libspotify Terms of Use Effective as from 7 April 2009 The following libspotify Terms of Use ('Terms of Use`) set forth the terms and conditions governing your use of the libspotify application programming interfaces, client libraries and documentation made available to you at http://developer.spotify.com/. By using any part of the API (as defined below), you are deemed to have accepted these Terms of Use in their entirety and to have entered into a legally binding agreement with Spotify (sometimes referred to as 'we` and 'us`) to abide by the same. If you are acting as an officer, director, employee or representative of an entity, by accepting, you represent and warrant you have full legal authority to bind that entity. Spotify has the right to amend these Terms of Use at any time for any reason without notice to you. The current version of the Terms of Use is posted at http://developer.spotify.com/en/libspotify/terms-of-use and any changes to the Terms of Use will become effective immediately upon posting. If at any time you do not agree with something in these Terms of Use, including any changes made by Spotify, do not use or attempt to use the API, because if you do, you are agreeing to be bound by everything in these Terms of Use, including, without limitation, any changes we may have made. 1 Definitions ************* API means the libspotify application programming interface(s), binary client libraries and documentation provided by Spotify to you for use in creating an Application in accordance with the terms of these Terms of Use. Application means an authorized end user downloadable application utilizing the API developed by you solely for use by Users to access the Service via an Approved Device. 'Application Key` means the unique key that Spotify issues to you as part of these Terms of Use for purposes of authenticating an Application to the Service. 'Approved Device` means desktops, laptops and netbook PCs and such other devices that we permit as notified to you from time to time. Approved Device does not include any mobile wireless handset or any other internet-enabled device that is designed to be handheld. 'Content` means the music, album art, artist biographies and any other content that Spotify makes available to users via the Service. 'Spotify Core Marks` means those trade marks of Spotify provided to you solely for use in accordance with these Terms of Use. 'Service` means the subscription music service owned and operated by Spotify which Spotify makes available to end users behind a paid subscriber wall. Service does not include any other Spotify service, such as the Spotify free-to-the-user, advertising-supported music streaming service. 'Spotify Marks` means any trade marks of Spotify containing the word SPOTIFY or any other trade marks as registered or used by Spotify from time to time. 'User` means a registered subscriber to the Service to whom Spotify has issued a unique user name and password that grant access to the Service. For avoidance of doubt, 'User` does not include any user of Spotify’s free-to-the-user, advertising-supported music streaming service. 2 Application Key, Developer Account Information ************************************************ You must have a valid Application Key issued by Spotify in order to access the API and develop an Application. You may only access the API with the Application Key issued to you by Spotify. The Application Key must be embedded in your Application, including in all updates and revisions thereto, in a secure manner not accessible by third parties. You agree not to share, transfer or otherwise disclose your Application Key to any other party (it being understood that a group of developers working for the same entity may share the key for purposes of jointly working on the Application) or use it for any other purpose except in connection with the Application you identified when you applied for it. You are responsible for any activities engaged in using your Application Key, whether or not engaged in by you or a third party. You agree to notify Spotify immediately of any actual or suspected unauthorized use of any Application Key issued to you and to cooperate reasonably with Spotify in the investigation of the same. Spotify reserves the right in its sole discretion to revoke your Application Key for any reason or no reason, without notice, and to block access to the API and Service by the Application, without any liability to you or your users. You represent and warrant that any and all information you provided when you applied for your developer account and any other information or data you provide to Spotify is and shall be true, accurate and complete when given to us. You further represent and warrant that in providing such information to Spotify you shall not knowingly omit or misrepresent any material facts or information and that you shall promptly enter corrected or updated account information via the account management tools provided by Spotify. 3 Authorizations & Restrictions ******************************* 3.1 Subject to your compliance at all times with these Terms of Use, Spotify grants to you a limited, revocable, non-exclusive, non-transferable right to: * (i) use the API solely for purposes of developing an Application for an Approved Device; * (ii) make an Application available to Users solely as a client application for use in accessing the Service via an Approved Device; * (iii) use the Spotify Core Marks specified in Section 10 of these Terms of Use solely for purposes of complying with the branding requirements set forth in Section 10; and * (iv) make and use such internal copies of the API as are reasonably necessary for you to exercise the foregoing rights. 3.2 You must use the API in the exact, unaltered form provided to you by Spotify and may not utilize it in any manner that is not expressly authorized in these Terms of Use. Without limiting the foregoing, you may not: * (i) access or permit any person to access the Service or Content in any manner other than through the API in accordance with the terms of these Terms of Use; * (ii) modify, edit, disassemble, decompile or reverse-engineer the API, including any client libraries included in the API, or make available such libraries to any person other than in binary form as part of a Application; * (iii) make the API, Service or Content available to any person who is not a User having valid login credentials for the Service issued by Spotify; * (iv) sell access to the API, the Service or the Content; * (v) use the API or Service for any illegal or unauthorized purpose; * (vi) use any robot, spider, site search/retrieval application or other device to retrieve or index any portion of the Service or collect information about Users for any unauthorized purpose; * (vii) request, collect, solicit or otherwise obtain access to sign-in names, passwords or other authentication credentials for the Service, other than by directing users to the Service via the means specifically provided for in the API; * (viii) attempt to embed or integrate the API into any website or otherwise allow access to the Service via the web rather than via the Application. * (ix) make the API available to Users in any manner or form other than as an integral part of an Application residing on a User’s Approved Device. 3.3 You may not charge Users for use of the Application or otherwise derive any income from Users' use of the Application, such as through e-commerce initiated via the Application or the sale of any advertising, sponsorships or promotions on the Application itself. 3.4 You shall not interfere or attempt to interfere in any manner with the proper functioning of the API or distribute any Application that interferes with or adversely affects the functionality or performance of the Service. You shall not alter or otherwise interfere with any Content, including without limitation any metadata or other information included in connection therewith. Your duty not to interfere with the API and the Service shall include, but not be limited to, your duty to respect all 'geoblocking` IP restrictions implemented by Spotify. Any implementation of the API that circumvents or renders ineffective such IP address restrictions, including cloaking any IP address or blocking or modifying any IP address restrictions, is expressly prohibited. 3.5 Without limiting other restriction in these Terms of Use, you agree that the API may not be used to create an Application that offers or promotes services that may be damaging to, disparaging of or otherwise detrimental to the Service, to Spotify, or to content providers, affiliates and partners. 3.6 Your Application shall not include any viruses, worms, Trojan horses or any other harmful code. 3.7 You are solely responsible for your use of the API and for your Application. You shall ensure that the Application complies with all applicable laws and regulations, including without limitation laws regarding personal data, privacy, copyright and export controls. 3.8 You understand and agree that use of the Service by Users is governed by the 'Spotify Beta Terms and Conditions of Use` http://www.spotify.com/en/legal/end-user-agreement/ and that the Application shall not enable any person to access or use the Service in any manner that is not permitted under the Spotify Beta Terms and Conditions of Use. Without limiting the foregoing, you may not include any so-called 'stream ripping` or other functionality in the Application that enables or makes it easier for Users to capture or otherwise make permanent copies of streamed content. You agree to cooperate with Spotify in pursuing any violations of the prohibition against ripping or other capture of streamed content. 3.9 You acknowledge and agree that Spotify may be independently creating applications and other products or services that may be similar to or competitive with your Application, and nothing in these Terms of Use will be construed as restricting or preventing Spotify from creating and fully exploiting such applications without any obligation to you. 3.10 When distributing the Application, you shall require end users to agree to an enforceable end user license agreement containing at least the following specific minimum terms: (i) a provision stating that you, and not Spotify, are responsible for your Application; (ii) a provision indicating that the API is provided 'as-is,` without any warranties, and that expressly disclaims all implied warranties, including the implied warranties of merchantability, fitness for a particular purpose and non-infringement; (iii) a prohibition against modifying or creating derivative works based on any part of the API; (iv) a prohibition against decompiling, reverse-engineering, disassembling, and otherwise reducing the API to source code or other human-perceivable form, to the full extent allowed by law; (v) a provision indicating that ownership of the API and Service resides with Spotify; (vi) a disclaimer of any liability on the part of Spotify for any interruptions in the Service as accessed via the Application; (vii) a complete and accurate disclosure to end users of the privacy practices and policy applicable to your Application, including without limitation notice to the end user that your collection of data is subject to your privacy policy and not Spotify’s. 4 Provision of the API ********************** 4.1 Spotify reserves the right to modify the API, and to release subsequent versions of the API, at any time without notice to you. You understand that you may be required to obtain and use the most recent version of the API in order for your Application to continue to function with the API and the Service. 4.2 Without limiting any other right of Spotify hereunder, Spotify reserves the right to modify, suspend or discontinue the Service at any time without notice or liability to you. 4.3 You agree to provide us with access to your Application and other materials related to your use of the API as reasonably requested by us in order for Spotify to verify your compliance with these Terms of Use. You agree that we may survey your Application and you agree not to block or interfere with such efforts. 4.4 Spotify may limit the number of service calls that your Application may make via the API, the volume of Content that may be accessed, or anything else about the API and the Service it accesses as Spotify deems appropriate, in its sole discretion, without notice. In addition to its other rights under these Terms of Use, Spotify may utilize technical measures to prevent over-usage or stop usage of the API by an Application after any usage limitations are exceeded. 4.5 Spotify has no obligation to provide you or your users with support, software upgrades, enhancements or modifications to the API. You understand and agree that you are solely responsible for providing user support and any other technical assistance for your Application. 5 Ownership *********** As between Spotify and you, all copyright and other intellectual property rights in and to the API, Service, Spotify Marks and any other materials provided to you by Spotify for use hereunder ('Spotify Intellectual Property`) shall be owned exclusively by Spotify. For avoidance of doubt, nothing in these Terms of Use shall be construed to convey, and you by virtue of these Terms of Use shall not acquire, any ownership interest in any Spotify Intellectual Property. You shall not contest, or assist others in contesting, the validity, enforceability, ownership or title of any Spotify Intellectual Property. 6 Your Additional Warranties, Representations and Covenants *********************************************************** In addition to any other warranties, representations and covenants made by you, you warrant to Spotify that: * (a) you have the legal capacity to enter into these Terms of Use; * (b) you possess all authorizations, approvals, consents, licenses, permits, certificates and other rights and permissions necessary to provide your Application and perform your obligations hereunder; and * (c) your use of the API and the Application: * (i) shall not infringe any intellectual property or other right of Spotify or any third party, including without limitation, any right of privacy, publicity, copyright, trade mark, patent or contractual right; and * (ii) shall comply with all applicable laws, rules and regulations, including without limitation, consumer protection, data security, and privacy laws. 7 Disclaimer of Warranties, LIMITATION OF LIABILITY *************************************************** 7.1 YOUR USE OF THE API AND THE SERVICE IS AT YOUR SOLE RISK. THE API AND THE SERVICE ARE EACH PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SPOTIFY EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. 7.2 WITHOUT LIMITING THE FOREGOING, SPOTIFY EXPRESSLY DISCLAIMS ANY WARRANTY THAT: * (i) THE API OR THE SERVICE WILL MEET ALL OF YOUR REQUIREMENTS; * (ii) THE OPERATION OF THE API OR THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR * (iii) THE API WILL PROVIDE RESULTS THAT ARE ACCURATE OR RELIABLE OR CONSISTENT WITH YOUR EXPECTATIONS. 7.3 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SPOTIFY SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY OTHER FORM OF DAMAGES IN ANY MANNER ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, SERVICE AND YOUR ACCESS TO AND USE OF THE API, SERVICE AND CONTENT, REGARDLESS OF THE FORM OF ACTION OR THE BASIS OF THE CLAIM OR WHETHER OR NOT SPOTIFY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. 8 Indemnification ***************** You will indemnify and hold Spotify and its officers, directors, employees and representatives harmless from and against any and all liabilities, damages, awards, settlements, losses, claims and expenses, including reasonable attorneys fees and costs of investigation, due to any claim by a third party relating to or arising out of your use of the API, the Application, and any breach by you of any of your representations, warranties, covenants and obligations hereunder. 9 Term and Termination ********************** 9.1 These Terms of Use commences upon the date you signify your acceptance of the libspotify Terms of Use by clicking "I agree` or otherwise commence use of any portion of the API and shall continue in force thereafter, unless terminated as provided herein. 9.2 Spotify may amend or discontinue the API or any aspect thereof, or may terminate your ability to use the API, in each instance at any time prior to, or after, your development of an Application, without notice, for any reason or no reason, without any liability to you or your users. You may terminate these Terms of Use by ceasing all use of the API, in which case you must remove any and all code from your Application that enables your use of the API. 10 Branding *********** 10.1 In any user interface provided with your Application, you agree to display one of the Spotify Core Marks from the page located at http://developer.spotify.com/en/libspotify/marks. If you choose to display any other brand identifiers on the user interface of your Application, you must not do so in any way that would imply or suggest that such brand is associated in any way with the Service, the Content or Spotify. Spotify reserves the right at any time to require you to make changes to your user interface as a condition on your continued ability to use the API. 10.2 You also agree that your Application must prominently display the following statement in the help text or about text, in the acknowledgements in the documentation associated with your application and on any website associated with the application or other promotional material: 'This product uses SPOTIFY CORE but is not endorsed, certified or otherwise approved in any way by Spotify. Spotify is the registered trade mark of the Spotify Group.` 10.3 You agree that the Spotify Marks, including without limitation 'Spotify` and 'Spotify Core` are the intellectual property of Spotify and agree not to attempt to use or register any trade mark in your own name that include 'Spotify,` any other Spotify Mark, or any name that is confusingly similar to any of them. In addition, you agree not to attempt to register any domain name that includes the word 'Spotify,` any other Spotify Mark, or any name that is confusingly similar to any of them. 10.4 In addition to the foregoing requirements in respect of your use of the Spotify Core Marks, you agree to comply with the Spotify Trade Mark Guidelines appended to these Terms of Use, as the same may be amended by Spotify from time to time in its sole discretion. 11 General ********** These Terms of Use shall be governed by and construed in accordance with the laws of Sweden and each party consents to the exclusive jurisdiction of the Stockholm District Court for the adjudication of any disputes arising out of these Terms of Use. You may not assign any of your rights, or delegate any of your duties, in whole or in part, to any third party without the written consent of Spotify. Spotify reserves the right, at its sole discretion, to assign or transfer any of its rights and delegate any of its duties hereunder, in whole or in part, to any person or entity. There is no joint venture, partnership, agency or fiduciary relationship existing between the parties and the parties do not intend to create any such relationship by these Terms of Use. Spotify’s failure at any time to require full performance of any provision hereof will in no manner affect its right at a later time to enforce the same. Should for any reason or to any extent any provision of these Terms of Use be held invalid or unenforceable, such invalidity or unenforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of these Terms of Use and the application of that provision shall be enforced to the extent permitted by law. Each affiliate of Spotify shall be a third party beneficiary to these Terms of Use and such affiliates shall be entitled to directly enforce, and rely upon, any provision of these Terms of Use which confers a benefit on them. Other than as set forth in the preceding sentence, nothing in these Terms of Use shall be deemed or interpreted to create any third party beneficiaries, or confer any rights in any third parties. The provisions of Sections 1, 2, 5-8, 11 of these Terms of Use will survive the expiration or earlier termination of these Terms of Use. These Terms of Use constitutes all the terms and conditions agreed upon between you and Spotify and supersede any prior agreements whether written or oral. Any addition or different terms or conditions in any written oral communication from you to Spotify are void. You agree and accept that you have not accepted the terms and conditions of these Terms of Use in reliance of or to any oral or written representations made by Spotify not contained in these Terms of Use. SPOTIFY TRADE MARK GUIDELINES ***************************** Users of the API have a right and an obligation to use the SPOTIFY CORE trade marks of Spotify (the 'SPOTIFY CORE Mark`). Use of the SPOTIFY CORE Mark is governed by the Libspotify Terms of Use and the following guidelines. The guidelines also contain clarifying wording relating to all trade marks containing the word SPOTIFY and any other trade marks as registered or used by Spotify from time to time (the 'Spotify Marks`). Do not change the SPOTIFY CORE Mark in any way. Do not remove, obstruct, distort, or alter any element of the SPOTIFY CORE Mark. This includes but is not limited to the SPOTIFY CORE word mark, e.g. by hyphenation, combination abbreviation, or acronym such as: CORE SPOTIFIERS, SPOTIFY CORED, SPOTIFYING, SC, SPOTIFY-CORE, SPOTIFIED CORE, etc. Make sure the SPOTIFY CORE Mark is full and clearly visible, never altered or partially covered. Do not use the SPOTIFY CORE Mark in ways that (i) imply an association with or endorsement of any other product, service, event, sponsorship, or organization; (ii) can be reasonably interpreted to suggest editorial content was authorised by Spotify; or (iii) represent the views or opinions of Spotify or Spotify’s personnel without prior written approval from Spotify. Do not adopt trade marks, logos, slogans, or designs that are confusingly similar to the SPOTIFY CORE Mark, or any other Spotify Marks, or imitate the Spotify trade dress, including the look and feel of the Spotify clients design or the design of any Spotify website, Spotify distinctive colour or colour combinations, typography, graphic designs, product or service icons or images associated with Spotify. Do not register the SPOTIFY CORE Mark or any other Spotify Marks as a domain name or incorporate a trade mark containing the word SPOTIFY into you own product names, domain names, service names, trade marks, logos or company names. Never display the SPOTIFY CORE Mark in a manner that is misleading, unfair, defamatory, infringing, libellous, disparaging, obscene or otherwise reasonable objectionable to Spotify. Never display the SPOTIFY CORE Mark on any website or user interface that contains or displays pornographic content, promotes gambling or violence, contains hate speech, involves the sale of tobacco or alcohol, violates other applicable laws or regulations or is otherwise objectionable. You do not have the right to use any other Spotify Marks than the SPOTIFY CORE Mark.