BY CLICKING ON THE "ACCEPT" BUTTON, YOU OR THE ENTITY OR COMPANY THAT YOU REPRESENT (“CUSTOMER”) ARE UNCONDITIONALLY CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS WHITE LABEL SERVICES AGREEMENT (“AGREEMENT”). CUSTOMER’S USE OF THE BITLY, INC. (“COMPANY”) SERVICES (AS DEFINED BELOW) SHALL ALSO CONSTITUTE ASSENT TO THE TERMS OF THIS AGREEMENT. IF CUSTOMER DOES NOT UNCONDITIONALLY AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, THEN CUSTOMER SHOULD CLICK THE "DO NOT ACCEPT" BUTTON BELOW AND NOT ACCESS OR USE THE SERVICES. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS. IF YOU CLICK THE “ACCEPT” BUTTON, YOU ARE REPRESENTING AND WARRANTING THAT YOU ARE AUTHORIZED TO BIND CUSTOMER.
Company grants Customer a license to access and use the Company’s proprietary application programming interface that allows end users to shorten, share and track URLs (“Company API”) pursuant to the terms of the Apache License version 2.0. Notwithstanding any statement herein to the contrary, Customer’s rights and obligations with respect to the use of the Company API will be governed solely by the terms of the Apache License version 2.0.
2.1 Company shall, free of charge, provide Customer with the following white-label/branded services using Company’s proprietary technology, tools, software and know-how (“Services”) during the Term: (a) create shortened URLs using Customer’s designated branded services (“Customer Designated Brands”) as directed by Customer; (b) conduct all redirects of the URLs using industry standard 301 redirect protocols; and (c) make mappings of all URLs created by users via Customer’s website to the actual URLs created by Company on behalf of Customer. The parties acknowledge and agree that Company’s provision of the Services is conditioned upon Customer’s use of the Company API to create shortened URLs. Any additional services or functionality provided by Company on Customer’s behalf will be subject to a separate mutual written agreement between the parties. Customer recognizes and agrees that use of the Services is also subject to Company’s White Label Terms of Service, Privacy Policy and any other policies of Company, as may be promulgated or amended by Company from time to time (collectively, “Policies”). Any such Policies shall be made available by posting on Company’s website, currently located at http://www.bitly.com www.bitly.com (and any successor website thereto). Customer hereby grants Company a non-exclusive, non-sublicensable, royalty-free license to use the Customer Designated Brands solely as necessary for Company to provide the Services.
2.2 Company shall own all right, title and interest in and to statistical data it collects in the course of providing the Services (for example, but without limitation, urls and statistics related to the use of such urls) (collectively, “Company Data”). Company Data may be made publicly available to Company’s users, partners and customers, including without limitation as part of the Services. For the sake of clarity, Company does not collect, and Company Data shall not include, any personally identifiable information of Customer or Customer’s clients, except to the extent that such clients grant Company permission to collect such information.
3.1 Company warrants that the Services will be provided in a professional and workmanlike manner. In the event of any breach of the foregoing warranty, Customer’s sole and exclusive remedy and Company’s sole and entire liability will be for Company to re-perform the affected Services.
3.2 DISCLAIMER. EXCEPT AS EXPRESSLY SET FORTH IN THE PRECEDING SENTENCE, COMPANY DOES NOT MAKE ANY, WARRANTIES OF ANY KIND. WITHOUT LIMITING THE FOREGOING SENTENCE, COMPANY DOES NOT WARRANT THAT THE SERVICES WILL MEET CUSTOMER’S REQUIREMENTS, OR THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. COMPANY HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, ORAL OR WRITTEN, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF NON-INFRINGEMENT, INTEGRATION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE AND ALL WARRANTIES ARISING FROM ANY COURSE OF DEALING OR PERFORMANCE OR USAGE OF TRADE.
COMPANY SHALL NOT BE LIABLE CONCERNING THE SUBJECT MATTER OF THIS AGREEMENT, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), FOR ANY (A) MATTER BEYOND ITS REASONABLE CONTROL, (B) LOSS OR INACCURACY OF DATA, LOSS OR INTERRUPTION OF USE, OR COST OF PROCURING SUBSTITUTE TECHNOLOGY, GOODS OR SERVICES, (C) INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, REVENUES, PROFITS OR GOODWILL OR (D) DAMAGES, IN THE AGGREGATE, IN EXCESS OF ONE HUNDRED DOLLARS ($100), EVEN IF COMPANY HAS BEEN ADVISED OF THEIR POSSIBILITY. THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THIS AGREEMENT AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN.
5.1 Term. This Agreement shall commence upon your acceptance and continue in effect until terminated as provided herein. The initial term of this Agreement shall be for one (1) year and, unless terminated earlier as provided herein, will be extended automatically for additional one (1) year terms (collectively, “Term”), unless either party gives fifteen (15) days prior written notice before the end of the then current term of its intent not to renew. Upon termination or expiration of this Agreement all rights and obligations of the parties under this Agreement shall immediately cease.
5.2 Termination. Either party may terminate this Agreement, with or without cause, on fifteen (15) days prior written notice to the other party.
5.3 Survival. Notwithstanding any statement to the contrary contained herein, Sections 2.2, 3.2, 5.3 and 6 shall survive any termination or expiration of the Agreement.
This Agreement constitutes the entire agreement, and supersedes all prior negotiations, understandings or agreements (oral or written), between the parties concerning the subject matter hereof. No change or modifications of any of the terms or conditions hereof by Customer shall be valid or binding on Company unless made in writing and signed by an authorized representative of Company. Any inconsistent or additional terms on any Customer purchase order, confirmation or similar form, even if signed by the parties after the date hereof, shall have no force or effect upon this Agreement. Company may change or modify any of the terms or conditions of this Agreement from time to time by posting such amendment on Company’s website and providing Customer notice of such changes either by email or prominent notice on Company’s website. Any such change or modification shall become effective immediately upon posting. No provision of right, power or privilege under this Agreement shall be deemed to have been waived by any act, delay, omission or acquiescence on the part of any party, its agents or employees, but only by an instrument in writing signed by an authorized representative of each party. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. Customer may not assign or transfer any rights or obligations hereunder without the prior written consent of Company, and any such attempted assignment shall be void. This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective successors and permitted assigns. The parties hereto shall each be independent contractors in the performance of their obligations under this Agreement, and nothing contained herein shall be deemed to constitute either party as the agent or representative of the other party, or both parties as joint venturers or partners for any purpose. All notices hereunder shall be in writing and sent to the address initially provided by the parties, as may be amended by notice pursuant to this subsection, by (a) personal delivery, (b) certified or registered mail, return receipt requested, (c) overnight courier, (d) confirmed facsimile or (e) e-mail; notices shall be deemed given upon receipt. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, USA, without regard to the conflicts of laws provisions thereof. Exclusive jurisdiction and venue for any action arising under this Agreement is in the federal and state courts located in New York having jurisdiction over Company’s principal office, and both parties hereby consent to such jurisdiction and venue for this purpose.
Welcome to this Bitly, Inc. (“Bitly,” “We” or “Us”) site (the “Site”). By using the Site and the Bitly Pro Services (“Services”) you signify that you have read, understand and agree to be bound by these Terms of Use and the accompanying Privacy Policy. If you do not agree to all the terms and conditions hereunder, do not use the Site or Services. There may be additional terms and conditions regarding of your use of the Services and any other Bitly products or services.
Bitly reserves the right, in our discretion, to change, modify and delete provisions of our Terms of Use and Privacy Policy at any time. If we do so, we will post the changes on this page and provide you notice either by posting a prominent notice on the Site or by emailing you. Your continued use of the Site after such notice constitutes your acceptance of the modified Terms of Use or Privacy Policy. Bitly reserves the right to charge a fee for using certain features of the Services at any time in our sole discretion and to thereafter adjust those fees at any time. Bitly may also change, suspend or discontinue the Site or Services for any reason at any time.
This Site is intended solely for users who are eighteen (18) years of age or older. Any registration by, use of or access to the Site by anyone under 18 is unauthorized and in violation of these Terms of Use.
As a condition to using the Site and Services, you are required to register an account with Bitly. You shall provide Bitly with accurate, complete, and updated account information. You shall not share any unique identifier, password, user names or other registration information with any third party and you shall be responsible for any use of the Site and Services via your account.
You agree that you will not do or permit to be done through your account or log-in any of the following:
You agree that Bitly may refuse your registration or terminate your access and account for violating these Terms of Use, for any behavior that is inconsistent with Bitly’s image or values, or for any other reason, entirely in its discretion.
You acknowledge that Bitly and its licensors own all rights, title and interest in all content on the Site, including but not limited to all statistical and aggregated data made available as part of the Services and the Site’s design, text, graphics and files, and their selection and arrangement (the “Content”), and you agree not to modify, copy, distribute, frame, republish, display, post, transmit, or sell the Content, except as may be expressly permitted by Bitly. You may not republish Content on any other website or business network or incorporate the Content into any database or compilation. Any use of the Content not authorized by Bitly is prohibited.
All trademarks, logos, trade dress and service marks on the Site are trademarks of Bitly or its licensors and may not be copied, imitated, or used, in whole or in part, without written permission.
It is Bitly’s policy to respond promptly to claims of copyright infringement, and to remove, or disable access to, Content or materials on the Site that are or that Bitly reasonably believe to be infringing, to the extent such Content or materials are within Bitly’s control. If you believe that your intellectual property rights are infringed by any of the Content or materials appearing on this Site, please send a notice to us at the address below. However, please keep in mind, that to the extent such Content or materials consist of a URL directing users to a third-part website, Bitly is not responsible for and has no control over either the content of the URL itself or of the third-party website. You should direct complaints directly to the third parties involved or their service providers.
Bitly, Inc.
416 West 13th Street, Suite 203
New York, New York 10014
Attn: Jessica McVea
Email: support@bit.ly
Your notice should contain the following: a physical or electronic signature of a person (i.e., claimant) authorized to act on behalf of the copyright owner; identification of the copyrighted work claimed to be infringed; identification of the content or material claimed to be infringing; a reference or link to the infringing material or activity, or the subject of the infringing activity, including information to enable us to locate that material or reference; the address, telephone number or email address of the claimant; a statement that the claimant has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and a statement that the information in the notice is accurate and, under penalty of perjury, that the claimant is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
As part of the Services, this Site contains links to websites operated by unrelated parties. Bitly does not control these sites and is not responsible for their contents. Our inclusion of these links does not imply any association with these sites or any endorsement or approval of the services, merchandise, materials or contents available from or on these sites.
This Site may also contain descriptions of or references to products, services, and firms. These references do not imply our endorsement of those products, services or entities. Under no circumstances shall any of our providers be liable for any loss or damage caused by a user’s reliance on or exposure to information obtained from or contained on the Site. Rather, you are responsible to evaluate the information, advice, and other content available through the Site, and any products, services or firms referenced here.
If you decide to leave the Site and access these third-party sites, you do so at your own risk. In particular, you should review the terms of use and privacy policies of these sites, as they may differ from ours. Again, we do not control or review the usage terms or privacy practices of linked sites.
By clicking the following link, you may review Bitly’s Privacy Policy.
BITLY IS NOT RESPONSIBLE FOR ANY INCORRECT OR INACCURATE CONTENT POSTED ON THE SITE REGARDLESS OF THE CAUSE OR SOURCE, OR FOR THE CONDUCT, ONLINE OR OFFLINE, OF ANY MEMBER OR OTHER USER OF THE SITE. WITHOUT LIMITING THE ABOVE, BITLY ASSUMES NO RESPONSIBILITY FOR:
UNDER NO CIRCUMSTANCES WILL BITLY BE RESPONSIBLE FOR ANY LOSS OR DAMAGE INCURRED OR RESULTING FROM ANYONE’S USE, INCLUDING YOUR USE, OF THE SITE, ANY CONTENT POSTED ON THE SITE OR COMMUNICATED TO OTHER USERS, OR ANY INTERACTIONS BETWEEN USERS OF THE SITE, ONLINE OR OFFLINE. THE SITE AND CONTENT ARE PROVIDED “AS-IS” AND BITLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SOME STATES LIMIT OR PROHIBIT THE DISCLAIMERS OF WARRANTIES IN CERTAIN CASES, SO THIS DISCLAIMER MAY NOT APPLY TO YOU.
IN NO EVENT WILL BITLY BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS AND LOST DATA), OR FOR ANY DAMAGES IN EXCESS OF $100, REGARDLESS OF THE CAUSE (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL THEORY) AND EVEN IF BITLY WAS AWARE THAT SUCH DAMAGES MIGHT OCCUR. SOME STATES LIMIT OR PROHIBIT THE LIMITATION OF LIABILITY IN CERTAIN CASES, SO THIS LIMITATION MAY NOT APPLY TO YOU.
If there is any dispute about or involving the Site, you agree that the dispute will be governed by the laws of the State of New York, as they apply to residents situated within the state. You also agree to the exclusive jurisdiction and venue of the courts of the state and federal courts of New York, and waive all defenses of lack of personal jurisdiction or that the forum is not convenient, except that Bitly may bring suit against you in any court that has jurisdiction over your person or property. Any cause of action by you with respect to the Site must be instituted within one (1) year after the cause of action arose or be forever waived and barred.
You agree to indemnify and hold Bitly and its subsidiaries, affiliates, officers, agents, partners and employees harmless from any damage, liability, claim, or expense (including reasonable attorneys’ fees) arising out of or in connection with your use of the Site, your violation of these Terms of Use, or your violation of the rights of a third party or any law.
Bitly’s failure to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. If any provision of these Terms of Use is held invalid, it shall be limited or eliminated to the minimum extent necessary so that this Agreement shall continue in full force and effect.