Babylon Toolbar End-User License Agreement
1.1 Babylon Toolbar Platform
Babylon Toolbar provides a desktop applications platform which allows publishers to develop, maintain and publish their own applications or software (“Third Party Software”). Third Party Software is a software application including any content, links or materials that are made available to you by the publisher via the Software. Such Third Party Software may be specifically customized by a publisher and may include the publisher's branding or other content owned or licensed to the publisher.
1.2 Your use of any Third Party Software is subject to any terms and conditions provided with such Third Party Software and are not governed by this EULA.
1.3 Babylon Toolbar does not have any obligation to test Third Party Software and is not responsible for the appropriateness, completeness, stability or legality of any Third Party Software and you hereby waive any legal or equitable rights you have or may have against Babylon Toolbar with respect thereto.
1.4 As part of the installation process of the Software, publisher may offer changes to your Internet Browser settings. These changes if approved by you can be reconfigured by you at any time from the options dialog available on your Internet Browser. Such changes may include the following:
1.4.1 The homepage of your Internet Browser
1.4.2 The default search engine in your Internet Browser's built-in search box
1.4.3 The page displayed when opening a new tab
To uninstall the Software, you may use the standard uninstall procedures offered by your computer's Operating System or your Internet Browser.
1.5.1 Uninstall from Internet Explorer – from Windows "Add/Remove Programs" dialog, find the Software in the list of installed applications and click on it, and then click on the "Uninstall" button.
1.5.2 Uninstall from Firefox – from the "Extensions" menu, find the Software in the list of installed extensions and click on it, the click on the "Uninstall" button.
1.6 Third Party Code; Notice and Attribution. The Babylon Toolbar includes third party software subject to open source license terms, including, without limitation, the following applications: Compression Algorithm, PCRE, Firefox Plug-in Modules, and NSIS Toolkit and Plug-ins. All rights are reserved by the licensors of such code and ownership is attributed as follows:
1.6.1 Firefox Plug-ins: Copyright © 1998 Netscape Communications Corporation. All Rights Reserved.
1.6.2 NSIS Toolkit and Plug-ins: Copyright © 1995 – 2009 Contributors as identified at http://nsis.sourceforge.net/Main_Page
Reference to copyright ownership is for attribution purposes only and in no event shall be deemed an endorsement by such owners of the Babylon Toolbar. You acknowledge and agree that your right to use these publicly available components of the Babylon Toolbar is governed by the terms applicable to each application (“Other Software Terms”). In the event of any conflict with the express terms of this Agreement and the Other Software Terms, the Other Software Terms of such publicly available license shall control your use of the relevant application. In no event shall the Babylon Toolbar be deemed “open source” or “publicly available” software.
IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT INSTALL OR USE THE Babylon Toolbar.
THE SOFTWARE (ASIDE FROM THE Babylon Toolbar FOR FIREFOX) CAN BE UNINSTALLED FROM THE "ADD OR REMOVE PROGRAMS" DIALOG BOX IN THE WINDOWS CONTROL PANEL.
2 License Grant.
The Babylon Toolbar is being licensed to you by Babylon Toolbar on an "AS IS" basis, for your private personal use only. Subject to the terms of this Agreement, Babylon Toolbar and its current, and future , parent and subsidiary companies (collectively "Licensor", "we", "us" or "our") hereby grants you a limited, non-exclusive, personal, non-sub licensable, non-assignable license to download, install and use the Babylon Toolbar, including any online or enclosed documentation, data distributed to your computer for processing and any future programming fixes, updates and upgrades provided to you (collectively, the "Babylon Toolbar") onto a computer for your sole use to install, interact with and utilize the Babylon Toolbar, including the content and features contained therein and the services and the Network related thereto ("Services"). The Babylon Toolbar may only be used in connection with the Services. As used herein, the term "Network" means the universe of computers connected to the Internet that are operating the Babylon Toolbar.
3 License Conditions.
(a) Notwithstanding anything to the contrary, you may not: (i) remove any proprietary notices from the Services, Babylon Toolbar or any copy thereof; (ii) cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling or disassembling or hacking of the Babylon Toolbar, the Services or the Network; (iii) sell, assign, rent, lease, act as a service bureau, or grant rights in the Babylon Toolbar or Services, including, without limitation, through sublicense, to any other entity without the prior written consent of Babylon ; (iv) export or re-export the Babylon Toolbar in violation of export laws; (v) use the Babylon Toolbar or Services for any commercial purpose or the benefit of any third party or charge any person for the use of the Babylon ; or (vi) use the Babylon Toolbar or Services to, or in any way that would violate any applicable law, regulation or ordinance; (vii) collect any information or communication about the Network or users of the Babylon Toolbar or Services by monitoring, interdicting or intercepting any process of the Babylon Toolbar or the Network; and (viii) use any type of bot, spider virus, worm, clock, software lock ,timer, counter, drop dead device, packet-sniffer, Trojan-horse routing, trap door, time bomb or any other codes or instructions that are designed to be used to provide a means of surreptitious or unauthorized access or that are designed to distort, damage , delete or disassemble the Babylon Toolbar, the Services or the Network. Furthermore, you may not use the Babylon Toolbar or Services to develop, generate, transmit or store information that: (A) infringes any third party's intellectual property or other proprietary right; (B) is defamatory, harmful, abusive, hateful or obscene ; (C) in any way obstructs or otherwise interferes with the normal performance of another person's use of the Babylon Toolbar or Services, (D) performs any unsolicited commercial activity not permitted by applicable law; (E) is harassment or a violation of privacy or threatens other people or groups of people; and (F) impersonates any other person, or steals or assumes any person's identity (a real identity, an alias or an online nickname).
4 Permission to Utilize
In order to receive the benefits provided by the Babylon Toolbar, you hereby grant permission for the Babylon Toolbar to utilize the processor and bandwidth of your computer, only in order to provide you with the Services that are selected or provided by the Publisher.
Babylon IS TAKING REASONABLE MESURES IN ATEMPT TO KEEP THE Babylon Toolbar AND SERVICE SECURE. HOWEVER, LIKE ALL OTHER INTERNET SOFTWARE PROVIDERS, THE SOFTWARE, SERVICE AND SITE MAY STILL BE VULNERABLE TO VARIOUS SECURITY ISSUES AND FOR THAT REASON, SHOULD NOT BE CONSIDERED SECURE.
IF YOU DO NOT WISH TO BE SUBJECTED TO THESE RISKS, YOU ARE ADVISED NOT TO USE THE Babylon Toolbar OR SERVICE.
6 Proprietary Rights
The Babylon Toolbar and Services contain proprietary and confidential information of Babylon Toolbar, including trade secrets ,copyrights, and trademarks contained therein, which are protected by international copyright laws. Title to and ownership of the Babylon Toolbar, including without limitation all intellectual property rights therein and thereto, are and shall remain the exclusive property of Babylon Toolbar and its suppliers, and except for the limited license granted to you, Babylon Toolbar reserves all right, title and interest in and to the Babylon Toolbar. You shall not take any action to jeopardize, limit or interfere with Babylon Toolbar's ownership of and rights with respect to the Babylon Toolbar and Services. You acknowledge that any unauthorized copying or unauthorized use of the Babylon Toolbar or Services is a violation of this Agreement and copyright laws and is strictly prohibited.
7 Term; Termination, Amendment.
(a) This Agreement will be effective as of the date you accept this Agreement, thereby expressly agreeing to the terms and conditions set forth herein, and will remain effective until terminated by either party as set forth below.
(b) You may terminate this Agreement at any time provided you cease all use of the Babylon Toolbar and Services AND destroy or remove from all hard drives, networks, and other storage media all copies of the Babylon Toolbar in your possession. Babylon may terminate this Agreement at any time, with or without cause, by providing notice to you and/or preventing your access to the Babylon Toolbar and/or Services.
(c) Upon termination of this Agreement for any reason (i) all licenses and rights to use the Babylon Toolbar and the Services shall terminate and you must remove the Babylon Toolbar from your computer equipment and dispose of all originals and copies of the Babylon Toolbar in your possession
8 Installation, Operation and Removal
UPON INSTALLATION, the Babylon Toolbar will be added to your Internet browser in the form of a toolbar. The toolbar features, widgets and controls are determined by the Publisher. It also provides you with a search box, and easy access to powerful Web search directly from your browser. Babylon Toolbar for Internet Explorer can be minimized by right clicking the toolbar and selecting it. In addition, you will receive Babylon Toolbar Search Assistance feature which provides you with relevant search results when you place a search query in the browser address bar (as described above under Search Assistance)
When a user uses one of Babylon Toolbar search feature to search the Web, the query reaches the publisher servers. As all standard Web pages, besides the keyword query, it includes information such as IP address, default language setting, browser type, and an anonymous unique ID. Babylon Toolbar uses this information in order to appropriately process your search request and to serve you relevant and better search results.
The Babylon Toolbar sends a configuration request when you start your browser. This request includes only data such as browser type & IP address. In addition, occasionally Babylon Toolbar platform may send a request to our servers to check for new version releases.
All of the collected information is kept strictly anonymous, is non-personally identifiable, and is used only for purposes of delivering better search services and content in accordance with your preferences.
Importantly, all collected information of search queries are recorded on a non-personally identifiable basis and kept strictly anonymous. All search activity information is researched and evaluated only on an aggregated basis (except in response to a customer service inquiry or legal process), and we do not disclose any non-aggregated information to third parties, except as required by a valid legal process such as a search warrant, statute, subpoena, or court order, or to protect someone's safety.
Babylon Toolbar constantly follows activity and usage of the Babylon Toolbar. By analyzing the aggregated information on usage of our product, Babylon Toolbar can improve the product and offer you better service.
Babylon reserves the right to disclose any information it deems necessary to (i) ensure your compliance with this Agreement; (ii) satisfy any applicable law, regulation or legal process; or (iii) protect the rights, property, and interests of Babylon its employees or the public. Babylon Toolbar also reserves the right to edit, refuse to transfer or to remove any information or materials, in whole or in part, in Babylon's sole discretion.
If you wish to withdraw your consent to any of Babylon Toolbar features as described herein, you should uninstall the Software from your computer. Uninstall instructions are detailed above
We do not collect personal identification information including names, phone numbers and addresses. We do collect information necessary to enable certain features in Babylon Toolbar Platform. We do not sell, rent or trade any personally identifiable information you provide when using the Babylon Toolbar or the Web Sites.
We gather certain information such as internet protocol (IP) addresses, browser user agent, referring page, date/time stamp and cookies automatically. We use such information to analyze trends, to administer the site, to track users' movements around the site and to gather demographic information to better provide our services.
When you visit the Babylon Web Sites, we may place a small text file-called a "cookie"-on your computer that allows us to improve the quality of our service, and to store your preferences and settings. Importantly, a cookie does not allow us to obtain any personally identifiable information (such as your real name or address) unless you have specifically provided such information when using the Web Sites or the Software. The search feature sends a request to our servers while processing a search query that you have inputted. This request includes the keyword query, source (Toolbar, IE bar, related links, etc…) and all HTTP data transferred automatically by the browser (IP Address, User Agent, Cookies, etc…). We use this information in order to properly process your search request. For example, this data provides us with information on which language you prefer to use and your geographical location. Such information is recorded on a non-personally identifiable basis and is kept strictly anonymous.
If any of the Web Sites or the Software is ever sold or all or substantially all of the assets relating to a Web Site or the Software are transferred to another entity, we may transfer all information provided by or collected from you, including personally identifiable information, in order to ensure continuity of your service. We will disclose information, including personally identifiable information, data acquired by cookies, and other data, where required by a subpoena, interception order or other lawful process. We also reserve the right to disclose such information when we believe, in our sole judgment and to the extent consistent with applicable law, that such disclosure is necessary to protect the rights or safety of others or to enforce, or protect our rights under, this Agreement.
10 Your Representations and Warranties
(a) You represent and warrant that (i) you possess the legal right and ability to enter into this Agreement and to comply with its terms, (ii) you will use the Babylon Toolbar and Services for lawful purposes only and in accordance with this Agreement and all applicable laws, regulations and policies, (iii) you will not attempt to decompile, reverse engineer or hack the Babylon Toolbar or the Network or to defeat or overcome any encryption and/or other technical protection methods implemented by Babylon with respect to the Babylon and/or data transmitted, processed or stored by Babylon Toolbar or other users of the Babylon Toolbar, (iv) you will not take any steps to interfere with or in any manner compromise any of Babylon Toolbar's security measures, any other individual's or entity's computer on the Network and/or otherwise sharing Services, (v) you will always provide and maintain true, accurate, current and complete information as requested by Babylon Toolbar, and (vi) you will only use the Babylon Toolbar and Services on a computer on which such use is authorized by the computer's owner.
(b) You agree that you will not use any automatic or manual device or process to interfere or attempt to interfere with the proper working of the Babylon Toolbar, Network or Services, except to remove the Babylon Toolbar from a computer of which you are an owner or authorized user in a manner permitted by this Agreement. You may not violate or attempt to violate the security of the Babylon Toolbar, Network or Services. Babylon reserves the right to investigate occurrences which may involve such violations, and may involve, and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations.
(c) If Babylon has reasonable grounds to suspect that your representations, promises or warranties are inaccurate or breached, Babylon may terminate this license, deny any or all use of the Babylon Toolbar and/or Services, and pursue any appropriate legal remedies.
If at our request you send content (e.g., postings, contest submissions,surveys, polling questions) or you send us creative suggestions, ideas, notes, drawings, or other information (collectively, the "Submissions"), such Submissions shall be deemed, and shall remain, the property of Babylon . None of the Submissions shall be subject to any obligation of confidence on the part of Babylon Toolbar, and Babylon shall not be liable for any use or disclosure of any Submissions. Without limitation of the foregoing, Babylon shall exclusively own all now known or hereafter existing rights to the Submissions of every kind and nature throughout the universe and shall be entitled to unrestricted use of the Submissions for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the Submissions.
You agree to indemnify, hold harmless and defend Babylon Toolbar and its affiliates, parent companies, subsidiaries, officers, directors, employees, agents and network service providers at your expense, against any and all third-party claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation, reasonable attorney fees and other dispute resolution expenses) incurred by Babylon arising out of or relating to your (a) violation or breach of any term of this Agreement or any policy or guidelines referenced herein, or (b) use or misuse of the Babylon Toolbar and/or Services.
13 Links and Search Results.
The Software may provide, or third parties may provide, search results or other links to other World Wide Web sites or resources. Because we have no control over such sites and resources, you acknowledge and agree that we are not responsible for the availability of such external sites or resources, and do not endorse and are not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
14 Disclaimer of Warranties.
(a) THE Babylon Toolbar AND SERVICES ARE PROVIDED "AS IS" AND THERE ARE NO WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY Babylon. EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE Babylon Toolbar OR SERVICES, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. Babylon FURTHER DOES NOT REPRESENT OR WARRANT THAT THE Babylon OR ANY SERVICES WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE AND ERROR-FREE
(b) YOU ACKNOWLEDGE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE Babylon Toolbar AND SERVICES REMAINS WITH YOU TO THE MAXIMUM EXTENT PERMITTED BY LAW.
(c) THE Babylon Toolbar MAY BE UTILIZED AND DISTRIBUTED BY THIRD PARTIES WHICH ARE UNRELATED TO Babylon Toolbar. YOU AGREE THAT Babylon Toolbar WILL NOT BE LIABLE FOR ANY DAMAGE, CLAIM OR LOSS OF ANY KIND WHATSOEVER, INCLUDING BUT NOT LIMITED TO INCIDENTAL , INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES AS STATED IN PARAGRAPH 13 (a) ABOVE, RESULTING FROM ANY ACTIONS OR OMISSIONS OF THE OUTSIDE PARTIES.
(d) As some jurisdictions do not allow some of the exclusions set forth in this Section 12, some of these exclusions may not apply to you.
15 Limitation of Liability.
(a) IN NO EVENT AND UNDER NO LEGAL THEORY, SHALL Babylon Toolbar, ITS AFFILIATES, PARENT COMPANIES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR NETWORK SERVICE PROVIDERS BE LIABLE WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIABILITY OR OTHER THEORY), FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOSS OF DATA, SERVICE INTERRUPTION, COMPUTER FAILURE OR PECUNIARY LOSS OF ANY TYPE , DAMAGES FOR LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, LOSS OF BUSINESS PROFITS, LOSS OF BUSINESS INFORMATION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES) ARISING OUT OF THE USE OR INABILITY TO USE THE Babylon Toolbar OR THE SERVICES, EVEN IF Babylon Toolbar HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(b) YOUR ONLY RIGHT WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE Babylon Toolbar AND/OR SERVICES IS TO UNINSTALL AND CEASE USE OF SUCH Babylon Toolbar AND SERVICES.
(c) IN NO EVENT WILL Babylon Toolbar’S CUMULATIVE LIABILITY TO YOU OR ANY OTHER THIRD PARTY FOR ANY LOSS OR DAMAGES SHALL EXCEED THE LOWER OF (I) AMOUNT Babylon Toolbar RECEIVED FROM YOU FOR THE LICENSE; OR (II) $100 USD, EVEN IF Babylon HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.
(d) SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO YOU.
16 Customer Support
Babylon may, but is not required to, provide you with customer support ("Support"). Babylon may terminate any Support it provides at any time in its sole discretion.
17 Electronic Signatures and Agreements.
You acknowledge and agree that by clicking on the button labeled "I ACCEPT" or such similar links as may be designated by Babylon to download the Babylon Toolbar to accept the terms and conditions of this Agreement, you are submitting a legally binding electronic signature and are entering into a legally binding contract. You acknowledge that your electronic submissions constitute your agreement and intent to be bound by this Agreement. Pursuant to any applicable statutes, regulations, rules, ordinances or other laws, YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE Babylon Toolbar OR SERVICES. Further, you hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records.
18 General Provisions.
Babylon reserves all rights not expressly granted herein. Babylon may modify this Agreement at any time by providing such revised Agreement to you or posting the revised Agreement on its website located at Babylon www.babylon.com. Your continued use of the Babylon Toolbar and/or Services shall constitute your acceptance of such revised Agreement. You may not assign this Agreement or any rights hereunder. Nothing in this Agreement shall constitute a partnership or joint venture between you and Babylon. Should any term or provision hereof be deemed invalid, void or unenforceable either in its entirety or in a particular application, the remainder of this Agreement shall nonetheless remain in full force and effect. The failure of Babylon Toolbar at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same unless the same is waived in writing. This Agreement shall be governed by and construed in accordance with the laws of Israel without regard to its conflict of law rules. Any legal proceeding arising out or relating to this Agreement will be subject to the exclusive jurisdiction of any court of Israel and you irrevocably consent to the jurisdiction of such courts. The terms set forth in this Agreement and any related service agreements constitute the final, complete and exclusive agreement with respect to the Babylon Toolbar and Services and may not be contradicted, explained or supplemented by evidence of any prior agreement, any contemporaneous oral agreement or any consistent additional terms. Babylon may at its sole discretion assign this Agreement to a subsidiary or sister company, without giving prior notice.
YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND UNDERSTAND THE RIGHTS, OBLIGATIONS, TERMS AND CONDITIONS SET FORTH HEREIN. BY CONTINUING TO INSTALL THE Babylon Toolbar, YOU EXPRESSLY CONSENT TO BE BOUND BY ITS TERMS AND CONDITIONS AND GRANT TO Babylon Toolbar THE RIGHTS SET FORTH HEREIN.