This Content License and Permission to Link Agreement ("Agreement") describes the legal relationship between you (an individual, or, in the case where you are representing an organization, an individual acting as the legal representative of your organization, collectively "you") and The Sacramento Bee ("Sacramento Connect" or "us"), publisher of the sites located at www.sacbee.com and www.sacramentoconnect.com (respectfully "sacbee.com" and "sacramentoconnect.com" and collectively "Bee Websites").
Please read this Agreement very carefully. By affirmatively clicking acceptance of this Agreement, you indicate that you agree to be bound by all of the terms and conditions of this Agreement.
The purpose of this Agreement is to grant Sacramento Connect certain rights to music, audio, video, text, photos, documents, images, RSS feeds and/or all other content ("Material") displayed or otherwise published on the website you have identified as belonging to you pursuant to entering into this Agreement ("Your Website") and to define the requirements of both parties to fulfill this Agreement. You, and if applicable your organization, grant these rights without any expectation of compensation from us.
1. License Grant. You hereby grant to us : (a) permission to establish links from Your Website to sacramentoconnect.com and/or sacbee.com (the "Link"); and (b) a nonexclusive, world-wide, royalty-free, revocable license to reproduce, display, distribute and publish "fair use" amounts of the Material (including rights to modify) on Bee Websites and/or The Sacramento Bee newspaper during the term of this Agreement (the "License"); provided, however, that you hereby reserve the right at any time at your sole discretion, with or without cause, to revoke the foregoing License and withdraw permission for the Link pursuant to Section 8 of this Agreement.
2. Ownership. YOU RETAIN OWNERSHIP OF THE COPYRIGHTS AND ALL OTHER RIGHTS IN YOUR MATERIAL, subject to the non-exclusive rights granted to us under this Agreement. You are free to grant similar rights to others during and after the term of this Agreement. Sacramento Connect agrees to credit you as copyright owner of the Material and to provide the Link immediately following the Material.
3. Partner Code. Upon written notice from us approving your application to participate in Sacramento Connect's partner program, you will make the following additions to Your Website within five (5) business days: add the Sacramento Connect partner code provided by us to all pages on Your Website. Sacramento Connect partner code may consist of either a toolbar or widget containing, but not limited to, headlines, thumbnails, analytics, advertising and/or other notices or tools from us in addition to links to other Sacramento Connect partner content on sacramentoconnect.com and/or sacbee.com.
4. Promotion. Upon written notice from us approving your application to participate in Sacramento Connect's partner program, you will be granted access to partner badges, press releases, and other publicity materials. You are granted the right to use this material as specified on the "Promotional Materials" page at http://partners.sacramentoconnect.com, while this Agreement remains in effect.
5. Representations and Warranties. You represent and warrant that (a) the Material is yours and/or your organization's own original work, and contains no sampled material or portions of original work created by another person or organization unless clearly allowed under "fair use" of Copyright law, (b) you have full right and power to enter into and perform this Agreement, and have secured all third party consents necessary to enter into this Agreement, (c) the Material does not and will not infringe on any third party's copyright, patent, trademark, trade secrets, proprietary rights of publicity or privacy, or other legal rights, (d) the Material does not and will not violate any law, statute, ordinance or regulation, (e) the Material is not and will not be defamatory, libelous, pornographic, or obscene, and (f) all factual assertions that you have made and will make to us are true and complete. You agree to indemnify and hold us, our affiliates, employees, and agents, and our users harmless from any and all damages and costs, including reasonable attorney's fees, arising out of or related to your breach of the representations and warranties described in this section. You agree to execute and deliver documents to us, upon reasonable request, that evidence or effectuate our rights under this Agreement. Sacramento Connect reserves the right to cease use of any and all Material at anytime in its sole discretion.
6. Disclaimer. We provide our products and services related to this Agreement "AS IS" without warranty of any kind. Sacramento Connect has no responsibility for any use of any Material by any user, including but not limited to users of sacramentoconnect.com.
7. Waiver of Certain Damages. NEITHER YOU NOR US WILL BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL OR INCIDENTAL DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT.
8. Termination. Either party may terminate this Agreement at any time by giving the other party written notice. The Agreement will terminate within 30 days of our actual receipt of such notice. For all notices sent to us, please send to: Sacramento Connect, firstname.lastname@example.org, P.O. Box 15779, Sacramento, CA, 95816. Notice to you shall be considered effective upon your actual receipt of such notice or three days after we have sent a notice of termination to the e-mail address that you supplied pursuant to accepting this Agreement. Upon termination, all rights grant under this Agreement terminate. However, Sections 5 (representations) and 7(waiver) shall survive termination.
9. Miscellaneous. This Agreement will be governed by California law without reference to conflict of laws principles. Any action or proceeding arising out of or related to this Agreement must be brought in a state or federal court located in Sacramento, California, and we both irrevocably submit to the exclusive jurisdiction of such courts. All notices, requests and other communications under this Agreement must be in writing (e-mail messages shall be deemed writings). This Agreement sets forth the entire understanding and agreement of the parties as to this Agreement's subject matter and supersedes all prior proposals, discussions or agreements with respect to such subject matter. It may be changed only by a writing signed by both parties (e-mail headers and/or plain text signatures on e-mail messages shall be deemed signatures).
10. This Agreement shall become effective on the date you affirmatively click acceptance of this Agreement.
11. If you are under 18 years of age, before you submit or provide any Material to us, you must have your parent or legal guardian print this Agreement, sign below and mail it to Sacramento Connect, P.O. Box 15779, Sacramento, CA 95816 on your behalf.
Print your name:____________________________________
If applicable, the undersigned Parent or Guardian has reviewed this Agreement and agrees to all of its terms and conditions on behalf of the above named individual.
Print Parent/Guardian name:____________________________________