THIS IS A LEGAL AGREEMENT BETWEEN YOU AND APPLE INC. ("APPLE") STATING THETERMS THAT GOVERN YOUR PARTICIPATION AS AN APPLE DEVELOPER. PLEASE READ THISAPPLE DEVELOPER AGREEMENT (“AGREEMENT”) BEFORE PRESSING THE "AGREE" BUTTONAND CHECKING THE BOX AT THE BOTTOM OF THIS PAGE. BY PRESSING "AGREE," YOU AREAGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TOTHE TERMS OF THIS AGREEMENT, PRESS "CANCEL".
Apple Developer Agreement
1. Relationship With Apple; Apple ID and Password. You understand and agree that by registeringwith Apple to become an Apple Developer (“Apple Developer”), no legal partnership or agencyrelationship is created between you and Apple. You agree not to represent otherwise. You also certifythat you are at least thirteen years of age and you represent that you are legally permitted to register asan Apple Developer. This Agreement is void where prohibited by law and the right to register as an AppleDeveloper is not granted in such jurisdictions. Unless otherwise agreed or permitted by Apple in writing,you cannot share or transfer any benefits you receive from Apple in connection with being an AppleDeveloper. The Apple ID and password you use to log into your Apple Developer account cannot beshared in any way or with anyone. You are responsible for maintaining the confidentiality of your Apple IDand password and for any activity in connection with your account.
2. Developer Benefits. As an Apple Developer, you may have the opportunity to attend certain Appledeveloper conferences, technical talks, and other events (including online or electronic broadcasts ofsuch events) (“Apple Events”). In addition, Apple may offer to provide you with certain services(“Services”), as described more fully herein and on the Apple Developer web pages (“Site”), solely foryour own use in connection with your participation as an Apple Developer. Services may include, but notbe limited to, any services Apple offers at Apple Events or on the Site as well as the offering of anycontent or materials displayed on the Site (“Content”). Apple may change, suspend or discontinueproviding the Services, Site and Content to you at any time, and may impose limits on certain featuresand materials offered or restrict your access to parts or all of such materials without notice or liability.
3. Restrictions. You agree not to exploit the Site, or any Services, Apple Events or Content provided toyou by Apple as an Apple Developer, in any unauthorized way, including but not limited to, by trespass,burdening network capacity or using the Services, Site or Content other than for authorized purposes.Copyright and other intellectual property laws protect the Site and Content provided to you, and youagree to abide by and maintain all notices, license information, and restrictions contained therein. Unlessexpressly permitted herein or otherwise permitted in a separate agreement with Apple, you may notmodify, publish, network, rent, lease, loan, transmit, sell, participate in the transfer or sale of, reproduce,create derivative works based on, redistribute, perform, display, or in any way exploit any of the Site,Content or Services. You may not decompile, reverse engineer, disassemble, or attempt to derive thesource code of any software or security components of the Services, Site, or Content (except as and onlyto the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permittedby any licensing terms accompanying the foregoing). Use of the Site, Content or Services to violate,tamper with, or circumvent the security of any computer network, software, passwords, encryption codes,technological protection measures, or to otherwise engage in any kind of illegal activity, or to enableothers to do so, is expressly prohibited. Apple retains ownership of all its rights in the Site, Content, AppleEvents and Services, and except as expressly set forth herein, no other rights or licenses are granted orto be implied under any Apple intellectual property.
4. Confidentiality. Except as otherwise set forth herein, you agree that any Apple pre- release software,services, and/or hardware (including related documentation and materials) provided to you as an AppleDeveloper (“Pre-Release Materials”) and any information disclosed
by Apple to you in connection with Apple Events will be considered and referred to as “AppleConfidential Information”.
Notwithstanding the foregoing, Apple Confidential Information will not include: (a) information that isgenerally and legitimately available to the public through no fault or breach of yours; (b) information that isgenerally made available to the public by Apple; (c) information that is independently developed by youwithout the use of any Apple Confidential Information; (d) information that was rightfully obtained from athird party who had the right to transfer or disclose it to you without limitation; or (e) any third partysoftware and/or documentation provided to you by Apple and accompanied by licensing terms that do notimpose confidentiality obligations on the use or disclosure of such software and/or documentation.Further, Apple agrees that you will not be bound by the foregoing confidentiality terms with regard totechnical information about Apple pre- release software, services and/or hardware disclosed by Apple atWWDC (Apple’s Worldwide Developers Conference), except that you may not post screen shots of, writepublic reviews of, or redistribute any such materials.
5. Nondisclosure and Nonuse of Apple Confidential Information. Unless otherwise expressly agreedor permitted in writing by Apple, you agree not to disclose, publish, or disseminate any Apple ConfidentialInformation to anyone other than to other Apple Developers who are employees and contractors workingfor the same entity as you and then only to the extent that Apple does not otherwise prohibit suchdisclosure. Except for your authorized purposes as an Apple Developer or as otherwise expressly agreedor permitted by Apple in writing, you agree not to use Apple Confidential Information in any way,including, without limitation, for your own or any third party’s benefit without the prior written approval ofan authorized representative of Apple in each instance. You further agree to take reasonable precautionsto prevent any unauthorized use, disclosure, publication, or dissemination of Apple ConfidentialInformation. You acknowledge that unauthorized disclosure or use of Apple Confidential Information couldcause irreparable harm and significant injury to Apple that may be difficult to ascertain. Accordingly, youagree that Apple will have the right to seek immediate injunctive relief to enforce your obligations underthis Agreement in addition to any other rights and remedies it may have. If you are required by law,regulation or pursuant to the valid binding order of a court of competent jurisdiction to disclose AppleConfidential Information, you may make such disclosure, but only if you have notified Apple beforemaking such disclosure and have used commercially reasonable efforts to limit the disclosure and to seekconfidential, protective treatment of such information. A disclosure pursuant to the previous sentence willnot relieve you of your obligations to hold such information as Apple Confidential Information.
6. Confidential Pre-Release Materials License and Restrictions. If Apple provides you with Pre-Release Materials, then subject to your compliance with the terms and conditions of this Agreement,Apple hereby grants you a nonexclusive, nontransferable, right and license to use the Pre-ReleaseMaterials only for the limited purposes set forth in this Section 6; provided however that if such Pre-Release Materials are subject to a separate license agreement, you agree that the license agreementaccompanying such materials in addition to Sections 4 and 5 of this Agreement shall also govern youruse of the Pre-Release Materials. You further agree that in the event of any inconsistency betweenSection 4 and 5 of this Agreement and the confidentiality restrictions in the license agreement, the licenseagreement shall govern. You agree not to use the Pre-Release Materials for any purpose other thantesting and/or development by you of a product designed to operate in combination with the sameoperating system for which the Pre-Release Materials are designed. This Agreement does not grant youany right or license to incorporate or make use of any Apple intellectual property (including for exampleand without limitation, trade secrets, patents, copyrights, trademarks and industrial designs) in anyproduct. Except as expressly set forth herein, no other rights or licenses are granted or to be impliedunder any Apple intellectual property. You agree not to decompile, reverse engineer, disassemble, orotherwise reduce the Pre-Release Materials to a human-perceivable form, and you will not modify,network, rent, lease, transmit, sell, or loan the Pre-Release Materials in whole or in part.
7. Developer Content License and Restrictions. As an Apple Developer, you may have access tocertain proprietary content (including, without limitation, video presentations and audio recordings) thatApple may make available to you from time to time (“Content”). Content shall be considered AppleConfidential Information, unless otherwise agreed or permitted in writing by Apple. You may not share theContent with anyone, including, without limitation, employees and contractors working for the same entityas you, regardless of whether they are Apple Developers, unless otherwise expressly permitted by Apple.
Subject to these terms and conditions, Apple grants you a personal and nontransferable license to accessand use the Content for authorized purposes as an Apple Developer; provided that you may onlydownload one (1) copy of the Content and such download must be completed within the time periodspecified by Apple for such download. Except as expressly permitted by Apple, you shall not modify,translate, reproduce, distribute, or create derivative works of the Content or any part thereof. You shallnot rent, lease, loan, sell, sublicense, assign or otherwise transfer any rights in the Content. Apple and/orApple’s licensor(s) retain ownership of the Content itself and any copies or portions thereof. The Contentis licensed, not sold, to you by Apple for use only under this Agreement, and Apple reserves all rights notexpressly granted to you. Your rights under this license to use and access the Content will terminateautomatically without notice from Apple if you fail to comply with any of these provisions.
8. Compatibility Labs; Developer Technical Support (DTS). As an Apple Developer, you may haveaccess to Apple’s software and/or hardware compatibility testing and development labs (“Labs”) and/ordeveloper technical support incidents (“DTS Services”) that Apple may make available to you from timeto time as an Apple developer benefit or for a separate fee. You agree that all use of such Labs and DTSServices will be in accordance with Apple’s usage policies for such services, which are subject to changefrom time to time, with or without prior notice to you. Without limiting the foregoing, Apple may post on theSite and/or send an email to you with notices of such changes. It is your responsibility to review the Siteand/or check your email address registered with Apple for any such notices. You agree that Apple shallnot be liable to you or any third party for any modification or cessation of such services. As part of theDTS Services, Apple may supply you with certain code snippets, sample code, software, and othermaterials (“Materials”). You agree that any Materials that Apple provides as part of the DTS Services arelicensed to you and shall be used by you only in accordance with the terms and conditions accompanyingthe Materials. Apple retains ownership of all of its right, title and interest in such Materials and no otherrights or licenses are granted or to be implied under any Apple intellectual property. You have no right tocopy, decompile, reverse engineer, sublicense or otherwise distribute such Materials, except as may beexpressly provided in the terms and conditions accompanying the Materials. YOU AGREE THAT WHENREQUESTING AND RECEIVING TECHNICAL SUPPORT FROM DTS SERVICES, YOU WILL NOTPROVIDE APPLE WITH ANY INFORMATION, INCLUDING THAT INCORPORATED IN YOURSOFTWARE, THAT IS CONFIDENTIAL TO YOU OR ANY THIRD PARTY. YOU AGREE THAT ANYNOTICE, LEGEND, OR LABEL TO THE CONTRARY CONTAINED IN ANY SUCH MATERIALSPROVIDED BY YOU TO APPLE SHALL BE WITHOUT EFFECT. APPLE SHALL BE FREE TO USEALL SUCH INFORMATION IT RECEIVES FROM YOU IN ANY MANNER IT DEEMS APPROPRIATE,SUBJECT TO ANY APPLICABLE PATENTS OR COPYRIGHTS. Apple reserves the right to reject arequest for access to Labs or for DTS Services at any time and for any reason, in which event Apple maycredit you for the rejected lab or support request. You shall be solely responsible for any restoration oflost or altered files, data, programs or other materials provided.
9. Amendment; Communication. Apple reserves the right, at its discretion, to modify this Agreement,including any rules and policies at any time. You will be responsible for reviewing and becoming familiarwith any such modifications (including new terms, updates, revisions, supplements, modifications, andadditional rules, policies, terms and conditions)(“Additional Terms”) communicated to you by Apple. AllAdditional Terms are hereby incorporated into this Agreement by this reference and your continued use ofthe Site will indicate your acceptance of any Additional Terms. In addition, Apple may be sendingcommunications to you from time to time. Such communications may be in the form of phone calls and/oremails and may include, but not be limited to, membership information, marketing materials, technicalinformation, and updates and/or changes regarding your participation as an Apple Developer. Byagreeing to this Agreement, you consent that Apple may provide you with such communications.
10. Term and Termination. Apple may terminate or suspend you as a registered Apple Developer at anytime in Apple’s sole discretion. If Apple terminates you as a registered Apple Developer, Apple reservesthe right to deny your reapplication at any time in Apple’s sole discretion. You may terminate yourparticipation as a registered Apple Developer at any time, for any reason, by notifying Apple in writing ofyour intent to do so. Upon any termination or, at Apple’s discretion, suspension, all rights and licensesgranted to you by Apple will cease, including your right to access the Site, and you agree to destroy any
and all Apple Confidential Information that is in your possession or control. At Apple’s request, you agreeto provide certification of such destruction to Apple. No refund or partial refund of any fees paid hereunderor any other fees will be made for any reason. Following termination of this Agreement, Sections 1, 3-5, 7(but only for so long as the duration specified by Apple for such usage), 10-19 shall continue to bind theparties.
11. Apple Independent Development. Nothing in this Agreement will impair Apple’s right to develop,acquire, license, market, promote or distribute products, software or technologies that perform the sameor similar functions as, or otherwise compete with, any other products, software or technologies that youmay develop, produce, market, or distribute.
12. Use Of Apple Trademarks, Logos, etc. You agree to follow Apple’s trademark and copyrightguidelines as published at: www.apple.com/legal/guidelinesfor3rdparties.html (“Guidelines”) and as maybe modified from time to time. You agree not to use the marks “Apple,” the Apple Logo, “Mac”, “iPhone,”“iPod touch” or any other marks belonging or licensed to Apple in any way except as expressly authorizedin writing by Apple in each instance or as permitted in Apple’s Guidelines. You agree that all goodwillarising out of your authorized use of Apple’s marks shall inure to the benefit of and belong to Apple.
13. No Warranty. APPLE AND ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS,EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS (COLLECTIVELY, “APPLE” FOR PURPOSESOF THIS SECTION 13 AND 14) DO NOT PROMISE THAT THE SITE, CONTENT, SERVICES(INCLUDING, FUNCTIONALITY OR FEATURES OF THE FOREGOING), LABS, DTS SERVICES, ORANY OTHER INFORMATION OR MATERIALS THAT YOU RECEIVE HEREUNDER AS AN APPLEDEVELOPER (COLLECTIVELY, THE “SERVICE” FOR PURPOSES OF THIS SECTION 13 AND 14)WILL BE ACCURATE, RELIABLE, TIMELY, SECURE, ERROR- FREE OR UNINTERRUPTED, ORTHAT ANY DEFECTS WILL BE CORRECTED. THE SERVICE IS PROVIDED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS AND THE SERVICE IS SUBJECT TO CHANGE WITHOUT NOTICE. APPLECANNOT ENSURE THAT ANY CONTENT (INCLUDING FILES, INFORMATION OR OTHER DATA)YOU ACCESS OR DOWNLOAD FROM THE SERVICE WILL BE FREE OF VIRUSES,CONTAMINATION OR DESTRUCTIVE FEATURES. FURTHER, APPLE DOES NOT GUARANTEE ANYRESULTS OR IDENTIFICATION OR CORRECTION OF PROBLEMS AS PART OF THE SERVICE ANDAPPLE DISCLAIMS ANY LIABILITY RELATED THERETO. APPLE DISCLAIMS ALL WARRANTIES,EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON- INFRINGEMENT,MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. APPLE DISCLAIMS ANY ANDALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES INCONNECTION WITH OR RELATED TO YOUR USE OF THE SERVICE. YOU ASSUME TOTALRESPONSIBILITY AND ALL RISKS FOR YOUR USE OF THE SERVICE, INCLUDING, BUT NOTLIMITED TO, ANY INFORMATION OBTAINED THEREON. YOUR SOLE REMEDY AGAINST APPLEFOR DISSATISFACTION WITH THE SERVICE IS TO STOP USING THE SERVICE. THIS LIMITATIONOF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES. TO THE EXTENT THAT APPLEMAKES ANY PRE-RELEASE SOFTWARE, HARDWARE OR OTHER PRODUCTS, SERVICES ORINFORMATION RELATED THERETO AVAILABLE TO YOU AS AN APPLE DEVELOPER, YOUUNDERSTAND THAT APPLE IS UNDER NO OBLIGATION TO PROVIDE UPDATES,ENHANCEMENTS, OR CORRECTIONS, OR TO NOTIFY YOU OF ANY PRODUCT OR SERVICESCHANGES THAT APPLE MAY MAKE, OR TO PUBLICLY ANNOUNCE OR INTRODUCE THEPRODUCT(S) OR SERVICE AT ANY TIME IN THE FUTURE.
14. Disclaimer of Liability. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENTWILL APPLE BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT,CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION,DAMAGES RESULTING FROM DELAY OF DELIVERY, FOR LOSS OF PROFITS, DATA, BUSINESSOR GOODWILL, FOR BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES ORLOSSES, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR USE OR INABILITY TOUSE THE SERVICE, HOWEVER CAUSED, WHETHER UNDER A THEORY OF CONTRACT,WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCTS LIABILITY, OR OTHERWISE, EVEN IF
APPLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDINGTHE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. IN NO EVENT SHALL APPLE’S TOTALLIABILITY TO YOU UNDER THIS AGREEMENT FOR ALL DAMAGES (OTHER THAN AS MAY BEREQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THEAMOUNT OF FIFTY DOLLARS ($50.00).
15. Third-Party Notices and Products. Third-party software provided by Apple to you as an AppleDeveloper may be accompanied by its own licensing terms, in which case such licensing terms willgovern your use of that particular third-party software. Mention of third-parties and third- party products inany materials, documentation, advertising, or promotions provided to you as an Apple Developer is forinformational purposes only and constitutes neither an endorsement nor a recommendation. All third-party product specifications and descriptions are supplied by the respective vendor or supplier, and Appleshall have no responsibility with regard to the selection, performance, or use of these vendors orproducts. All understandings, agreements, or warranties, if any, take place directly between the vendorsand the prospective users.
16. Export Control.
A. You may not use or otherwise export or re-export any Apple Confidential Information received fromApple except as authorized by United States law and the laws of the jurisdiction in which the AppleConfidential Information was obtained. In particular, but without limitation, the Apple ConfidentialInformation may not be exported or re-exported (a) into any U.S. embargoed countries or regions or (b) toanyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Departmentof Commerce Denied Person's List or any other restricted party lists without required approvals fromapplicable authorities. By becoming an Apple Developer or using any Apple Confidential Information, yourepresent and warrant that you are not located in any such country or region or on any such list. You alsoagree that you will not use any Apple Confidential Information for any purposes prohibited by UnitedStates law, including, without limitation, the development, design, manufacture or production of nuclear,chemical or biological weapons or any other military end uses.
B. You represent and warrant that You and any entity or person that directly or indirectly controls You, oris under common control with You, are not: (a) on any sanctions lists in the countries or regions in whichthe App Store is available, (b) doing business in any of the U.S. embargoed countries or regions, or (c) amilitary end user as defined and scoped in 15 C.F.R. § 744. As used in this Section 16, “control” meansthat an entity or person possesses, directly or indirectly, the power to direct or cause the direction of themanagement policies of the other entity, whether through ownership of voting securities, an interest inregistered capital, by contract, or otherwise.
17. Governing Law. This Agreement will be governed by and construed in accordance with the laws ofthe State of California, excluding its conflict of law provisions. The parties further submit to and waive anyobjections to personal jurisdiction of and venue in any of the following forums: U.S. District Court for theNorthern District of California, California Superior Court for Santa Clara County, Santa Clara CountyMunicipal Court, or any other forum in Santa Clara County, for any disputes arising out of this Agreement.
18. Government End Users. Certain Apple Confidential Information may be considered “CommercialItems”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and“Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. §12.212 or 48C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer SoftwareDocumentation are being licensed to U.S. Government end users (a) only as Commercial Items and (b)with only those rights as are granted to all other end users pursuant to the terms and conditions herein.Unpublished-rights reserved under the copyright laws of the United States.
19. Miscellaneous. No delay or failure to take action under this Agreement will constitute a waiver unlessexpressly waived in writing, signed by a duly authorized representative of Apple, and no single waiver willconstitute a continuing or subsequent waiver. This Agreement will bind your successors but may not beassigned, in whole or part, by you without the written approval of an authorized representative of Apple.Any non-conforming assignment shall be null and void. If any provision is found to be unenforceable orinvalid, that provision shall be limited or eliminated to the minimum extent necessary so that thisAgreement shall otherwise remain in full force and effect and enforceable. This Agreement constitutes theentire agreement between the parties with respect to its subject matter and supersedes all prior orcontemporaneous understandings regarding such subject matter. No addition to or removal ormodification of any of the provisions of this Agreement will be binding upon Apple unless made in writingand signed by an authorized representative of Apple. The parties hereto confirm that they have requestedthat this Agreement and all attachments and related documents be drafted in English. Les parties ontexigé que le présent contrat et tous les documents connexes soient rédigés en anglais.
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