notice](/articles/guide-to-submitting-a-dmca-takedown-notice) procedure for copyright holders to request that content be removed; and (ii) a [counter-notice](/articles/guide-to-submitting-a-dmca-counter-notice) procedure for users to get content reenabled when content is taken down by mistake. -DMCA [takedown notices](/articles/guide-to-submitting-a-dmca-takedown-notice) are used by copyright owners to ask GitHub to take down infringing content. If you are a software designer or developer, you create copyrighted content every day. If someone else is using your copyrighted content in an unauthorized manner on GitHub you can send us a DMCA takedown notice to request that the infringing content be changed or removed. +DMCA [takedown notices](/articles/guide-to-submitting-a-dmca-takedown-notice) are used by copyright owners to ask OmniBuilds to take down infringing content. If you are a hardware designer or developer, you create copyrighted content every day. If someone else is using your copyrighted content in an unauthorized manner on OmniBuilds you can send us a DMCA takedown notice to request that the infringing content be changed or removed. -On the other hand, [counter notices](/articles/guide-to-submitting-a-dmca-counter-notice) can be used to correct mistakes. Maybe the person sending the takedown notice does not hold the copyright or did not realize that you have a license or made some other mistake in their takedown notice. Since GitHub usually cannot know if there has been a mistake, the DMCA counter notice allows you to let us know and ask that we put the content back up. +On the other hand, [counter notices](/articles/guide-to-submitting-a-dmca-counter-notice) can be used to correct mistakes. Maybe the person sending the takedown notice does not hold the copyright or did not realize that you have a license or made some other mistake in their takedown notice. Since OmniBuilds usually cannot know if there has been a mistake, the DMCA counter notice allows you to let us know and ask that we put the content back up. ### A. How Does This Actually Work? -The DMCA framework is a bit like passing notes in class. The copyright owner hands GitHub a complaint about a user. If it's written correctly, we pass the complaint along to the user. If the user disputes the complaint, they can pass a note back saying so. GitHub exercises little discretion in the process other than determining whether the notices meet the minimum requirements of the DMCA. It is up to the parties (and their lawyers) to evaluate the merit of their claims, bearing in mind that notices must be made under penalty of perjury. +The DMCA framework is a bit like passing notes in class. The copyright owner hands OmniBuilds a complaint about a user. If it's written correctly, we pass the complaint along to the user. If the user disputes the complaint, they can pass a note back saying so. OmniBuilds exercises little discretion in the process other than determining whether the notices meet the minimum requirements of the DMCA. It is up to the parties (and their lawyers) to evaluate the merit of their claims, bearing in mind that notices must be made under penalty of perjury. Here are the basic steps in the process. -1. **Copyright Owner Investigates.** A copyright owner should always conduct an initial investigation to confirm both (a) that they own the copyright to an original work and (b) that the content on GitHub is unauthorized and infringing. -> **Example:** An employee of Acme Web Company finds some of the company's code in a GitHub repository. Acme Web Company licenses its source code out to several trusted partners. Before sending in a take-down notice, Acme should review those licenses and its agreements to confirm that the code on GitHub is not authorized under any of them. +1. **Copyright Owner Investigates.** A copyright owner should always conduct an initial investigation to confirm both (a) that they own the copyright to an original work and (b) that the content on OmniBuilds is unauthorized and infringing. +> **Example:** An employee of Acme Web Company finds some of the company's designs in a OmniBuilds Profile. Acme Web Company licenses its hardware designs out to several trusted partners. Before sending in a take-down notice, Acme should review those licenses and its agreements to confirm that the code on OmniBuilds is not authorized under any of them. -2. **Copyright Owner Sends A Notice.** After conducting an investigation, a copyright owner prepares and sends a [takedown notice](/articles/guide-to-submitting-a-dmca-takedown-notice) to GitHub. Assuming the takedown notice is sufficiently detailed according to the statutory requirements (as explained in the [how-to guide](/articles/guide-to-submitting-a-dmca-takedown-notice)), we will [post the notice](#d-transparency) to our [public repository](https://github.com/github/dmca) and pass the link along to the affected user. +2. **Copyright Owner Sends A Notice.** After conducting an investigation, a copyright owner prepares and sends a [takedown notice](/articles/guide-to-submitting-a-dmca-takedown-notice) to OmniBuilds. Assuming the takedown notice is sufficiently detailed according to the statutory requirements (as explained in the [how-to guide](/articles/guide-to-submitting-a-dmca-takedown-notice)), we will [post the notice](#d-transparency) to our [public repository](https://OmniBuilds.com/OmniBuilds/dmca) and pass the link along to the affected user. -3. **GitHub Asks User to Make Changes.** If the notice alleges that the entire contents of a repository infringe, we will skip to Step 6 and disable the entire repository expeditiously. Otherwise, because GitHub cannot disable access to specific files within a repository, we will contact the user who created the repository and give them approximately 24 hours to delete or modify the content specified in the notice. We'll notify the copyright owner if and when we give the user a chance to make changes. +3. **OmniBuilds Asks User to Make Changes.** If the notice alleges that the entire contents of a design infringe, we will skip to Step 6 and disable the entire design expeditiously. Otherwise, because OmniBuilds cannot disable access to specific files within a design, we will contact the user who created the design and give them approximately 24 hours to delete or modify the content specified in the notice. We'll notify the copyright owner if and when we give the user a chance to make changes. -4. **User Notifies GitHub of Changes.** If the user chooses to make the specified changes, they *must* tell us so within the approximately 24-hour window. If they don't, we will disable the repository (as described in Step 6). If the user notifies us that they made changes, we will verify that the changes have been made and then notify the copyright owner. +4. **User Notifies OmniBuilds of Changes.** If the user chooses to make the specified changes, they *must* tell us so within the approximately 24-hour window. If they don't, we will disable the repository (as described in Step 6). If the user notifies us that they made changes, we will verify that the changes have been made and then notify the copyright owner. -5. **Copyright Owner Revises or Retracts the Notice.** If the user makes changes, the copyright owner must review them and renew or revise their takedown notice if the changes are insufficient. GitHub will not take any further action unless the copyright owner contacts us to either renew the original takedown notice or submit a revised one. If the copyright owner is satisfied with the changes, they may either submit a formal retraction or else do nothing. GitHub will interpret silence longer than two weeks as an implied retraction of the takedown notice. +5. **Copyright Owner Revises or Retracts the Notice.** If the user makes changes, the copyright owner must review them and renew or revise their takedown notice if the changes are insufficient. OmniBuilds will not take any further action unless the copyright owner contacts us to either renew the original takedown notice or submit a revised one. If the copyright owner is satisfied with the changes, they may either submit a formal retraction or else do nothing. OmniBuilds will interpret silence longer than two weeks as an implied retraction of the takedown notice. -6. **GitHub May Disable Access to the Content.** GitHub will disable a user's content if: (i) the copyright owner has alleged copyright over the user's entire repository (as noted in Step 3); (ii) the user has not made any changes after being given an opportunity to do so (as noted in Step 4); or (iii) the copyright owner has renewed their takedown notice after the user had a chance to make changes. If the copyright owner chooses instead to *revise* the notice, we will go back to Step 2 and repeat the process as if the revised notice were a new notice. +6. **OmniBuilds May Disable Access to the Content.** OmniBuilds will disable a user's content if: (i) the copyright owner has alleged copyright over the user's entire repository (as noted in Step 3); (ii) the user has not made any changes after being given an opportunity to do so (as noted in Step 4); or (iii) the copyright owner has renewed their takedown notice after the user had a chance to make changes. If the copyright owner chooses instead to *revise* the notice, we will go back to Step 2 and repeat the process as if the revised notice were a new notice. -7. **User May Send A Counter Notice.** We encourage users who have had content disabled to consult with a lawyer about their options. If a user believes that their content was disabled as a result of a mistake or misidentification, they may send us a [counter notice](/articles/guide-to-submitting-a-dmca-counter-notice). As with the original notice, we will make sure that the counter notice is sufficiently detailed (as explained in the [how-to guide](/articles/guide-to-submitting-a-dmca-counter-notice)). If it is, we will [post it](#d-transparency) to our [public repository](https://github.com/github/dmca) and pass the notice back to the copyright owner by sending them the link. +7. **User May Send A Counter Notice.** We encourage users who have had content disabled to consult with a lawyer about their options. If a user believes that their content was disabled as a result of a mistake or misidentification, they may send us a [counter notice](/articles/guide-to-submitting-a-dmca-counter-notice). As with the original notice, we will make sure that the counter notice is sufficiently detailed (as explained in the [how-to guide](/articles/guide-to-submitting-a-dmca-counter-notice)). If it is, we will [post it](#d-transparency) to our [public repository](https://OmniBuilds.com/OmniBuilds/dmca) and pass the notice back to the copyright owner by sending them the link. -8. **Copyright Owner May File a Legal Action.** If a copyright owner wishes to keep the content disabled after receiving a counter notice, they will need to initiate a legal action seeking a court order to restrain the user from engaging in infringing activity relating to the content on GitHub. In other words, you might get sued. If the copyright owner does not give GitHub notice within 10-14 days, by sending a copy of a valid legal complaint filed in a court of competent jurisdiction, GitHub will reenable the disabled content. +8. **Copyright Owner May File a Legal Action.** If a copyright owner wishes to keep the content disabled after receiving a counter notice, they will need to initiate a legal action seeking a court order to restrain the user from engaging in infringing activity relating to the content on OmniBuilds. In other words, you might get sued. If the copyright owner does not give OmniBuilds notice within 10-14 days, by sending a copy of a valid legal complaint filed in a court of competent jurisdiction, OmniBuilds will reenable the disabled content. -### B. What About Forks? (or What's a Fork?) +### B. What About Clones? (or What's a Clone?) -One of the best features of [Git](https://git-scm.com/book/en/Getting-Started-Git-Basics) is the ability for users to "fork" one another's repositories. What does that mean? In essence, it means that users can make a copy of a project and then make changes to that copy to either push back to the main project or just keep as their own variation of a project. We call each of these copies a "[fork](/articles/github-glossary#fork)" of the original repository, which in turn may also be called the "parent" of the fork. +One of the best features of Clones is the ability for users to "Clone" one another's designs. What does that mean? In essence, it means that users can make a copy of a project and then make changes to that copy to either push back to the main project or just keep as their own variation of a project. We call each of these copies a "Clone" of the original design, which in turn may also be called the "parent design" of the clone. -GitHub *will not* automatically disable forks when disabling a parent repository. This is because forks belong to different users, may have been altered in significant ways, and may be licensed or used in a different way that is protected by the fair-use doctrine. GitHub does not conduct any independent investigation into forks. We expect copyright owners to conduct that investigation and, if they believe that the forks are also infringing, expressly include forks in their takedown notice. +OmniBuilds *will not* automatically disable Clones when disabling a parent design. This is because clones belong to different users, may have been altered in significant ways, and may be licensed or used in a different way that is protected by the fair-use doctrine. OmniBuilds does not conduct any independent investigation into clones. We expect copyright owners to conduct that investigation and, if they believe that the clones are also infringing, expressly include clones in their takedown notice. ### C. What If I Inadvertently Missed the Window to Make Changes? -We recognize that there are many valid reasons that you may not be able to make changes within the approximate 24-hour window we provide before your repository gets disabled. Maybe our message got flagged as spam, maybe you were on vacation, maybe you don't check that email account regularly, or maybe you were just busy. We get it. If you respond to let us know that you would have liked to make the changes, but somehow missed the first opportunity, we will re-enable the repository one additional time for approximately 24 hours to allow you to make the changes. Again, you must notify us that you have made the changes in order to keep the repository enabled after that 24-hour window, as noted above in [Step A.4](#a-how-does-this-actually-work). Please note that we will only provide this one additional chance. +We recognize that there are many valid reasons that you may not be able to make changes within the approximate 24-hour window we provide before your design gets disabled. Maybe our message got flagged as spam, maybe you were on vacation, maybe you don't check that email account regularly, or maybe you were just busy. We get it. If you respond to let us know that you would have liked to make the changes, but somehow missed the first opportunity, we will re-enable the repository one additional time for approximately 24 hours to allow you to make the changes. Again, you must notify us that you have made the changes in order to keep the repository enabled after that 24-hour window, as noted above in [Step A.4](#a-how-does-this-actually-work). Please note that we will only provide this one additional chance. ### D. Transparency -We believe that transparency is a virtue. The public should know what content is being removed from GitHub and why. An informed public can notice and surface potential issues that would otherwise go unnoticed in an opaque system. We post redacted copies of any legal notices we receive (including original notices, counter notices or retractions) at . We will not publicly publish your personal contact information; we will remove personal information (except for usernames in URLs) before publishing notices. We will not, however, redact any other information from your notice unless you specifically ask us to. Here are some examples of a published [notice](https://github.com/github/dmca/blob/master/2014/2014-05-28-Delicious-Brains.md) and [counter notice](https://github.com/github/dmca/blob/master/2014/2014-05-01-Pushwoosh-SDK-counternotice.md) for you to see what they look like. When we remove content, we will post a link to the related notice in its place. +We believe that transparency is a virtue. The public should know what content is being removed from OmniBuilds and why. An informed public can notice and surface potential issues that would otherwise go unnoticed in an opaque system. We post redacted copies of any legal notices we receive (including original notices, counter notices or retractions) at . We will not publicly publish your personal contact information; we will remove personal information (except for usernames in URLs) before publishing notices. We will not, however, redact any other information from your notice unless you specifically ask us to. Here are some examples of a published [notice](https://OmniBuilds.com/OmniBuilds/dmca/blob/master/2014/2014-05-28-Delicious-Brains.md) and [counter notice](https://OmniBuilds.com/OmniBuilds/dmca/blob/master/2014/2014-05-01-Pushwoosh-SDK-counternotice.md) for you to see what they look like. When we remove content, we will post a link to the related notice in its place. Please also note that, although we will not publicly publish unredacted notices, we may provide a complete unredacted copy of any notices we receive directly to any party whose rights would be affected by it. ### E. Repeated Infringement -It is the policy of GitHub, in appropriate circumstances and in its sole discretion, to disable and/or terminate the accounts of users who may infringe upon the copyrights or other intellectual property rights of GitHub and/or others. +It is the policy of OmniBuilds, in appropriate circumstances and in its sole discretion, to disable and/or terminate the accounts of users who may infringe upon the copyrights or other intellectual property rights of OmniBuilds and/or others. ### F. Submitting Notices @@ -80,7 +79,7 @@ If you are ready to submit a notice or a counter notice: ### Learn More and Speak Up -If you poke around the Internet, it is not too hard to find commentary and criticism about the copyright system in general and the DMCA in particular. While GitHub acknowledges and appreciates the important role that the DMCA has played in promoting innovation online, we believe that the copyright laws could probably use a patch or two—if not a whole new release. In software, we are constantly improving and updating our code. Think about how much technology has changed since 1998 when the DMCA was written. Doesn't it just make sense to update these laws that apply to software? +If you poke around the Internet, it is not too hard to find commentary and criticism about the copyright system in general and the DMCA in particular. While OmniBuilds acknowledges and appreciates the important role that the DMCA has played in promoting innovation online, we believe that the copyright laws could probably use a patch or two—if not a whole new release. In software, we are constantly improving and updating our code. Think about how much technology has changed since 1998 when the DMCA was written. Doesn't it just make sense to update these laws that apply to software? We don't presume to have all the answers. But if you are curious, here are a few links to scholarly articles and blog posts we have found with opinions and proposals for reform: @@ -91,4 +90,4 @@ We don't presume to have all the answers. But if you are curious, here are a few - [Opportunities for Copyright Reform](http://www.cato-unbound.org/issues/january-2013/opportunities-copyright-reform) (Cato Unbound) - [Fair Use Doctrine and the Digital Millennium Copyright Act: Does Fair Use Exist on the Internet Under the DMCA?](http://digitalcommons.law.scu.edu/lawreview/vol42/iss1/6/) (Santa Clara Law Review) -GitHub doesn't necessarily endorse any of the viewpoints in those articles. We provide the links to encourage you to learn more, form your own opinions, and then reach out to your elected representative(s) (e.g, in the [U.S. Congress](http://whoismyrepresentative.com/) or [E.U. Parliament](http://www.europarl.europa.eu/meps/en/map.html)) to seek whatever changes you think should be made. +OmniBuilds doesn't necessarily endorse any of the viewpoints in those articles. We provide the links to encourage you to learn more, form your own opinions, and then reach out to your elected representative(s) (e.g, in the [U.S. Congress](http://whoismyrepresentative.com/) or [E.U. Parliament](http://www.europarl.europa.eu/meps/en/map.html)) to seek whatever changes you think should be made. diff --git a/Policies/github-and-export-controls.md b/Policies/github-and-export-controls.md deleted file mode 100644 index 4a10c730..00000000 --- a/Policies/github-and-export-controls.md +++ /dev/null @@ -1,23 +0,0 @@ ---- -title: GitHub and Export Controls ---- - -GitHub.com, GitHub Enterprise, and the information you upload to either product may be subject to US export control laws, including U.S. Export Administration Regulations (the EAR). - -Although we've provided the following information below for your convenience, it is ultimately your responsibility to ensure that your use of GitHub's products and services comply with all applicable laws and regulations, including US export control laws. - -### GitHub.com - -GitHub.com, the cloud-hosted service offering available at [github.com](https://github.com) has not been audited for compliance with ITAR or other export controls, and does not currently offer the ability to restrict repository access by country. - -If you are looking to collaborate on ITAR- or other export-controlled data, we recommend you consider [GitHub Enterprise](https://enterprise.github.com), GitHub's on-premises offering. - -### GitHub Enterprise - -GitHub Enterprise is a self-hosted virtual appliance that can be run within your own datacenter or virtual private cloud. As such, GitHub Enterprise can be used to store ITAR- or other export-controlled information, however, end users are responsible for ensuring such compliance. - -GitHub has an Encryption Registration Number (ERN) of `R108186`. - -GitHub Enterprise is a commercial, mass-market product and has been assigned the Encryption Control Registration Number (ECCN) of `5D992.c` and may be exported to most destinations with no license required (NLR). - -GitHub Enterprise may not be sold to, exported, or re-exported to any country listed in Country Group E:1 in Supplement No. 1 to part 740 of the EAR. This list currently contains Cuba, Iran, North Korea, Sudan & Syria, but may be subject to change. diff --git a/Policies/github-corporate-terms-of-service.md b/Policies/github-corporate-terms-of-service.md deleted file mode 100644 index 31cce83f..00000000 --- a/Policies/github-corporate-terms-of-service.md +++ /dev/null @@ -1,353 +0,0 @@ ---- -title: GitHub Corporate Terms of Service ---- - -Thank you for choosing GitHub for your company's business needs. Please read our Corporate Terms of Service agreement carefully before accessing or using GitHub. Because it is such an important contract between us and our customers, we have tried to make it as clear as possible. For your convenience, we have presented these terms in a short non-binding summary followed by the full legal terms. - -### Summary - -| Section | What can you find there? | -| --- | --- | -| [A. Definitions](#a-definitions) | Some basic terms, defined in a way that will help you understand this agreement. Refer back up to this section for clarification. | -| [B. Account Terms](#b-account-terms) | These are the basic requirements of having an account on GitHub. | -| [C. Acceptable Use](#c-acceptable-use)| These are the basic rules you must follow when using your GitHub account. | -| [D. User-Generated Content](#d-user-generated-content) | You own the content you post on GitHub. However, you have some responsibilities regarding it, and we ask you to grant us some rights so we can provide services to you. | -| [E. Copyright & DMCA Policy](#e-copyright-infringement-and-dmca-policy) | This section talks about how GitHub will respond if you believe someone is infringing your copyrights on GitHub. | -| [F. Intellectual Property Notice](#f-intellectual-property-notice) | This describes GitHub's rights in the website and service. | -| [G. API Terms](#g-api-terms) | These are the rules for using GitHub's APIs, whether you are using the API for development or data collection. | -| [H. Additional Terms for GitHub Pages](#h-additional-terms-for-github-pages) | We have a few specific rules for content hosted using GitHub Pages. | -| [I. Additional Terms for GitHub Marketplace](#i-additional-terms-for-github-marketplace) | We have another set of terms for GitHub Marketplace. | -| [J. Advertising on GitHub](#j-advertising-on-github) | If you want to promote your content on GitHub, this section lays out some rules you must follow. | -| [K. Payment](#k-payment) | You are responsible for payment. We are responsible for billing you accurately. | -| [L. Cancellation and Termination](#l-cancellation-and-termination) | You may cancel this agreement and close your account at any time. | -| [M. Communications with GitHub](#m-communications-with-github) | We only use email and other electronic means to stay in touch with our users. We do not provide phone support. | -| [N. Disclaimer of Warranties](#n-disclaimer-of-warranties) | We provide our service as is, and we make no promises or guarantees about this service. **Please read this section carefully; you should understand what to expect.** | -| [O. Limitation of Liability](#o-limitation-of-liability) | Situations where either of us will be liable to the other for damages or losses arising from your use or inability to use the service or otherwise arising under this agreement are limited. **Please read this section carefully; it limits our obligations to you.** | -| [P. Release and Indemnification](#p-release-and-indemnification) | You are fully responsible for your and your Users' use of the service. | -| [Q. Changes to these Terms of Service](#q-changes-to-these-terms) | We may modify this agreement, but we will give you 30 days' notice of changes that affect your rights. | -| [R. Miscellaneous](#r-miscellaneous) | Please see this section for legal details including our choice of law. | - -### The GitHub Corporate Terms of Service -Effective date: May 22, 2017 - -### A. Definitions -**Short version:** *We use these basic terms throughout the agreement, and they have specific meanings. You should know what we mean when we use each of the terms. There's not going to be a test on it, but it's still useful information.* - -1. The “Agreement” refers, collectively, to all the terms, conditions, notices contained or referenced in this document (the “Corporate Terms of Service” or the "Terms") and all other operating rules, policies (including the GitHub Privacy Statement, available at [github.com/site/privacy](https://github.com/site/privacy)) and procedures that we may publish from time to time on the Website. Most of our site policies are available at [help.github.com/categories/site-policy](/categories/site-policy/). -2. The “Service” refers to the applications, software, products, and services provided by GitHub. -3. The “Website” refers to GitHub’s website located at [github.com](https://github.com/), and all content, services, and products provided by GitHub at or through the Website. It also refers to GitHub-owned subdomains of github.com, such as [education.github.com](https://education.github.com/) and [pages.github.com](https://pages.github.com/). These Terms also govern GitHub’s conference websites, such as [CodeConf.com](https://CodeConf.com/) and product websites, such as [atom.io](https://atom.io/). Occasionally, websites owned by GitHub may provide different or additional terms of service. If those additional terms conflict with this Agreement, the more specific terms apply to the relevant page or service. -4. "Customer", “You,” and “Your” refer to the company, or organization that has visited or is using the Website or Service; that accesses or uses any part of the account; or that directs the use of the account in the performance of its functions. Special terms may apply for business or government accounts (See [Section B(6): Additional Terms](#6-additional-terms)). -5. "User" refers to the individual who has visited or is using the Website or Service on your behalf; that accesses or uses any part of the account on your behalf; or that directs the use of the account in the performance of their functions on your behalf. A User must be at least 13 years of age. -6. “GitHub,” “We,” and “Us” refer to GitHub, Inc., as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents, and employees. -7. A "Corporate Account" refers to any account created by a User on behalf of an entity, such as a company, non-profit organization, or group. A Corporate Account may include a Business plan, a Team plan, or a Developer plan. -8. “Content” refers to content featured or displayed through the Website, including without limitation text, data, articles, images, photographs, graphics, software, applications, designs, features, and other materials that are available on the Website or otherwise available through the Service. "Content" also includes Services. “User-Generated Content” is Content, written or otherwise, created or uploaded by our Users. “Paid Content” is Content only available to Users who are participating in a payment plan, including private repositories. - -### B. Account Terms -**Short version:** *A human must create your account; the creator and Users of your account must be 13 or over; you must provide a valid email address; and you may not have more than one free account. You alone are responsible for your account and anything that happens while you are signed in to or using your account. You are responsible for keeping your account secure.* - -#### 1. Required Information -You must provide a valid email address and your company’s name in order to complete the signup process. Any other information requested, such as your real name, is optional, unless you upgrade to a paid account. Please see the section on [Payment](#k-payment) for information about paid accounts. - -#### 2. Corporate Terms Applicability -The Corporate Terms of Service Agreement applies only if you are entering into an agreement with GitHub on behalf of an entity, such as a company, non-profit organization, or group. If you are entering into an agreement with GitHub as an individual, you should not sign this Agreement; please use the [GitHub Terms of Service Agreement](/articles/github-terms-of-service). To the extent these terms conflict with any other terms you've accepted for use of GitHub.com, these terms will govern with respect to any work you do on GitHub on behalf of Customer. - -If you are entering into this Agreement on behalf of an entity, you represent that you are authorized to enter into the Agreement and bind the entity to these Terms. - -#### 3. Corporate Account Association -If you would like to associate your Corporate Account with a company name, we will do our best to confirm that association based on the information you provide to us. The more information you provide, the better able we will be to confirm that association. Information that helps us confirm a company's association with an account includes: the name of the business included at the time of acceptance of these Terms, the payment information, and the email addresses associated with the account. In the event that you do not provide sufficient information for us to confirm your company's association with the account, association will be determined by the email addresses and security settings within your account settings. - -#### 4. Corporate Account Requirements -You must create an individual account before you can create a Corporate Account. We have a few simple rules for individual accounts on GitHub: - -- You must be a human to create an account. Accounts registered by "bots" or other automated methods are not permitted. We do permit machine accounts: - - A machine account is an account set up by an individual human who accepts the Terms on behalf of the account, provides a valid email address, and is responsible for its actions. A machine account is used exclusively for performing automated tasks. Multiple users may direct the actions of a machine account, but the owner of the account is ultimately responsible for the machine's actions. You may maintain no more than one free machine account in addition to your free personal account. -- One person or legal entity may maintain no more than one free account (if you choose to control a machine account as well, that's fine, but it can only be used for running a machine). -- You may not create an account for the use of any User under the age of 13. While we are thrilled to see brilliant young coders get excited by learning to program, we must comply with United States law. GitHub does not target our Service to children under 13, and we do not permit any Users under 13 on our Service. If we learn of any User under the age of 13, we will [terminate that User’s account immediately](#l-cancellation-and-termination). If you are a resident of a country outside the United States, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws. -- Your login may only be used by one person — i.e., a single login may not be shared by multiple people. A paid organization account may create separate logins for as many users as its subscription allows. -- Overall, the number of Users must not exceed the number of accounts you've ordered from us. - -#### 5. User Account Security -You are responsible for keeping your account secure while using GitHub. We offer tools such as two-factor authentication to help you maintain your account's security, but the content of your account and its security are up to you. -- You are responsible for all content posted and activity that occurs under its account (even when content is posted by others who have accounts under your account). -- You are responsible for maintaining the security of its account and password. GitHub cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. -- You will promptly [notify GitHub](https://github.com/contact/) if you become aware of any unauthorized use of, or access to, our Service through your account, including any unauthorized use of your password or account. - -#### 6. Additional Terms -In some situations, third parties' terms may apply to your use of GitHub. For example, you may be a member of an organization on GitHub with its own terms or license agreements; you may download an application that integrates with GitHub; or you may use GitHub to authenticate to another service. Please be aware that while these Terms are our full agreement with you, other parties' terms govern their relationships with you. - -If you are a government User or otherwise accessing or using any GitHub Service in a government capacity, this [Government Amendment to GitHub Terms of Service](/articles/amendment-to-github-terms-of-service-applicable-to-u-s-federal-government-users/) applies to you, and you agree to its provisions. - -If you have signed up for a Business Plan, the [Business Plan Addendum](/articles/github-business-plan-addendum/) applies to you, and you agree to its provisions. - -If you are an owner or administrator of an Organization on GitHub, additional terms may govern your relationship with us and supersede this Agreement. - -### C. Acceptable Use -**Short version:** *GitHub hosts a wide variety of collaborative projects from all over the world, and that collaboration only works when our users are able to work together in good faith. While using the service, you must follow this Acceptable Use Policy, which includes some restrictions on content you can post, conduct on the service, and other limitations. In short, be excellent to each other.* - -#### 1. Compliance with Laws and Regulations -Your use of the Website and Service must not violate any applicable laws, including copyright or trademark laws, export control laws, or other laws in your jurisdiction. You are responsible for making sure that your and your Users' use of the Service is in compliance with laws and any applicable regulations. - -#### 2. Content Restrictions -You agree that under no circumstances will you or your Users upload, post, host, or transmit any content that: - -- is unlawful or promotes unlawful activities; -- is or contains sexually obscene content; -- is libelous, defamatory, or fraudulent; -- is discriminatory or abusive toward any individual or group; -- contains or installs any active malware or exploits, or uses our platform for exploit delivery (such as part of a command and control system); or -- infringes on any proprietary right of any party, including patent, trademark, trade secret, copyright, right of publicity, or other rights. - -#### 3. Conduct Restrictions -While using GitHub, you agree that under no circumstances, will you or your Users: -- harass, abuse, threaten, or incite violence towards any individual or group, including GitHub employees, officers, and agents, or other GitHub Users; -- use our servers for any form of excessive automated bulk activity (for example, spamming), or relay any other form of unsolicited advertising or solicitation through our servers, such as get-rich-quick schemes; -- attempt to disrupt or tamper with GitHub's servers in ways that could harm our Website or Service, to place undue burden on GitHub's servers through automated means, or to access GitHub's Service in ways that exceed your authorization (other than those authorized by the [GitHub Bug Bounty program](https://bounty.github.com/)); -- impersonate any person or entity, including any of our employees or representatives, including through false association with GitHub, or by fraudulently misrepresenting your identity or site's purpose; or -- violate the privacy of any third party, such as by posting another person's personal information without consent. - -#### 4. Services Usage Limits -You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without GitHub's express written permission. - -#### 5. Scraping -Scraping refers to extracting data from our Website via an automated process, such as a bot or webcrawler. It does not refer to the collection of information through GitHub's API. Please see [Section G](#g-api-terms) for our API Terms. You may scrape the website for the following reasons: -- Researchers may scrape public, non-personal information from GitHub for research purposes, only if any publications resulting from that research are open access. -- Archivists may scrape GitHub for public data for archival purposes. - -You may not scrape GitHub for spamming purposes, including for the purposes of selling GitHub users' personal information, such as to recruiters, headhunters, and job boards. - -All use of GitHub data gathered through scraping must comply with the [GitHub Privacy Statement](https://github.com/site/privacy). - -#### 6. Privacy -Misuse of GitHub Users' Personal Information is prohibited. - -Any person, entity, or service collecting data from GitHub must comply with the [GitHub Privacy Statement](https://github.com/site/privacy), particularly in regards to the collection of our Users' Personal Information (as defined in the GitHub Privacy Statement). If you collect any GitHub User's Personal Information from GitHub, you agree that you will only use the Personal Information you gather for the purpose for which our User has authorized it. You agree that you will reasonably secure any Personal Information you have gathered from GitHub, and you will respond promptly to complaints, removal requests, and "do not contact" requests from GitHub or GitHub Users. - -#### 7. Excessive Bandwidth Use -If we determine your bandwidth usage to be significantly excessive in relation to other GitHub customers, we reserve the right to suspend your account or throttle your file hosting until you can reduce your bandwidth consumption. - -#### 8. User Protection -You agree not to engage in activity that significantly harms our Users. We will resolve disputes in favor of protecting our Users as a whole. - -### D. User-Generated Content -**Short version:** *You own content you create, but you allow us certain rights to it, so that we can display and share the content you post. You still have control over your content, and responsibility for it, and the rights you grant us are limited to those we need to provide the service. We have the right to remove content or close accounts if we need to.* - -#### 1. Responsibility for User-Generated Content -You may create User-Generated Content while using the Service. You are solely responsible for the content of, and any harm resulting from, any User-Generated Content that you or your Users post, upload, link to or otherwise makes available via the Service, regardless of the form of that Content. We are not responsible for any public display or misuse of your User-Generated Content. - -#### 2. Ownership of Content and Right to Post -You retain ownership of and responsibility for Content you and your Users create. If you're posting anything you or your Users did not create yourselves and on your behalf, you agrees that you and your Users will only submit Content that you have the right to post, and you will fully comply with any third party licenses relating to Content you and your Users post. - -#### 3. GitHub May Remove Content -We do not pre-screen User-Generated Content, but we have the right (though not the obligation) to refuse or remove any User-Generated Content that, in our sole discretion, violates any GitHub terms or policies. - -#### 4. License Grant to Us -Your Content belongs to you, and you are responsible for Content you post even if it does not belong to you. However, we need the legal right to do things like host it, publish it, and share it. You grant us and our legal successors the right to store and display your Content and make incidental copies as necessary to render the Website and provide the Service. - -That means you're giving us the right to do things like reproduce your content (so we can do things like copy it to our database and make backups); display it (so we can do things like show it to you and other users); modify it (so our server can do things like parse it into a search index); distribute it (so we can do things like share it with other users); and perform it (in case your content is something like music or video). - -This license does not grant GitHub the right to sell your Content or otherwise distribute it outside of our Service. - -#### 5. License Grant to Other Users -Any Content you or your Users post publicly, including issues, comments, and contributions to other Users' repositories, may be viewed by others. By setting your repositories to be viewed publicly, you agree to allow others to view and "fork" your repositories (this means that others may make their own copies of your Content in repositories they control). - -If you set your pages and repositories to be viewed publicly, you grant each User of GitHub a nonexclusive, worldwide license to access your Content through the GitHub Service, and to use, display and perform your Content, and to reproduce your Content solely on GitHub as permitted through GitHub's functionality. You may grant further rights if you [adopt a license](/articles/adding-a-license-to-a-repository/#including-an-open-source-license-in-your-repository). - -#### 6. Contributions Under Repository License -Whenever you make a contribution to a repository containing notice of a license, you license your contribution under the same terms, and you agree that you have the right to license your contribution under those terms. If you have a separate agreement to license your contributions under different terms, such as a contributor license agreement, that agreement will supercede. - -Isn't this just how it works already? Yep. This is widely accepted as the norm in the open-source community; it's commonly referred to by the shorthand "inbound=outbound". We're just making it explicit. - -#### 7. Moral Rights -You retain all moral rights to Content you upload, publish, or submit to any part of the Service, including the rights of integrity and attribution. However, you waive these rights and agree not to assert them against us, to enable us to reasonably exercise the rights granted in Section D.4, but not otherwise. You understand that you will not receive any payment for any of the rights granted in this Section. - -To the extent such an agreement is not enforceable by applicable law, you grant GitHub a nonexclusive, revocable, worldwide, royalty-free right to (1) use the Content without attribution strictly as necessary to render the Website and provide the Service; and (2) make reasonable adaptations of the Content as provided in this Section. We need these rights to allow basic functions like search to work. - -#### 8. Private Repositories -Paid accounts may have [private repositories](/articles/making-a-public-repository-private/), which allow the User to control access to Content. GitHub employees [only access private repositories when access is required for security or maintenance](/articles/github-security/#employee-access) or for support reasons, and then only with the consent of the repository owner. Because we respect your privacy in private repositories, you must respect the Terms of Service in everything you post to a private repository. If we have reason to believe the contents of a private repository are in violation of the law or of these Terms, we have the right to remove them. - -### E. Copyright Infringement and DMCA Policy -If you believe that content on our website violates your copyright, please contact us in accordance with our [Digital Millennium Copyright Act Policy](/articles/dmca-takedown-policy/). If you are a copyright owner and you believe that content on GitHub violates your rights, please contact us via [our convenient DMCA form](https://github.com/contact/dmca) or by emailing copyright@github.com. There may be legal consequences for sending a false or frivolous takedown notice. Before sending a takedown request, you must consider legal uses such as fair use and licensed uses. - -We will terminate the accounts of [repeat infringers](/articles/dmca-takedown-policy/#e-repeated-infringement) of this policy. - -### F. Intellectual Property Notice -**Short version:** *We own the service and all of our content. In order for you to use our content, we give you certain rights to it, but you may only use our content in the way we have allowed.* - -#### 1. GitHub's Rights to Content -GitHub and our licensors, vendors, agents, and/or our content providers retain ownership of all intellectual property rights of any kind related to the Website and Service. We reserve all rights that are not expressly granted to you under this Agreement or by law. The look and feel of the Website and Service is copyright © GitHub, Inc. All rights reserved. You may not duplicate, copy, or reuse any portion of the HTML/CSS, Javascript, or visual design elements or concepts without express written permission from GitHub. - -#### 2. GitHub Trademarks and Logos -If you’d like to use GitHub’s trademarks, you must follow all of our trademark guidelines, including those on our logos page: https://github.com/logos. - -#### 3. License to GitHub Policies -This Agreement is licensed under the [Creative Commons Attribution license](https://creativecommons.org/licenses/by/4.0/). You may use it freely under the terms of the Creative Commons license. - -### G. API Terms -**Short version:** *You agree to these Terms of Service, plus this Section G, when using any of GitHub's APIs (Application Provider Interface), including use of the API through a third party product that accesses GitHub.* - -#### 1. Limitation of Liability for API Use -You understand and agree that GitHub is not liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses (even if GitHub has been advised of the possibility of such damages), resulting from your use of the API or third-party products that access data via the API. - -#### 2. No Abuse or Overuse of the API -Abuse or excessively frequent requests to GitHub via the API may result in the temporary or permanent suspension of your account's access to the API. GitHub, in our sole discretion, will determine abuse or excessive usage of the API. We will make a reasonable attempt to warn you via email prior to suspension. - -You may not share API tokens to exceed GitHub's rate limitations. - -You may not use the API to download data or Content from GitHub for spamming purposes, including for the purposes of selling GitHub users' personal information, such as to recruiters, headhunters, and job boards. - -All use of the GitHub API is subject to these Terms of Service and the [GitHub Privacy Statement](https://github.com/site/privacy). - -GitHub may offer subscription-based access to our API for those Users who require high-throughput access or access that would result in resale of GitHub's Service. - -#### 3. GitHub May Terminate Your Use of the API -We reserve the right at any time to modify or discontinue, temporarily or permanently, your access to the API or any part of it with or without notice. - -### H. Additional Terms for GitHub Pages -**Short version:** *The GitHub Pages hosting service is subject to certain rules, in addition to the rest of the Terms.* - -Each GitHub account comes with access to the [GitHub Pages static hosting service](/articles/what-is-github-pages/). This hosting service is intended to host static web pages for GitHub users. GitHub Pages are subject to some specific bandwidth and usage limits, and may not be appropriate for some high-bandwidth uses. Please see our [GitHub Pages guidelines](/articles/what-is-github-pages/) for more information. - -GitHub reserves the right at all times to reclaim any GitHub subdomain without liability. - -### I. Additional Terms for GitHub Marketplace - -**Short version:** *GitHub Marketplace is subject to certain rules, in addition to the rest of this Agreement.* - -[GitHub Marketplace](https://github.com/marketplace) is a platform for developers of all kinds. Through GitHub Marketplace, you can list Developer Products (as defined in the [GitHub Marketplace Terms of Service](/articles/github-marketplace-terms-of-service/)) or buy others' Developer Products. Prior to submitting a project to be listed, you must agree to the [GitHub Marketplace Developer Agreement](/articles/github-marketplace-developer-agreement/). - -If you buy Developer Products, the [GitHub Marketplace Terms of Service](/articles/github-marketplace-terms-of-service/) controls your purchase. This Agreement, as well as the [GitHub Marketplace Terms of Service](/articles/github-marketplace-terms-of-service/), will govern your use of GitHub Marketplace. Many of these Developer Products are used exclusively for performing automated tasks. In addition, multiple Users may direct the actions of a Developer Product. However, if you purchase and/or set up a Developer Product on your account, or you are an owner of an account with an integrated Developer Product, then you will be responsible for the Developer Product's actions that are performed on or through your account. - -Any violation of the [GitHub Marketplace Terms of Service](/articles/github-marketplace-terms-of-service/) is also a violation of this Agreement. - -### J. Advertising on GitHub -**Short version:** *We do not generally prohibit use of GitHub for advertising. However, we expect our users to follow certain limitations, so GitHub does not become a spam haven. No one wants that.* - -#### 1. GitHub Pages -We offer Pages sites primarily as a showcase for personal and organizational projects. Some monetization efforts are permitted on Pages, such as donation buttons and crowdfunding links. - -#### 2. GitHub Repositories -GitHub repositories are intended to host Content. You may include static images, links, and promotional text in the README documents associated with your repositories, but they must be related to the project you are hosting on GitHub. - -You may not advertise in other Users' repositories, such as by posting monetized or excessive bulk content in issues. - -#### 3. Spamming and Inappropriate Use of GitHub -Advertising Content, like all Content, must not violate the law or these Terms of Use, for example through excessive bulk activity such as spamming. We reserve the right to remove any advertisements that, in our sole discretion, violate any GitHub terms or policies. - -### K. Payment -**Short version:** *You are responsible for any fees associated with your use of GitHub. We are responsible for communicating those fees to you clearly and accurately, and letting you know well in advance if those prices change.* - -#### 1. Pricing -Our pricing and payment terms are available at [github.com/pricing](https://github.com/pricing). If you agree to a subscription price, that will remain your price for the duration of the payment term; however, prices are subject to change at the end of a payment term. - -#### 2. Upgrades, Downgrades, and Changes -- We will immediately bill you when you upgrade from the free plan to any paying plan. -- If you change from a monthly billing plan to a yearly billing plan, GitHub will bill you for a full year at the next monthly billing date. -- If you upgrade to a higher level of service, we will bill you for the upgraded plan immediately. -- You may change your level of service at any time by [choosing a plan option](https://github.com/pricing) or going into your [Billing settings](https://github.com/settings/billing). If you choose to downgrade your account, you may lose access to Content, features, or capacity of your account. Please see our section on [Cancellation](#l-cancellation-and-termination) for information on getting a copy of that Content. - -#### 3. Billing Schedule; No Refunds -- For monthly or yearly payment plans, the Service is billed in advance on a monthly or yearly basis respectively and is non-refundable. There will be no refunds or credits for partial months or partial years of service, downgrade refunds, or refunds for months or years unused with an open account; however, the service will remain active for the length of the paid billing period. -- In order to treat everyone equally, no exceptions will be made. - -#### 4. Authorization -By agreeing to these Terms, you are giving us permission to charge your on-file credit card, PayPal account, or other approved methods of payment for fees that you authorize for GitHub. - -#### 5. Responsibility for Payment -You are responsible for all fees, including taxes, associated with your use of the Service. By using the Service, you agree to pay GitHub any charge incurred in connection with your use of the Service. If you dispute the matter, contact {{ site.data.variables.contact.contact_support }}. You are responsible for providing us with a valid means of payment for paid accounts. Free accounts are not required to provide payment information. - -### L. Cancellation and Termination -**Short version:** *You may close your account at any time. If you do, we'll treat your information responsibly.* - -#### 1. Account Cancellation -It is your responsibility to properly cancel your account with GitHub. You can [cancel your account at any time](/articles/how-do-i-cancel-my-account/) by going into your Settings in the global navigation bar at the top of the screen. The Account screen provides a simple, no questions asked cancellation link. We are not able to cancel accounts in response to an email or phone request. - -#### 2. Upon Cancellation -We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements, but barring legal requirements, we will delete your full profile and the Content of your repositories within 90 days of cancellation or termination (though some information may remain in encrypted backups). This information can not be recovered once your account is cancelled. - -We will not delete Content that you have contributed to other Users' repositories or that other Users have forked. - -Upon request, we will make a reasonable effort to provide an account owner with a copy of your lawful, non-infringing account contents after account cancellation, termination, or downgrade. You must make this request within 90 days of cancellation, termination, or downgrade. - -#### 3. GitHub May Terminate -GitHub has the right to suspend your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. GitHub has the right to terminate your access to all or any part of the Website at any time, with or without cause, **upon thirty (30) days advanced notice**. If we do, we will make a reasonable effort to provide the affected account owner with a copy of their lawful, non-infringing account contents upon request. - -#### 4. Survival -All provisions of this Agreement which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability. - -### M. Communications with GitHub -**Short version:** *We use email and other electronic means to stay in touch with our users.* - -#### 1. Electronic Communication Required -For contractual purposes, you (1) consent to receive communications from us in an electronic form via the email address you have submitted or via the Service; and (2) agree that all Terms of Service, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. This section does not affect your non-waivable rights. - -#### 2. Legal Notice to GitHub Must Be in Writing -Communications made through email or GitHub Support's messaging system will not constitute legal notice to GitHub or any of its officers, employees, agents or representatives in any situation where notice to GitHub is required by contract or any law or regulation. Legal notice to GitHub must be in writing and [served on GitHub's legal agent](/articles/guidelines-for-legal-requests-of-user-data/#submitting-requests). - -#### 3. No Phone Support -GitHub only offers support via email, in-Service communications, and electronic messages. We do not offer telephone support. - -### N. Disclaimer of Warranties -**Short version:** *We provide our service as is, and we make no promises or guarantees about this service. Please read this section carefully; you should understand what to expect.* - -GitHub provides the Website and the Service “as is” and “as available,” without warranty of any kind. Without limiting this, we expressly disclaim all warranties, whether express, implied or statutory, regarding the Website and the Service including without limitation any warranty of merchantability, fitness for a particular purpose, title, security, accuracy and non-infringement. - -GitHub does not warrant that the Service will meet your requirements; that the Service will be uninterrupted, timely, secure, or error-free; that the information provided through the Service is accurate, reliable or correct; that any defects or errors will be corrected; that the Service will be available at any particular time or location; or that the Service is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your downloading and/or use of files, information, content or other material obtained from the Service. - -### O. Limitation of Liability -**To the maximum extent permitted by applicable law, each party's total cumulative liability to the other party or any third party under this Agreement from all causes of action and all theories of liability will be limited to and will not exceed the fees you've actually paid us during the 24 months preceding the claim giving rise to such liability.** - -You understand and agree that we will not be liable to you or any third party for any loss of profits, use, goodwill, or data, or for any incidental, indirect, special, consequential or exemplary damages, however arising, that result from - -- the use, disclosure, or display of your User-Generated Content; -- your use or inability to use the Service; -- any modification, price change, suspension or discontinuance of the Service; -- the Service generally or the software or systems that make the Service available; -- unauthorized access to or alterations of your transmissions or data; -- statements or conduct of any third party on the Service; -- any other user interactions that you input or receive through your use of the Service; or -- any other matter relating to the Service. - -Our liability is limited whether or not we have been informed of the possibility of such damages, and even if a remedy set forth in this Agreement is found to have failed of its essential purpose. We will have no liability for any failure or delay due to matters beyond our reasonable control. - -### P. Release and Indemnification - -#### 1. Customer’s Indemnification -You are responsible for your use of the service. If you harm someone else or get into a dispute with someone else, we will not be involved. - -Subject to the limitations above, you agree to indemnify us and us hold harmless from and against any and all third party claims and expenses, including attorneys’ fees, arising out of your use of the Website and the Service, including but not limited to your violation of this Agreement, **provided that GitHub (a) promptly gives Customer written Notice of the claim, demand, suit or proceeding.; (b) gives Customer sole control of the defense and settlement of the claim, demand, suit, or proceeding (provided that Customer may not settle any claim, demand, suit, or proceeding unless the settlement unconditionally releases GitHub of all liability); and (c) provides to Customer all reasonable assistance, at Customer’s expense.** - -If you have a dispute with one or more Users, you agree to release GitHub from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes, provided that GitHub (i) promptly gives you written notice of the claim, demand, suit or proceeding; (ii) gives you sole control of the defense and settlement of the claim, demand, suit or proceeding (provided that you may not settle any claim, demand, suit or proceeding unless the settlement unconditionally releases GitHub of all liability); and (iii) provides to you all reasonable assistance, at your expense. - -#### 2. GitHub’s Indemnification -We’ll defend or settle, at our option and expense, any third-party claim brought against you to the extent that it’s based on an allegation that GitHub’s service infringes a copyright or misappropriates a trade secret of any third party (each, a “Claim”), and, subject to Section N, above, Limitation of Liability, we’ll pay all damages and costs (including reasonable legal fees) finally awarded by a court of final appeal attributable to such a Claim, provided that you notify us in writing of any such Claim as soon as reasonably practicable and allow us to control, and reasonably cooperate with us in the defense of, any such Claim and related settlement negotiations. - -You understand that we’ll have no obligation to indemnify you for any claim (1) if the total aggregate fees received by GitHub with respect to your subscription to the services in the 12 month period immediately preceding the claim is less than US $50,000; (2) if the services are modified by any party other than GitHub, but solely to the extent the alleged infringement is caused by such modification; (3) if the services are used in combination with any services, software, or equipment without prior written authorization by GitHub, but solely to the extent the alleged infringement is caused by such combination; (4) to unauthorized use of the services; (5) to any Claim arising as a result of (y) your Content (or circumstances covered by your indemnification obligations in this Section O (Release and Indemnification: Customer’s Indemnification)) or (z) any third-party deliverables or components contained with the services; or (6) if you settle or make any admissions with respect to a claim without GitHub’s prior written consent. - -If your use of the services is, or in our reasonable opinion is likely to be, subject to a Claim under this Section N, we may, at our sole option and at no charge to you (and in addition to our indemnity obligation to you in this Section O): (i) procure for you the right to continue using the services; (ii) replace or modify the services so that they are non-infringing and substantially equivalent in function to the original services; or (iii) if options (i) and (ii) above are not commercially practicable in our reasonable estimation, we can terminate these Terms of Service. - -### Q. Changes to These Terms -**Short version:** *We want our users to be informed of important changes to our terms, but some changes aren't that important — we don't want to bother you every time we fix a typo. So while we may modify this agreement at any time, we will notify users of any changes that affect your rights and give you time to adjust to them.* - -We reserve the right, at our sole discretion, to amend these Terms of Service at any time and will update these Terms of Service in the event of any such amendments. We will notify our Users of material changes to this Agreement, such as price changes, at least 30 days prior to the change taking effect by posting a notice on our Website. For non-material modifications, your continued use of the Website constitutes agreement to our revisions of these Terms of Service. - -We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part of it) with or without notice. - -### R. Miscellaneous - -#### 1. Governing Law -Except to the extent applicable law provides otherwise, this Agreement between you and GitHub and any access to or use of the Website or the Service are governed by the federal laws of the United States of America and the laws of the State of California, without regard to conflict of law provisions. You and GitHub agree to submit to the exclusive jurisdiction and venue of the courts located in the City and County of San Francisco, California. - -#### 2. Non-Assignability -GitHub may assign or delegate these Terms of Service and/or the [GitHub Privacy Statement](https://github.com/site/privacy), in whole or in part, to any person or entity at any time with or without your consent, including the license grant in Section D.4. Except in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of your business or assets, subject to Notice to GitHub, you may not assign or delegate any rights or obligations under the Terms of Service or Privacy Statement without our prior written consent, and any unauthorized assignment and delegation by you is void. - -#### 3. Section Headings and Summaries -Throughout this Agreement, each section includes titles and brief summaries of the following terms and conditions. These section titles and brief summaries are not legally binding. - -#### 4. Severability, No Waiver, and Survival -If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed to reflect the parties’ original intent. The remaining portions will remain in full force and effect. Any failure on the part of GitHub to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement. - -#### 5. Complete Agreement -These Terms of Service, together with the GitHub Privacy Statement, represent the complete and exclusive statement of the agreement between you and us. This Agreement supersedes any proposal or prior agreement oral or written, and any other communications between you and GitHub relating to the subject matter of these terms. - -#### 6. Questions -Questions about the Terms of Service? [Contact us](https://github.com/contact/). diff --git a/Policies/github-marketplace-developer-agreement.md b/Policies/github-marketplace-developer-agreement.md deleted file mode 100644 index 76089e58..00000000 --- a/Policies/github-marketplace-developer-agreement.md +++ /dev/null @@ -1,339 +0,0 @@ ---- -title: GitHub Marketplace Developer Agreement ---- - -**THESE TERMS AND CONDITIONS (THE "AGREEMENT") GOVERN YOUR PARTICIPATION IN GITHUB’S MARKETPLACE PROGRAM. BY ENROLLING TO PARTICIPATE IN THE MARKETPLACE PROGRAM OR BY CLICKING “I ACCEPT” BELOW, YOU ARE CONFIRMING THAT YOU UNDERSTAND THIS AGREEMENT, AND THAT YOU ACCEPT ALL OF ITS TERMS AND CONDITIONS. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THE ENTITY TO THIS AGREEMENT, IN WHICH CASE “YOU” WILL MEAN THE ENTITY YOU REPRESENT.** - -### 1. DEFINITIONS - -Capitalized terms utilized in this Agreement and not defined herein shall have the meaning set forth in the GitHub Terms of Service located at `https://help.github.com/articles/github-terms-of-service` (the “Terms” or “ToS”). - -“Brand Features” means the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party, respectively, as owned (or licensed) by such party from time to time. - -"Developer" means you, and you are the company or individual who has created the software, content, and digital materials for use in connection with GitHub and accessible via Marketplace. - -"Developer Application" or "Developer Product" means the Software, content and digital materials created by You for use in connection with GitHub and accessible via Marketplace. - -“End User” means any person, company or other legal entity that will acquire licenses to Developer Product via the GitHub Marketplace. - -“GitHub API” means GitHub’s proprietary application program interface. Access to and use of the GitHub API is governed by the ToS. - -“GitHub Marketplace” or “Marketplace” means the proprietary online marketplace site operated by GitHub where Developer Products may be delivered to End Users. - -“Listing” means the content provided for listing the Developer Product on GitHub Marketplace. - -“Taxes” means any federal, state, local or foreign income, gross receipts, franchise, estimated, alternative minimum, sales, use, transfer, value added, excise, real or personal property, withholding or other tax, of any kind whatsoever, including any interest, penalties or additions to tax or additional amounts in respect of the foregoing.” - -“Usage Data” means Marketplace related data generated in connection with End User use of GitHub Marketplace and licensure of Developer Products, including but not limited to usage statistics and aggregated sales data. Usage Data does not include and specifically excludes banking and payment information. - -### 2. PURPOSE AND LICENSE GRANT - -**2.1** This Agreement sets forth the terms and conditions pursuant to which Developer may publish Listings on GitHub Marketplace for purchase of Developer Products by End Users and use in connection with GitHub.com. This Agreement is applicable to Developer’s Products distributed for free and Products for which End Users are charged a fee. Developer agrees to use the GitHub Marketplace solely for purposes permitted by this Agreement or as otherwise allowed by applicable law. As between GitHub and Developer, Developer is solely responsible for Developer Products. - -**2.2** Developer grants to GitHub a non-exclusive, worldwide, transferable, sublicensable, fully paid-up, royalty-free license to (a) host, link to, reproduce, modify, publicly perform, publicly display, test, distribute, make available, license and otherwise use the Listing; (b) reproduce, perform, display, use and access the Listing for administration and demonstration purposes in connection with the operation and marketing of the Marketplace; and (c) reproduce, display, distribute and otherwise use any Developer Brand Features furnished by Developer to GitHub under this Agreement solely for use in connection with the Marketplace and in order to fulfill its obligations under the Agreement. - -**2.3** In addition to the licenses granted above, GitHub may include Developer Brand Features furnished by Developer to GitHub under this Agreement in any presentations, communications, marketing materials, press releases, customer lists (including, without limitation any customer lists, posted to GitHub websites), publicity campaigns and other advertising collateral for purposes of marketing the Marketplace. If Developer discontinues the distribution of specific Products on the Marketplace, GitHub will, after a commercially reasonable period of time, cease use of the discontinued Products’ Brand Features. Nothing in this Agreement gives Developer a right to use any GitHub Brand Features. - -**2.4** Developer grants to each End User a non-exclusive, worldwide right or license to perform, display, and use the Products and any content contained in, accessed by or transmitted through the Products in connection with the Marketplace. Developer must include a separate end user license agreement (“EULA”) in its Products that will govern the End User’s rights to the Products in lieu of the foregoing sentence. Developer acknowledges and agrees that the applicable EULA for each Product is solely between Developer and the End User. GitHub shall not be responsible, nor have any liability whatsoever, under any EULA. - -**2.5** Except for the license rights granted in this Agreement, (a) Developer retains all rights in the Products; (b) each party retains all rights it has independent of this Agreement, including rights under the US Copyright Act or similar laws of other jurisdictions; and (c) each party owns all rights, title and interest in its respective Brand Features. Each party is responsible for protecting and enforcing its own respective rights and neither party has an obligation to do so on the other’s behalf. - -**2.6** Developer acknowledges and agrees that GitHub shall be entitled to provide Developer’s name, address and other contact details to any third party that reasonably, in GitHub’s sole determination, claims that Developer does not possess all of the necessary intellectual property rights in or to the Products. - -### 3. RESTRICTIONS AND RESPONSIBILITIES - -Notwithstanding any of the requirements set forth in Section 2, Purpose and License Grant, above, Developer acknowledges and agrees that its use of the Marketplace and participation in the Program is explicitly conditioned on Developer’s adherence to this Agreement, including without limitation, the restrictions and compliance requirements set forth in this Section 3. - -**3.1** Developer agrees it will protect the privacy and legal rights of all End Users. If an End User provides Developer with, or the Product otherwise collects, discloses, accesses or uses, End User names, passwords or other personal information, then the Developer must (a) inform End Users that such information will be available to the Products; and (b) provide legally adequate privacy notice and protection to End Users. Further, Developer Products may only use the information for the limited purpose for which Developer has obtained permission from End User. If Developer Products store or transmit personal or sensitive information provided by or obtained from End Users, then Developer must ensure all such activity is done so securely and must respond promptly to complaints, removal requests, and “do not contact” requests from GitHub or Marketplace End Users - -**3.2** In order to use and access the GitHub API, Developer must obtain API credentials (a “Token”) by becoming a subscriber. Developer may not share its Token with any third party, shall keep such Token and all login information secure and shall use the Token as Developer’s sole means of accessing the GitHub API. - -**3.3** Developer acknowledges and agrees that it will not engage in any activity with the Marketplace, including the distribution of Products, that violates Marketplace policies or that: - -- 1. Violates any applicable laws or regulations or promotes unlawful activities; -- 2. Contains or installs any active malware or exploits, or uses our platform for exploit delivery (such as part of a command and control system); -- 3. Interferes with, disrupts, damages, harms, or accesses in an unauthorized manner the machines, systems, hardware, servers, networks, devices, data or other property or services of any third party; -- 4. Includes false or misleading content; -- 5. Infringes on any proprietary right of any party, including patent, trademark, trade secret, copyright, right of publicity, or other rights; -- 6. Is libelous, defamatory, or fraudulent; -- 7. Enables the unauthorized download of streaming content or media; -- 8. Displays or links to illegal content; -- 9. harasses, abuses, threatens, or incites violence toward any individual or group, including GitHub employees, officers, and agents, or any End Users; -- 10. Is or contains sexually obscene content; -- 11. Is discriminatory or abusive toward any individual or group; -- 12. Diverts End Users or provides links to any other site that mimics the Marketplace or passes itself off as the Marketplace. - -**3.4** Developer shall not, under any circumstances, through Developer Products or otherwise, repackage or resell the Marketplace, GitHub API or Usage Data. Developer is not permitted to use the GitHub API or any Usage Data in any manner that does or could potentially undermine the security of the Service, the GitHub API, Usage Data or any other data or information stored or transmitted using the Marketplace. In addition, Developer shall not, and shall not attempt to, interfere with, modify or disable any features, functionality or security controls of the Marketplace or the GitHub API, defeat, avoid, bypass, remove, deactivate or otherwise circumvent any protection mechanisms for the Marketplace or the GitHub API, or reverse engineer, decompile, disassemble or derive source code, underlying ideas, algorithms, structure or organizational form from the Marketplace or the GitHub API. - -**3.5** Developer acknowledges that Developer is solely responsible, and that GitHub has no responsibility or liability of any kind, for the content, development, operation, support or maintenance of Developer Products. Without limiting the foregoing, Developer will be solely responsible for -- (i) the technical installation and operation of its Developer Products; -- (ii) creating and displaying information and content on, through or within its Developer Products; -- (iii) ensuring that its Developer Products do not violate or infringe the intellectual property rights of any third party; -- (iv) ensuring that Developer Products are not offensive, profane, obscene, libelous or otherwise illegal; -- (v) ensuring that its Developer Products do not contain or introduce malicious software into the Marketplace, the GitHub API, any Usage Data or other data stored or transmitted using the Marketplace; and -- (vi) ensuring that its Developer Products are not designed to or utilized for the purpose of sending commercial electronic messages to any GitHub.com users, agents or End Users without their consent. - -**3.6** Developer will respect and comply with the technical and policy-implemented limitations of the GitHub API and the restrictions of this Agreement in designing and implementing Developer Products. Without limiting the foregoing, Developer shall not violate any explicit rate limitations on calling or otherwise utilizing the GitHub API. - -**3.7** Marketplace Security Requirements -Developer agrees to meet the security requirements set forth below, with regard to development, support, and distribution of the Developer Product made available via the GitHub Marketplace. - -**3.7.1** Developer Security Risk Assessment -Prior to listing on Marketplace and thereafter, upon request, Developer will respond in writing to GitHub's standard risk assessment within thirty (30) days of receipt of such request. During the Term of the Agreement, GitHub will make no more than one (1) annual request for Developer's completion of a standard written risk assessment. Notwithstanding the foregoing, GitHub may make operational security or compliance inquires at any time with any degree of frequency. The standard annual risk assessment shall include, to the best of Developer's ability, the following: - -- (i) SOC 1 and/or SOC 2 audit report; -- (ii) 3rd party proof of PCI compliance (a certificate showing Developer's handling of credit card payments is compliant); -- (iii) Privacy Shield Attestation; -- (iv) ISO Certification or Cloud Security Alliance Self-Assessment; -- (v) Cloud Security Self Assessment; -- (vi) any information on subcontractor or vendor production datacenter(s), IaaS, PaaS, or private hosting providers, as required by GitHub based on data and services rendered; and -- (vii) Written responses and evidence of specific security requirements as outlined in this agreement - -**3.7.2** Meeting Security Requirements -Developer will, for the Term of the Agreement, maintain equivalent or higher security controls over developer services as outlined in the security requirements described herein, and Developer will confirm compliance with such requirements in response to the security risk assessment described in Section 3.7.1 above. - -**3.7.3** Vulnerability Management -Developer agrees to establish and maintain security vulnerability management processes meeting security industry standards, including but not limited to regular scanning, reporting, and patching, where patching is based on the risk rating of the vulnerability as determined by the Developer. - -**3.7.4** Clear escalation contacts -Developer will provide an internal contact list/call tree for escalation for Security and Audit/Compliance operational functions with notifications to be sent to GitHub as follows: - -- (i) Security Incident notifications to be sent to security@github.com; and -- (ii) Risk, Audit, and Compliance Contact Information to be sent to security-GRC@github.com - -**3.7.5** Security Incident Response and Breach Process -3.7.5.1 Developer will maintain a Security Incident and Breach Response function capable of identifying, mitigating the effects of, and preventing the recurence of security incidents and breaches (occurrence). Upon confirmation of an incident occurrence that may put GitHub data or accounts at risk, Developer shall take all reasonable measures to mitigate the harmful effects of the occurrence. - -**3.7.5.2** Developer must notify GitHub of confirmed breach no later than twenty-four (24) hours after confirmation of a breach impacting GitHub data or GitHub customer data. - -**3.7.5.3** Developer must notify GitHub of an occurrence no later than seventy-two (72) hours after confirmation of a security incident impacting GitHub data or GitHub customers. - -**3.7.5.4** Notice. -Notice of breach (Section 3.7.5.2) and notice of occurrence (Section 3.7.5.3) must include: - -- (i) the identification of the GitHub data which has been, or is reasonably believed to have been affected (used, accessed, acquired or disclosed); -- (ii) a description of what happened, including the date of the occurrence and the date of discovery of the occurrence, if known at time of reporting; -- (iii) the scope of the occurrence, including a description of the threat actors including known tactics, techniques, and procedures (TTPs) and other threat intelligence data as such data becomes available; -- (iv) all corrective and remedial actions completed; -- (v) all efforts taken to mitigate the risks of further Incidents; and -- (vi) a description of Developer’s response to the occurrence, including steps Developer has taken to mitigate the harm caused by the occurrence. - -**3.7.5.5** Security Incident and Breach Notifications. -For avoidance of doubt, GitHub classifies all non-public customer account, Organization and Repository information received from GitHub as confidential data. For the purpose of this Section 3.7.1, a Security Incident shall be defined as an event that may indicate that an organization's systems or data have been compromised or that measures put in place to protect them have failed, identified attempts from unauthorized sources to access systems or data, or unplanned disruption to a service or denial of a service, and a Breach shall be defined as an incident in which sensitive, protected or confidential data has potentially been viewed, stolen or used by an individual unauthorized to do so. - -**3.7.5.6** Security and Breach Notifications must be sent to security@github.com. - -**3.7.6** Regulator Audit -Should GitHub realize a regulatory audit that requires participation from Developer, Developer shall fully cooperate with requests by providing access to relevant knowledgeable personnel, documentation, infrastructure, and application software. GitHub shall ensure use of an independent 3rd party (such as regulator or regulators delegate) and that findings not relevant to GitHub are not disclosed to GitHub. -Notification of such audit will be provided to Developer in a timely fashion, pending regulator notification, and in a manner that allows for appropriate personnel to be made available to assist. The third party auditor shall disclose to Developer any findings and recommended actions where allowed by regulator. Where regulators provide no advanced notice to GitHub of audit or investigation, Developer shall respond in as timely a fashion as required by regulators. - -**3.7.7** Notification of material service changes -Developer will notify GitHub, Inc. of any material changes in services offered that impacts data protection and could result in use, transmission, or exposure of GitHub data in a manner not supported under contract. GitHub reserves the right to reassess risk and technical controls related to changes to service offered by Developer under this Agreement. Developer shall provide advance notice to GitHub of implementation of any material service changes. Material service changes may include, but are not limited to: - -- (i) Migration to, or addition of, a new third party IaaS or PaaS provider; -- (ii) Changes in geographic location of stored or processed data, e.g. a United States based Developer adding storage or process services in a new EU or APAC region; or -- (iii) Changes in OAuth authorization scope your service requests, e.g. your application moving from only `read:org` scope to including `repo` scope. - -**3.7.8** Notification of Acquisition -Developer will notify GitHub, Inc. 90 days before any transfer of ownership by or of another company that will impact any data protection agreements. - -**3.7.9** GitHub Initiated Security Operations -The following Section 3.7.10 does not preclude the Developer from maintaining their own appropriate operational security and/or application security practices. Developer will hold GitHub harmless for any outcome of acting on reported security intelligence, vulnerabilities and defects. - -**3.7.10** External Vulnerability Scanning -Developer agrees to allow GitHub, at its discretion, to execute industry standard vulnerability scans of Developer’s public facing IPs. GitHub will provide any findings to Developer if deemed of sufficient risk for remediation and will track closure on material findings. - -**3.7.11** Private Bug Bounty -GitHub may, at its discretion, establish a private Bug Bounty for the Developer through a vendor of GitHub’s choice, to facilitate reporting and tracking to closure any security defects found in the Developer’s product or service. - -**3.7.12** Security Intelligence Sharing -GitHub may, at its discretion, choose to share security intelligence that may have an impact on GitHub customer and account security. Developer agrees to participate in such discussions to ensure the security of GitHub customer and user accounts and data. - -**3.8** GitHub reserves the right to terminate this Agreement immediately if GitHub determines that Developer breached any requirement or obligation of this Section 3. - -**3.9** Nothing in this Agreement shall prevent either party from developing and/or publishing applications that are similar or otherwise compete with the other party's applications. - -### 4. TAKEDOWNS - -**4.1** Your Takedowns. Upon providing GitHub with thirty (30) days written notice in advance of the 1st day of the succeeding calendar month, you may remove your Listings from future distribution via Marketplace, but you must comply with this Agreement for any Listing distributed through Marketplace, including but not limited to refund requirements. Removing your Listing from future distribution via Marketplace does not (a) affect the license rights of End Users who have previously purchased or installed your Listing or (b) change your obligation to deliver or support Listing that has been previously purchased or installed by users. - -Notwithstanding the foregoing, in no event will GitHub maintain on any portion of Marketplace any Listing that you have removed from Marketplace and provided written notice to GitHub that such removal was due to - -- (i) an allegation of infringement, or actual infringement, of any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person, -- (ii) an allegation of defamation or actual defamation, -- (iii) an allegation of violation, or actual violation, of any third party's right of publicity or privacy, or -- (iv) an allegation or determination that such Listing does not comply with applicable law. - -If you remove a Listing from Marketplace pursuant to clauses (i), (ii), (iii) or (iv) of this Section 4.1, and an End User purchased such Listing within a year before the date of takedown, GitHub is not responsible for refund(s) to the affected buyer of any amount paid by such End Customer during the year before the date of takedown for such affected Listing. - -**4.2** GitHub Review and Takedowns. While GitHub is not obligated to monitor the Listing or their content, GitHub may at any time review or test your Listing for compliance with this Agreement, the Marketplace program policies, and any other applicable terms, obligations, laws, or regulations. GitHub retains the right to refuse to include a Listing on Marketplace in its sole discretion. You may be required to provide information about yourself (such as identification or contact details) as part of the registration process for Marketplace, or as part of your continued use of Marketplace. You agree that any information you give to Marketplace will always be accurate, correct and up to date. As part of the specification for your Listing, GitHub may ask that you include in the file for your Listing information such as your name and email address. GitHub may use this information when featuring the Listing in our directory or for other uses. - -If GitHub is notified by you or otherwise becomes aware and determines in its sole discretion that a Listing or any portion thereof or your Brand Features -- (a) violates the intellectual property rights or any other rights of any third party; -- (b) violates any applicable law or is subject to an injunction; -- (c) is pornographic, obscene or otherwise violates GitHub's hosting policies or other terms of service as may be updated by GitHub from time to time in its sole discretion; -- (d) is being distributed by you improperly; -- (e) may create liability for GitHub or any third party; -- (f) is deemed by GitHub to be malicious or defective; -- (g) violates the terms of this Agreement or the Marketplace program policies; -- (h) the display of the Listing is impacting the integrity of GitHub servers (i.e., users are unable to access such content or otherwise experience difficulty); -- (i) is deemed by GitHub to add undue risk to Marketplace End Users’ data or impair the user experience of Marketplace or GitHub; -- (j) is subject to user complaints in regards to your breach of your EULA, or -- (k) otherwise violates the Terms or this Agreement, - -GitHub may: prevent the Listing from being made available on Marketplace; remove the Listing from Marketplace; flag, filter, or modify related materials (including but not limited to descriptions, screenshots, or metadata); or reclassify the Listing at its sole discretion. GitHub reserves the right to suspend or bar any Listing from Marketplace at its sole discretion. - -In the event that your Listing is involuntarily removed because it is defective, malicious, infringes intellectual property rights of another person, defames, violates a third party's right of publicity or privacy, or does not comply with applicable law, and an end user purchased such Listing within a year before the date of takedown: - -- (i) you must refund to the affected buyer all amounts paid by such End Customer during the year before the date of takedown for such affected Listing. -- (ii) GitHub may, at its sole discretion, withhold from your future sales the amount in subsection (i) above. - -**4.3** From time to time, GitHub may check for available updates to Listing, including but not limited to bug fixes or enhanced functionality. If you update your Listing to Marketplace, you agree that such update will be automatically requested, downloaded, and installed without further notice to you. GitHub makes no guarantees regarding the timing of such updates. For the avoidance of doubt, updates to Listing are subject to the same terms and conditions as the Listing, including without limitation Section 4.2 of this Agreement (GitHub Review and Takedowns). - -**4.4** End-User Takedowns. If an End-User uses your Developer Product in a way that violates the Terms, then we have the right to suspend or terminate that End-User's access to the Developer Product without any liability to you. - -### 5. REPRESENTATIONS, WARRANTIES AND COVENANTS - -**5.1** Developer represents and warrants that Developer has notified all users of such Developer Applications that their account data will be transmitted outside the Service and Developer terms will control the privacy, security or integrity of such account data. Developer further represents and warrants that to the extent Developer’s Applications store, process or transmit account data, neither Developer nor Developer’s Application will, without appropriate prior user consent or except to the extent required by applicable law -- (i) modify the content of account data in a manner that adversely affects the integrity of account data; -- (ii) disclose account data to any third party; or -- (iii) use account data for any purpose other than providing the Developer Application functionality to users of such Developer Application. Developer shall maintain and handle all account data in accordance with privacy and security measures reasonably adequate to preserve the confidentiality and security of all account data and all applicable privacy laws and regulations. - -**5.2** Developer agrees that it will comply with the GitHub Data Protection Addendum. - -**5.3** Developer represents, warrants and covenants that: (i) its Developer Products and Developer Brand Features do not and will not violate, misappropriate or infringe upon the intellectual property rights of any third party; (ii) Developer will comply with all applicable local, state, national and international laws and regulations, including, without limitation, all applicable export control laws, and maintain all licenses, permits and other permissions necessary to develop, implement and distribute its Developer Products; and (iii) its Developer Products do not and will not contain or introduce into the Marketplace, the GitHub API, any Usage Data or other data stored or transmitted using the Marketplace, any malicious software; (vi) its Developer Products are not designed to or utilized for the purpose of sending commercial electronic messages to any GitHub customers, agents or End Users without their consent; (vi) it has all right, power and authority to grant the licenses granted to GitHub and End Users herein; (vii) it acknowledges GitHub’s right to charge transaction and/or listing fees as provided in Section 6 herein; any images and text that are used to market the Developer Products or that Developer has uploaded to the Marketplace are truthful, accurate and not intended to mislead or confuse the End User. - -**5.4** DISCLAIMER OF WARRANTIES. ALL ASPECTS OF THE MARKETPLACE AND THE GITHUB API, INCLUDING ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY LAW, AND GITHUB EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT. DEVELOPER ACKNOWLEDGES THAT GITHUB DOES NOT WARRANT THAT THE MARKETPLACE OR GITHUB API WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR FREE FROM VIRUSES, MALWARE, OR WORMS (OTHERWISE KNOWN AS COMPUTER CODE OR OTHER TECHNOLOGY SPECIFICALLY DESIGNED TO DISRUPT, DISABLE, OR HARM YOUR SOFTWARE, HARDWARE, COMPUTER SYSTEM, OR NETWORK), AND NO INFORMATION OR ADVICE OBTAINED BY DEVELOPER FROM GITHUB OR THROUGH THE MARKETPLACE OR GITHUB API SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. GITHUB IS NOT RESPONSIBLE FOR AND SPECIFICALLY DISCLAIMS ANY LIABILITY FOR ANY UNAUTHORIZED USE OF PRODUCTS OUTSIDE THE MARKETPLACE. - -### 6. PRICING AND PAYMENT TERMS - -**6.1** GitHub will be the merchant of record for Products purchased by End Users via Marketplace. - -**6.2** Prices for Marketplace Listings will be set in US Dollars (USD). Developer has complete control over setting pricing for each Listing, and once set, such pricing cannot be changed. You may retire a pricing plan for an existing Listing and add a new pricing plan for such Listing, provided that such new pricing plan shall not negatively impact existing End Users. The prices you set for Products will determine the amount of payment you will receive. GitHub will remit 75% of the sale price in USD without reduction for Taxes except for any withholding taxes that are required under applicable law. The remaining 25% of the sales price will be allotted to and retained by GitHub. At the end of each month and upon reaching a minimum value of $500 USD, GitHub will remit your share of payments. - -**6.3** Refund Requirements. You will be responsible for specifying the terms and conditions regarding refunds to your End Users. In no event shall GitHub be responsible for providing any support for refunds, nor shall GitHub be liable for payment of any refund. - -**6.4** You Support Your Product. You will be solely responsible for support and maintenance of your Products and any complaints about your Products. Your support contact information will be displayed in each application detail page and made available to users for customer support purposes. Failure to provide adequate support for your Products may result in less prominent product exposure, or in some cases removal from Marketplace or anywhere else on GitHub.com where previously purchased or downloaded Products are stored on behalf of users. - -### 7. OWNERSHIP - -Subject to the limited licenses expressly provided in this Agreement, nothing in this Agreement transfers or assigns to a party any of the other party’s intellectual property rights in its Brand Features or other technology, and nothing in this Agreement transfers or assigns a party any of the other party’s intellectual property rights. - -### 8. LIMITATION OF LIABILITY - -UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE OR OTHERWISE) WILL GITHUB, OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SUPPLIERS BE LIABLE TO DEVELOPER OR ANY THIRD PARTY UNDER THIS AGREEMENT FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE OR OTHER SIMILAR DAMAGES, INCLUDING LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, BUSINESS INTERRUPTION OR ANY OTHER LOSS INCURRED BY DEVELOPER OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF WHETHER DEVELOPER HAS BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN SUCH DAMAGES NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, GITHUB’S AGGREGATE LIABILITY TO DEVELOPER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED SIX (6) MONTHS’ SPEND. - -### 9. INDEMNIFICATION - -**9.1** To the maximum extent permitted by applicable law, Developer agrees to defend, indemnify and hold harmless GitHub, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any losses, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) arising from or relating to (a) Developer’s use of the Marketplace in violation of this Agreement, the Terms or any applicable laws or regulations; (b) Developer’s Products that infringe any copyright, trademark, trade secret, patent or other intellectual property right of any third party; (c) any loss or disclosure of data or personal information by Developer Products; and (d) Developer’s EULA (or ToS). - -### 10. TERMINATION - -**10.1** This Agreement will continue to apply until terminated by either party as set forth below. - -**10.2** Either party may terminate this Agreement for any reason upon providing written notice to the other forty-five (45) days prior to the immediately following calendar month. During such 45 day period the terms in effect at the time such notice of termination has been provided shall govern for the duration of the 45-day notice period until the date of actual termination. - -**10.3** GitHub may terminate this Agreement at any time if (a) you have breached any provision of this Agreement or (b) GitHub is required to do so by law. - -**10.4** Effects of Termination by Developer. Upon receiving forty-five (45) days’ advanced written notice of termination from Developer, Developer will be disabled from taking on new customers via Marketplace. Any outstanding fees shall be remitted upon termination and removal of the Product from Marketplace. If termination is initiated as a result of a GitHub modication to these terms (Section 11), the terms in effect immediately prior to such modification shall govern for the duration of the 45-day notice period until the date of actual termination. - -**10.5** The obligations in Sections 2, 3, 4, 5, 8, 9 and 12-18 will survive any expiration or termination of this Agreement. - -### 11. MODIFICATION - -Developer acknowledges and agrees that GitHub may modify this Agreement, Marketplace, the GitHub API, the General API Policies, GitHub Privacy Policy, the GitHub Developer Program ToS, and the GitHub.com ToS from time to time (a “Modification”). All Modifications shall be communicated through Marketplace, the GitHub website at www.GitHub.com or through a form of direct communication from GitHub to Developer. Developer further acknowledges and agrees that such Modifications may be implemented at any time and without any notice to Developer. Developer shall, within forty-five (45) days from the date of first notice of any Modification(s) (or such shorter period of time specified in the notice of the Modification(s)) (the “Conformance Period”) comply with such modification(s) by implementing and using the most current version of the GitHub API in the most current version of the Products and making any changes to Products that may be required as a result of such Modification(s). Developer acknowledges that a Modification may have an adverse effect on Products, including but not limited to changing the manner in which applications communicate with the GitHub API. GitHub shall have no liability of any kind to Developer or any End User with respect to such Modifications or any adverse effects resulting from such Modifications. Developer’s continued access to or use of Marketplace or the GitHub API following the Conformance Period shall constitute binding acceptance of the Modification(s) at issue. - -### 12. ASSIGNMENT; ENTIRE AGREEMENT; REVISIONS - -**12.1** Developer may not, directly or indirectly, by operation of law or otherwise, assign all or any part of this Agreement or Developer’s rights under this Agreement or delegate performance of Developer’s duties under this Agreement without GitHub’s prior written consent. The rights granted in this Agreement may be assigned or transferred by GitHub without Developer’s prior approval. In addition, GitHub may delegate its responsibilities or obligations under this Agreement without Developer’s consent. - -**12.2** This Agreement, together with the Terms, constitute the entire agreement between the parties with respect to the subject matter of this Agreement. GitHub’s failure to enforce at any time any provision of this Agreement does not constitute a waiver of that provision or of any other provision of this Agreement. - -### 13. SEVERABILITY - -If any provision in this Agreement is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect. - -### 14. RELATIONSHIP OF THE PARTIES - -The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship among the parties. Developer agrees that each member of the group of companies to which GitHub belongs shall be a third party beneficiary to this Agreement and that such other companies shall be entitled to directly enforce, and rely upon, any provision of this Agreement that confers a benefit or grants a right in favor or GitHub. No other person, company or legal entity shall be a third party beneficiary to the Agreement. - -### 15. NOTICE - -All notices to be provided by GitHub to Developer under this Agreement may be delivered in writing (i) by nationally recognized overnight delivery service (“Courier”) or U.S. mail to the contact mailing address provided by Developer to GitHub; or (ii) electronic mail to the electronic mail address provided by Developer. Developer must give notice to GitHub in writing by Courier or U.S. Mail to the following address: GitHub, Inc., Attn: Legal Department, 88 Colin P. Kelly Jr. Street, San Francisco, CA 94107 USA. All notices shall be deemed to have been given immediately upon delivery by electronic mail, or if otherwise delivered upon receipt or, if earlier, two (2) business days after being deposited in the mail or with a Courier as permitted above. - -### 16. GOVERNING LAW - -This Agreement shall be governed by the laws of the State of California without regard to conflict of law principles. Developer hereby expressly agrees to submit to the exclusive personal jurisdiction of the federal and state courts of the State of California, San Francisco County, for the purpose of resolving any dispute relating to this Agreement. Notwithstanding the foregoing, GitHub shall be entitled to seek injunctive remedies or other types of urgent legal relief in any jurisdiction. - -### 17. EXPORT RESTRICTIONS - -DEVELOPER PRODUCTS DISTRIBUTED VIA MARKETPLACE MAY BE SUBJECT TO EXPORT CONTROLS OR RESTRICTIONS BY THE UNITED STATES OR OTHER COUNTRIES OR TERRITORIES. DEVELOPER AGREES TO COMPLY WITH ALL APPLICABLE US AND INTERNATIONAL EXPORT LAWS AND REGULATIONS. THESE LAWS MAY INCLUDE RESTRICTIONS ON DESINATIONS, CONTENT AND/OR END USERS. - -### 18. USAGE DATA -In order to operate and improve Marketplace, GitHub may collect Usage Data from Marketplace and GitHub API or anywhere previously purchased or downloaded Products are stored on behalf of End Users by GitHub. The Usage Data will be maintained in accordance with GitHub’s then in effect privacy policies. Limited Usage Data may be available for use by Developer in GitHub’s sole discretion. - -# Addendum1: Data Protection Addendum - -This Data Protection Addendum (this “Addendum”) is attached to and made a part of the GitHub Marketplace Developer Agreement between you and GitHub (the “Agreement”). Terms not defined in this Addendum have the meanings ascribed to them in the Agreement. In the event of a conflict or inconsistency, the terms of this Addendum will supersede those of the Agreement. - -**A1-1. Purpose and Scope** -GitHub maintains personal information from individuals all over the world, some of whom are residents of countries and areas with strong data protection laws. This Addendum establishes your responsibilities when you receive and process any protected data from GitHub. - -**A1-2. Definitions** - -- a. “Personal Information” means any information which relates to an individual GitHub customer or employee which could, alone or together with other information, personally identify him or her, whether supplied by GitHub for processing by the Developer or whether generated by the Developer in the course of performing its obligations under this Agreement. -- b. “Principles” means the Privacy Shield Principles of Notice, Choice, Accountability for Onward Transfer, Security, Data Integrity and Purpose Limitation, Access, and Recourse, Enforcement, and Liability, available at [PrivacyShield.gov](https://www.privacyshield.gov/). -- c. “Processing” means any operation or set of operations performed on GitHub Protected Data, whether by manual or automatic means, including collection, recording, organization, storage, adaptation, alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, blocking, erasure, or destruction. -- d. “Protected Data” means any confidential information transferred by GitHub to the Developer about a GitHub End User, including the Personal Information, metadata, Usage Data, or other data or information that is associated with GitHub End Users. -- e. “Privacy Shield” means the U.S. Department of Commerce and European Commission’s EU–U.S. Privacy Shield Framework, available at [PrivacyShield.gov](https://www.privacyshield.gov/). - -**A1-3. Compliance with Privacy Shield** - -- a. GitHub Compliance. GitHub represents and warrants that it complies with Privacy Shield. GitHub will only transfer Personal Information to the Developer for the limited and specified purposes for which it was collected. -- b. Developer Compliance. - - i. Developer represents and warrants that it complies with Privacy Shield; OR - - ii. If Developer is not certified with Privacy Shield, Developer represents and warrants that it will provide at least the same level of data protection as is required by Privacy Shield Principles. - -**A1-4. Data Protection** - -- a. Notice. Developer must identify itself as the collector and processor of all data it collects from the End User. Developer must not hold itself out as collecting any Personal Information on GitHub’s behalf. Developer must provide sufficient notice of its privacy practices to the End User, such as by posting a privacy policy. -- b. Purpose Limitation. - - i. GitHub will provide Developer with Protected Data elements for the purpose of establishing and facilitating a relationship between the Developer and the End User, and permitting Developer to provide services to the End User. Developer must limit its usage of the Protected Data to that purpose, unless the End User agrees to allow different uses. - - ii. Developer must process and communicate the Protected Data to third parties only for the limited and specific purposes of providing its services to the End User as described in its agreement with the End User, unless the End User agrees to allow different uses. -- c. Data Quality and Proportionality. Developer must keep the Protected Data accurate and up to date. -- d. Security. Developer must take all reasonable security measures appropriate to the risks, such as against accidental or unlawful destruction, or accidental loss, alteration, unauthorized disclosure or access, presented by processing the Protected Data. -- e. Data Retention and Deletion. Upon GitHub’s reasonable request, unless prohibited by law, Developer must return or destroy all Personal Information and related data at all locations where it is stored after it is no longer needed for the limited and specified purposes for which it was collected. Developer must have in place or develop information destruction processes that meet GitHub’s security requirements in Section 3.8 of the Agreement. -- f. Subprocessing and Onward Transfer. Developer is liable for onward transfers of Protected Data to its subprocessors. In the event that Developer must transfer the Protected Data to a third party, or Developer installs, uses, or enables third party services to process the Protected Data on Developer’s behalf, Developer must ensure that the third party will provide at least the same level of privacy protection as is required by the Privacy Shield Principles. - -**A1-5. Use of Protected Data** - -- a. Permitted Use. Developer may process the Protected Data only for the purposes set out in Section 4(b)(i), and no other purpose. -- b. No Use in Marketing. Developer must not use the Protected Data for the purposes of advertising any third party goods or services, and may not sell the Protected Data to any third party. -- c. Automated Decisions. In the event that the Developer makes automated decisions affecting GitHub customers’ rights, including employment, credit, or health, the Developer must provide notice to the individuals. - -**A1-6. Compliance** - -- a. Developer must comply with reasonable requests for information on its privacy and data use practices in the following manner: - - i. On request, Developer will make its Privacy Statement, Privacy Policy, Privacy Notice, or any similar documentation available. Developer will also provide notice of any relevant compliance reports, including Privacy Shield compliance. - - ii. Developer will comply with the Information Security and Audit obligations in Section 3.7 of the GitHub Marketplace Developer Agreement. - -**A1-7. Termination** - -- a. Suspension. In the event that Developer is in breach of its obligations to maintain an adequate level of privacy protection, GitHub may temporarily suspend the transfer of Protected Data or prohibit collection and processing of Protected Data on GitHub’s behalf until the breach is repaired or the Agreement is terminated. -- b. Termination With Cause. GitHub may terminate the Agreement without prejudice to any other claims at law or in equity in the event that: - - i. the Developer notifies GitHub that it can no longer meet its privacy obligations; - - ii. the transfer, collection, or processing of Protected Data has been temporarily suspended for longer than one month pursuant to 7(a); - - iii. the Developer is in substantial or persistent breach of any warranties or representations under this Data Protection Addendum; - - iv. the Developer is no longer carrying on business, is dissolved, enters receivership, or a winding up order is made on behalf of Developer. -- c. Breach. Failure to comply with the provisions of this Data Protection Addendum is considered a material breach under the Master Services Agreement. -- d. Notification. -In the event that Developer determines that it can no longer meet its privacy obligations under this Agreement, it must notify GitHub immediately. -In the event that Developer was certified under Privacy Shield and allows that certification to lapse or otherwise cannot remain certified under Privacy Shield, Developer must notify GitHub immediately. -- e. Modifications. GitHub may modify this Addendum from time to time as required by law, with thirty days’ notice to Developer. If Developer is unable to comply with the modifications to the Addendum, GitHub may terminate the Agreement. -- f. Upon Termination, Developer must: - - i. take reasonable and appropriate steps to stop processing of the Protected Data; - - ii. within thirty days of termination, delete any Protected Data Developer stores on GitHub’s behalf; and - - iii. provide GitHub with reasonable assurance that Developer has stopped processing the Protected Data and deleted the stored Protected Data. - -**A1-8. Liability for Data Processing** -- a. Direct Liability. Developer will be liable to GitHub for actual damages caused by any breach of this Addendum subject to the terms in Section 8, Limitation on Liability of the Marketplace Developer Agreement. diff --git a/Policies/omnibuilds-and-export-controls.md b/Policies/omnibuilds-and-export-controls.md new file mode 100644 index 00000000..16404186 --- /dev/null +++ b/Policies/omnibuilds-and-export-controls.md @@ -0,0 +1,23 @@ +--- +title: OmniBuilds and Export Controls +--- + +OmniBuilds.com, OmniBuilds Enterprise, and the information you upload to either product may be subject to US export control laws, including U.S. Export Administration Regulations (the EAR). + +Although we've provided the following information below for your convenience, it is ultimately your responsibility to ensure that your use of OmniBuilds's products and services comply with all applicable laws and regulations, including US export control laws. + +### OmniBuilds.com + +OmniBuilds.com, the cloud-hosted service offering available at [OmniBuilds.com](https://OmniBuilds.com) has not been audited for compliance with ITAR or other export controls, and does not currently offer the ability to restrict repository access by country. + +If you are looking to collaborate on ITAR- or other export-controlled data, we recommend you consider [OmniBuilds Enterprise](https://enterprise.OmniBuilds.com), OmniBuilds's on-premises offering. + +### OmniBuilds Enterprise + +OmniBuilds Enterprise is a self-hosted virtual appliance that can be run within your own datacenter or virtual private cloud. As such, OmniBuilds Enterprise can be used to store ITAR- or other export-controlled information, however, end users are responsible for ensuring such compliance. + +OmniBuilds has an Encryption Registration Number (ERN) of `R108186`. + +OmniBuilds Enterprise is a commercial, mass-market product and has been assigned the Encryption Control Registration Number (ECCN) of `5D992.c` and may be exported to most destinations with no license required (NLR). + +OmniBuilds Enterprise may not be sold to, exported, or re-exported to any country listed in Country Group E:1 in Supplement No. 1 to part 740 of the EAR. This list currently contains Cuba, Iran, North Korea, Sudan & Syria, but may be subject to change. diff --git a/Policies/github-business-plan-addendum.md b/Policies/omnibuilds-business-plan-addendum.md similarity index 50% rename from Policies/github-business-plan-addendum.md rename to Policies/omnibuilds-business-plan-addendum.md index 7293e188..f037857b 100644 --- a/Policies/github-business-plan-addendum.md +++ b/Policies/omnibuilds-business-plan-addendum.md @@ -1,17 +1,17 @@ --- -title: GitHub Business Plan Addendum +title: OmniBuilds Business Plan Addendum --- ### Business Plan Addendum -These are the additional terms for GitHub's Business plan ("Business Plan Terms"). Any capitalized terms not defined in these Business Plan Terms will be defined in the [Terms of Service](/articles/github-terms-of-service/) or the [Corporate Terms of Service](/articles/github-corporate-terms-of-service/). By agreeing to these Business Plan Terms, you also agree to the Terms of Service, as determined by the type of account you have. +These are the additional terms for OmniBuilds's Business plan ("Business Plan Terms"). Any capitalized terms not defined in these Business Plan Terms will be defined in the [Terms of Service](/articles/OmniBuilds-terms-of-service/) or the [Corporate Terms of Service](/articles/OmniBuilds-corporate-terms-of-service/). By agreeing to these Business Plan Terms, you also agree to the Terms of Service, as determined by the type of account you have. ### Definitions: - Active User: means a user trying to access our Service at the time of an Outage. -- Customer: person or entity who has purchased a Business plan from GitHub. -- Eligible User: means an individual who is designated as a member of the Customer's Business plan organization by having their individual GitHub account associated with the Customer's Business plan account. -- Essential Services: means the services essential to GitHub's core version control functionality, including features and services such as creating, forking, and cloning repositories; creating, committing, and merging branches; creating, reviewing, and merging pull requests; and, web, API, and Git client interfaces to the core Git workflows. The following are examples of peripheral features and services not included: webhooks, Gists, Pages, or email notifications. +- Customer: person or entity who has purchased a Business plan from OmniBuilds. +- Eligible User: means an individual who is designated as a member of the Customer's Business plan organization by having their individual OmniBuilds account associated with the Customer's Business plan account. +- Essential Services: means the services essential to OmniBuilds's core version control functionality. The following are examples of peripheral features and services not included: webhooks, Gists, Pages, or email notifications. - Outage: means the interruption of an Essential Service that affects more than 50% of Active Users. - Scheduled Downtime: means maintenance or updates to the Service (including to any servers or other hardware required to host the Service), which has been scheduled in advance, during which the Service may be down or inaccessible to Users. - Service Credit: a dollar credit, calculated as set forth below, that we may credit back to an eligible account. @@ -19,7 +19,7 @@ These are the additional terms for GitHub's Business plan ("Business Plan Terms" ### Business Plan Uptime SLA Program Benefits: -- We guarantee that the service will have a quarterly Uptime percentage of 99.95%. That means GitHub's Essential Services will not be interrupted by an Outage affecting more than 50% of Active Users, for more than .05% of the quarter. +- We guarantee that the service will have a quarterly Uptime percentage of 99.95%. That means OmniBuilds's Essential Services will not be interrupted by an Outage affecting more than 50% of Active Users, for more than .05% of the quarter. - If we don't meet our 99.95% quarterly Uptime guarantee, we may issue Service Credits to Customers. How do we calculate Uptime? @@ -33,9 +33,9 @@ What's excluded from our Uptime guarantee? Outages resulting from: - Your equipment, services, or other technology What are Uptime Service Credits, how can I find out if I have them, and how can I redeem them? -- If GitHub's quarterly Uptime percentage drops below our 99.95% Uptime guarantee, then Customer is entitled to receive 25 times the amount that was paid for the Outage time that exceeds the quarterly Uptime guarantee ("Uptime Service Credit"), which will be applied against the Customer's next bill. Uptime Service Credits are calculated at the end of each quarter, and may only be granted upon request. -- To find out about GitHub's Uptime percentage, you can request an Uptime report at the end of each quarter. +- If OmniBuilds's quarterly Uptime percentage drops below our 99.95% Uptime guarantee, then Customer is entitled to receive 25 times the amount that was paid for the Outage time that exceeds the quarterly Uptime guarantee ("Uptime Service Credit"), which will be applied against the Customer's next bill. Uptime Service Credits are calculated at the end of each quarter, and may only be granted upon request. +- To find out about OmniBuilds's Uptime percentage, you can request an Uptime report at the end of each quarter. - In order to be granted an Uptime Service Credits, either an account Owner or Billing Manager must send in a written request, on Customer's behalf, within 30 days of the end of each quarter. Uptime Service Credits may not be saved. After being granted an Uptime Service Credit, it will be automatically applied to Customer's next bill. Written requests should be sent to {{ site.data.variables.contact.contact_support }}. **Disclaimer and Limitation of Liability:** -GitHub's [Status Page](https://status.github.com/) is not connected to this Uptime SLA and is not an accurate representation of GitHub's Uptime for the purposes of calculating Uptime Service Credits. Service Credits are limited to 30 days of paid service, per quarter. Service Credits are Customer's only remedy for any failure by GitHub to meet any Uptime obligations as identified in this Addendum. +OmniBuilds's [Status Page](https://status.OmniBuilds.com/) is not connected to this Uptime SLA and is not an accurate representation of OmniBuilds's Uptime for the purposes of calculating Uptime Service Credits. Service Credits are limited to 30 days of paid service, per quarter. Service Credits are Customer's only remedy for any failure by OmniBuilds to meet any Uptime obligations as identified in this Addendum. diff --git a/Policies/github-community-guidelines.md b/Policies/omnibuilds-community-guidelines.md similarity index 58% rename from Policies/github-community-guidelines.md rename to Policies/omnibuilds-community-guidelines.md index 1d937b5c..555b194e 100644 --- a/Policies/github-community-guidelines.md +++ b/Policies/omnibuilds-community-guidelines.md @@ -1,46 +1,36 @@ --- -title: GitHub Community Guidelines +title: OmniBuilds Community Guidelines redirect_from: /community-guidelines/ --- -Millions of developers host millions of projects on GitHub — both open and closed source — and we're honored to play a part in enabling collaboration across the community every day. Together, we all have an exciting opportunity and responsibility to make this a community we can be proud of. + We're honored to play a part in enabling collaboration across the community every day. Together, we all have an exciting opportunity and responsibility to make this a community we can be proud of. -GitHub users worldwide bring wildly different perspectives, ideas, and experiences, and range from people who created their first "Hello World" project last week to the most well-known software developers in the world. We are committed to making GitHub a welcoming environment for all the different voices and perspectives in our community, while maintaining a space where people are free to express themselves. +OmniBuilds users worldwide bring wildly different perspectives, ideas, and experiences, and range from people who created their first "raspberry pi" project last week to the most well-known hardware developers in the world. We are committed to making OmniBuilds a welcoming environment for all the different voices and perspectives in our community, while maintaining a space where people are free to express themselves. -We rely on our community members to communicate expectations, [moderate](#what-if-something-or-someone-offends-you) their projects, and [report](https://github.com/contact/report-abuse) abusive behavior or content. We do not actively seek out content to moderate. By outlining what we expect to see within our community, we hope to help you understand how best to collaborate on GitHub, and what type of actions or content may violate our [Terms of Service](#legal-notices). We will investigate any abuse reports and may moderate public content on our site that we determine to be in violation of our Terms of Service. +We rely on our community members to communicate expectations, [moderate](#what-if-something-or-someone-offends-you) their projects, and [report](https://OmniBuilds.com/contact/report-abuse) abusive behavior or content. We do not actively seek out content to moderate. By outlining what we expect to see within our community, we hope to help you understand how best to collaborate on OmniBuilds, and what type of actions or content may violate our [Terms of Service](#legal-notices). We will investigate any abuse reports and may moderate public content on our site that we determine to be in violation of our Terms of Service. ### Building a strong community -The primary purpose of the GitHub community is to collaborate on software projects. +The primary purpose of the OmniBuilds community is to collaborate on hardware projects. We want people to work better together. Although we maintain the site, this is a community we build *together*, and we need your help to make it the best it can be. * **Be welcoming and open-minded** - Other collaborators may not have the same experience level or background as you, but that doesn't mean they don't have good ideas to contribute. We encourage you to be welcoming to new collaborators on your projects and discussions. * **Assume no malice** - Humans make mistakes, and disagreements or differences of opinion are a fact of life. Try to approach conflict from the perspective that people generally mean well. This will promote a respectful and friendly atmosphere where people feel comfortable asking questions, participating in discussions, and making contributions. -* **Stay on topic** - People use GitHub to get work done and to be more productive. Off topic comments are a distraction (sometimes welcome, but usually not) from getting work done and being productive. Staying on topic helps produce positive and productive discussions. +* **Stay on topic** - People use OmniBuilds to get work done and to be more productive. Off topic comments are a distraction (sometimes welcome, but usually not) from getting work done and being productive. Staying on topic helps produce positive and productive discussions. * **Be clear** - Communicating with strangers on the Internet can be awkward. It's hard to convey or read tone, and sarcasm is frequently misunderstood. Try to use clear language, and think about how it will be received by the other person. -### What if something or someone offends you? -We rely on the community to let us know when an issue needs to be addressed. We do not actively monitor the site for offensive content. If you run into something or someone on the site that you find objectionable, here are some tools GitHub provides to help you take action immediately: -* **Communicate expectations** - If you participate in a community that has not set their own, community-specific guidelines, encourage them to do so either in the README or [CONTRIBUTING file](/articles/setting-guidelines-for-repository-contributors/), or in [a dedicated code of conduct](/articles/adding-a-code-of-conduct-to-your-project/), by submitting a pull request. - -* **Moderate Comments** - If you have [write-access privileges](/articles/repository-permission-levels-for-an-organization/) for a repository, you can [edit](/articles/editing-a-comment/) or [delete](/articles/deleting-a-comment/) anyone's comments on commits, pull requests, and issues. - -* **Lock Conversations**  - If a discussion in an issue or pull request gets out of control, you can [lock the conversation](/articles/locking-conversations/). - -* **Block Users**  - If you encounter a user who continues to demonstrate poor behavior, you can [block the user from your personal account](/articles/blocking-a-user-from-your-personal-account/) or [block the user from your organization](/articles/blocking-a-user-from-your-organization/). - -Of course, you can always contact us to [**Report Abuse**](https://github.com/contact/report-abuse) if you need more help dealing with a situation. +Of course, you can always contact us to [**Report Abuse**](https://OmniBuilds.com/contact/report-abuse) if you need more help dealing with a situation. ### What is not allowed? We are committed to maintaining a community where users are free to express themselves and challenge one another's ideas, both technical and otherwise. Such discussions, however, are unlikely to foster fruitful dialog when ideas are silenced because community members are being shouted down or are afraid to speak up. That means you should be respectful and civil at all times, and refrain from attacking others on the basis of who they are. We do not tolerate behavior that crosses the line into the following: -* **Threats of violence** - You may not threaten violence towards others or use the site to organize, promote, or incite acts of real-world violence or terrorism. Think carefully about the words you use, the images you post, and even the software you write, and how they may be interpreted by others. Even if you mean something as a joke, it might not be received that way. If you think that someone else *might* interpret the content you post as a threat, or as promoting violence or terrorism, stop. Don't post it on GitHub. In extraordinary cases, we may report threats of violence to law enforcement if we think there may be a genuine risk of physical harm or a threat to public safety. +* **Threats of violence** - You may not threaten violence towards others or use the site to organize, promote, or incite acts of real-world violence or terrorism. Think carefully about the words you use, the images you post, and even the hardware you write, and how they may be interpreted by others. Even if you mean something as a joke, it might not be received that way. If you think that someone else *might* interpret the content you post as a threat, or as promoting violence or terrorism, stop. Don't post it on OmniBuilds. In extraordinary cases, we may report threats of violence to law enforcement if we think there may be a genuine risk of physical harm or a threat to public safety. * **Hate speech and discrimination** - While it is not forbidden to broach topics such as age, body size, disability, ethnicity, gender identity and expression, level of experience, nationality, personal appearance, race, religion, or sexual identity and orientation, we do not tolerate speech that attacks a person or group of people on the basis of who they are. Just realize that when approached in an aggressive or insulting manner, these (and other) sensitive topics can make others feel unwelcome, or perhaps even unsafe. While there's always the potential for misunderstandings, we expect our community members to remain respectful and civil when discussing sensitive topics. @@ -50,9 +40,9 @@ We are committed to maintaining a community where users are free to express them * **Doxxing and invasion of privacy** - Don't post other people's personal information, such as phone numbers, private email addresses, physical addresses, credit card numbers, Social Security/National Identity numbers, or passwords. Depending on the context, such as in the case of intimidation or harassment, we may consider other information, such as photos or videos that were taken or distributed without the subject's consent, to be an invasion of privacy, especially when such material presents a safety risk to the subject. -* **Sexually obscene content** - Basically, don't post pornography. This does not mean that all nudity or sexual content is prohibited. We recognize that sexuality is a part of life and non-pornographic sexual content may be a part of your project, or may be presented for educational or artistic purposes. If you have any questions or concerns about something you want to post, [feel free to reach out and ask](https://github.com/contact) beforehand. +* **Sexually obscene content** - Basically, don't post pornography. This does not mean that all nudity or sexual content is prohibited. We recognize that sexuality is a part of life and non-pornographic sexual content may be a part of your project, or may be presented for educational or artistic purposes. If you have any questions or concerns about something you want to post, [feel free to reach out and ask](https://OmniBuilds.com/contact) beforehand. -* **Active malware or exploits** - Being part of a community includes not taking advantage of other members of the community. We do not allow anyone to use our platform for exploit delivery, such as using GitHub as a means to deliver malicious executables, or as attack infrastructure, for example by organizing denial of service attacks or managing command and control servers. Note, however, that we do not prohibit the posting of source code which could be used to develop malware or exploits, as the publication and distribution of such source code has educational value and provides a net benefit to the security community. +* **Active malware or exploits** - Being part of a community includes not taking advantage of other members of the community. We do not allow anyone to use our platform for exploit delivery, such as using OmniBuilds as a means to deliver malicious executables, or as attack infrastructure, for example by organizing denial of service attacks or managing command and control servers. Note, however, that we do not prohibit the posting of source code which could be used to develop malware or exploits, as the publication and distribution of such source code has educational value and provides a net benefit to the security community. ### What happens if someone breaks the rules? @@ -72,4 +62,4 @@ Actions we may take in response to an abuse report include but are not limited t We dedicate these Community Guidelines to the public domain for anyone to use, reuse, adapt, or whatever, under the terms of [CC0-1.0](https://creativecommons.org/publicdomain/zero/1.0/). -These are only guidelines; they do not modify our [Terms of Service](/articles/github-terms-of-service/) and are not intended to be a complete list. GitHub retains full discretion under the [Terms of Service](/articles/github-terms-of-service/#c-acceptable-use) to remove any content or terminate any accounts for activity that violates our Terms on Acceptable Use. These guidelines describe when we will exercise that discretion. +These are only guidelines; they do not modify our [Terms of Service](/articles/OmniBuilds-terms-of-service/) and are not intended to be a complete list. OmniBuilds retains full discretion under the [Terms of Service](/articles/OmniBuilds-terms-of-service/#c-acceptable-use) to remove any content or terminate any accounts for activity that violates our Terms on Acceptable Use. These guidelines describe when we will exercise that discretion. diff --git a/Policies/omnibuilds-corporate-terms-of-service.md b/Policies/omnibuilds-corporate-terms-of-service.md new file mode 100644 index 00000000..4bf40450 --- /dev/null +++ b/Policies/omnibuilds-corporate-terms-of-service.md @@ -0,0 +1,353 @@ +--- +title: OmniBuilds Corporate Terms of Service +--- + +Thank you for choosing OmniBuilds for your company's business needs. Please read our Corporate Terms of Service agreement carefully before accessing or using OmniBuilds. Because it is such an important contract between us and our customers, we have tried to make it as clear as possible. For your convenience, we have presented these terms in a short non-binding summary followed by the full legal terms. + +### Summary + +| Section | What can you find there? | +| --- | --- | +| [A. Definitions](#a-definitions) | Some basic terms, defined in a way that will help you understand this agreement. Refer back up to this section for clarification. | +| [B. Account Terms](#b-account-terms) | These are the basic requirements of having an account on OmniBuilds. | +| [C. Acceptable Use](#c-acceptable-use)| These are the basic rules you must follow when using your OmniBuilds account. | +| [D. User-Generated Content](#d-user-generated-content) | You own the content you post on OmniBuilds. However, you have some responsibilities regarding it, and we ask you to grant us some rights so we can provide services to you. | +| [E. Copyright & DMCA Policy](#e-copyright-infringement-and-dmca-policy) | This section talks about how OmniBuilds will respond if you believe someone is infringing your copyrights on OmniBuilds. | +| [F. Intellectual Property Notice](#f-intellectual-property-notice) | This describes OmniBuilds's rights in the website and service. | +| [G. API Terms](#g-api-terms) | These are the rules for using OmniBuilds's APIs, whether you are using the API for development or data collection. | +| [H. Additional Terms for OmniBuilds Pages](#h-additional-terms-for-OmniBuilds-pages) | We have a few specific rules for content hosted using OmniBuilds Pages. | +| [I. Additional Terms for OmniBuilds Marketplace](#i-additional-terms-for-OmniBuilds-marketplace) | We have another set of terms for OmniBuilds Marketplace. | +| [J. Advertising on OmniBuilds](#j-advertising-on-OmniBuilds) | If you want to promote your content on OmniBuilds, this section lays out some rules you must follow. | +| [K. Payment](#k-payment) | You are responsible for payment. We are responsible for billing you accurately. | +| [L. Cancellation and Termination](#l-cancellation-and-termination) | You may cancel this agreement and close your account at any time. | +| [M. Communications with OmniBuilds](#m-communications-with-OmniBuilds) | We only use email and other electronic means to stay in touch with our users. We do not provide phone support. | +| [N. Disclaimer of Warranties](#n-disclaimer-of-warranties) | We provide our service as is, and we make no promises or guarantees about this service. **Please read this section carefully; you should understand what to expect.** | +| [O. Limitation of Liability](#o-limitation-of-liability) | Situations where either of us will be liable to the other for damages or losses arising from your use or inability to use the service or otherwise arising under this agreement are limited. **Please read this section carefully; it limits our obligations to you.** | +| [P. Release and Indemnification](#p-release-and-indemnification) | You are fully responsible for your and your Users' use of the service. | +| [Q. Changes to these Terms of Service](#q-changes-to-these-terms) | We may modify this agreement, but we will give you 30 days' notice of changes that affect your rights. | +| [R. Miscellaneous](#r-miscellaneous) | Please see this section for legal details including our choice of law. | + +### The OmniBuilds Corporate Terms of Service +Effective date: May 22, 2017 + +### A. Definitions +**Short version:** *We use these basic terms throughout the agreement, and they have specific meanings. You should know what we mean when we use each of the terms. There's not going to be a test on it, but it's still useful information.* + +1. The “Agreement” refers, collectively, to all the terms, conditions, notices contained or referenced in this document (the “Corporate Terms of Service” or the "Terms") and all other operating rules, policies (including the OmniBuilds Privacy Statement, available at [OmniBuilds.com/site/privacy](https://OmniBuilds.com/site/privacy)) and procedures that we may publish from time to time on the Website. Most of our site policies are available at [help.OmniBuilds.com/categories/site-policy](/categories/site-policy/). +2. The “Service” refers to the applications, software, products, and services provided by OmniBuilds. +3. The “Website” refers to OmniBuilds’s website located at [OmniBuilds.com](https://OmniBuilds.com/), and all content, services, and products provided by OmniBuilds at or through the Website. It also refers to OmniBuilds-owned subdomains of OmniBuilds.com, such as [education.OmniBuilds.com](https://education.OmniBuilds.com/) and [pages.OmniBuilds.com](https://pages.OmniBuilds.com/). These Terms also govern OmniBuilds’s conference websites, such as [CodeConf.com](https://CodeConf.com/) and product websites, such as [atom.io](https://atom.io/). Occasionally, websites owned by OmniBuilds may provide different or additional terms of service. If those additional terms conflict with this Agreement, the more specific terms apply to the relevant page or service. +4. "Customer", “You,” and “Your” refer to the company, or organization that has visited or is using the Website or Service; that accesses or uses any part of the account; or that directs the use of the account in the performance of its functions. Special terms may apply for business or government accounts (See [Section B(6): Additional Terms](#6-additional-terms)). +5. "User" refers to the individual who has visited or is using the Website or Service on your behalf; that accesses or uses any part of the account on your behalf; or that directs the use of the account in the performance of their functions on your behalf. A User must be at least 13 years of age. +6. “OmniBuilds,” “We,” and “Us” refer to OmniBuilds, Inc., as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents, and employees. +7. A "Corporate Account" refers to any account created by a User on behalf of an entity, such as a company, non-profit organization, or group. A Corporate Account may include a Business plan, a Team plan, or a Developer plan. +8. “Content” refers to content featured or displayed through the Website, including without limitation text, data, articles, images, photographs, graphics, software, applications, designs, features, and other materials that are available on the Website or otherwise available through the Service. "Content" also includes Services. “User-Generated Content” is Content, written or otherwise, created or uploaded by our Users. “Paid Content” is Content only available to Users who are participating in a payment plan, including private repositories. + +### B. Account Terms +**Short version:** *A human must create your account; the creator and Users of your account must be 13 or over; you must provide a valid email address; and you may not have more than one free account. You alone are responsible for your account and anything that happens while you are signed in to or using your account. You are responsible for keeping your account secure.* + +#### 1. Required Information +You must provide a valid email address and your company’s name in order to complete the signup process. Any other information requested, such as your real name, is optional, unless you upgrade to a paid account. Please see the section on [Payment](#k-payment) for information about paid accounts. + +#### 2. Corporate Terms Applicability +The Corporate Terms of Service Agreement applies only if you are entering into an agreement with OmniBuilds on behalf of an entity, such as a company, non-profit organization, or group. If you are entering into an agreement with OmniBuilds as an individual, you should not sign this Agreement; please use the [OmniBuilds Terms of Service Agreement](/articles/OmniBuilds-terms-of-service). To the extent these terms conflict with any other terms you've accepted for use of OmniBuilds.com, these terms will govern with respect to any work you do on OmniBuilds on behalf of Customer. + +If you are entering into this Agreement on behalf of an entity, you represent that you are authorized to enter into the Agreement and bind the entity to these Terms. + +#### 3. Corporate Account Association +If you would like to associate your Corporate Account with a company name, we will do our best to confirm that association based on the information you provide to us. The more information you provide, the better able we will be to confirm that association. Information that helps us confirm a company's association with an account includes: the name of the business included at the time of acceptance of these Terms, the payment information, and the email addresses associated with the account. In the event that you do not provide sufficient information for us to confirm your company's association with the account, association will be determined by the email addresses and security settings within your account settings. + +#### 4. Corporate Account Requirements +You must create an individual account before you can create a Corporate Account. We have a few simple rules for individual accounts on OmniBuilds: + +- You must be a human to create an account. Accounts registered by "bots" or other automated methods are not permitted. We do permit machine accounts: + - A machine account is an account set up by an individual human who accepts the Terms on behalf of the account, provides a valid email address, and is responsible for its actions. A machine account is used exclusively for performing automated tasks. Multiple users may direct the actions of a machine account, but the owner of the account is ultimately responsible for the machine's actions. You may maintain no more than one free machine account in addition to your free personal account. +- One person or legal entity may maintain no more than one free account (if you choose to control a machine account as well, that's fine, but it can only be used for running a machine). +- You may not create an account for the use of any User under the age of 13. While we are thrilled to see brilliant young coders get excited by learning to program, we must comply with United States law. OmniBuilds does not target our Service to children under 13, and we do not permit any Users under 13 on our Service. If we learn of any User under the age of 13, we will [terminate that User’s account immediately](#l-cancellation-and-termination). If you are a resident of a country outside the United States, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws. +- Your login may only be used by one person — i.e., a single login may not be shared by multiple people. A paid organization account may create separate logins for as many users as its subscription allows. +- Overall, the number of Users must not exceed the number of accounts you've ordered from us. + +#### 5. User Account Security +You are responsible for keeping your account secure while using OmniBuilds. We offer tools such as two-factor authentication to help you maintain your account's security, but the content of your account and its security are up to you. +- You are responsible for all content posted and activity that occurs under its account (even when content is posted by others who have accounts under your account). +- You are responsible for maintaining the security of its account and password. OmniBuilds cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. +- You will promptly [notify OmniBuilds](https://OmniBuilds.com/contact/) if you become aware of any unauthorized use of, or access to, our Service through your account, including any unauthorized use of your password or account. + +#### 6. Additional Terms +In some situations, third parties' terms may apply to your use of OmniBuilds. For example, you may be a member of an organization on OmniBuilds with its own terms or license agreements; you may download an application that integrates with OmniBuilds; or you may use OmniBuilds to authenticate to another service. Please be aware that while these Terms are our full agreement with you, other parties' terms govern their relationships with you. + +If you are a government User or otherwise accessing or using any OmniBuilds Service in a government capacity, this [Government Amendment to OmniBuilds Terms of Service](/articles/amendment-to-OmniBuilds-terms-of-service-applicable-to-u-s-federal-government-users/) applies to you, and you agree to its provisions. + +If you have signed up for a Business Plan, the [Business Plan Addendum](/articles/OmniBuilds-business-plan-addendum/) applies to you, and you agree to its provisions. + +If you are an owner or administrator of an Organization on OmniBuilds, additional terms may govern your relationship with us and supersede this Agreement. + +### C. Acceptable Use +**Short version:** *OmniBuilds hosts a wide variety of collaborative projects from all over the world, and that collaboration only works when our users are able to work together in good faith. While using the service, you must follow this Acceptable Use Policy, which includes some restrictions on content you can post, conduct on the service, and other limitations. In short, be excellent to each other.* + +#### 1. Compliance with Laws and Regulations +Your use of the Website and Service must not violate any applicable laws, including copyright or trademark laws, export control laws, or other laws in your jurisdiction. You are responsible for making sure that your and your Users' use of the Service is in compliance with laws and any applicable regulations. + +#### 2. Content Restrictions +You agree that under no circumstances will you or your Users upload, post, host, or transmit any content that: + +- is unlawful or promotes unlawful activities; +- is or contains sexually obscene content; +- is libelous, defamatory, or fraudulent; +- is discriminatory or abusive toward any individual or group; +- contains or installs any active malware or exploits, or uses our platform for exploit delivery (such as part of a command and control system); or +- infringes on any proprietary right of any party, including patent, trademark, trade secret, copyright, right of publicity, or other rights. + +#### 3. Conduct Restrictions +While using OmniBuilds, you agree that under no circumstances, will you or your Users: +- harass, abuse, threaten, or incite violence towards any individual or group, including OmniBuilds employees, officers, and agents, or other OmniBuilds Users; +- use our servers for any form of excessive automated bulk activity (for example, spamming), or relay any other form of unsolicited advertising or solicitation through our servers, such as get-rich-quick schemes; +- attempt to disrupt or tamper with OmniBuilds's servers in ways that could harm our Website or Service, to place undue burden on OmniBuilds's servers through automated means, or to access OmniBuilds's Service in ways that exceed your authorization (other than those authorized by the [OmniBuilds Bug Bounty program](https://bounty.OmniBuilds.com/)); +- impersonate any person or entity, including any of our employees or representatives, including through false association with OmniBuilds, or by fraudulently misrepresenting your identity or site's purpose; or +- violate the privacy of any third party, such as by posting another person's personal information without consent. + +#### 4. Services Usage Limits +You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without OmniBuilds's express written permission. + +#### 5. Scraping +Scraping refers to extracting data from our Website via an automated process, such as a bot or webcrawler. It does not refer to the collection of information through OmniBuilds's API. Please see [Section G](#g-api-terms) for our API Terms. You may scrape the website for the following reasons: +- Researchers may scrape public, non-personal information from OmniBuilds for research purposes, only if any publications resulting from that research are open access. +- Archivists may scrape OmniBuilds for public data for archival purposes. + +You may not scrape OmniBuilds for spamming purposes, including for the purposes of selling OmniBuilds users' personal information, such as to recruiters, headhunters, and job boards. + +All use of OmniBuilds data gathered through scraping must comply with the [OmniBuilds Privacy Statement](https://OmniBuilds.com/site/privacy). + +#### 6. Privacy +Misuse of OmniBuilds Users' Personal Information is prohibited. + +Any person, entity, or service collecting data from OmniBuilds must comply with the [OmniBuilds Privacy Statement](https://OmniBuilds.com/site/privacy), particularly in regards to the collection of our Users' Personal Information (as defined in the OmniBuilds Privacy Statement). If you collect any OmniBuilds User's Personal Information from OmniBuilds, you agree that you will only use the Personal Information you gather for the purpose for which our User has authorized it. You agree that you will reasonably secure any Personal Information you have gathered from OmniBuilds, and you will respond promptly to complaints, removal requests, and "do not contact" requests from OmniBuilds or OmniBuilds Users. + +#### 7. Excessive Bandwidth Use +If we determine your bandwidth usage to be significantly excessive in relation to other OmniBuilds customers, we reserve the right to suspend your account or throttle your file hosting until you can reduce your bandwidth consumption. + +#### 8. User Protection +You agree not to engage in activity that significantly harms our Users. We will resolve disputes in favor of protecting our Users as a whole. + +### D. User-Generated Content +**Short version:** *You own content you create, but you allow us certain rights to it, so that we can display and share the content you post. You still have control over your content, and responsibility for it, and the rights you grant us are limited to those we need to provide the service. We have the right to remove content or close accounts if we need to.* + +#### 1. Responsibility for User-Generated Content +You may create User-Generated Content while using the Service. You are solely responsible for the content of, and any harm resulting from, any User-Generated Content that you or your Users post, upload, link to or otherwise makes available via the Service, regardless of the form of that Content. We are not responsible for any public display or misuse of your User-Generated Content. + +#### 2. Ownership of Content and Right to Post +You retain ownership of and responsibility for Content you and your Users create. If you're posting anything you or your Users did not create yourselves and on your behalf, you agrees that you and your Users will only submit Content that you have the right to post, and you will fully comply with any third party licenses relating to Content you and your Users post. + +#### 3. OmniBuilds May Remove Content +We do not pre-screen User-Generated Content, but we have the right (though not the obligation) to refuse or remove any User-Generated Content that, in our sole discretion, violates any OmniBuilds terms or policies. + +#### 4. License Grant to Us +Your Content belongs to you, and you are responsible for Content you post even if it does not belong to you. However, we need the legal right to do things like host it, publish it, and share it. You grant us and our legal successors the right to store and display your Content and make incidental copies as necessary to render the Website and provide the Service. + +That means you're giving us the right to do things like reproduce your content (so we can do things like copy it to our database and make backups); display it (so we can do things like show it to you and other users); modify it (so our server can do things like parse it into a search index); distribute it (so we can do things like share it with other users); and perform it (in case your content is something like music or video). + +This license does not grant OmniBuilds the right to sell your Content or otherwise distribute it outside of our Service. + +#### 5. License Grant to Other Users +Any Content you or your Users post publicly, including issues, comments, and contributions to other Users' repositories, may be viewed by others. By setting your repositories to be viewed publicly, you agree to allow others to view and "clone" your design (this means that others may make their own copies of your Content in repositories they control). + +If you set your pages and repositories to be viewed publicly, you grant each User of OmniBuilds a nonexclusive, worldwide license to access your Content through the OmniBuilds Service, and to use, display and perform your Content, and to reproduce your Content solely on OmniBuilds as permitted through OmniBuilds's functionality. You may grant further rights if you [adopt a license](/articles/adding-a-license-to-a-repository/#including-an-open-source-license-in-your-repository). + +#### 6. Contributions Under Repository License +Whenever you make a contribution to a repository containing notice of a license, you license your contribution under the same terms, and you agree that you have the right to license your contribution under those terms. If you have a separate agreement to license your contributions under different terms, such as a contributor license agreement, that agreement will supercede. + +Isn't this just how it works already? Yep. This is widely accepted as the norm in the open-source community; it's commonly referred to by the shorthand "inbound=outbound". We're just making it explicit. + +#### 7. Moral Rights +You retain all moral rights to Content you upload, publish, or submit to any part of the Service, including the rights of integrity and attribution. However, you waive these rights and agree not to assert them against us, to enable us to reasonably exercise the rights granted in Section D.4, but not otherwise. You understand that you will not receive any payment for any of the rights granted in this Section. + +To the extent such an agreement is not enforceable by applicable law, you grant OmniBuilds a nonexclusive, revocable, worldwide, royalty-free right to (1) use the Content without attribution strictly as necessary to render the Website and provide the Service; and (2) make reasonable adaptations of the Content as provided in this Section. We need these rights to allow basic functions like search to work. + +#### 8. Private Repositories +Paid accounts may have [private repositories](/articles/making-a-public-repository-private/), which allow the User to control access to Content. OmniBuilds employees [only access private repositories when access is required for security or maintenance](/articles/OmniBuilds-security/#employee-access) or for support reasons, and then only with the consent of the repository owner. Because we respect your privacy in private repositories, you must respect the Terms of Service in everything you post to a private repository. If we have reason to believe the contents of a private repository are in violation of the law or of these Terms, we have the right to remove them. + +### E. Copyright Infringement and DMCA Policy +If you believe that content on our website violates your copyright, please contact us in accordance with our [Digital Millennium Copyright Act Policy](/articles/dmca-takedown-policy/). If you are a copyright owner and you believe that content on OmniBuilds violates your rights, please contact us via [our convenient DMCA form](https://OmniBuilds.com/contact/dmca) or by emailing copyright@OmniBuilds.com. There may be legal consequences for sending a false or frivolous takedown notice. Before sending a takedown request, you must consider legal uses such as fair use and licensed uses. + +We will terminate the accounts of [repeat infringers](/articles/dmca-takedown-policy/#e-repeated-infringement) of this policy. + +### F. Intellectual Property Notice +**Short version:** *We own the service and all of our content. In order for you to use our content, we give you certain rights to it, but you may only use our content in the way we have allowed.* + +#### 1. OmniBuilds's Rights to Content +OmniBuilds and our licensors, vendors, agents, and/or our content providers retain ownership of all intellectual property rights of any kind related to the Website and Service. We reserve all rights that are not expressly granted to you under this Agreement or by law. The look and feel of the Website and Service is copyright © OmniBuilds, Inc. All rights reserved. You may not duplicate, copy, or reuse any portion of the HTML/CSS, Javascript, or visual design elements or concepts without express written permission from OmniBuilds. + +#### 2. OmniBuilds Trademarks and Logos +If you’d like to use OmniBuilds’s trademarks, you must follow all of our trademark guidelines, including those on our logos page: https://OmniBuilds.com/logos. + +#### 3. License to OmniBuilds Policies +This Agreement is licensed under the [Creative Commons Attribution license](https://creativecommons.org/licenses/by/4.0/). You may use it freely under the terms of the Creative Commons license. + +### G. API Terms +**Short version:** *You agree to these Terms of Service, plus this Section G, when using any of OmniBuilds's APIs (Application Provider Interface), including use of the API through a third party product that accesses OmniBuilds.* + +#### 1. Limitation of Liability for API Use +You understand and agree that OmniBuilds is not liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to damages for loss of profits, goodwill, use, data or other intangible losses (even if OmniBuilds has been advised of the possibility of such damages), resulting from your use of the API or third-party products that access data via the API. + +#### 2. No Abuse or Overuse of the API +Abuse or excessively frequent requests to OmniBuilds via the API may result in the temporary or permanent suspension of your account's access to the API. OmniBuilds, in our sole discretion, will determine abuse or excessive usage of the API. We will make a reasonable attempt to warn you via email prior to suspension. + +You may not share API tokens to exceed OmniBuilds's rate limitations. + +You may not use the API to download data or Content from OmniBuilds for spamming purposes, including for the purposes of selling OmniBuilds users' personal information, such as to recruiters, headhunters, and job boards. + +All use of the OmniBuilds API is subject to these Terms of Service and the [OmniBuilds Privacy Statement](https://OmniBuilds.com/site/privacy). + +OmniBuilds may offer subscription-based access to our API for those Users who require high-throughput access or access that would result in resale of OmniBuilds's Service. + +#### 3. OmniBuilds May Terminate Your Use of the API +We reserve the right at any time to modify or discontinue, temporarily or permanently, your access to the API or any part of it with or without notice. + +### H. Additional Terms for OmniBuilds Pages +**Short version:** *The OmniBuilds Pages hosting service is subject to certain rules, in addition to the rest of the Terms.* + +Each OmniBuilds account comes with access to the [OmniBuilds Pages static hosting service](/articles/what-is-OmniBuilds-pages/). This hosting service is intended to host static web pages for OmniBuilds users. OmniBuilds Pages are subject to some specific bandwidth and usage limits, and may not be appropriate for some high-bandwidth uses. Please see our [OmniBuilds Pages guidelines](/articles/what-is-OmniBuilds-pages/) for more information. + +OmniBuilds reserves the right at all times to reclaim any OmniBuilds subdomain without liability. + +### I. Additional Terms for OmniBuilds Marketplace + +**Short version:** *OmniBuilds Marketplace is subject to certain rules, in addition to the rest of this Agreement.* + +[OmniBuilds Marketplace](https://OmniBuilds.com/marketplace) is a platform for developers of all kinds. Through OmniBuilds Marketplace, you can list Developer Products (as defined in the [OmniBuilds Marketplace Terms of Service](/articles/OmniBuilds-marketplace-terms-of-service/)) or buy others' Developer Products. Prior to submitting a project to be listed, you must agree to the [OmniBuilds Marketplace Developer Agreement](/articles/OmniBuilds-marketplace-developer-agreement/). + +If you buy Developer Products, the [OmniBuilds Marketplace Terms of Service](/articles/OmniBuilds-marketplace-terms-of-service/) controls your purchase. This Agreement, as well as the [OmniBuilds Marketplace Terms of Service](/articles/OmniBuilds-marketplace-terms-of-service/), will govern your use of OmniBuilds Marketplace. Many of these Developer Products are used exclusively for performing automated tasks. In addition, multiple Users may direct the actions of a Developer Product. However, if you purchase and/or set up a Developer Product on your account, or you are an owner of an account with an integrated Developer Product, then you will be responsible for the Developer Product's actions that are performed on or through your account. + +Any violation of the [OmniBuilds Marketplace Terms of Service](/articles/OmniBuilds-marketplace-terms-of-service/) is also a violation of this Agreement. + +### J. Advertising on OmniBuilds +**Short version:** *We do not generally prohibit use of OmniBuilds for advertising. However, we expect our users to follow certain limitations, so OmniBuilds does not become a spam haven. No one wants that.* + +#### 1. OmniBuilds Pages +We offer Pages sites primarily as a showcase for personal and organizational projects. Some monetization efforts are permitted on Pages, such as donation buttons and crowdfunding links. + +#### 2. OmniBuilds Repositories +OmniBuilds repositories are intended to host Content. You may include static images, links, and promotional text in the README documents associated with your repositories, but they must be related to the project you are hosting on OmniBuilds. + +You may not advertise in other Users' repositories, such as by posting monetized or excessive bulk content in issues. + +#### 3. Spamming and Inappropriate Use of OmniBuilds +Advertising Content, like all Content, must not violate the law or these Terms of Use, for example through excessive bulk activity such as spamming. We reserve the right to remove any advertisements that, in our sole discretion, violate any OmniBuilds terms or policies. + +### K. Payment +**Short version:** *You are responsible for any fees associated with your use of OmniBuilds. We are responsible for communicating those fees to you clearly and accurately, and letting you know well in advance if those prices change.* + +#### 1. Pricing +Our pricing and payment terms are available at [OmniBuilds.com/pricing](https://OmniBuilds.com/pricing). If you agree to a subscription price, that will remain your price for the duration of the payment term; however, prices are subject to change at the end of a payment term. + +#### 2. Upgrades, Downgrades, and Changes +- We will immediately bill you when you upgrade from the free plan to any paying plan. +- If you change from a monthly billing plan to a yearly billing plan, OmniBuilds will bill you for a full year at the next monthly billing date. +- If you upgrade to a higher level of service, we will bill you for the upgraded plan immediately. +- You may change your level of service at any time by [choosing a plan option](https://OmniBuilds.com/pricing) or going into your [Billing settings](https://OmniBuilds.com/settings/billing). If you choose to downgrade your account, you may lose access to Content, features, or capacity of your account. Please see our section on [Cancellation](#l-cancellation-and-termination) for information on getting a copy of that Content. + +#### 3. Billing Schedule; No Refunds +- For monthly or yearly payment plans, the Service is billed in advance on a monthly or yearly basis respectively and is non-refundable. There will be no refunds or credits for partial months or partial years of service, downgrade refunds, or refunds for months or years unused with an open account; however, the service will remain active for the length of the paid billing period. +- In order to treat everyone equally, no exceptions will be made. + +#### 4. Authorization +By agreeing to these Terms, you are giving us permission to charge your on-file credit card, PayPal account, or other approved methods of payment for fees that you authorize for OmniBuilds. + +#### 5. Responsibility for Payment +You are responsible for all fees, including taxes, associated with your use of the Service. By using the Service, you agree to pay OmniBuilds any charge incurred in connection with your use of the Service. If you dispute the matter, contact {{ site.data.variables.contact.contact_support }}. You are responsible for providing us with a valid means of payment for paid accounts. Free accounts are not required to provide payment information. + +### L. Cancellation and Termination +**Short version:** *You may close your account at any time. If you do, we'll treat your information responsibly.* + +#### 1. Account Cancellation +It is your responsibility to properly cancel your account with OmniBuilds. You can [cancel your account at any time](/articles/how-do-i-cancel-my-account/) by going into your Settings in the global navigation bar at the top of the screen. The Account screen provides a simple, no questions asked cancellation link. We are not able to cancel accounts in response to an email or phone request. + +#### 2. Upon Cancellation +We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements, but barring legal requirements, we will delete your full profile and the Content of your repositories within 90 days of cancellation or termination (though some information may remain in encrypted backups). This information can not be recovered once your account is cancelled. + +We will not delete Content that you have contributed to other Users' repositories or that other Users have forked. + +Upon request, we will make a reasonable effort to provide an account owner with a copy of your lawful, non-infringing account contents after account cancellation, termination, or downgrade. You must make this request within 90 days of cancellation, termination, or downgrade. + +#### 3. OmniBuilds May Terminate +OmniBuilds has the right to suspend your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. OmniBuilds has the right to terminate your access to all or any part of the Website at any time, with or without cause, **upon thirty (30) days advanced notice**. If we do, we will make a reasonable effort to provide the affected account owner with a copy of their lawful, non-infringing account contents upon request. + +#### 4. Survival +All provisions of this Agreement which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability. + +### M. Communications with OmniBuilds +**Short version:** *We use email and other electronic means to stay in touch with our users.* + +#### 1. Electronic Communication Required +For contractual purposes, you (1) consent to receive communications from us in an electronic form via the email address you have submitted or via the Service; and (2) agree that all Terms of Service, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. This section does not affect your non-waivable rights. + +#### 2. Legal Notice to OmniBuilds Must Be in Writing +Communications made through email or OmniBuilds Support's messaging system will not constitute legal notice to OmniBuilds or any of its officers, employees, agents or representatives in any situation where notice to OmniBuilds is required by contract or any law or regulation. Legal notice to OmniBuilds must be in writing and [served on OmniBuilds's legal agent](/articles/guidelines-for-legal-requests-of-user-data/#submitting-requests). + +#### 3. No Phone Support +OmniBuilds only offers support via email, in-Service communications, and electronic messages. We do not offer telephone support. + +### N. Disclaimer of Warranties +**Short version:** *We provide our service as is, and we make no promises or guarantees about this service. Please read this section carefully; you should understand what to expect.* + +OmniBuilds provides the Website and the Service “as is” and “as available,” without warranty of any kind. Without limiting this, we expressly disclaim all warranties, whether express, implied or statutory, regarding the Website and the Service including without limitation any warranty of merchantability, fitness for a particular purpose, title, security, accuracy and non-infringement. + +OmniBuilds does not warrant that the Service will meet your requirements; that the Service will be uninterrupted, timely, secure, or error-free; that the information provided through the Service is accurate, reliable or correct; that any defects or errors will be corrected; that the Service will be available at any particular time or location; or that the Service is free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from your downloading and/or use of files, information, content or other material obtained from the Service. + +### O. Limitation of Liability +**To the maximum extent permitted by applicable law, each party's total cumulative liability to the other party or any third party under this Agreement from all causes of action and all theories of liability will be limited to and will not exceed the fees you've actually paid us during the 24 months preceding the claim giving rise to such liability.** + +You understand and agree that we will not be liable to you or any third party for any loss of profits, use, goodwill, or data, or for any incidental, indirect, special, consequential or exemplary damages, however arising, that result from + +- the use, disclosure, or display of your User-Generated Content; +- your use or inability to use the Service; +- any modification, price change, suspension or discontinuance of the Service; +- the Service generally or the software or systems that make the Service available; +- unauthorized access to or alterations of your transmissions or data; +- statements or conduct of any third party on the Service; +- any other user interactions that you input or receive through your use of the Service; or +- any other matter relating to the Service. + +Our liability is limited whether or not we have been informed of the possibility of such damages, and even if a remedy set forth in this Agreement is found to have failed of its essential purpose. We will have no liability for any failure or delay due to matters beyond our reasonable control. + +### P. Release and Indemnification + +#### 1. Customer’s Indemnification +You are responsible for your use of the service. If you harm someone else or get into a dispute with someone else, we will not be involved. + +Subject to the limitations above, you agree to indemnify us and us hold harmless from and against any and all third party claims and expenses, including attorneys’ fees, arising out of your use of the Website and the Service, including but not limited to your violation of this Agreement, **provided that OmniBuilds (a) promptly gives Customer written Notice of the claim, demand, suit or proceeding.; (b) gives Customer sole control of the defense and settlement of the claim, demand, suit, or proceeding (provided that Customer may not settle any claim, demand, suit, or proceeding unless the settlement unconditionally releases OmniBuilds of all liability); and (c) provides to Customer all reasonable assistance, at Customer’s expense.** + +If you have a dispute with one or more Users, you agree to release OmniBuilds from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes, provided that OmniBuilds (i) promptly gives you written notice of the claim, demand, suit or proceeding; (ii) gives you sole control of the defense and settlement of the claim, demand, suit or proceeding (provided that you may not settle any claim, demand, suit or proceeding unless the settlement unconditionally releases OmniBuilds of all liability); and (iii) provides to you all reasonable assistance, at your expense. + +#### 2. OmniBuilds’s Indemnification +We’ll defend or settle, at our option and expense, any third-party claim brought against you to the extent that it’s based on an allegation that OmniBuilds’s service infringes a copyright or misappropriates a trade secret of any third party (each, a “Claim”), and, subject to Section N, above, Limitation of Liability, we’ll pay all damages and costs (including reasonable legal fees) finally awarded by a court of final appeal attributable to such a Claim, provided that you notify us in writing of any such Claim as soon as reasonably practicable and allow us to control, and reasonably cooperate with us in the defense of, any such Claim and related settlement negotiations. + +You understand that we’ll have no obligation to indemnify you for any claim (1) if the total aggregate fees received by OmniBuilds with respect to your subscription to the services in the 12 month period immediately preceding the claim is less than US $50,000; (2) if the services are modified by any party other than OmniBuilds, but solely to the extent the alleged infringement is caused by such modification; (3) if the services are used in combination with any services, software, or equipment without prior written authorization by OmniBuilds, but solely to the extent the alleged infringement is caused by such combination; (4) to unauthorized use of the services; (5) to any Claim arising as a result of (y) your Content (or circumstances covered by your indemnification obligations in this Section O (Release and Indemnification: Customer’s Indemnification)) or (z) any third-party deliverables or components contained with the services; or (6) if you settle or make any admissions with respect to a claim without OmniBuilds’s prior written consent. + +If your use of the services is, or in our reasonable opinion is likely to be, subject to a Claim under this Section N, we may, at our sole option and at no charge to you (and in addition to our indemnity obligation to you in this Section O): (i) procure for you the right to continue using the services; (ii) replace or modify the services so that they are non-infringing and substantially equivalent in function to the original services; or (iii) if options (i) and (ii) above are not commercially practicable in our reasonable estimation, we can terminate these Terms of Service. + +### Q. Changes to These Terms +**Short version:** *We want our users to be informed of important changes to our terms, but some changes aren't that important — we don't want to bother you every time we fix a typo. So while we may modify this agreement at any time, we will notify users of any changes that affect your rights and give you time to adjust to them.* + +We reserve the right, at our sole discretion, to amend these Terms of Service at any time and will update these Terms of Service in the event of any such amendments. We will notify our Users of material changes to this Agreement, such as price changes, at least 30 days prior to the change taking effect by posting a notice on our Website. For non-material modifications, your continued use of the Website constitutes agreement to our revisions of these Terms of Service. + +We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part of it) with or without notice. + +### R. Miscellaneous + +#### 1. Governing Law +Except to the extent applicable law provides otherwise, this Agreement between you and OmniBuilds and any access to or use of the Website or the Service are governed by the federal laws of the United States of America and the laws of the State of California, without regard to conflict of law provisions. You and OmniBuilds agree to submit to the exclusive jurisdiction and venue of the courts located in the City and County of San Francisco, California. + +#### 2. Non-Assignability +OmniBuilds may assign or delegate these Terms of Service and/or the [OmniBuilds Privacy Statement](https://OmniBuilds.com/site/privacy), in whole or in part, to any person or entity at any time with or without your consent, including the license grant in Section D.4. Except in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of your business or assets, subject to Notice to OmniBuilds, you may not assign or delegate any rights or obligations under the Terms of Service or Privacy Statement without our prior written consent, and any unauthorized assignment and delegation by you is void. + +#### 3. Section Headings and Summaries +Throughout this Agreement, each section includes titles and brief summaries of the following terms and conditions. These section titles and brief summaries are not legally binding. + +#### 4. Severability, No Waiver, and Survival +If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be construed to reflect the parties’ original intent. The remaining portions will remain in full force and effect. Any failure on the part of OmniBuilds to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination of this Agreement. + +#### 5. Complete Agreement +These Terms of Service, together with the OmniBuilds Privacy Statement, represent the complete and exclusive statement of the agreement between you and us. This Agreement supersedes any proposal or prior agreement oral or written, and any other communications between you and OmniBuilds relating to the subject matter of these terms. + +#### 6. Questions +Questions about the Terms of Service? [Contact us](https://OmniBuilds.com/contact/). diff --git a/Policies/omnibuilds-marketplace-developer-agreement.md b/Policies/omnibuilds-marketplace-developer-agreement.md new file mode 100644 index 00000000..cae161ed --- /dev/null +++ b/Policies/omnibuilds-marketplace-developer-agreement.md @@ -0,0 +1,339 @@ +--- +title: OmniBuilds Marketplace Engineers Agreement +--- + +**THESE TERMS AND CONDITIONS (THE "AGREEMENT") GOVERN YOUR PARTICIPATION IN OmniBuilds’S MARKETPLACE PROGRAM. BY ENROLLING TO PARTICIPATE IN THE MARKETPLACE PROGRAM OR BY CLICKING “I ACCEPT” BELOW, YOU ARE CONFIRMING THAT YOU UNDERSTAND THIS AGREEMENT, AND THAT YOU ACCEPT ALL OF ITS TERMS AND CONDITIONS. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THE ENTITY TO THIS AGREEMENT, IN WHICH CASE “YOU” WILL MEAN THE ENTITY YOU REPRESENT.** + +### 1. DEFINITIONS + +Capitalized terms utilized in this Agreement and not defined herein shall have the meaning set forth in the OmniBuilds Terms of Service located at `https://help.OmniBuilds.com/articles/OmniBuilds-terms-of-service` (the “Terms” or “ToS”). + +“Brand Features” means the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of each party, respectively, as owned (or licensed) by such party from time to time. + +"Engineer" or "Designer" means you, and you are the company or individual who has created the software, content, and digital materials for use in connection with OmniBuilds and accessible via Marketplace. + +"Design Application" or "Designs Product" means the designs, content and digital materials created by You for use in connection with OmniBuilds and accessible via Marketplace. + +“End User” means any person, company or other legal entity that will acquire licenses to Engineer Product via the OmniBuilds Marketplace. + +“OmniBuilds API” means OmniBuilds’s proprietary application program interface. Access to and use of the OmniBuilds API is governed by the ToS. + +“OmniBuilds Marketplace” or “Marketplace” means the proprietary online marketplace site operated by OmniBuilds where Engineer Products may be delivered to End Users. + +“Listing” means the content provided for listing the Engineer Product on OmniBuilds Marketplace. + +“Taxes” means any federal, state, local or foreign income, gross receipts, franchise, estimated, alternative minimum, sales, use, transfer, value added, excise, real or personal property, withholding or other tax, of any kind whatsoever, including any interest, penalties or additions to tax or additional amounts in respect of the foregoing.” + +“Usage Data” means Marketplace related data generated in connection with End User use of OmniBuilds Marketplace and licensure of Products, including but not limited to usage statistics and aggregated sales data. Usage Data does not include and specifically excludes banking and payment information. + +### 2. PURPOSE AND LICENSE GRANT + +**2.1** This Agreement sets forth the terms and conditions pursuant to which engineers may publish Listings on OmniBuilds Marketplace for purchase of Engineer Products by End Users and use in connection with OmniBuilds.com. This Agreement is applicable to Engineer’s Products distributed for free and Products for which End Users are charged a fee. Engineer agrees to use the OmniBuilds Marketplace solely for purposes permitted by this Agreement or as otherwise allowed by applicable law. As between OmniBuilds and Engineer, Engineer is solely responsible for Engineer Products. + +**2.2** Engineer grants to OmniBuilds a non-exclusive, worldwide, transferable, sublicensable, fully paid-up, royalty-free license to (a) host, link to, reproduce, modify, publicly perform, publicly display, test, distribute, make available, license and otherwise use the Listing; (b) reproduce, perform, display, use and access the Listing for administration and demonstration purposes in connection with the operation and marketing of the Marketplace; and (c) reproduce, display, distribute and otherwise use any Engineer Brand Features furnished by Engineer to OmniBuilds under this Agreement solely for use in connection with the Marketplace and in order to fulfill its obligations under the Agreement. + +**2.3** In addition to the licenses granted above, OmniBuilds may include Engineer Brand Features furnished by Engineer to OmniBuilds under this Agreement in any presentations, communications, marketing materials, press releases, customer lists (including, without limitation any customer lists, posted to OmniBuilds websites), publicity campaigns and other advertising collateral for purposes of marketing the Marketplace. If Engineer discontinues the distribution of specific Products on the Marketplace, OmniBuilds will, after a commercially reasonable period of time, cease use of the discontinued Products’ Brand Features. Nothing in this Agreement gives Engineer a right to use any OmniBuilds Brand Features. + +**2.4** Engineer grants to each End User a non-exclusive, worldwide right or license to perform, display, and use the Products and any content contained in, accessed by or transmitted through the Products in connection with the Marketplace. Engineer must include a separate end user license agreement (“EULA”) in its Products that will govern the End User’s rights to the Products in lieu of the foregoing sentence. Engineer acknowledges and agrees that the applicable EULA for each Product is solely between Engineer and the End User. OmniBuilds shall not be responsible, nor have any liability whatsoever, under any EULA. + +**2.5** Except for the license rights granted in this Agreement, (a) Engineer retains all rights in the Products; (b) each party retains all rights it has independent of this Agreement, including rights under the US Copyright Act or similar laws of other jurisdictions; and (c) each party owns all rights, title and interest in its respective Brand Features. Each party is responsible for protecting and enforcing its own respective rights and neither party has an obligation to do so on the other’s behalf. + +**2.6** Engineer acknowledges and agrees that OmniBuilds shall be entitled to provide Engineer’s name, address and other contact details to any third party that reasonably, in OmniBuilds’s sole determination, claims that Engineer does not possess all of the necessary intellectual property rights in or to the Products. + +### 3. RESTRICTIONS AND RESPONSIBILITIES + +Notwithstanding any of the requirements set forth in Section 2, Purpose and License Grant, above, Engineer acknowledges and agrees that its use of the Marketplace and participation in the Program is explicitly conditioned on Engineer’s adherence to this Agreement, including without limitation, the restrictions and compliance requirements set forth in this Section 3. + +**3.1** Engineer agrees it will protect the privacy and legal rights of all End Users. If an End User provides Engineer with, or the Product otherwise collects, discloses, accesses or uses, End User names, passwords or other personal information, then the Engineer must (a) inform End Users that such information will be available to the Products; and (b) provide legally adequate privacy notice and protection to End Users. Further, Engineer Products may only use the information for the limited purpose for which Engineer has obtained permission from End User. If Engineer Products store or transmit personal or sensitive information provided by or obtained from End Users, then Engineer must ensure all such activity is done so securely and must respond promptly to complaints, removal requests, and “do not contact” requests from OmniBuilds or Marketplace End Users + +**3.2** In order to use and access the OmniBuilds API, Engineer must obtain API credentials (a “Token”) by becoming a subscriber. Engineer may not share its Token with any third party, shall keep such Token and all login information secure and shall use the Token as Engineer’s sole means of accessing the OmniBuilds API. + +**3.3** Engineer acknowledges and agrees that it will not engage in any activity with the Marketplace, including the distribution of Products, that violates Marketplace policies or that: + +- 1. Violates any applicable laws or regulations or promotes unlawful activities; +- 2. Contains or installs any active malware or exploits, or uses our platform for exploit delivery (such as part of a command and control system); +- 3. Interferes with, disrupts, damages, harms, or accesses in an unauthorized manner the machines, systems, hardware, servers, networks, devices, data or other property or services of any third party; +- 4. Includes false or misleading content; +- 5. Infringes on any proprietary right of any party, including patent, trademark, trade secret, copyright, right of publicity, or other rights; +- 6. Is libelous, defamatory, or fraudulent; +- 7. Enables the unauthorized download of streaming content or media; +- 8. Displays or links to illegal content; +- 9. harasses, abuses, threatens, or incites violence toward any individual or group, including OmniBuilds employees, officers, and agents, or any End Users; +- 10. Is or contains sexually obscene content; +- 11. Is discriminatory or abusive toward any individual or group; +- 12. Diverts End Users or provides links to any other site that mimics the Marketplace or passes itself off as the Marketplace. + +**3.4** Engineer shall not, under any circumstances, through Engineer Products or otherwise, repackage or resell the Marketplace, OmniBuilds API or Usage Data. Engineer is not permitted to use the OmniBuilds API or any Usage Data in any manner that does or could potentially undermine the security of the Service, the OmniBuilds API, Usage Data or any other data or information stored or transmitted using the Marketplace. In addition, Engineer shall not, and shall not attempt to, interfere with, modify or disable any features, functionality or security controls of the Marketplace or the OmniBuilds API, defeat, avoid, bypass, remove, deactivate or otherwise circumvent any protection mechanisms for the Marketplace or the OmniBuilds API, or reverse engineer, decompile, disassemble or derive source code, underlying ideas, algorithms, structure or organizational form from the Marketplace or the OmniBuilds API. + +**3.5** Engineer acknowledges that Engineer is solely responsible, and that OmniBuilds has no responsibility or liability of any kind, for the content, development, operation, support or maintenance of Engineer Products. Without limiting the foregoing, Engineer will be solely responsible for +- (i) the technical installation and operation of its Engineer Products; +- (ii) creating and displaying information and content on, through or within its Engineer Products; +- (iii) ensuring that its Engineer Products do not violate or infringe the intellectual property rights of any third party; +- (iv) ensuring that Engineer Products are not offensive, profane, obscene, libelous or otherwise illegal; +- (v) ensuring that its Engineer Products do not contain or introduce malicious software into the Marketplace, the OmniBuilds API, any Usage Data or other data stored or transmitted using the Marketplace; and +- (vi) ensuring that its Engineer Products are not designed to or utilized for the purpose of sending commercial electronic messages to any OmniBuilds.com users, agents or End Users without their consent. + +**3.6** Engineer will respect and comply with the technical and policy-implemented limitations of the OmniBuilds API and the restrictions of this Agreement in designing and implementing Engineer Products. Without limiting the foregoing, Engineer shall not violate any explicit rate limitations on calling or otherwise utilizing the OmniBuilds API. + +**3.7** Marketplace Security Requirements +Engineer agrees to meet the security requirements set forth below, with regard to development, support, and distribution of the Engineer Product made available via the OmniBuilds Marketplace. + +**3.7.1** Engineer Security Risk Assessment +Prior to listing on Marketplace and thereafter, upon request, Engineer will respond in writing to OmniBuilds's standard risk assessment within thirty (30) days of receipt of such request. During the Term of the Agreement, OmniBuilds will make no more than one (1) annual request for Engineer's completion of a standard written risk assessment. Notwithstanding the foregoing, OmniBuilds may make operational security or compliance inquires at any time with any degree of frequency. The standard annual risk assessment shall include, to the best of Engineer's ability, the following: + +- (i) SOC 1 and/or SOC 2 audit report; +- (ii) 3rd party proof of PCI compliance (a certificate showing Engineer's handling of credit card payments is compliant); +- (iii) Privacy Shield Attestation; +- (iv) ISO Certification or Cloud Security Alliance Self-Assessment; +- (v) Cloud Security Self Assessment; +- (vi) any information on subcontractor or vendor production datacenter(s), IaaS, PaaS, or private hosting providers, as required by OmniBuilds based on data and services rendered; and +- (vii) Written responses and evidence of specific security requirements as outlined in this agreement + +**3.7.2** Meeting Security Requirements +Engineer will, for the Term of the Agreement, maintain equivalent or higher security controls over Engineer services as outlined in the security requirements described herein, and Engineer will confirm compliance with such requirements in response to the security risk assessment described in Section 3.7.1 above. + +**3.7.3** Vulnerability Management +Engineer agrees to establish and maintain security vulnerability management processes meeting security industry standards, including but not limited to regular scanning, reporting, and patching, where patching is based on the risk rating of the vulnerability as determined by the Engineer. + +**3.7.4** Clear escalation contacts +Engineer will provide an internal contact list/call tree for escalation for Security and Audit/Compliance operational functions with notifications to be sent to OmniBuilds as follows: + +- (i) Security Incident notifications to be sent to security@OmniBuilds.com; and +- (ii) Risk, Audit, and Compliance Contact Information to be sent to security-GRC@OmniBuilds.com + +**3.7.5** Security Incident Response and Breach Process +3.7.5.1 Engineer will maintain a Security Incident and Breach Response function capable of identifying, mitigating the effects of, and preventing the recurence of security incidents and breaches (occurrence). Upon confirmation of an incident occurrence that may put OmniBuilds data or accounts at risk, Engineer shall take all reasonable measures to mitigate the harmful effects of the occurrence. + +**3.7.5.2** Engineer must notify OmniBuilds of confirmed breach no later than twenty-four (24) hours after confirmation of a breach impacting OmniBuilds data or OmniBuilds customer data. + +**3.7.5.3** Engineer must notify OmniBuilds of an occurrence no later than seventy-two (72) hours after confirmation of a security incident impacting OmniBuilds data or OmniBuilds customers. + +**3.7.5.4** Notice. +Notice of breach (Section 3.7.5.2) and notice of occurrence (Section 3.7.5.3) must include: + +- (i) the identification of the OmniBuilds data which has been, or is reasonably believed to have been affected (used, accessed, acquired or disclosed); +- (ii) a description of what happened, including the date of the occurrence and the date of discovery of the occurrence, if known at time of reporting; +- (iii) the scope of the occurrence, including a description of the threat actors including known tactics, techniques, and procedures (TTPs) and other threat intelligence data as such data becomes available; +- (iv) all corrective and remedial actions completed; +- (v) all efforts taken to mitigate the risks of further Incidents; and +- (vi) a description of Engineer’s response to the occurrence, including steps Engineer has taken to mitigate the harm caused by the occurrence. + +**3.7.5.5** Security Incident and Breach Notifications. +For avoidance of doubt, OmniBuilds classifies all non-public customer account, Organization and Repository information received from OmniBuilds as confidential data. For the purpose of this Section 3.7.1, a Security Incident shall be defined as an event that may indicate that an organization's systems or data have been compromised or that measures put in place to protect them have failed, identified attempts from unauthorized sources to access systems or data, or unplanned disruption to a service or denial of a service, and a Breach shall be defined as an incident in which sensitive, protected or confidential data has potentially been viewed, stolen or used by an individual unauthorized to do so. + +**3.7.5.6** Security and Breach Notifications must be sent to support@omnibuilds.com. + +**3.7.6** Regulator Audit +Should OmniBuilds realize a regulatory audit that requires participation from Engineer, Engineer shall fully cooperate with requests by providing access to relevant knowledgeable personnel, documentation, infrastructure, and application software. OmniBuilds shall ensure use of an independent 3rd party (such as regulator or regulators delegate) and that findings not relevant to OmniBuilds are not disclosed to OmniBuilds. +Notification of such audit will be provided to Engineer in a timely fashion, pending regulator notification, and in a manner that allows for appropriate personnel to be made available to assist. The third party auditor shall disclose to Engineer any findings and recommended actions where allowed by regulator. Where regulators provide no advanced notice to OmniBuilds of audit or investigation, Engineer shall respond in as timely a fashion as required by regulators. + +**3.7.7** Notification of material service changes +Engineer will notify OmniBuilds, Inc. of any material changes in services offered that impacts data protection and could result in use, transmission, or exposure of OmniBuilds data in a manner not supported under contract. OmniBuilds reserves the right to reassess risk and technical controls related to changes to service offered by Engineer under this Agreement. Engineer shall provide advance notice to OmniBuilds of implementation of any material service changes. Material service changes may include, but are not limited to: + +- (i) Migration to, or addition of, a new third party IaaS or PaaS provider; +- (ii) Changes in geographic location of stored or processed data, e.g. a United States based Engineer adding storage or process services in a new EU or APAC region; or +- (iii) Changes in OAuth authorization scope your service requests, e.g. your application moving from only `read:org` scope to including `repo` scope. + +**3.7.8** Notification of Acquisition +Engineer will notify OmniBuilds, Inc. 90 days before any transfer of ownership by or of another company that will impact any data protection agreements. + +**3.7.9** OmniBuilds Initiated Security Operations +The following Section 3.7.10 does not preclude the Engineer from maintaining their own appropriate operational security and/or application security practices. Engineer will hold OmniBuilds harmless for any outcome of acting on reported security intelligence, vulnerabilities and defects. + +**3.7.10** External Vulnerability Scanning +Engineer agrees to allow OmniBuilds, at its discretion, to execute industry standard vulnerability scans of Engineer’s public facing IPs. OmniBuilds will provide any findings to Engineer if deemed of sufficient risk for remediation and will track closure on material findings. + +**3.7.11** Private Bug Bounty +OmniBuilds may, at its discretion, establish a private Bug Bounty for the Engineer through a vendor of OmniBuilds’s choice, to facilitate reporting and tracking to closure any security defects found in the Engineer’s product or service. + +**3.7.12** Security Intelligence Sharing +OmniBuilds may, at its discretion, choose to share security intelligence that may have an impact on OmniBuilds customer and account security. Engineer agrees to participate in such discussions to ensure the security of OmniBuilds customer and user accounts and data. + +**3.8** OmniBuilds reserves the right to terminate this Agreement immediately if OmniBuilds determines that Engineer breached any requirement or obligation of this Section 3. + +**3.9** Nothing in this Agreement shall prevent either party from developing and/or publishing applications that are similar or otherwise compete with the other party's applications. + +### 4. TAKEDOWNS + +**4.1** Your Takedowns. Upon providing OmniBuilds with thirty (30) days written notice in advance of the 1st day of the succeeding calendar month, you may remove your Listings from future distribution via Marketplace, but you must comply with this Agreement for any Listing distributed through Marketplace, including but not limited to refund requirements. Removing your Listing from future distribution via Marketplace does not (a) affect the license rights of End Users who have previously purchased or installed your Listing or (b) change your obligation to deliver or support Listing that has been previously purchased or installed by users. + +Notwithstanding the foregoing, in no event will OmniBuilds maintain on any portion of Marketplace any Listing that you have removed from Marketplace and provided written notice to OmniBuilds that such removal was due to + +- (i) an allegation of infringement, or actual infringement, of any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person, +- (ii) an allegation of defamation or actual defamation, +- (iii) an allegation of violation, or actual violation, of any third party's right of publicity or privacy, or +- (iv) an allegation or determination that such Listing does not comply with applicable law. + +If you remove a Listing from Marketplace pursuant to clauses (i), (ii), (iii) or (iv) of this Section 4.1, and an End User purchased such Listing within a year before the date of takedown, OmniBuilds is not responsible for refund(s) to the affected buyer of any amount paid by such End Customer during the year before the date of takedown for such affected Listing. + +**4.2** OmniBuilds Review and Takedowns. While OmniBuilds is not obligated to monitor the Listing or their content, OmniBuilds may at any time review or test your Listing for compliance with this Agreement, the Marketplace program policies, and any other applicable terms, obligations, laws, or regulations. OmniBuilds retains the right to refuse to include a Listing on Marketplace in its sole discretion. You may be required to provide information about yourself (such as identification or contact details) as part of the registration process for Marketplace, or as part of your continued use of Marketplace. You agree that any information you give to Marketplace will always be accurate, correct and up to date. As part of the specification for your Listing, OmniBuilds may ask that you include in the file for your Listing information such as your name and email address. OmniBuilds may use this information when featuring the Listing in our directory or for other uses. + +If OmniBuilds is notified by you or otherwise becomes aware and determines in its sole discretion that a Listing or any portion thereof or your Brand Features +- (a) violates the intellectual property rights or any other rights of any third party; +- (b) violates any applicable law or is subject to an injunction; +- (c) is pornographic, obscene or otherwise violates OmniBuilds's hosting policies or other terms of service as may be updated by OmniBuilds from time to time in its sole discretion; +- (d) is being distributed by you improperly; +- (e) may create liability for OmniBuilds or any third party; +- (f) is deemed by OmniBuilds to be malicious or defective; +- (g) violates the terms of this Agreement or the Marketplace program policies; +- (h) the display of the Listing is impacting the integrity of OmniBuilds servers (i.e., users are unable to access such content or otherwise experience difficulty); +- (i) is deemed by OmniBuilds to add undue risk to Marketplace End Users’ data or impair the user experience of Marketplace or OmniBuilds; +- (j) is subject to user complaints in regards to your breach of your EULA, or +- (k) otherwise violates the Terms or this Agreement, + +OmniBuilds may: prevent the Listing from being made available on Marketplace; remove the Listing from Marketplace; flag, filter, or modify related materials (including but not limited to descriptions, screenshots, or metadata); or reclassify the Listing at its sole discretion. OmniBuilds reserves the right to suspend or bar any Listing from Marketplace at its sole discretion. + +In the event that your Listing is involuntarily removed because it is defective, malicious, infringes intellectual property rights of another person, defames, violates a third party's right of publicity or privacy, or does not comply with applicable law, and an end user purchased such Listing within a year before the date of takedown: + +- (i) you must refund to the affected buyer all amounts paid by such End Customer during the year before the date of takedown for such affected Listing. +- (ii) OmniBuilds may, at its sole discretion, withhold from your future sales the amount in subsection (i) above. + +**4.3** From time to time, OmniBuilds may check for available updates to Listing, including but not limited to bug fixes or enhanced functionality. If you update your Listing to Marketplace, you agree that such update will be automatically requested, downloaded, and installed without further notice to you. OmniBuilds makes no guarantees regarding the timing of such updates. For the avoidance of doubt, updates to Listing are subject to the same terms and conditions as the Listing, including without limitation Section 4.2 of this Agreement (OmniBuilds Review and Takedowns). + +**4.4** End-User Takedowns. If an End-User uses your Engineer Product in a way that violates the Terms, then we have the right to suspend or terminate that End-User's access to the Engineer Product without any liability to you. + +### 5. REPRESENTATIONS, WARRANTIES AND COVENANTS + +**5.1** Engineer represents and warrants that Engineer has notified all users of such Engineer Applications that their account data will be transmitted outside the Service and Engineer terms will control the privacy, security or integrity of such account data. Engineer further represents and warrants that to the extent Engineer’s Applications store, process or transmit account data, neither Engineer nor Engineer’s Application will, without appropriate prior user consent or except to the extent required by applicable law +- (i) modify the content of account data in a manner that adversely affects the integrity of account data; +- (ii) disclose account data to any third party; or +- (iii) use account data for any purpose other than providing the Engineer Application functionality to users of such Engineer Application. Engineer shall maintain and handle all account data in accordance with privacy and security measures reasonably adequate to preserve the confidentiality and security of all account data and all applicable privacy laws and regulations. + +**5.2** Engineer agrees that it will comply with the OmniBuilds Data Protection Addendum. + +**5.3** Engineer represents, warrants and covenants that: (i) its Engineer Products and Engineer Brand Features do not and will not violate, misappropriate or infringe upon the intellectual property rights of any third party; (ii) Engineer will comply with all applicable local, state, national and international laws and regulations, including, without limitation, all applicable export control laws, and maintain all licenses, permits and other permissions necessary to develop, implement and distribute its Engineer Products; and (iii) its Engineer Products do not and will not contain or introduce into the Marketplace, the OmniBuilds API, any Usage Data or other data stored or transmitted using the Marketplace, any malicious software; (vi) its Engineer Products are not designed to or utilized for the purpose of sending commercial electronic messages to any OmniBuilds customers, agents or End Users without their consent; (vi) it has all right, power and authority to grant the licenses granted to OmniBuilds and End Users herein; (vii) it acknowledges OmniBuilds’s right to charge transaction and/or listing fees as provided in Section 6 herein; any images and text that are used to market the Engineer Products or that Engineer has uploaded to the Marketplace are truthful, accurate and not intended to mislead or confuse the End User. + +**5.4** DISCLAIMER OF WARRANTIES. ALL ASPECTS OF THE MARKETPLACE AND THE OmniBuilds API, INCLUDING ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY LAW, AND OmniBuilds EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT. Engineer ACKNOWLEDGES THAT OmniBuilds DOES NOT WARRANT THAT THE MARKETPLACE OR OmniBuilds API WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR FREE FROM VIRUSES, MALWARE, OR WORMS (OTHERWISE KNOWN AS COMPUTER CODE OR OTHER TECHNOLOGY SPECIFICALLY DESIGNED TO DISRUPT, DISABLE, OR HARM YOUR SOFTWARE, HARDWARE, COMPUTER SYSTEM, OR NETWORK), AND NO INFORMATION OR ADVICE OBTAINED BY Engineer FROM OmniBuilds OR THROUGH THE MARKETPLACE OR OmniBuilds API SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. OmniBuilds IS NOT RESPONSIBLE FOR AND SPECIFICALLY DISCLAIMS ANY LIABILITY FOR ANY UNAUTHORIZED USE OF PRODUCTS OUTSIDE THE MARKETPLACE. + +### 6. PRICING AND PAYMENT TERMS + +**6.1** OmniBuilds will be the merchant of record for Products purchased by End Users via Marketplace. + +**6.2** Prices for Marketplace Listings will be set in US Dollars (USD). Engineer has complete control over setting pricing for each Listing, and once set, such pricing cannot be changed. You may retire a pricing plan for an existing Listing and add a new pricing plan for such Listing, provided that such new pricing plan shall not negatively impact existing End Users. The prices you set for Products will determine the amount of payment you will receive. OmniBuilds will remit 75% of the sale price in USD without reduction for Taxes except for any withholding taxes that are required under applicable law. The remaining 25% of the sales price will be allotted to and retained by OmniBuilds. At the end of each month and upon reaching a minimum value of $500 USD, OmniBuilds will remit your share of payments. + +**6.3** Refund Requirements. You will be responsible for specifying the terms and conditions regarding refunds to your End Users. In no event shall OmniBuilds be responsible for providing any support for refunds, nor shall OmniBuilds be liable for payment of any refund. + +**6.4** You Support Your Product. You will be solely responsible for support and maintenance of your Products and any complaints about your Products. Your support contact information will be displayed in each application detail page and made available to users for customer support purposes. Failure to provide adequate support for your Products may result in less prominent product exposure, or in some cases removal from Marketplace or anywhere else on OmniBuilds.com where previously purchased or downloaded Products are stored on behalf of users. + +### 7. OWNERSHIP + +Subject to the limited licenses expressly provided in this Agreement, nothing in this Agreement transfers or assigns to a party any of the other party’s intellectual property rights in its Brand Features or other technology, and nothing in this Agreement transfers or assigns a party any of the other party’s intellectual property rights. + +### 8. LIMITATION OF LIABILITY + +UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE OR OTHERWISE) WILL OmniBuilds, OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SUPPLIERS BE LIABLE TO Engineer OR ANY THIRD PARTY UNDER THIS AGREEMENT FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE OR OTHER SIMILAR DAMAGES, INCLUDING LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, BUSINESS INTERRUPTION OR ANY OTHER LOSS INCURRED BY Engineer OR ANY THIRD PARTY IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF WHETHER Engineer HAS BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN SUCH DAMAGES NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, OmniBuilds’S AGGREGATE LIABILITY TO Engineer OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED SIX (6) MONTHS’ SPEND. + +### 9. INDEMNIFICATION + +**9.1** To the maximum extent permitted by applicable law, Engineer agrees to defend, indemnify and hold harmless OmniBuilds, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any losses, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) arising from or relating to (a) Engineer’s use of the Marketplace in violation of this Agreement, the Terms or any applicable laws or regulations; (b) Engineer’s Products that infringe any copyright, trademark, trade secret, patent or other intellectual property right of any third party; (c) any loss or disclosure of data or personal information by Engineer Products; and (d) Engineer’s EULA (or ToS). + +### 10. TERMINATION + +**10.1** This Agreement will continue to apply until terminated by either party as set forth below. + +**10.2** Either party may terminate this Agreement for any reason upon providing written notice to the other forty-five (45) days prior to the immediately following calendar month. During such 45 day period the terms in effect at the time such notice of termination has been provided shall govern for the duration of the 45-day notice period until the date of actual termination. + +**10.3** OmniBuilds may terminate this Agreement at any time if (a) you have breached any provision of this Agreement or (b) OmniBuilds is required to do so by law. + +**10.4** Effects of Termination by Engineer. Upon receiving forty-five (45) days’ advanced written notice of termination from Engineer, Engineer will be disabled from taking on new customers via Marketplace. Any outstanding fees shall be remitted upon termination and removal of the Product from Marketplace. If termination is initiated as a result of a OmniBuilds modication to these terms (Section 11), the terms in effect immediately prior to such modification shall govern for the duration of the 45-day notice period until the date of actual termination. + +**10.5** The obligations in Sections 2, 3, 4, 5, 8, 9 and 12-18 will survive any expiration or termination of this Agreement. + +### 11. MODIFICATION + +Engineer acknowledges and agrees that OmniBuilds may modify this Agreement, Marketplace, the OmniBuilds API, the General API Policies, OmniBuilds Privacy Policy, the OmniBuilds Engineer Program ToS, and the OmniBuilds.com ToS from time to time (a “Modification”). All Modifications shall be communicated through Marketplace, the OmniBuilds website at www.OmniBuilds.com or through a form of direct communication from OmniBuilds to Engineer. Engineer further acknowledges and agrees that such Modifications may be implemented at any time and without any notice to Engineer. Engineer shall, within forty-five (45) days from the date of first notice of any Modification(s) (or such shorter period of time specified in the notice of the Modification(s)) (the “Conformance Period”) comply with such modification(s) by implementing and using the most current version of the OmniBuilds API in the most current version of the Products and making any changes to Products that may be required as a result of such Modification(s). Engineer acknowledges that a Modification may have an adverse effect on Products, including but not limited to changing the manner in which applications communicate with the OmniBuilds API. OmniBuilds shall have no liability of any kind to Engineer or any End User with respect to such Modifications or any adverse effects resulting from such Modifications. Engineer’s continued access to or use of Marketplace or the OmniBuilds API following the Conformance Period shall constitute binding acceptance of the Modification(s) at issue. + +### 12. ASSIGNMENT; ENTIRE AGREEMENT; REVISIONS + +**12.1** Engineer may not, directly or indirectly, by operation of law or otherwise, assign all or any part of this Agreement or Engineer’s rights under this Agreement or delegate performance of Engineer’s duties under this Agreement without OmniBuilds’s prior written consent. The rights granted in this Agreement may be assigned or transferred by OmniBuilds without Engineer’s prior approval. In addition, OmniBuilds may delegate its responsibilities or obligations under this Agreement without Engineer’s consent. + +**12.2** This Agreement, together with the Terms, constitute the entire agreement between the parties with respect to the subject matter of this Agreement. OmniBuilds’s failure to enforce at any time any provision of this Agreement does not constitute a waiver of that provision or of any other provision of this Agreement. + +### 13. SEVERABILITY + +If any provision in this Agreement is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect. + +### 14. RELATIONSHIP OF THE PARTIES + +The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship among the parties. Engineer agrees that each member of the group of companies to which OmniBuilds belongs shall be a third party beneficiary to this Agreement and that such other companies shall be entitled to directly enforce, and rely upon, any provision of this Agreement that confers a benefit or grants a right in favor or OmniBuilds. No other person, company or legal entity shall be a third party beneficiary to the Agreement. + +### 15. NOTICE + +All notices to be provided by OmniBuilds to Engineer under this Agreement may be delivered in writing (i) by nationally recognized overnight delivery service (“Courier”) or U.S. mail to the contact mailing address provided by Engineer to OmniBuilds; or (ii) electronic mail to the electronic mail address provided by Engineer. Engineer must give notice to OmniBuilds in writing by Courier or U.S. Mail to the following address: OmniBuilds, Inc., Attn: Legal Department, 88 Colin P. Kelly Jr. Street, San Francisco, CA 94107 USA. All notices shall be deemed to have been given immediately upon delivery by electronic mail, or if otherwise delivered upon receipt or, if earlier, two (2) business days after being deposited in the mail or with a Courier as permitted above. + +### 16. GOVERNING LAW + +This Agreement shall be governed by the laws of the State of California without regard to conflict of law principles. Engineer hereby expressly agrees to submit to the exclusive personal jurisdiction of the federal and state courts of the State of California, San Francisco County, for the purpose of resolving any dispute relating to this Agreement. Notwithstanding the foregoing, OmniBuilds shall be entitled to seek injunctive remedies or other types of urgent legal relief in any jurisdiction. + +### 17. EXPORT RESTRICTIONS + +Engineer PRODUCTS DISTRIBUTED VIA MARKETPLACE MAY BE SUBJECT TO EXPORT CONTROLS OR RESTRICTIONS BY THE UNITED STATES OR OTHER COUNTRIES OR TERRITORIES. Engineer AGREES TO COMPLY WITH ALL APPLICABLE US AND INTERNATIONAL EXPORT LAWS AND REGULATIONS. THESE LAWS MAY INCLUDE RESTRICTIONS ON DESINATIONS, CONTENT AND/OR END USERS. + +### 18. USAGE DATA +In order to operate and improve Marketplace, OmniBuilds may collect Usage Data from Marketplace and OmniBuilds API or anywhere previously purchased or downloaded Products are stored on behalf of End Users by OmniBuilds. The Usage Data will be maintained in accordance with OmniBuilds’s then in effect privacy policies. Limited Usage Data may be available for use by Engineer in OmniBuilds’s sole discretion. + +# Addendum1: Data Protection Addendum + +This Data Protection Addendum (this “Addendum”) is attached to and made a part of the OmniBuilds Marketplace Engineer Agreement between you and OmniBuilds (the “Agreement”). Terms not defined in this Addendum have the meanings ascribed to them in the Agreement. In the event of a conflict or inconsistency, the terms of this Addendum will supersede those of the Agreement. + +**A1-1. Purpose and Scope** +OmniBuilds maintains personal information from individuals all over the world, some of whom are residents of countries and areas with strong data protection laws. This Addendum establishes your responsibilities when you receive and process any protected data from OmniBuilds. + +**A1-2. Definitions** + +- a. “Personal Information” means any information which relates to an individual OmniBuilds customer or employee which could, alone or together with other information, personally identify him or her, whether supplied by OmniBuilds for processing by the Engineer or whether generated by the Engineer in the course of performing its obligations under this Agreement. +- b. “Principles” means the Privacy Shield Principles of Notice, Choice, Accountability for Onward Transfer, Security, Data Integrity and Purpose Limitation, Access, and Recourse, Enforcement, and Liability, available at [PrivacyShield.gov](https://www.privacyshield.gov/). +- c. “Processing” means any operation or set of operations performed on OmniBuilds Protected Data, whether by manual or automatic means, including collection, recording, organization, storage, adaptation, alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, blocking, erasure, or destruction. +- d. “Protected Data” means any confidential information transferred by OmniBuilds to the Engineer about a OmniBuilds End User, including the Personal Information, metadata, Usage Data, or other data or information that is associated with OmniBuilds End Users. +- e. “Privacy Shield” means the U.S. Department of Commerce and European Commission’s EU–U.S. Privacy Shield Framework, available at [PrivacyShield.gov](https://www.privacyshield.gov/). + +**A1-3. Compliance with Privacy Shield** + +- a. OmniBuilds Compliance. OmniBuilds represents and warrants that it complies with Privacy Shield. OmniBuilds will only transfer Personal Information to the Engineer for the limited and specified purposes for which it was collected. +- b. Engineer Compliance. + - i. Engineer represents and warrants that it complies with Privacy Shield; OR + - ii. If Engineer is not certified with Privacy Shield, Engineer represents and warrants that it will provide at least the same level of data protection as is required by Privacy Shield Principles. + +**A1-4. Data Protection** + +- a. Notice. Engineer must identify itself as the collector and processor of all data it collects from the End User. Engineer must not hold itself out as collecting any Personal Information on OmniBuilds’s behalf. Engineer must provide sufficient notice of its privacy practices to the End User, such as by posting a privacy policy. +- b. Purpose Limitation. + - i. OmniBuilds will provide Engineer with Protected Data elements for the purpose of establishing and facilitating a relationship between the Engineer and the End User, and permitting Engineer to provide services to the End User. Engineer must limit its usage of the Protected Data to that purpose, unless the End User agrees to allow different uses. + - ii. Engineer must process and communicate the Protected Data to third parties only for the limited and specific purposes of providing its services to the End User as described in its agreement with the End User, unless the End User agrees to allow different uses. +- c. Data Quality and Proportionality. Engineer must keep the Protected Data accurate and up to date. +- d. Security. Engineer must take all reasonable security measures appropriate to the risks, such as against accidental or unlawful destruction, or accidental loss, alteration, unauthorized disclosure or access, presented by processing the Protected Data. +- e. Data Retention and Deletion. Upon OmniBuilds’s reasonable request, unless prohibited by law, Engineer must return or destroy all Personal Information and related data at all locations where it is stored after it is no longer needed for the limited and specified purposes for which it was collected. Engineer must have in place or develop information destruction processes that meet OmniBuilds’s security requirements in Section 3.8 of the Agreement. +- f. Subprocessing and Onward Transfer. Engineer is liable for onward transfers of Protected Data to its subprocessors. In the event that Engineer must transfer the Protected Data to a third party, or Engineer installs, uses, or enables third party services to process the Protected Data on Engineer’s behalf, Engineer must ensure that the third party will provide at least the same level of privacy protection as is required by the Privacy Shield Principles. + +**A1-5. Use of Protected Data** + +- a. Permitted Use. Engineer may process the Protected Data only for the purposes set out in Section 4(b)(i), and no other purpose. +- b. No Use in Marketing. Engineer must not use the Protected Data for the purposes of advertising any third party goods or services, and may not sell the Protected Data to any third party. +- c. Automated Decisions. In the event that the Engineer makes automated decisions affecting OmniBuilds customers’ rights, including employment, credit, or health, the Engineer must provide notice to the individuals. + +**A1-6. Compliance** + +- a. Engineer must comply with reasonable requests for information on its privacy and data use practices in the following manner: + - i. On request, Engineer will make its Privacy Statement, Privacy Policy, Privacy Notice, or any similar documentation available. Engineer will also provide notice of any relevant compliance reports, including Privacy Shield compliance. + - ii. Engineer will comply with the Information Security and Audit obligations in Section 3.7 of the OmniBuilds Marketplace Engineer Agreement. + +**A1-7. Termination** + +- a. Suspension. In the event that Engineer is in breach of its obligations to maintain an adequate level of privacy protection, OmniBuilds may temporarily suspend the transfer of Protected Data or prohibit collection and processing of Protected Data on OmniBuilds’s behalf until the breach is repaired or the Agreement is terminated. +- b. Termination With Cause. OmniBuilds may terminate the Agreement without prejudice to any other claims at law or in equity in the event that: + - i. the Engineer notifies OmniBuilds that it can no longer meet its privacy obligations; + - ii. the transfer, collection, or processing of Protected Data has been temporarily suspended for longer than one month pursuant to 7(a); + - iii. the Engineer is in substantial or persistent breach of any warranties or representations under this Data Protection Addendum; + - iv. the Engineer is no longer carrying on business, is dissolved, enters receivership, or a winding up order is made on behalf of Engineer. +- c. Breach. Failure to comply with the provisions of this Data Protection Addendum is considered a material breach under the Master Services Agreement. +- d. Notification. +In the event that Engineer determines that it can no longer meet its privacy obligations under this Agreement, it must notify OmniBuilds immediately. +In the event that Engineer was certified under Privacy Shield and allows that certification to lapse or otherwise cannot remain certified under Privacy Shield, Engineer must notify OmniBuilds immediately. +- e. Modifications. OmniBuilds may modify this Addendum from time to time as required by law, with thirty days’ notice to Engineer. If Engineer is unable to comply with the modifications to the Addendum, OmniBuilds may terminate the Agreement. +- f. Upon Termination, Engineer must: + - i. take reasonable and appropriate steps to stop processing of the Protected Data; + - ii. within thirty days of termination, delete any Protected Data Engineer stores on OmniBuilds’s behalf; and + - iii. provide OmniBuilds with reasonable assurance that Engineer has stopped processing the Protected Data and deleted the stored Protected Data. + +**A1-8. Liability for Data Processing** +- a. Direct Liability. Engineer will be liable to OmniBuilds for actual damages caused by any breach of this Addendum subject to the terms in Section 8, Limitation on Liability of the Marketplace Engineer Agreement. diff --git a/Policies/github-terms-of-service.md b/Policies/omnibuilds-terms-of-service.md similarity index 84% rename from Policies/github-terms-of-service.md rename to Policies/omnibuilds-terms-of-service.md index bf652ee6..3a9ac339 100644 --- a/Policies/github-terms-of-service.md +++ b/Policies/omnibuilds-terms-of-service.md @@ -4,7 +4,7 @@ redirect_from: - /tos/ - /terms/ - /terms-of-service/ - - /github-terms-of-service-draft/ + - /omnibuilds-terms-of-service-draft/ --- Thank you for using OmniBuilds! We're happy you're here. Please read this Terms of Service agreement carefully before accessing or using OmniBuilds. Because it is such an important contract between us and our users, we have tried to make it as clear as possible. For your convenience, we have presented these terms in a short non-binding summary followed by the full legal terms. @@ -35,9 +35,9 @@ Effective date: Jul 31, 2017 ### A. Definitions **Short version:** *We use these basic terms throughout the agreement, and they have specific meanings. You should know what we mean when we use each of the terms. There's not going to be a test on it, but it's still useful information.* -1. The “Agreement” refers, collectively, to all the terms, conditions, notices contained or referenced in this document (the “Terms of Service” or the "Terms") and all other operating rules, policies (including the OmniBuilds Privacy Statement, available at [omnibuilds.com/site/privacy](https://omnibuilds.com/site/privacy)) and procedures that we may publish from time to time on the Website. Most of our site policies are available at [help.omnibuilds.com/categories/site-policy](/categories/site-policy/). +1. The “Agreement” refers, collectively, to all the terms, conditions, notices contained or referenced in this document (the “Terms of Service” or the "Terms") and all other operating rules, policies and procedures that we may publish from time to time on the Website. 2. The “Service” refers to the applications, software, products, and services provided by OmniBuilds. -3. The “Website” refers to OmniBuilds’s website located at [omnibuilds.com](https://omnibuilds.com/), and all content, services, and products provided by OmniBuilds at or through the Website. It also refers to OmniBuilds-owned subdomains of omnibuilds.com. These Terms also govern OmniBuilds’s conference websites and product websites. Occasionally, websites owned by OmniBuilds may provide different or additional terms of service. If those additional terms conflict with this Agreement, the more specific terms apply to the relevant page or service. +3. The “Website” refers to OmniBuilds’s website located at [omnibuilds.com](https://www.omnibuilds.com/), and all content, services, and products provided by OmniBuilds at or through the Website. It also refers to OmniBuilds-owned subdomains of omnibuilds.com. These Terms also govern OmniBuilds’s conference websites and product websites. Occasionally, websites owned by OmniBuilds may provide different or additional terms of service. If those additional terms conflict with this Agreement, the more specific terms apply to the relevant page or service. 4. “The User,” “You,” and “Your” refer to the individual person, company, or organization that has visited or is using the Website or Service; that accesses or uses any part of the account; or that directs the use of the account in the performance of its functions. A User must be at least 13 years of age. Special terms may apply for business or government accounts (See [Section B(4): Additional Terms](#4-additional-terms)). 5. “OmniBuilds,” “We,” and “Us” refer to OmniBuilds, Inc., as well as our affiliates, directors, subsidiaries, contractors, licensors, officers, agents, and employees. 6. “Content” refers to content featured or displayed through the Website, including without limitation text, data, articles, images, photographs, graphics, software, applications, designs, features, and other materials that are available on the Website or otherwise available through the Service. "Content" also includes Services. “User-Generated Content” is Content, written or otherwise, created or uploaded by our Users. “Paid Content” is Content only available to Users who are participating in a payment plan, including private repositories. @@ -46,14 +46,14 @@ Effective date: Jul 31, 2017 **Short version:** *A human must create your account; you must be 13 or over; you must provide a valid email address; and you may not have more than one free account. You alone are responsible for your account and anything that happens while you are signed in to or using your account. You are responsible for keeping your account secure.* #### 1. Required Information -You must provide a valid email address in order to complete the signup process. Any other information requested, such as your real name, is optional, unless you are accepting these terms on behalf of a legal entity (in which case we need more information about the legal entity) or if you opt for a [paid account](#k-payment), in which case additional information will be necessary for billing purposes. +You must provide a valid email address in order to complete the signup process. Any other information requested, such as your real name, is optional, unless you are accepting these terms on behalf of a legal entity (in which case we need more information about the legal entity) or if you opt for a paid account, in which case additional information will be necessary for billing purposes. #### 2. Account Requirements We have a few simple rules for accounts on OmniBuilds's Service. - You must be a human to create an account. Accounts registered by "bots" or other automated methods are not permitted. We do permit machine accounts: - A machine account is an account set up by an individual human who accepts the Terms on behalf of the account, provides a valid email address, and is responsible for its actions. A machine account is used exclusively for performing automated tasks. Multiple users may direct the actions of a machine account, but the owner of the account is ultimately responsible for the machine's actions. You may maintain no more than one free machine account in addition to your free personal account. - One person or legal entity may maintain no more than one free account (if you choose to control a machine account as well, that's fine, but it can only be used for running a machine). -- You must be age 13 or older. While we are thrilled to see brilliant young engineers get excited by learning to design and build, we must comply with United States law. OmniBuilds does not target our Service to children under 13, and we do not permit any Users under 13 on our Service. If we learn of any User under the age of 13, we will [terminate that User’s account immediately](#l-cancellation-and-termination). If you are a resident of a country outside the United States, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws. +- You must be age 13 or older. While we are thrilled to see brilliant young engineers get excited by learning to design and build, we must comply with United States law. OmniBuilds does not target our Service to children under 13, and we do not permit any Users under 13 on our Service. If we learn of any User under the age of 13, we will terminate that User’s account immediately. If you are a resident of a country outside the United States, your country’s minimum age may be older; in such a case, you are responsible for complying with your country’s laws. - Your login may only be used by one person — i.e., a single login may not be shared by multiple people. A paid organization account may create separate logins for as many users as its subscription allows. - Overall, the number of Users must not exceed the number of accounts you've ordered from us. @@ -61,14 +61,11 @@ We have a few simple rules for accounts on OmniBuilds's Service. You are responsible for keeping your account secure while you use our Service. We may offer tools such as two-factor authentication to help you maintain your account's security, but the content of your account and its security are up to you. - You are responsible for all content posted and activity that occurs under your account (even when content is posted by others who have accounts under your account). - You are responsible for maintaining the security of your account and password. OmniBuilds cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. -- You will promptly [notify OmniBuilds](https://omnibuilds.com/contact) if you become aware of any unauthorized use of, or access to, our Service through your account, including any unauthorized use of your password or account. +- You will promptly OmniBuilds if you become aware of any unauthorized use of, or access to, our Service through your account, including any unauthorized use of your password or account. #### 4. Additional Terms In some situations, third parties' terms may apply to your use of OmniBuilds. For example, you may be a member of an organization on OmniBuilds with its own terms or license agreements; you may download an application that integrates with OmniBuilds; or you may use OmniBuilds to authenticate to another service. Please be aware that while these Terms are our full agreement with you, other parties' terms govern their relationships with you. -If you are a government User or otherwise accessing or using any OmniBuilds Service in a government capacity, this [Government Amendment to OmniBuilds Terms of Service](/articles/amendment-to-omnibuilds-terms-of-service-applicable-to-u-s-federal-government-users/) applies to you, and you agree to its provisions. - -If you have signed up for a Business plan, the [Business Plan Addendum](/articles/omnibuilds-business-plan-addendum/) applies to you, and you agree to its provisions. If you are an owner or administrator of a Team or Organization on OmniBuilds, additional terms may govern your relationship with us and supersede this Agreement. @@ -105,7 +102,6 @@ Scraping refers to extracting data from our Website via an automated process, su You may not scrape OmniBuilds for spamming purposes, including for the purposes of selling OmniBuilds users' personal information, such as to recruiters, headhunters, and job boards. -All use of OmniBuilds data gathered through scraping must comply with the [OmniBuilds Privacy Statement](https://omnibuilds.com/site/privacy). #### 6. Privacy Misuse of OmniBuilds Users' Personal Information is prohibited. @@ -140,7 +136,7 @@ This license does not grant OmniBuilds the right to sell your Content or otherwi #### 5. License Grant to Other Users Any Content you post publicly, including issues, comments, and contributions to other Users' designs, may be viewed by others. By setting your designs to be viewed publicly, you agree to allow others to view, "import", and "copy" your design (this means that others may make their own copies of your Content in designs they control). -If you set your pages and repositories to be viewed publicly, you grant each User of OmniBuilds a nonexclusive, worldwide license to access your Content through the OmniBuilds Service, and to use, display and perform your Content, and to reproduce your Content solely on OmniBuilds as permitted through OmniBuilds's functionality. You may grant further rights if you [adopt a license](/articles/adding-a-license-to-a-design/#including-an-open-source-license-in-your-design). +If you set your pages and repositories to be viewed publicly, you grant each User of OmniBuilds a nonexclusive, worldwide license to access your Content through the OmniBuilds Service, and to use, display and perform your Content, and to reproduce your Content solely on OmniBuilds as permitted through OmniBuilds's functionality. You may grant further rights if you adopt a license. #### 6. Contributions Under Repository License Whenever you make a contribution to a repository containing notice of a license, you license your contribution under the same terms, and you agree that you have the right to license your contribution under those terms. If you have a separate agreement to license your contributions under different terms, such as a contributor license agreement, that agreement will supercede. @@ -153,12 +149,12 @@ You retain all moral rights to Content you upload, publish, or submit to any par To the extent such an agreement is not enforceable by applicable law, you grant OmniBuilds a nonexclusive, revocable, worldwide, royalty-free right to (1) use the Content without attribution strictly as necessary to render the Website and provide the Service; and (2) make reasonable adaptations of the Content as provided in this Section. We need these rights to allow basic functions like search to work. #### 8. Private Repositories -Paid accounts may have [private designs](/articles/making-a-public-design-private/), which allow the User to control access to Content. OmniBuilds employees [only access private designs when access is required for security or maintenance](/articles/omnibuilds-security/#employee-access) or for support reasons, and then only with the consent of the design owner. Because we respect your privacy in private designs, you must respect the Terms of Service in everything you post to a private design. If we have reason to believe the contents of a private design are in violation of the law or of these Terms, we have the right to remove them. +Paid accounts may have private designs, which allow the User to control access to Content. OmniBuilds employees only access private designs when access is required for security or maintenance or for support reasons, and then only with the consent of the design owner. Because we respect your privacy in private designs, you must respect the Terms of Service in everything you post to a private design. If we have reason to believe the contents of a private design are in violation of the law or of these Terms, we have the right to remove them. ### E. Copyright Infringement and DMCA Policy -If you believe that content on our website violates your copyright, please contact us in accordance with our [Digital Millennium Copyright Act Policy](/articles/dmca-takedown-policy/). If you are a copyright owner and you believe that content on OmniBuilds violates your rights, please contact us via [our convenient DMCA form](https://omnibuilds.com/contact/dmca) or by emailing copyright@omnibuilds.com. There may be legal consequences for sending a false or frivolous takedown notice. Before sending a takedown request, you must consider legal uses such as fair use and licensed uses. +If you believe that content on our website violates your copyright, please contact us in accordance with our [Digital Millennium Copyright Act Policy](/articles/dmca-takedown-policy/). If you are a copyright owner and you believe that content on OmniBuilds violates your rights, please contact by emailing contact@omnibuilds.com. There may be legal consequences for sending a false or frivolous takedown notice. Before sending a takedown request, you must consider legal uses such as fair use and licensed uses. -We will terminate the accounts of [repeat infringers](/articles/dmca-takedown-policy/#e-repeated-infringement) of this policy. +We will terminate the accounts of repeat infringers of this policy. ### F. Intellectual Property Notice **Short version:** *We own the service and all of our content. In order for you to use our content, we give you certain rights to it, but you may only use our content in the way we have allowed.* @@ -176,13 +172,13 @@ This Agreement is licensed under the [Creative Commons Attribution license](http **Short version:** *You are responsible for any fees associated with your use of OmniBuilds. We are responsible for communicating those fees to you clearly and accurately, and letting you know well in advance if those prices change.* #### 1. Pricing -Our pricing and payment terms are available at [omnibuilds.com/pricing](https://omnibuilds.com/pricing). If you agree to a subscription price, that will remain your price for the duration of the payment term; however, prices are subject to change at the end of a payment term. +If you agree to a subscription price, that will remain your price for the duration of the payment term; however, prices are subject to change at the end of a payment term. #### 2. Upgrades, Downgrades, and Changes - We will immediately bill you when you upgrade from the free plan to any paying plan. - If you change from a monthly billing plan to a yearly billing plan, OmniBuilds will bill you for a full year at the next monthly billing date. - If you upgrade to a higher level of service, we will bill you for the upgraded plan immediately. -- You may change your level of service at any time by [choosing a plan option](https://omnibuilds.com/pricing) or going into your [Billing settings](https://omnibuilds.com/settings/billing). If you choose to downgrade your account, you may lose access to Content, features, or capacity of your account. Please see our section on [Cancellation](#l-cancellation-and-termination) for information on getting a copy of that Content. +- You may change your level of service at any time by choosing a plan option or going into your Billing settings. If you choose to downgrade your account, you may lose access to Content, features, or capacity of your account. #### 3. Billing Schedule; No Refunds - For monthly or yearly payment plans, the Service is billed in advance on a monthly or yearly basis respectively and is non-refundable. There will be no refunds or credits for partial months of service, downgrade refunds, or refunds for months unused with an open account; however, the service will remain active for the length of the paid billing period. @@ -192,13 +188,13 @@ Our pricing and payment terms are available at [omnibuilds.com/pricing](https:// By agreeing to these Terms, you are giving us permission to charge your on-file credit card, PayPal account, or other approved methods of payment for fees that you authorize for OmniBuilds. #### 5. Responsibility for Payment -You are responsible for all fees, including taxes, associated with your use of the Service. By using the Service, you agree to pay OmniBuilds any charge incurred in connection with your use of the Service. If you dispute the matter, contact [OmniBuilds Support](https://omnibuilds.com/contact). You are responsible for providing us with a valid means of payment for paid accounts. Free accounts are not required to provide payment information. +You are responsible for all fees, including taxes, associated with your use of the Service. By using the Service, you agree to pay OmniBuilds any charge incurred in connection with your use of the Service. If you dispute the matter, contact OmniBuilds. You are responsible for providing us with a valid means of payment for paid accounts. Free accounts are not required to provide payment information. ### H. Cancellation and Termination **Short version:** *You may close your account at any time. If you do, we'll treat your information responsibly.* #### 1. Account Cancellation -It is your responsibility to properly cancel your account with OmniBuilds. You can [cancel your account at any time](/articles/how-do-i-cancel-my-account/) by going into your Settings in the global navigation bar at the top of the screen. The Account screen provides a simple, no questions asked cancellation link. We are not able to cancel accounts in response to an email or phone request. +It is your responsibility to properly cancel your account with OmniBuilds. You can cancel your account at any time by going into your Settings in the global navigation bar at the top of the screen. The Account screen provides a simple, no questions asked cancellation link. We are not able to cancel accounts in response to an email or phone request. #### 2. Upon Cancellation We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements, but barring legal requirements, we will delete your full profile and the Content of your repositories within 90 days of cancellation or termination (though some information may remain in encrypted backups). This information can not be recovered once your account is cancelled. @@ -220,7 +216,7 @@ All provisions of this Agreement which by their nature should survive terminatio For contractual purposes, you (1) consent to receive communications from us in an electronic form via the email address you have submitted or via the Service; and (2) agree that all Terms of Service, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. This section does not affect your non-waivable rights. #### 2. Legal Notice to OmniBuilds Must Be in Writing -Communications made through email or OmniBuilds Support's messaging system will not constitute legal notice to OmniBuilds or any of its officers, employees, agents or representatives in any situation where notice to OmniBuilds is required by contract or any law or regulation. Legal notice to OmniBuilds must be in writing and [served on OmniBuilds's legal agent](/articles/guidelines-for-legal-requests-of-user-data/#submitting-requests). +Communications made through email or OmniBuilds Support's messaging system will not constitute legal notice to OmniBuilds or any of its officers, employees, agents or representatives in any situation where notice to OmniBuilds is required by contract or any law or regulation. Legal notice to OmniBuilds must be in writing and served on OmniBuilds's legal agent. #### 3. No Phone Support OmniBuilds only offers support via email, in-Service communications, and electronic messages. We do not offer telephone support. @@ -268,7 +264,7 @@ We reserve the right at any time and from time to time to modify or discontinue, Except to the extent applicable law provides otherwise, this Agreement between you and OmniBuilds and any access to or use of the Website or the Service are governed by the federal laws of the United States of America and the laws of the State of Texas, without regard to conflict of law provisions. You and OmniBuilds agree to submit to the exclusive jurisdiction and venue of the courts located in the City and County of Austin, Texas. #### 2. Non-Assignability -OmniBuilds may assign or delegate these Terms of Service and/or the [OmniBuilds Privacy Statement](https://omnibuilds.com/site/privacy), in whole or in part, to any person or entity at any time with or without your consent, including the license grant in Section D.4. You may not assign or delegate any rights or obligations under the Terms of Service or Privacy Statement without our prior written consent, and any unauthorized assignment and delegation by you is void. +OmniBuilds may assign or delegate these Terms of Service and/or the OmniBuilds Privacy Statement, in whole or in part, to any person or entity at any time with or without your consent, including the license grant in Section D.4. You may not assign or delegate any rights or obligations under the Terms of Service or Privacy Statement without our prior written consent, and any unauthorized assignment and delegation by you is void. #### 3. Section Headings and Summaries Throughout this Agreement, each section includes titles and brief summaries of the following terms and conditions. These section titles and brief summaries are not legally binding. @@ -280,5 +276,5 @@ If any part of this Agreement is held invalid or unenforceable, that portion of These Terms of Service, together with the OmniBuilds Privacy Statement, represent the complete and exclusive statement of the agreement between you and us. This Agreement supersedes any proposal or prior agreement oral or written, and any other communications between you and OmniBuilds relating to the subject matter of these terms. #### 6. Questions -Questions about the Terms of Service? [Contact us](https://omnibuilds.com/contact). +Questions about the Terms of Service? Email us at contact@omnibuilds.com.