Upload of Content Agreement
You (the submitter of the Content) must accept the terms of this Agreement and agree to comply with all additional requirements posted on the Website developer.ibm.com. prior to submitting your content, including without limitation, software, text and/or speech files, code, associated materials, media and /or documentation (the “Content”).
You agree to license downloaders of the Content under a downloader agreement provided by IBM under which You directly grant to downloaders (including International Business Machines Corporation and its affiliates (“IBM”)), a nonexclusive, irrevocable, worldwide, royalty-free, copyright license to edit, copy, reproduce, publish, publicly display and/or perform, format, modify and/or make derivative works of, translate, re-arrange, and distribute the Content or any portions thereof, and to sublicense any or all such rights and to permit a sublicensee to further sublicense such rights, for both commercial and non-commercial use. It is understood that by submitting the Content no patent license of any kind is granted, whether expressed or implied, or by estoppel. The downloader agreement may be viewed here. and may be revised by IBM from time to time at IBM’s sole discretion.
You agree that You will forever waive any claim to “moral rights” in the Content, and to the extent your moral rights cannot be waived, You agree to refrain from any enforcement of such rights against IBM and downloaders of the Content, in conjunction with IBM’s and downloaders’ exercise of its licensed rights hereunder.
You represent and warrant that (a) You own all of the Content (and have sufficient right, title and interest in and to the Content) or have obtained all written releases, authorizations and licenses from any other owners necessary to grant the licenses and other rights granted herein with respect to portion of the Content You do not own, (b) to the best of your knowledge the Content does not infringe any copyright, patent, or other intellectual property right, privacy, or other right of any third party, nor has any claim of such infringement been threatened or asserted, and no such claim is pending, against You or against any entity from which You have obtained such rights, and (d) the Content does not contain any viruses or harmful code; (e) the Content does not contain any information that is considered confidential or trade secret to You or any third party.
As between IBM and You, it is You, not IBM who has full responsibility for Your Content. You acknowledge that You, not IBM, are liable for all claims arising out of Your Content or the use thereof, including but not limited to alleged violations of: (a) any party’s legal or intellectual property rights; or (b) any statute, regulation or law of any country.
Limitation of Liability
IBM WILL NOT BE LIABLE FOR ANY DIRECT OR INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES FOR ANY USE OF THIS WEBSITE, INCLUDING WITHOUT LIMITATION, LOST PROFITS, LOST SAVINGS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA OR ANY INCIDENTAL, SPECIAL, OR OTHER ECONOMIC CONSEQUENTIAL DAMAGES, EVEN IF IT HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES.
The laws of the State of New York, USA govern this Agreement, without reference to conflict of law principles. The “United Nations Convention on International Sale of Goods” does not apply. This Agreement may not be assigned by You. The parties agree to waive their right to a trial by jury.
IBM MAKES NO WARRANTIES EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE WARRANTY OF NON-INFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, REGARDING THE SERVICES PROVIDED HEREUNDER. IBM IS NOT OBLIGATED TO PROVIDE TECHNICAL SUPPORT FOR THE CONTENT.
Freedom of Action
You understand and agree that IBM has absolutely no obligation to use, post or keep posted the Content (or any portion thereof) at all or in any manner. IBM may remove the Content from the website in its sole discretion. You understand that IBM will not compensate You with respect to posting or use of the Content. This Agreement is non-exclusive and IBM and You may each design, develop, manufacture, acquire, or market competitive products or services. Each party is an independent contractor. Neither party is, nor will claim to be, a legal representative, partner, franchisee, agent or employee of the other, except as specifically stated in this Agreement. Neither party will assume or create obligations for the other.
This Agreement and Your right to upload Content to the Website may be terminated at any time, with or without cause, immediately and without notice by IBM. Upon termination, IBM shall remove the Content from the website.
The laws of the State of New York, USA, govern this Agreement, without regard to conflict of law principles. The “United Nations Convention on International Sale of Goods” does not apply. This Agreement may not be assigned by You. Any terms of this Agreement which by their nature extend beyond the Agreement termination or expiration remain in effect until fulfilled. The parties agree to waive their right to a trial by jury.
This Agreement is the complete and exclusive agreement between the parties and supersedes all prior agreements, oral or written, and all other communications relating to the subject matter hereof. Furthermore, You hereby waive any claim or right that You may have to assert that Your electronic acceptance herewith is not the equivalent of, or deemed as, a valid signature to this Agreement.
If any section of this Agreement is found by competent authority to be invalid, illegal or unenforceable in any respect for any reason, the validity, legality and enforceability of any such section in every other respect and the remainder of this Agreement shall continue in effect.