LOGIN WITH AMAZON SERVICES AGREEMENT

This Login with Amazon Services Agreement (“Login with Amazon Agreement”) governs your use of the Login with Amazon Program (the “Program”). As used in this Login with Amazon Agreement, “we,” “us,” and “Amazon” means the applicable Amazon Contracting Party and any of its applicable Affiliates, and “you” means the applicant (if registering for or using the Program as an individual), or the business employing the applicant (if registering for or using the Program as a business) and any of its Affiliates. “Affiliate” means, with respect to any entity, any other entity that directly or indirectly Controls, is Controlled by, or is under common Control with that entity. “Control” means the possession, direct or indirect, of the power to direct or cause the direction of the management or policies of an entity, whether through the ownership of voting securities or otherwise. The “Amazon Site” means, each and collectively, as applicable, Amazon.ca, Amazon.co.uk, Amazon.com, Amazon.com.au, Amazon.com.br, Amazon.cn, Amazon.de, Amazon.es, Amazon.fr, Amazon.it, Amazon.co.jp, Amazon.com.mx, Amazon.in, Amazon.ae, Amazon.sg, Amazon.sa, Amazon.nl, and any successor websites to any of the foregoing. “Your Site” means the website or application enrolled in the Program.

“Amazon Contracting Party” means the party described below:

BY REGISTERING FOR OR USING THE PROGRAM, YOU (ON BEHALF OF YOURSELF OR THE BUSINESS YOU REPRESENT) AGREE TO BE BOUND BY THE TERMS OF THIS LOGIN WITH AMAZON AGREEMENT, INCLUDING ALL APPLICABLE SCHEDULES.

1.    Structure of Agreement

This Login with Amazon Agreement includes the body of the Login with Amazon Agreement below, all schedules to this Login with Amazon Agreement ("Schedules”), and all terms, rules, policies, and guidelines, and other documents and materials pertaining to the Program provided or made available to you on any Amazon Site (including without limitation payments.amazon.eu and login.amazon.com). However, the terms in each Schedule only apply to you if you engage in the activity or use the Content to which the Schedule applies (for instance, the terms of the Cloud Drive Schedule only apply to you if you use the Amazon Cloud Drive API). Please carefully read this Login with Amazon Agreement before clicking to accept it.

2.             Description of the Program

The purpose of the Program is to enable you to allow Amazon customers to sign in to Your Site using their Amazon account credentials. In order to facilitate your use of the Program, we or our Affiliates may make images, logos, specifications, code, documents, data, software, software development kits, libraries, application programming interfaces, and other information, technology, and related materials (“Content”) available to you.

3.             Enrollment

To begin the enrollment process, you must complete the registration process for the Program. We will send all notices and other communications regarding the Program to you at the e-mail addresses you designated for notifications and updates during the registration process or by any other means specified by us. You may change your e-mail addresses by updating your information in Seller Central or the Developer Portal, as applicable. You will update your e-mail addresses (as well as your legal name, address and phone number) as often as necessary to ensure that they are accurate.

4.             Program Requirements

After you have been enrolled in the Program, you may use the Content to create a Login with Amazon sign-in on Your Site. 

Your Site will not:

(a)  promote or contain pornography or sexually explicit materials;

(b)  promote violence or contain violent materials;

(c)  promote or contain libelous or defamatory materials;

(d)  promote hatred or discrimination, or employ discriminatory practices, based on race, sex, religion, nationality, disability, sexual orientation, or age;

(e)  promote or undertake illegal or potentially illegal activities;

(f)  promote the infringement of individual privacy rights;

(g)  operate as a gambling business (including without limitation online gambling (including poker), lotteries (including sale of lottery tickets), raffles, sports forecasting, and odds-making);

(h)  promote any activity or contain content that in our judgment is inappropriate or offensive in connection with the Program

(i)  include any trademarks of Amazon or its Affiliates, or a variant or misspelling of a trademark of Amazon or its Affiliates, in any domain name, subdomain name, or in any username, group name, or other identifier on any social networking site (see the Trademark Usage Guidelines attached as Exhibit A, which may be updated from time to time in our discretion); or

(j)  otherwise violate any Amazon or third party intellectual property rights.

In addition, you agree that:

(k) if (i) the Amazon Contracting Party that applies to your use is not Amazon Europe Core S.a.r.l., (ii) you accept payments on Your Site (including donations) and (iii) you are eligible for Amazon Payments products and services, you must offer Amazon Payments as a payment option for customers on Your Site;

(l)  you will be solely responsible for, and bear all risk and liability for, Your Site, including but not limited to the technical operation of Your Site and all related equipment, and the use or display of Content or other materials on Your Site;

(m) you will display the Login with Amazon logo prominently on Your Site, at least as prominently as the most prominent of any other third-party authentication service logo offered on Your Site, and comply with our button guidelines and style guidelines;

(n)  you will not use the Login with Amazon API for the purpose of monitoring the availability, performance, or functionality of any of Amazon's products or services;

(o)  if we allow you to cache data you receive using the Login with Amazon API, you will refresh the data at the interval we specify;

(p)  you may not use the Program to promote, or to export user data to, a product or service that replicates an Amazon product or service without our permission;

(q)  if you stop using the Program or if you are no longer enrolled in the Program, you must delete all information about a user you have received from us except the user’s name and email address, unless you have received explicit consent from the user to retain their other data;

(r)  you will delete all data you receive from us concerning a user if the user asks you to do so, and will provide an easily accessible mechanism for users to make that request. We may require you to delete data you receive from us if you violate this Login with Amazon Agreement; and

(s)  if you exceed one million unique users signing in to Your Site through the Program, you may be subject to additional terms in order to continue your use of the Program.

You will provide us with any information that we request to verify your compliance with this Login with Amazon Agreement.

5.             Indemnification

You will defend, indemnify, and hold harmless Amazon and its Affiliates, licensors, and suppliers, and our and their respective employees, officers, directors, and representatives against all claims, damages, losses, liabilities, taxes, costs, and expenses (including attorneys’ fees and other legal expenses) directly or indirectly arising out of or relating to any claim concerning your use of the Program (including use by your Affiliates, employees, contractors, or agents), your breach of any provision of these terms, or Your Site (including without limitation any content on Your Site or any products you offer). You will use counsel reasonably satisfactory to Amazon to defend any indemnified claim, and Amazon may at any time take control of the defense at Amazon’s expense. You will not consent to the entry of any judgment or enter into any settlement of an indemnified claim without Amazon’s prior written consent. You will not assert, authorize, encourage, or participate in any patent infringement or other intellectual property infringement claim against Amazon or its Affiliates.

6.             Your Use of Customer Information

To facilitate your use of the Program, you may have access to certain personal information, including without limitation names, e-mail addresses and other personally identifiable information of users (collectively, "Personal Information"). You will not, and will cause your Affiliates not to, directly or indirectly: (a) use any Personal Information in any way inconsistent with your privacy policy or applicable law or (b) target communications of any kind on the basis of the intended recipient being a user of our Program or customer of ours or our Affiliates. You will provide users the opportunity to either opt-into or opt-out of any marketing communications (whether by you or any third party other than us and our Affiliates). You may disclose Personal Information to a third party only if you do not identify any user (or group of users) as a user of our Program or customer of ours or our Affiliates and you ensure that every recipient uses the information only for the purposes for which it was disclosed and complies with the restrictions applicable to you related to that information (including without limitation under this Login with Amazon Agreement and your privacy policy). You are liable to us for any misuse or breach of such restrictions by such recipient.

7.             Representations

You represent and warrant to us that: (a) you are lawfully able to enter into contracts, and grant the rights, licenses, and authorizations, on behalf of yourself or the entity you represent, where you use the Program; (b) you and all of your subcontractors, agents and suppliers will comply with all applicable laws in your performance of your obligations and exercise of your rights under this Login with Amazon Agreement; (c) you will post and comply with a privacy policy that discloses accurately and adequately how you collect, use, store, and disclose data collected from visitors, including, where applicable, that third parties (including us and other advertisers) may serve content and advertisements, collect information directly from visitors, and place or recognize cookies on visitors’ browsers; (d) nothing in the information submitted to us hereunder or displayed on Your Site is infringing, false, misleading, defamatory, libelous, slanderous, illegal, harassing or threatening; (e) you will not directly or indirectly export, re-export, transmit, or cause to be exported, re-exported or transmitted, any commodities, software or technology (“Items”) to any country, individual, corporation, organization, or entity to which such export, re-export, or transmission is restricted or prohibited, including any country, individual, corporation, organization, or entity under sanctions or embargoes administered by the United Nations, US Departments of State, Treasury or Commerce, the European Union, or any other applicable government authority; and (f) you and your financial institution(s) are not subject to sanctions or otherwise designated on any list of prohibited or restricted parties or owned or controlled by such a party, including but not limited to the lists maintained by the United Nations Security Council, the US Government (e.g., the US Department of Treasury’s Specially Designated Nationals list and Foreign Sanctions Evaders list and the US Department of Commerce’s Entity List), the European Union or its member states, or other applicable government authority.

8.             Confidentiality

During the course of your enrollment in, or use of, the Program, you may receive information relating to us, our Affiliates, or to the Program that is not known to the general public (“Confidential Information”). You agree that: (a) all Confidential Information will remain our exclusive property; (b) you will use Confidential Information only as is reasonably necessary for your use of the Program; (c) you will not disclose Confidential Information to any individual, company, or other third party; and (d) you will take all reasonable measures to protect Confidential Information against any use or disclosure that is not expressly permitted in this Login with Amazon Agreement. If you suspect or become aware of any security vulnerability related to Your Site that may adversely affect the Program or users use of the Program, you must immediately notify us and take all appropriate steps to remedy such vulnerability, including cooperating with us. You may not issue any press release or make any public statement related to the Program, or use our name, trademarks or logos in any way (including in promotional material) without our prior written consent, or misrepresent or embellish the relationship between us in any way.

9.             Limited License

Subject to the terms of this Login with Amazon Agreement and solely in connection with your use of the Program, we hereby grant you a limited, revocable, non-transferable, non-sublicensable, non-exclusive, royalty-free license to: (a) access and use the Program in the manner permitted by this Login with Amazon Agreement; (b) copy, use, and display the Content solely on Your Site and solely as necessary for your access to and use of the Program; and (c) use only those of our trademarks and logos that we may make available to you as part of Content (those Amazon trademarks and logos, collectively, the “Amazon Marks”) solely on Your Site and in accordance with the Trademark Usage Guidelines attached as Exhibit A, which may be updated from time to time in our discretion. 

You may not and you may not authorize any other party to do the following to or with the Program or the Content: (a) reverse engineer, decompile, or disassemble them; (b) modify or create derivative works based upon them in whole or in part; (c) distribute copies of them; (d) remove any proprietary notices or labels on them; (e) use the Program or any Content with any software that is licensed under terms that would require that the Program or any Content be disclosed, licensed, distributed, or otherwise made available to anyone; or (f) resell, lease, rent, transfer, sublicense, or otherwise transfer rights to them. In addition to any other rights or remedies that we may have, any use in violation of this section will immediately terminate your right to use the Program and the Content. Some Content may be provided to you under a separate license, such as the Apache License, Version 2.0, in which case that license will govern your use of that Content.

You may not use the Amazon Marks except as expressly provided herein. We may revoke your license at any time in our sole discretion. Upon the termination or expiration of this Login with Amazon Agreement, you shall immediately cease and discontinue all further use of the Amazon Marks. We will have the right to monitor your use of the Amazon Marks to ensure the quality thereof, and you shall provide to us, upon our reasonable request, samples of your use of the Amazon Marks. You acknowledge and agree that, upon our reasonably timely request, we may require that any use by you of the Amazon Marks will be subject to our prior written approval.

We may use your name, logo and screenshots of Your Site on any Amazon Site and in our marketing materials to identify you as a participant in the Program.

10.          Reservation of Rights; Suggestions

Other than the limited licenses expressly set forth in Section 9, we reserve all right, title and interest (including all intellectual property and proprietary rights) in and to, and you do not, by virtue of this Login with Amazon Agreement or otherwise, acquire any ownership interest or rights in or to, the Program, Content, our and our Affiliates’ trademarks and logos (including the Amazon Marks), and any other intellectual property and technology that we provide or use in connection with the Program. We also reserve the right to determine and control all aspects (including all functionality) of the Program and the Content as well as the right to re-design, modify and remove any or all aspects of them. We may at any time cease providing the Program at our sole discretion and without notice. If you provide any suggested improvements to the Program (“Suggestions”) to us or our Affiliates, we will own all right, title, and interest in and to the Suggestions, even if you have designated the Suggestions as confidential. We and our Affiliates will be entitled to use the Suggestions without restriction. You hereby irrevocably assign to us all right, title, and interest in and to the Suggestions and agree to provide us any assistance we may require to document, perfect, and maintain our rights in the Suggestions.

11.                 Term and Termination

The term of this Login with Amazon Agreement will begin upon your enrollment in the Program and will end when terminated by either you or us. Either you or we may terminate this Login with Amazon Agreement at any time, with or without cause, by giving the other party written notice of termination. We may also suspend this Login with Amazon Agreement at any time for any reason upon notice to you. Upon any termination of this Login with Amazon Agreement, all rights and obligations of the parties will be extinguished, except that the rights and obligations of the parties under Sections 5, 6, 7, 8, 10, 11, 14, 15, 16, 17, and 18 and any other provision that expressly states it will survive, will survive the termination of this Login with Amazon Agreement. No termination of this Login with Amazon Agreement will relieve either party for any liability for any breach of, or liability accruing under, this Login with Amazon Agreement prior to termination.

12.          Modification

We may amend any of the terms and conditions contained in this Login with Amazon Agreement at any time and in our sole discretion. Any changes will be effective upon the posting of such changes on Seller Central, the Developer Portal, or on an Amazon Site, and you are responsible for reviewing these locations and informing yourself of all applicable changes or notices. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS LOGIN WITH AMAZON AGREEMENT. YOUR CONTINUED USE OF THE PROGRAM FOLLOWING OUR POSTING OF ANY CHANGES WILL CONSTITUTE YOUR BINDING ACCEPTANCE OF THE CHANGE.

13.          Relationship of Parties

You and we are independent contractors, and nothing in this Login with Amazon Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and us or our respective Affiliates. You will have no authority to make or accept any offers or representations on our or our Affiliates’ behalf. You will not make any statement, whether on Your Site or otherwise, that contradicts or may contradict anything in this section. You will not disparage us, our Affiliates, or any of their or our respective products or services. If you authorize, assist, encourage, or facilitate another person or entity to take any action related to the subject matter of this Login with Amazon Agreement, you will be deemed to have taken the action yourself.

14.          Disclaimers and Limitation of Liability

THE PROGRAM, THE AMAZON SITE, CONTENT, AND THE AMAZON MARKS, (COLLECTIVELY THE "SERVICE OFFERINGS") ARE PROVIDED "AS IS.” WE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING ANY LOSS OF REVENUE, PROFITS, GOODWILL, USE, OR DATA) ARISING IN CONNECTION WITH THIS LOGIN WITH AMAZON AGREEMENT OR THE SERVICE OFFERINGS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING WITH RESPECT TO THIS LOGIN WITH AMAZON AGREEMENT AND THE PROGRAM WILL NOT EXCEED THE GREATER OF ONE HUNDRED UNITED STATES DOLLARS (US$100) OR THE TOTAL AMOUNTS PAID BY YOU TO AMAZON UNDER THIS LOGIN WITH AMAZON AGREEMENT OVER THE SIX MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM. WE SPECIFICALLY DISCLAIM, WITH RESPECT TO ALL THE SERVICE OFFERINGS, ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

15.          Disputes

The Governing Laws will govern this Login with Amazon Agreement, without reference to rules governing choice of laws or the Convention on Contracts for the International Sale of Goods. If the Amazon Site applicable to your use is Amazon.co.jp, Amazon.cn, Amazon.in, Amazon.com.br, or their successor websites, Amazon and you both consent that any dispute with Amazon or its Affiliates or claim relating in any way to your use of the Program or this Login with Amazon Agreement as it relates to your use of the Program in connection with Amazon.co.jp, Amazon.cn, Amazon.in, Amazon.com.br, or their successor websites, will be adjudicated in the applicable Governing Courts, and you consent to separate and exclusive jurisdiction and venue in each applicable Governing Courts.

If the Amazon Site applicable to your use is Amazon.ca, Amazon.co.uk, Amazon.com, Amazon.com.au, Amazon.de, Amazon.es, Amazon.fr, Amazon.it, Amazon.com.mx, Amazon.ae, Amazon.sg, Amazon.sa, Amazon.nl or their successor websites, Amazon and you both consent that any dispute with Amazon or its Affiliates or claim relating in any way to this Login with Amazon Agreement or your use of the Program will be resolved by binding arbitration as described in this paragraph, rather than in court, except that (other than with respect to Amazon.ae and Amazon.sa) (i) you may assert claims in a small claims court that is a Governing Court if your claims qualify and (ii) you or we may bring suit in the Governing Courts, submitting to the jurisdiction of the Governing Courts and waiving our respective rights to any other jurisdiction, to enjoin infringement or other misuse of intellectual property rights. You acknowledge and agree that our rights in the Content are of a special, unique, extraordinary character, giving them peculiar value, the loss of which cannot be readily estimated or adequately compensated for in monetary damages. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of this Login with Amazon Agreement as a court would. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent, CSC Services of Nevada, Inc., 2215-B Renaissance Drive, Las Vegas, NV 89119. The arbitration will be conducted by the American Arbitration Association (AAA) under its rules, including the AAA's Supplementary Procedures for Consumer-Related Disputes. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules. We will reimburse those fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. Likewise, Amazon will not seek attorneys' fees and costs from you in arbitration unless the arbitrator determines the claims are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location. Amazon and you each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration Amazon and you each waive any right to a jury trial.

If the Amazon Site applicable to your use is Amazon.ca or its successor websites, then it is the express wish of the parties that this Login with Amazon Agreement and the applicable Schedules have been drafted in English. (The following is a French translation of the preceding sentence: Si le site d’Amazon qui s’applique à votre utilisation est Amazon.ca ou un site successeur, les parties demandent expressément que la présente autorisation et les annexes et politiques applicables soient rédigées en anglais) If the Amazon Site applicable to your use is Amazon.ca, Amazon.de, Amazon.es, Amazon.fr, Amazon.it, Amazon.com.br, Amazon.com.mx, Amazon.ae, Amazon.nl, Amazon.sa or their respective successor websites, we may make available translations of this Login with Amazon Agreement and the applicable Schedules, but the English version will control.

“Governing Courts” means the applicable one of the following:

(i)  the state or Federal court in King County, Washington, if the Amazon Site applicable to your use is Amazon.com, Amazon.ca, Amazon.com.au, Amazon.de, Amazon.es, Amazon.fr, Amazon.it, Amazon.co.uk or Amazon.com.mx, Amazon.nl, Amazon.sg, or their successor websites;

(ii)  Tokyo District Court or Tokyo Summary Court depending upon the amount of the claim made, if the Amazon Site applicable to your use is Amazon.co.jp or its successor websites;

(iii)  the court of place in which Beijing Century Joyo Information Technology Co., Ltd. is domiciled, if the Amazon Site applicable to your use is Amazon.cn or its successor websites;

(iv)  the courts of Bangalore, India, if the Amazon Site applicable to your use is Amazon.in or its successor websites; or

(v)  the courts of São Paulo, state of São Paulo, Brazil, if the Amazon Site applicable to your use is Amazon.com.br or its successor websites.

and “Governing Laws” means the applicable one of the following:

(i)  the laws of the State of Washington, United States together with the Federal Arbitration Act and other applicable federal law, if the Amazon Site applicable to your use is Amazon.com, Amazon.ca, Amazon.com.au, Amazon.de, Amazon.es, Amazon.fr, Amazon.it, Amazon.co.uk or Amazon.com.mx, Amazon.nl, Amazon.sg, or their successor websites;

(ii)  the laws of Japan (if the Amazon Site applicable to your use is Amazon.co.jp or its successor websites);

(iii)  the laws of the People’s Republic of China (if the Amazon Site applicable to your use is Amazon.cn or its successor websites);

(iv)  the laws of India (if the Amazon Site applicable to your use is Amazon.in or its successor websites);

(v)  the laws of Brazil (if the Amazon Site applicable to your use is Amazon.com.br or its successor websites);

(vi) the laws of the Dubai International Financial Centre (if the Amazon Site applicable to your use is Amazon.ae or its successor websites); or

(vii) the laws of the Kingdom of Saudi Arabia (if the Amazon Site applicable to your use is Amazon.sa or its successor websites).

16.          Password Security

You are solely responsible for maintaining the security of your password for Seller Central and Developer Portal. You may not disclose your password to any third party (other than third parties authorized by you to use your account) and are solely responsible for any use of or action taken under your password. If your password is compromised, you must change your password.

17.          Audit

During the Term and for two years after the Term:

·       Amazon or a third party selected by Amazon may monitor and inspect your usage of our service endpoint(s), at any time and without notice to you, to ensure quality, improve our services and verify your compliance with this Login with Amazon Agreement; and

·       Amazon, or a third party selected by Amazon and reasonably acceptable to you, may audit Your Site, systems, and records to ensure your use of the Program and data you receive from us complies with this Login with Amazon Agreement and applicable policies. Any such audit must: (i) take place at a mutually agreed time during your normal business hours; (ii) not occur more than once during any 12-consecutive-month period; and (iii) take place on at least 7 days’ prior notice.

18. Miscellaneous

If any provision of this Login with Amazon Agreement is held invalid by a court with jurisdiction over the parties to this Login with Amazon Agreement, such provision will be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and the remainder of this Login with Amazon Agreement will remain in full force and effect. Each Amazon Contracting Party is severally liable for its own obligations under this Login with Amazon Agreement and is not jointly liable for the obligations of other Amazon Contracting Parties. You may not assign this Login with Amazon Agreement, by operation of law or otherwise, without our express prior written approval. Subject to that restriction, this Login with Amazon Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Login with Amazon Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Login with Amazon Agreement. If the Amazon Site applicable to your use is Amazon.ae, Amazon.sa, or any successor website, then notwithstanding anything to the contrary herein, nothing in this Login with Amazon Agreement or the Program shall, or shall be interpreted or construed to, induce or require either party hereto to act in any manner (including taking or failing to take any actions in connection with a transaction) which is inconsistent with or penalized under any U.S. Laws, regulations, rules, or requirements that apply to any party to the Agreement or the Program.

EXHIBIT A

Trademark Usage Guidelines

These Guidelines apply to your use of the Amazon Marks. Strict compliance with these Guidelines is required at all times, and any use of the Amazon Marks in violation of these Guidelines will automatically terminate any license related to your use of the Amazon Marks.

1.    You may use the Amazon Marks solely for the purpose expressly authorized by Amazon and your use must: (i) comply with the most up-to-date version of all agreement(s) with Amazon regarding your use of any of the Amazon Marks (collectively “Agreements”); (ii) comply with the most up-to-date version of these Guidelines; and (iii) comply with any other terms, conditions, or policies that Amazon may issue from time to time that apply to the use of the Amazon Marks.

2.    We will supply an approved Amazon Marks image for you to use. You may not alter the Amazon Marks in any manner, including but not limited to, changing the proportion, color, or font of the Amazon Marks, or adding or removing any element(s) from the Amazon Marks.

3.    You may not use the Amazon Marks in any manner that implies sponsorship or endorsement by Amazon other than by using the Amazon Marks as specifically authorized under the Agreements.

4.    You may not use the Amazon Marks to disparage Amazon, its products or services, or in a manner which, in Amazon’s sole discretion, may diminish or otherwise damage or tarnish Amazon’s goodwill in the Amazon Marks.

5.    The Amazon Marks must appear by itself, with reasonable spacing between each side of the Amazon Marks and other visual, graphic or textual elements. Under no circumstance should the Amazon Marks be placed on any background which interferes with the readability or display of the Amazon Marks. 

6.    You must include the following statement in any materials that display the Amazon Marks: “AMAZON and the AMAZON logo are trademarks of Amazon.com, Inc. or its affiliates."

7.    You acknowledge that all rights to the Amazon Marks are the exclusive property of Amazon, and all goodwill generated through your use of the Amazon Marks will inure to the benefit of Amazon. You will not take any action that is in conflict with Amazon’s rights in, or ownership of, the Amazon Marks.

Amazon reserves the right, exercisable at its sole discretion, to modify these Guidelines and/or the approved Amazon Marks at any time and to take appropriate action against any use without permission or any use that does not conform to these Guidelines.

Amazon Cloud Drive Schedule

The terms of this Schedule apply if you use the Cloud Drive API. “Cloud Drive API” means any Content we make available for use in connection with Amazon Cloud Drive (“Cloud Drive”), including to enable you to access Cloud Drive accounts of users.

1.    User Files. You may only store, access, modify, and use files and other information in users’ Cloud Drive accounts (“User Files”) to the extent (i) your doing so directly relates to functionality Your Site provides to users, (ii) you obtain any necessary consents from the applicable users, and (iii) you store, access, modify, and use the User Files only in accordance with your privacy policy, all applicable laws, the Login with Amazon Agreement, and this Schedule. If we allow you to request different levels of access to users’ Cloud Drive accounts, you must request the minimum permission level that supports the functionality of Your Site (for instance, “read only” instead of “read/write,” if write access is not necessary for the functionality of Your Site).

2.    No Charge to Users. You may not charge users to store or access User Files.

3.    Cloud Drive Terms of Use. You may not facilitate or encourage the violation of the Amazon Cloud Drive Terms of Use.

4.    Limitations on Use. You may not use the Cloud Drive API except as permitted by the Login with Amazon Agreement and this Schedule. You will comply with any limits we establish on the use of the Cloud Drive API. We may monitor the size, frequency, and content of calls sent through the Cloud Drive API.

5.    Attribution. You will display any attribution required by us as described in the Cloud Drive API documentation.

6.    Survival. Sections 1 through 4 of this Schedule will survive any termination of the Login with Amazon Agreement.

Alexa Skill Management API Schedule

The terms of this Schedule apply if you use the Alexa Skill Management API. “Alexa Skill Management API” means any Content we make available to enable you to programmatically submit to the Developer Portal and manage Alexa skills and related information (collectively, “Skill Information”) on behalf of Alexa skill developers that use Your Site (“Skill Developers”).

1.    Data Access and Permissions. You may only submit and manage Skill Information at the direction of and with the consent of the applicable Skill Developer. You must request the minimum level of access to Skill Information necessary to support the functionality of Your Site, and you may not access Skill Information that does not relate to functionality Your Site provides to Skill Developers. You may not access or use Skill Information for the purposes of submitting information to or improving other voice, bot, or artificial intelligence services. 

2.    Skill Submission. If the Program Policies (as defined in the Amazon Developer Services Agreement on Amazon’s Developer Portal) specify Skill Information questions to be answered by Skill Developers, you must present those exact questions to Skill Developers and may not provide default answers or values. 

3.    Usage Limits. You will comply with the Alexa Skill Management API documentation and any limits we establish on the use of the Alexa Skill Management API. We may monitor the size, frequency, and content of calls sent through the Alexa Skills Management API.

4.    Survival. Sections 1 through 3 of this Schedule will survive any termination of the Login with Amazon Agreement.

Portability API Schedule

The terms of this Schedule apply if you use the Portability API. “Portability API” means any interface and related information we make available to enable you to port certain Amazon user data. “Portability API Content” means any Content which we or users of the Amazon Sites located in the European Union (“EU End Users”) authorize your to access via your use of the Portability API.

1.    Eligibility. The Portability API is provided as a tool for EU End Users to port the Portability API Content to eligible third parties in accordance with the EU Digital Markets Act.

2.    Limitations on Use. You may not access the Portability API for purposes that are unrelated to facilitating the ability of EU End Users to engage in switching or multi-homing, or to developing products and services in the European digital sector. Accessing the Portability API for any other purpose—for example, to generate or display personalized advertisements—is impermissible. You may not use the Portability API Content. for the purposes of (a) promoting or undertaking illegal or potentially illegal activities, or (b) promoting or undertaking the infringement of individual privacy or data protection rights. You also may not sell, lease, trade, transfer, license, or otherwise transfer Portability API Content other than with the EU End User’s express consent or other lawful basis made known to the EU End User. You may not interfere with or disrupt Amazon’s services, servers, networks, or the Portability API.

3.    Data Access. You may only access the Portability API Content which EU End Users make available to you. You may not access information relating to EU End Users who have not authorised you to access their information, or information which goes beyond the scope of the access or authorisation provided. You are solely responsible for ensuring you are accessing the latest version of the Portability API Content. You are solely responsible for, and bear all risk and liability for, your use and processing of the Portability API Content.

4.    Data Security. You will use appropriate technical and organisational security measures, in line with industry best practice and standards where appropriate (for example, ISO 27001), to protect our infrastructure (including the Portability API), EU End Users, and the Portability API Content against any: (a) use or disclosure that goes beyond the authorisation provided by the End User, the requirements of this Schedule, or is otherwise unlawful; and (b) personal data breach, as defined by applicable data protection laws including the EU General Data Protection Regulation (“GDPR”).

5.    Independent Controller. You agree that Amazon facilitates an EU End User’s request to directly provide you with access to Portability API Content, which may include personal data, via the Portability API and that Amazon does not transfer the EU End User’s personal data to you. Where you process, receive or transfer personal data in a third country (as defined in the GDPR), you agree to comply with the data transfer rules under the applicable data protection laws in relation to any personal data you access via the Portability API. You are an independent data controller under the GDPR in relation to personal data you access via the Portability API. You will comply with applicable data protection laws including the GDPR in relation to your processing of personal data relating to EU End Users. You will delete all Portability API Content you receive via the Portability API concerning an EU End User if that User asks you to do so, and you will provide an easily accessible mechanism for EU End Users to make such requests. Amazon will have no liability in connection with your failure to comply with applicable data protection laws, including any failure to obtain any consent required by applicable law for processing personal data.

6.    Notification of Data Breaches. You agree to notify the relevant authority and Amazon immediately and in any event within 72 hours of becoming aware of a personal data breach (as defined in the GDPR) in relation to the Portability API Content, and to take all appropriate steps to provide ongoing information and assistance to us regarding the breach. Where any such personal data breach for which you bear responsibility results in any complaints or other proceedings against, or any other harm to, Amazon, you agree to make a public statement acknowledging your responsibility without undue delay. You also agree to indemnify Amazon against any harm to it resulting from such breach.

7.    Termination. We may terminate this Schedule, or suspend your access to the Portability API, in the case where: (i) you have committed a material breach of an obligation set out in the Amazon Agreement or this Schedule; (ii) in accessing or using the Portability API or Portability API Content, you have committed a material violation of applicable law, such as data protection laws; or (iii) you suffer a material security incident or personal data breach which may impact the Portability API or Portability API Content. You may not attempt to circumvent any restrictions we place on your access to the Portability API. You will immediately stop accessing Portability API Content in the event that the EU End User to which the Content relates withdraws their authorisation for your access or otherwise requests you to stop accessing their Content. If an EU User requests you to stop accessing their Content, you will also instruct the EU User to update their data portability choices in their Amazon settings. If your access to the Portability API is suspended or you stop using the Portability API in relation to any EU End User, your continued processing of any personal data in the Portability API Content is subject to your compliance with applicable laws, including the GDPR.

8.    Support. We will provide you with support for the Portability API both with respect to integrating with the Portability API and to understanding the Portability API Content. Exceeding any quotas or thresholds established in the support documents we provide to you may result in throttling.

9.    Updates to You or Your Site. To enable Amazon to ensure that only third parties who have been authorized by the respective End Users are able to access Portability API Content, you will promptly notify us in the event that: (a) the legal entity which has integrated with the Portability API following an identity and security assessment is subject to a change in control, such as a sale of all or substantially all of its assets, a merger with another entity, or a transfer of more than 25% of the entity’s issued shares; (b) the security measures or other information provided to us as part of your registration for the Program or a subsequent audit substantially change; or (c) the purpose of, functionality or content on Your Site substantially changes in a way that could impact the security or integrity of our infrastructure, the Portability API, or Portability API Content. In each case, you will provide us with any additional information we request in order to refresh your registration to access the Portability API.

10. Survival. Sections 1 through 12 of this Schedule will survive any termination of the Login with Amazon Agreement.