We're glad you've chosen to use the Netflix API. By using the Netflix API (the "Netflix API" or "API"), you and, if applicable, the company you represent (collectively, "you") accept and agree to be bound by the following terms and conditions (the "Terms of Use," "Terms" or "Agreement").  It is important that you read these Terms as they form a legal agreement between you and Netflix, Inc. ("Netflix", "we", or "us").

In addition to the content in this document, the Terms include (1) the Netflix Terms of Use, found at http://www.netflix.com/TermsOfUse, (2) the Netflix Privacy Policy, found at http://www.netflix.com/PrivacyPolicy, (3) the branding guidelines for use of the Netflix Brands by developers, found at http://developer.netflix.com/docs/Branding, (4) if you are also an affiliate for Netflix, the terms of the Affiliate Program, found at http://www.netflix.com/Affiliates, and (5) if you obtain or receive RSS or other feeds from Netflix, the Terms of Use for such feeds, found at http://www.netflix.com/RSSFeeds. Each of those documents is hereby incorporated by reference into these Terms. In the event of any conflict between the content in this document and the documents incorporated by reference, this document shall control with respect to your use of the API. If you disagree with anything in these Terms, Netflix does not grant you a license to use the API and, as a result, you may not use the API.

Netflix reserves the right, from time to time, with or without notice to you, to change these Terms in our sole and absolute discretion. The most current version of these Terms can be reviewed by clicking on the http://developer.netflix.com/page/Api_terms_of_use. The most current version of the Terms will supersede all previous versions. By using the Netflix API subsequent to publication of modifications to the Terms, you agree to be bound to the full language of the most current Terms, as revised and published. Your only recourse if you disagree with the Terms, or changes to the Terms, is to discontinue your use of the API. As such, you should review the Terms periodically.

  • 1.Description, Licenses, and Restrictions
  • 1.1Description of Netflix API; RSS and Other Feeds. The API consists of programmatic web APIs, JavaScript code and associated tools and documentation that allow you to create software application(s) or website(s) (your "Application") which will display certain Content as released from Netflix from time to time, subject to the limitations and conditions described below.  "Content" includes, but is not limited to, box art, metadata, synopses, movies and television shows ("Titles"), information about the Titles, and any other data or information that Netflix may provide or otherwise make available from time to time. Because RSS and other feeds offered by Netflix permit the sending and receipt of Content from Netflix in a similar way to the API, you agree that all restrictions and limitations on use of the API contained in these Terms shall similarly apply to your use of any Netflix RSS or other feed. For avoidance of doubt, nothing herein obligates Netflix to make any API, Content or Titles available to you and you agree and acknowledge that any access to such items is within the sole and absolute discretion of Netflix.
  • 1.2Developer Accounts and Keys.  In order to obtain access to the API, you must create a developer account. You may be limited by the account creation process to one account per email address.  You will be issued one or more unique security keys, secrets, tokens, passwords and/or other credentials (collectively, "Keys") for accessing the API and managing your account.  You may only access your account with the Key issued to you by Netflix.  Access may not always be available. You may not sell, transfer, sublicense or otherwise disclose your Keys to any other party or use them with any Application other than that for which you initially applied for it. You are responsible for maintaining the secrecy and security of your Keys. You are fully responsible for all activities that occur using your Keys, regardless of whether such activities are undertaken by you or a third party. You are responsible for maintaining up-to-date and accurate information (including a current email address and other required contact information) for your account.  Failure to do so may jeopardize your continued access to the API.
  • 1.3API Modifications. Netflix reserves the right to release subsequent versions of the API and to require you to obtain and use the most recent version.  The API is currently provided for free, and while we have no plans to charge Developers for access, we do reserve the right to charge for the API in the future.
  • 1.4Prohibited Commercial Uses.  The Netflix API is made available without charge to developers in order to permit developers to create Applications that enhance the web experience of consumers in general, and Netflix users in particular.  You agree that:
  • if you use the API for (or in connection with) Applications or to create Applications that: (a) offer or promote services competitive with Netflix; or (b) (even if no fees are charged) contain targeted promotion of businesses competitive with Netflix such as other services that provide Titles via DVD, download, or instant watching over the Internet, the Application must feature Netflix and/or its services and Content in a prominent and conspicuous manner. Moreover, the Application must display and feature Netflix and/or its services and Content in a manner that is at least as prominent as the competitive or other services.
  • the API may not be used to offer or promote services that are damaging to, disparaging of, or otherwise detrimental to Netflix or its licensors, licensees, affiliates and partners.
  • the API may not be used for Applications that transfer, display or use Content from Netflix without creating benefit for Netflix's end users.
  • it is Netflix's sole discretion in interpreting these restrictions and it is within Netflix's rights to immediately cease your use of the API for violating these Terms and/or to disable access by your Application to any or some of the API made available for violating these Terms and you agree and acknowledge that such actions by Netflix may result in your Application no longer functioning.
  • 1.5Monitoring your Use of the Netflix API. You agree to provide us with access to your Application and/or other materials related to your use of the API as reasonably requested by us to verify your compliance with these Terms. You agree that we may crawl or otherwise monitor online Applications and you agree not to block or interfere with such efforts by Netflix.
  • 1.6Usage Limitations. Netflix may limit the number of network calls that your Application may make via the API, and/or the maximum file size, and/or the maximum Content that may be accessed, or anything else about the API and the Content it accesses as Netflix deems appropriate in its sole discretion. The usage limitations can be found in the Netflix developer portal at http://developer.netflix.com/docs/Security. Netflix may change such usage limits at any time and without notice. In addition to its other rights under these Terms, Netflix may utilize technical measures to prevent overusage and/or stop usage of the API by an Application after any usage limitations are exceeded.
  • 1.7Your Display of Content; Attribution and Goodwill.  You must clearly and conspicuously attribute the source of all Content as received from Netflix.  You may not modify, obscure or otherwise disable the functioning of links to Netflix or third-party applications or websites provided within Content.  Similarly, you may not omit, modify or obscure the text, images, artwork, logos, copyright or similar notices or other aspects of any Content that you receive from the API other than (a) with respect to graphic images, you may re-size such images while maintaining the same relative proportions of the image, and (b) with respect to Content received from the REST API (as defined in the API documentation provided by Netflix), you may omit some of the Content offered (e.g., you may choose to display some of titles, synopses, availability dates, acting credits, etc., without displaying them all) so long as you do not alter the Content you choose to display.  If you display the Content in a way that Netflix, or, where applicable, a third-party provider of such Content to Netflix, finds unacceptable for any reason, including if your display violates these Terms or it disparages, damages, tarnishes or impairs the goodwill of the Content, its third party provider, if any, or its subjects or brands therein, Netflix may require that you immediately change or cease your display of such Content or terminate this Agreement or your access to the API.  All Content provided by Netflix remains the property of Netflix, its licensees or its licensors, as applicable.
  • 1.8Performance of Titles.  You are prohibited from using the API or any Content to develop an Application that would enable users to playback (i.e. view, play, perform or display) Titles other than playback that occurs through use of the Netflix website and through a new browser window enabled through the portion of the Javascript API designed specifically for Title performance, including with proper attribution as described elsewhere in these Terms. This means, for example, that you may not have an Application that enables playback of the Titles embedded, within or otherwise integrated with your Application or within a browser that is contained within your Application and you cannot frame a browser or window within your Application to enable playback of the Titles through such framed browser or window. Further, the only permitted playback of Titles would occur as follows: when playback is occurring, the Netflix player must be the top-level document within the browser window.
  • 1.9Appropriate Conduct and Usage Restrictions. You agree that you are responsible for your own conduct while using the API and for any consequences thereof. You agree to use the API only for purposes that are legal, proper and in accordance with these Terms of Use and any applicable policies or guidelines provided by Netflix from time to time. In addition to the restrictions contained in these Terms, you agree that when using the API, you will not do the following, attempt to do the following, or permit your end users or other third parties to do the following:
    • interfere with or disrupt Netflix services or servers or networks connected to Netflix services, or disobey any requirements, procedures, policies or regulations of networks connected to Netflix services;
    • place, nor cause, enable or permit a third party to place, advertisements immediately before, during playback of, or after playback of any Content, or overlaid or superimposed upon such Content;
    • create (or allow to be created) any materials or other items that overlay or obscure the Content and you shall not add, change alter or remove in any manner any of the Content, nor shall you allow any third parties to do the same;
    • place, or allow a third party to place, the Content around, near or next to adult or inappropriate content nor shall your Application associate or be associated with any adult or inappropriate content.
    • store, or enable a third party to store, any Content;
    • restrict or inhibit any other user from using and enjoying Netflix services;
    • use Netflix services for any illegal or unauthorized purpose;
    • circumvent or modify any Keys or other security mechanism employed by Netflix or the API, including without limitation any authentication technologies;
    • request, collect, solicit, or otherwise obtain access to sign-in names, passwords or other authentication credentials for Netflix other than by directing users to Netflix in the mechanism specifically provided by the Netflix API;
    • impersonate any person or obtain access to the Netflix services without authorization;
    • enable any other person to personally identify any user of your Application except with the user's express consent;
    • state or imply affiliation, sponsorship or endorsement of you or your Application by Netflix, a third party Content provider or any person or character associated with any particular Title, nor shall you state or imply that any of the Content is your own creation;
    • use the Content (including any third party trademarks or service marks therein) other than as it is provided by Netflix, or edit, add to, delete from, remove hyperlinks to, or add hyperlinks to, or otherwise modify the Content (including any attributions contained therein) except as expressly permitted by Netflix in these Terms;
    • download, scrape, post, or transmit, in any form or by any means, any part of the Netflix services or Content other than Content which you post as part of your Application;
    • upload, post, email or transmit or otherwise make available messages that promote pyramid schemes, chain letters or disruptive commercial messages or advertisements, or anything else prohibited by law;
    • use the Content as part of any sweepstakes or similar promotion or event;
    • impersonate another person or entity, or falsify, modify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material (including Content);
    • use any robot, spider, site search/retrieval Application, or other device to retrieve or index any portion of Netflix services or collect information about users for any unauthorized purpose;
    • provide content with, in or in connection with your Application that falsely expresses or implies that such content is sponsored or endorsed by Netflix;
    • create user accounts by automated means or under false or fraudulent pretenses;
    • promote or provide instructional information about illegal activities or promote physical harm or injury against any group or individual;
    • defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others;
    • upload, post, email or transmit or otherwise make available with, in or in connection with your Application, any inappropriate, defamatory, infringing, obscene, or unlawful content;
    • upload, post, email or transmit or otherwise make available with, in or in connection with your Application, any content that infringes any patent, trademark, copyright, trade secret or other proprietary right of any party, unless you (or the end user posting the content) are the owner of the content or have the permission of the owner to post such content;
    • charge any fees or require payment for use of or access to the Netflix API or the Content nor may you charge any specific fees or require payment for any access to the Netflix API or Content, including, without limitation, if such use or access is offered as part of a bundle of services being offered by you; or
    • transmit any viruses, worms, defects, Trojan horses, or any items of a destructive nature.
  • 1.10Content And Other Data Retention.  At the earlier of the end of an end user's session accessing their Netflix account from your Application or twenty-four (24) hours, you shall delete from your Application and data retention systems all Content and other data associated with the end user or their sessions other than: (a) the user identification number obtained from Netflix's authorization process; (b) IDs for the Titles; (c) information about the formats (e.g., DVD, Blu-Ray Disc, or Instant Watching) for the Titles; (d) availability dates for the Titles; (e) any Keys; (f) feed URLs with embedded Keys and the associated Content; and (g) catalogue data (as identified by Netflix).  However, you may not retain any Content or data, even from categories (a)-(g) if Netflix ceases to allow such categorical retention, or upon notice from Netflix (including if we notify you that a particular Netflix user has requested that their information be made inaccessible to your Application), or upon termination of this Agreement or your use of the API.
  • 1.11The Netflix API is made available only for the creation of Applications available to end users in the United States and you may not create or develop an Application that would enable access to the Content outside of the United States.
  • 1.12Advertising by Netflix. Netflix reserves the right to include advertising or any other materials in any portion of the API.  Any such advertising shall be not modified, obscured or deleted in your Application.
  • 1.13Support. Netflix has no obligation to provide you or your users with support, software upgrades, enhancements, or modifications to the API ("Support"). You understand and agree that you are solely responsible for providing user support and any other technical assistance for your Application. Netflix may redirect users and potential users of your Application to your email address on your account for purposes of answering general Application inquiries and support questions. If Netflix elects at any time to provide Support, it shall be considered part of the Netflix services for purposes of Section 7, and Netflix may terminate the Support at any time without notice to you for any or no reason.
  • 1.14Affiliate Program. If you intend to participate in the Netflix Affiliate Program via your Application, those Terms Of Use, available at http://www.netflix.com/Affiliates also apply and are incorporated by reference in these Terms.
  • 2.Directory
  • 2.1Netflix may maintain and/or publish on its Website or in other locations, a directory of developers using the API and/or the Applications resulting from developer use of the API ("Directory").  Whether or not you or your Application is included in the directory is within Netflix's sole discretion, provided, however that Netflix will endeavor to respond to your written request for removal from such Directory of your Application if it has not been released to the public or otherwise made publicly available.
  • 2.2Netflix may maintain a submission process for such Directory, which may ask for additional information about your Application, including its computer code, which Netflix may use solely for purposes of evaluating it for submission in the Directory.  If you have not submitted your Application and Netflix requests you do, you will promptly submit your Application for review and, for such review, waive any fees or subscriptions usually associated with the Application.
  • 2.3You hereby grant Netflix a non-exclusive license to display the trade names, trademarks, service marks, logos, copyright notices, domain names, and other distinctive brands associated with you and your Application for the purpose of promoting or advertising that you use the API, or for inclusion in the Directory.
  • 2.4By using the API you hereby grant Netflix a right to host, link to, and otherwise incorporate your Application into the Netflix services through a Directory or other means.
  • 3.Proprietary Rights
  • 3.1Netflix Property. As between you and Netflix, Netflix retains all right, title and interest, including without limitation all intellectual property rights, in and to, (i) the API and any and all elements and components thereof, including content, technology, software, code, user interfaces, and any derivatives works and/or compilations thereof or relating to; (ii) the Content available through the API; (iii) the Netflix Brands, as defined in these Terms, and (iv) any feedback (including suggestions comments, improvements, ideas, etc.), about the Netflix services, the Content, the API, or any applications Netflix may be developing as discussed in Section 3.7 ("Feedback") ((i), (ii), (iii) and (iv) collectively the "Netflix Property").   You agree to take such actions, including, without limitation, execution of affidavits or other documents, as Netflix may reasonably request to effect, perfect or confirm Netflix's rights to the Netflix Property.
  • 3.2License Grant. You shall not acquire any right, title, or interest in or to the Netflix Property except as expressly set forth in these Terms. Subject to your compliance with the terms and conditions in these Terms, and solely for the duration of these Terms, Netflix grants you a limited, non-exclusive, revocable, non-sublicensable and non-transferable license to access and use the API solely to develop, test, display, distribute and execute your Application; to access and display in your Application the Content provided by Netflix; and to allow others to access your Application as permitted by Netflix. You will not, and will not permit any person, directly or indirectly, to reverse engineer, disassemble, reconstruct, decompile, translate, modify, copy, or, other than as explicitly permitted hereunder, create derivative works of the Netflix services, including, without limitation, the API, or any aspect or portion thereof, including without limitation, source code and algorithms.
  • 3.3Brand License. Subject to your compliance with the terms and conditions in these Terms, during the term of this agreement, and solely for the duration of these Terms, Netflix grants you a limited, non-exclusive, revocable, non-sublicensable and non-transferable license to display the trade names, trademarks, service marks, logos, copyright notices, domain names, and other distinctive brands of Netflix (cumulatively, the "Netflix Brands") in accordance with these Terms, as part of the Content; for attributing the Content as from Netflix; and for the purpose of promoting or advertising that you use the API and in your resulting Application.  All use by you of the Netflix Brands (including any goodwill associated therewith) shall inure to the benefit of Netflix.
  • 3.4Brand Protection. At no time during or after the expiration or termination of this Agreement shall you challenge or assist others to challenge the Netflix Brands (except to the extent such restriction is prohibited by law) or the registration or ownership thereof by Netflix, nor shall you attempt to register any Netflix Brands (including domain names) that are confusingly similar in any way (including but not limited to, sound, appearance and spelling) to those of Netflix.
  • 3.5In using the Netflix Brands pursuant to Section 3.3, you may not do the following (and for purposes of this Section "use" shall include any use or display of a Netflix Brand):
    • use a Netflix Brand in any manner that implies a relationship or affiliation with, sponsorship, or endorsement by Netflix, other than your use of the API;
    • use a Netflix Brand in any manner that can be reasonably interpreted to suggest content has been authored by, or represents the views or opinions of Netflix or Netflix personnel;
    • use a Netflix Brand to disparage Netflix, its products or services, or any licensor or affiliate of Netflix;
    • use a Netflix Brand in a way that tarnishes, dilutes or otherwise impairs the Netflix Brands;
    • use a Netflix Brand to promote another service substantially similar in whole or in part to Netflix, including service that offers Titles via DVD rental service, download or instant watching over the Internet;
    • use a Netflix Brand, the API or Content on your site or Application if it contains or displays adult content or promotes illegal activities, gambling, or the sale of tobacco or alcohol to persons under twenty-one (21) years of age;
    • use a Netflix Brand as the largest or most prominent brand in your Application or as the most prominent element of your Application or as part of the name of your Application;
    • use a Netflix Brand in a manner that is misleading, defamatory, infringing, libelous, disparaging, obscene or otherwise objectionable to Netflix;
    • use a Netflix Brand on a site that violates any law or regulation; or
    • remove, obscure, distort or alter any element of a Netflix Brand. 
    • it is Netflix's sole discretion in interpreting these restrictions and it is within Netflix's rights to immediately cease your use of the API for violating these Terms and/or to disable access by your Application to any or some of the API made available for violating these Terms and you agree and acknowledge that such actions by Netflix may result in your Application no longer functioning.
  • 3.6Your Warranty, Ownership and License Grants.  You represent and warrant that: (a) your Application and its content is your original work or was legally obtained; and (b) our and our sublicensees' and affiliates' use of your Application and its content as permitted by the licenses granted by you in this Agreement (including either in Section 2.3 above or below in this Section) will not violate any third party's rights. Except to the extent your Application and its content contains Netflix Property, Netflix claims no ownership or control over your Application or the content sent, posted or displayed through your Application.  During the Term of this Agreement, you hereby grant to us a paid-up, royalty-free, nonexclusive, worldwide, irrevocable right and license, under all of your intellectual property rights, to: (i) use, reproduce, perform, display and distribute your Application and its content; (ii) link to and direct users to your Application and (iii) sublicense the foregoing rights to our affiliates or any third parties. Following the expiration or termination of this Agreement and upon written request from you, Netflix shall make commercially reasonable efforts, as determined in its sole discretion, to remove all references and links to your Application from the Netflix website and service. Netflix shall have no other obligation to delete copies of, references to, or links to, your Application.
  • 3.6Netflix Application Development. You understand and acknowledge that Netflix may be independently creating applications, content and other products or services that may be similar to or competitive with your Application and its content, and nothing in this Agreement will be construed as restricting or preventing Netflix from creating and fully exploiting such applications, content and other items, without any obligation to you. If you elect to provide us with any Feedback, you hereby assign all right, title and interest in and to such Feedback to us, and acknowledge that we will be entitled to use, implement and exploit any such feedback in any manner without restriction, and without any obligation of confidentiality, attribution or compensation or other duty to account.
  • 4.Privacy and Legal Compliance
  • 4.1Netflix's collection and use of personal information from its users and developers is governed by Netflix's Privacy Policy, available at http://www.netflix.com/PrivacyPolicy and incorporated by reference into these Terms, with the exception that Netflix may reveal personal information about developers as noted in these Terms (e.g., for attribution purposes and handling inquiries from users or potential users). You understand and agree that Netflix may access, preserve, and disclose your personal information and your developer account details and content if required to do so by law or in a good faith belief that such access, preservation, or disclosure is reasonably necessary to comply with legal process or protect the rights, property and/or safety of Netflix, its affiliates or partners, its users, or the general public.
  • 4.2For information you obtain from users of your Application, you will, at all times, maintain a privacy policy at least as stringent and user-friendly as Netflix's. You must clearly post a link to your privacy policy at the point such information is collected and you must seek a user's express consent at any time that you are collecting and/or will make available to third parties such user's personally identifiable information. At all times you must comply with your privacy policy in the collection, use and storage of such information.
  • 4.3You will not ask for, view, store, access or cache the sign-in name or passwords to Netflix users accounts. However, you may ask for your users' email addresses (which may or may not be the same as such user's sign-in name) for communicating with your users about the Application.
  • 4.4You will comply with all laws and regulations, including but not limited to the Video Privacy Protection Act of 1988, as and if applicable.
  • 5.Publicity

    • You may promote your Application, including talking to traditional and online media and your users about your Application, so long as you do truthfully and without implying that your Application is created or endorsed by Netflix (or otherwise embellishing your relationship with Netflix) or by a third party Content provider or any person or character associated with any particular Title.  For example, you may factually state that your Application is a "Netflix application" or an application for use with Netflix (so long as you are in full compliance with these Terms). However, you may not issue any formal press release via traditional or online media without Netflix's prior consent.  Netflix reserves the right to issue publicity and promotional materials mentioning and/or describing your Application without your consent.

  • 6.Indemnity

    • You agree to hold harmless and indemnify Netflix, and its subsidiaries, affiliates and licensors, and their respective officers, agents, and employees, advertisers or partners, from and against any claim arising from or in any way related to your use of any Netflix Property, violation of these Terms of Use, violation of applicable laws and regulations, including, without limitation, privacy laws, or any other actions or claims connected with or related to your Application and/or use of Netflix services, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In the case of a written claim, Netflix will provide you with written notice of such claim, suit or action.

  • 7.Disclaimer of Warranties

    • YOU EXPRESSLY UNDERSTAND AND AGREE TO THE FOLLOWING DISCLAIMERS TO THE EXTENT PERMITTED BY APPLICABLE LAW:

  • 7.1YOUR USE OF THE NETFLIX PROPERTY AND ANY NETFLIX SERVICES IS AT YOUR SOLE RISK. THE NETFLIX PROPERTY AND ANY NETFLIX SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. NETFLIX EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
  • 7.2NETFLIX MAKES NO WARRANTY THAT THE NETFLIX PROPERTY OR ANY NETFLIX SERVICES (i)  WILL MEET YOUR REQUIREMENTS, (ii) WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR HAVE KNOWN OR DISCOVERED ERRORS CORRECTED, (iii) WILL PROVIDE RESULTS THAT ARE ACCURATE OR RELIABLE, OR (iv) WILL MEET YOUR EXPECTATIONS (OR THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE NETFLIX PROPERTY OR ANY NETFLIX SERVICES WILL MEET YOUR EXPECTATIONS).
  • 7.3ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE NETFLIX PROPERTY OR ANY NETFLIX SERVICES IS ACQUIRED AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
  • 7.4NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NETFLIX SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
  • 8.Limitation of Liability

    • YOU AGREE TO THE FOLLOWING LIMITATION OF LIABILITY TO THE EXTENT PERMITTED BY APPLICABLE LAW:  YOU EXPRESSLY UNDERSTAND AND AGREE THAT NETFLIX SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF NETFLIX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE NETFLIX PROPERTY OR NETFLIX SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR IN THE NETFLIX PROPERTY OR ANY NETFLIX SERVICES; OR (v) ANY OTHER MATTER RELATING TO THE NETFLIX PROPERTY OR ANY NETFLIX SERVICES.

  • 9.Release and Waiver

    • To the maximum extent permitted by applicable law, you hereby release and waive all claims against Netflix and its subsidiaries, affiliates, and their respective officers, agents, and employees, advertisers or partners from any and all liability for claims, damages (actual and/or consequential), costs and expenses (including litigation costs and attorney's fees) of every kind and nature, arising from or in any way related to your use of the Netflix Property.  If you are a California resident, you waive your rights under California Civil Code Section 1542 which states, "A general released does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."

  • 10.Confidential Information

    • The term "Netflix Confidential Information" means any information of or relating to Netflix that becomes known to you through disclosure, observation or otherwise, and that either is designated as confidential by Netflix or that is not generally known or readily ascertainable to the public, including, without limitation, nonpublic information regarding the Netflix API and Netflix's products, services, programs, features, data, techniques, technology, code, ideas, inventions, research, testing, methods, procedures, know-how, trade secrets, business and financial information and other activities. All Netflix Confidential Information remains the property of Netflix, and no license or other right in any Netflix Confidential Information is granted hereby. You will not disclose any Netflix Confidential Information to any third party, and will take all reasonable precautions to prevent its unauthorized dissemination, both during and after the term of this Agreement. If you are a corporate entity, you will limit your internal distribution of Netflix Confidential Information to your employees and agents who have a need to know, and will take steps to ensure that dissemination is so limited. You will not use any Netflix Confidential Information for the benefit of anyone other than Netflix. Upon Netflix's written request, you will destroy or return to Netflix all Netflix Confidential Information in your custody or control. In addition to the terms of this provision, you and Netflix will continue to be subject to any non-disclosure agreement that you and Netflix have entered into separately. This provision will survive any expiration or termination of this Agreement.

  • 11.Term and Termination
  • 11.1Term. The term of the Terms of Use shall commence on the date upon which you agree, by your use of the API, to the Terms and shall continue in force thereafter, unless modified or terminated as provided herein.
  • 11.2Netflix Termination. Netflix may change, suspend or discontinue all or any aspect of the API, including its general availability, at any time.  Furthermore, Netflix may limit, suspend or terminate your use of the API and/or this Agreement at any time. Without limiting the foregoing and as clarification only, Netflix may terminate this Agreement immediately and without notice if:
    • you seek to hack or break any security mechanism of the API;
    • we determine that your use of the API poses a security or service risk to us, to any user of the Application, or to any of our subscribers, or may subject us or any third party to liability or damages or danger;
    • you otherwise use the API in a way that disrupts or threatens the API;
    • we determine, in our sole discretion, there is evidence of fraud with respect to your account;
    • you use any of the Netflix Property other than as expressly permitted herein;
    • we receive notice or we otherwise determine, in our sole discretion that you may be using the Netflix API for any illegal purpose or in a way that violates the law or violates, infringes, or misappropriates the rights of any third party; or
    • we determine, in our sole discretion, that our provision of any of the API to you is prohibited by applicable law, or has become impractical or unfeasible for any legal or regulatory reason.
  • 11.3Your Termination. You may terminate this Agreement for any reason or no reason at all, at your convenience, by (i) closing your account, which at such time your use of the API shall cease or (ii) ceasing use of the API.
  • 11.4Refusal of Application. Netflix shall have the right, in its sole discretion, to refuse to permit your use of the API with a particular Application. Unless Netflix states otherwise, such rejection will not terminate these Terms with respect to other Applications you may have created. Netflix shall have no liability to you for such refusal.
  • 11.5Effect of Termination. Upon the termination of these Terms of Use for any reason (i) the rights granted to you herein, including all licenses to the API, Content, and Netflix Brands shall terminate and (ii) you shall immediately cease all use and distribution of your Application. Neither party shall be liable to the other party for damages of any sort resulting solely from the sole fact of terminating these Terms.
  • 11.6Survival. In the event of any termination or expiration of these Terms of Use for any reason, Sections 3.1, 3.4, 3.6 (only the last two sentences concerning post-termination), 3.7, 4, and 6-12 shall survive termination. Notwithstanding the foregoing, other provisions may survive expiration or termination of this Agreement if their survival is reasonably necessary to effectuate the intent of the parties under this Agreement.
  • 11.7Remedies. You acknowledge that your breach of these Terms may cause irreparable harm to Netflix and/or its licensors, the extent of which would be difficult to ascertain. Accordingly, you agree that, in addition to any other remedies to which Netflix may be legally entitled, Netflix shall have the right to seek immediate injunctive relief in the event of a breach of these Terms by you or any of your officers, employees, consultants or other agents.
  • 12.General Information
  • 12.1Interpretation. You agree that Netflix has sole discretion in determining the interpretation of the meaning of these Terms, including determining your compliance with these Terms.
  • 12.2US Government License Rights. All APIs provided to the U.S. Government are provided under the commercial license rights and restrictions generally applicable under these Terms.
  • 12.3Export Controls. You shall, in connection with your use of the API, comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations, the International Traffic in Arms Regulations, and country-specific economic sanctions programs implemented by the Office of Foreign Assets Control in connection with your use of the API.
  • 12.4Entire Agreement. These Terms, including the other documents explicitly incorporated by reference, constitute the entire agreement between you and Netflix and govern your use of the API, superseding any prior agreements between you and Netflix.
  • 12.5Choice of Law and Forum. These Terms and the relationship between you and Netflix shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and Netflix agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Santa Clara, California.
  • 12.6Waiver. The failure of Netflix to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
  • 12.7Severability of Terms. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect.
  • 12.8Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of the Netflix Property must be filed within one (1) year after such claim or cause of action arose or be forever barred.
  • 12.9Third Party Beneficiaries. Nothing in these Terms should be construed to confer any rights to third party beneficiaries.
  • 12.10Assignment. You may not assign or transfer your agreement to these Terms. Netflix may automatically, without notice to you, assign its agreement to these Terms to the surviving entity in the event of a change of control.
  • 12.11Headings. The section headings in these Terms are for convenience only and have no legal or contractual effect.