Effective as of July 1 2023

If you agree to these terms on behalf of your company, you represent that you are authorized to accept these terms on behalf of your company, and all references to you refer to you and your company. In each case, when interacting with Contentful, you must ensure that you give us your correct and accurate information and keep such information up to date.

These terms are  between Contentful (“we” or “us”) and you, the person or entity submitting this form. If you are domiciled outside of North America, Contentful in this Agreement refers to Contentful GmbH. If you are domiciled in North America, Contentful in this Agreement refers to Contentful Inc.

Approval and General Requirements

Contentful may grant, withdraw or withhold approval (or may grant approval subject to conditions) of an outline, article or other work, submitted by you at any time during the Community Writing Program submission process at its sole discretion. Approval to write an article is not an endorsement or assumption of liability by Contentful. 

Rights and Licenses

Upon Contentful’s acceptance and initial payment for your work during the Community Writing Program submission process, you agree that all copyrights, trademark rights, and all other intellectual property rights and goodwill in the work, as well as any derivative works thereof, that you submit as part of such process (the “Work”) are transferred and irrevocably assigned to us and we assume all right, title and interest in and to the Work. As a contractor, you understand and agree that (i) your performance and the Work are exclusively for the benefit of Contentful, (ii) you have the right to assign ownership of all aspects of the Work (including images and screenshots), and (iii) by participating in the Community Writing Program you fully assign all rights in the Work for our full commercial use. Contentful shall have the unlimited and exclusive right to use, re-use, reproduce, copy, display, publish, distribute, modify, remove, update or sell the Work , in whole or in part, or combine the Work with other matters, at our sole discretion. Any code that you reference and/or include in the Work must exist in a publicly accessible code repository (i.e., available to anyone with internet access).

Warranties and Representations

You represent and warrant: (a) that you have the full power and authority to enter into and perform these terms, (b) that the Work submitted through the Community Writing Program and its intended purpose have not been previously published and do not violate any third-party rights (including intellectual property rights and rights of privacy or publicity) or any applicable laws, (c) the Work was not written, either in whole or part, by software, artificial intelligence or any machine writing tool,  and (d) that all materials and information you provide to us are true, accurate and complete at the time of submission.

Indemnification

To the maximum extent not prohibited by applicable law, you will defend Contentful and Contentful affiliates, employees, directors, shareholders and agents and those of its affiliates (each an “Indemnified Party”), against any claim, demand, suit or proceeding made or brought against any Indemnified Party by a third party arising out of or relating to: (a) your use of, or activities in connection with, Contentful’s cloud-based content management platform, including all related services and resources created or provided by Contentful (the “Contentful Resources”), and (b) any violation or alleged violation of any third-party rights, including intellectual property rights, right of privacy or publicity (each, a “Claim”). You will indemnify such Indemnified Party from any damages awarded against such Indemnified Party, such Indemnified Party’s reasonable attorney fees and costs related to a Claim, or for any amounts paid by such Indemnified Party in a settlement of a Claim approved by you in writing (such approval not to be unreasonably withheld, delayed or conditioned). The Indemnified Party shall give you (i) a prompt notice of the Claim, (ii) sole control of the defense and settlement of the Claim (except that you may not settle any Claim unless it unconditionally releases the applicable Indemnified Party of all liability), and (iii) reasonable assistance, at your expense.

Warranty Disclaimer

YOU EXPRESSLY AGREE THAT THE USE OF ANY CONTENTFUL RESOURCES IS AT YOUR SOLE RISK. ANY CONTENTFUL RESOURCES AND ANY DATA OR INFORMATION MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH ANY CONTENTFUL RESOURCES ARE PROVIDED BY CONTENTFUL ON AN “AS IS” AND “AS AVAILABLE”, “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, CONTENTFUL AND ITS AFFILIATES DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. CONTENTFUL AND ITS AFFILIATES DO NOT WARRANT THAT THE CONTENTFUL RESOURCES OR INFORMATION OFFERED ON OR THROUGH ANY CONTENTFUL RESOURCES WILL BE UNINTERRUPTED, ACCURATE, USEFUL, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING, IF ENCOUNTERED, WILL BE CORRECTED. CONTENTFUL DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS ABOUT DEVELOPER APPLICATIONS OR DEVELOPER SERVICES. ANY WARRANTY OR REPRESENTATION MADE REGARDING ANY DEVELOPER APPLICATION OR DEVELOPER SERVICES IS MADE DIRECTLY BY SUCH DEVELOPER. CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS AND LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. EXCLUSIONS OF WARRANTIES CONTAINED IN THESE TERMS APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE RELEVANT JURISDICTION NOTED BELOW. 

Limitations and Exclusions of Liability

TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, CONTENTFUL’S (TOGETHER WITH ALL INDEMNIFIED PARTIES) MAXIMUM AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS TERM, SHALL NOT EXCEED FIVE HUNDRED U.S. DOLLARS ($500): CONTENTFUL (TOGETHER WITH ALL INDEMNIFIED PARTIES) HAS NO LIABILITY ARISING OUT OF OR RELATED TO THE AGREEMENT FOR ANY LOST PROFITS, REVENUES, GOODWILL, OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER, BUSINESS INTERRUPTION OR PUNITIVE DAMAGES; AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISSATISFACTION WITH ANY CONTENTFUL RESOURCES IS TO STOP USING THE APPLICABLE CONTENTFUL RESOURCES.

THE FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY APPLY WHETHER THE LIABILITY IS IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, AND REGARDLESS OF WHETHER CONTENTFUL OR INDEMNIFIED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR WHETHER ANY REMEDY OTHERWISE FAILS ITS ESSENTIAL PURPOSE.

To the extent a disclaimer, limitation or exclusion of liabilities is not enforceable by applicable law, Contentful’s liability is limited and excluded to the greatest extent allowed by such applicable law.

Publicity

Without prior written permission from Contentful, you may not state or represent that you are in any way affiliated with Contentful. Any press releases made by you and referencing the Contentful website or using the Contentful name or logos is subject to prior approval by Contentful. To seek approval, please reach out to support@contentful.com. Your use of Contentful’s name and logos inure solely to our benefit. You will follow our documented instructions when using our name and logos.

Governing Law

This Agreement is governed by the internal laws of (i) the Federal Republic of Germany if you are domiciled outside of the Americas, Australia or New Zealand, or (ii) the State of Delaware, U.S.A. if you are domiciled in the Americas, Australia or New Zealand.

If German law applies, all disputes arising out of or related to this Agreement will be subject to the exclusive jurisdiction and venue of the state and federal courts of Berlin, Germany. If Delaware law applies, all disputes arising out of or related to this Agreement will be subject to the exclusive jurisdiction and venue of the state and federal courts of the State of Delaware, U.S.A.

In each case, provisions relating to choice or conflict of laws among different jurisdictions or the United Nations Convention on Contracts for the International Sale of Goods do not apply.

The foregoing does not limit or exclude any rights afforded by mandatory applicable law to you as a consumer.

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