Terms of Service that apply to federal agencies using Huzzaz
Federal agencies using Huzzaz are subject to our Business Terms of Service with the following amendments:
This Amendment applies only to employees of the U.S. government who are using the Huzzaz Services on behalf of a U.S. government agency (“Agency”).
You, as a U.S. government entity, are required when entering into agreements with other parties to follow applicable federal laws and regulations, including those related to ethics; privacy and security; accessibility; federal records; limitations on indemnification; fiscal law constraints; advertising and endorsements; freedom of information; and governing law and dispute resolution forum. Huzzaz and Agency (together, the “Parties”) agree to modify Huzzaz’s Business Terms of Service, currently available here (the “BTOS”) to accommodate Agency’s legal status, its public (in contrast to private) mission, and other special circumstances as set forth below. Accordingly, the BTOS are hereby modified by this Amendment as they pertain to Agency’s use of the Huzzaz Services.
A. Government entity: “You” within the BTOS shall mean the Agency itself and shall not apply to, nor bind (i) the individual(s) who utilize the Huzzaz Services on Agency’s behalf, or (ii) any individual users who happen to be employed by, or otherwise associated with, the Agency. Huzzaz will look solely to Agency to enforce any violation or breach of the BTOS by such individuals, subject to federal law. You hereby represent and warrant that (a) the individual opening the account on behalf of the Agency is duly qualified and has the appropriate authority to agree to the BTOS and this Amendment on behalf of the Agency and (b) Agency has determined that entering into the BTOS and this Amendment does not constitute a federal government acquisition and is not subject to any federal procurement regulations.
B. Public purpose: You agree that your board on the Huzzaz Service will serve as an additional distribution channel for government information, but in no event will serve or be represented as the official site or homepage for the Agency. To help convey this message, you will maintain the following message in a prominent location on your Huzzaz board: “If you’re looking for the official source of information about [Government Agency], please visit our homepage at [URL Link].” Agency shall use the Huzzaz Service solely in furtherance of Agency’s public purpose.
C. Agency content serving the public: Huzzaz will allow Agency’s distribution or other publication via the Services of material that may contain or constitute promotions, advertisements or solicitations for goods or services, so long as the material relates to the Agency’s mission.
D. Advertisements: Huzzaz does not currently display advertisements on Huzzaz collections, but this is subject to change. If you submit a written request to Huzzaz to block the display of any commercial advertisements, solicitations, or links on the Agency’s collection, Huzzaz may so agree provided that it has decided to make such blocking technology generally available for all collections at a collection owner’s election. Agency’s sole remedy for Huzzaz’s failure to implement such blocking technology shall be for Agency to terminate its use of Huzzaz collections.
E. Indemnification, Liability, Statute of Limitations: Any provisions in the BTOS related to indemnification shall apply only to the extent authorized by law and subject to the availability of funds, and in accordance with the procedures set forth in the Federal Tort Claims Act. As a general matter, liability for any breach of the BTOS as modified by this Amendment or any claim arising from the BTOS as modified by the Amendment shall be determined under applicable federal authority. Federal statutes of limitations provisions shall apply to any breach or claim.
F. Governing law: Any arbitration, mediation or similar dispute resolution provision in the BTOS is hereby deleted, and replaced in their entirety with the following:
Dispute Resolution and Governing Law. Company and Agency will endeavor to resolve any claims, causes of action or disputes arising out of or in connection with the BTOS and this Amendment in an amicable fashion. The BTOS and this Amendment shall be governed by and interpreted and enforced in accordance with the laws of the United States of America without reference to conflict of laws. To the extent permitted by federal law, the laws of the State of California (excluding California’s choice of law rules) will apply in the absence of applicable federal law.
G. Access and use: Huzzaz acknowledges that the Agency’s use of Huzzaz’s Services may energize significant citizen engagement and otherwise become important to the Agency’s mission. Language in the BTOS allowing Huzzaz to terminate service or close the Agency’s account at any time, for any reason, is modified to reflect the Parties’ agreement that Huzzaz may unilaterally terminate service and/or terminate Agency’s account only for breach of Agency’s obligations under the BTOS or Agency’s material failure to comply with the instructions and guidelines posted on the Service, when Huzzaz reasonably believes that such termination protects the privacy or security of its users, or if Huzzaz ceases to operate its Services generally. However, nothing in this Agreement shall limit Huzzaz’s ability to temporarily suspend Agency’s account if Huzzaz reasonably believes such suspension is necessary to protect the safety, rights, or property of Huzzaz or its users.
H. Provision on crawlers: Any provision in the BTOS prohibiting “crawl,” “spider” or similar processes is amended to allow the Agency to apply such tools solely to its pages and content, and solely to fulfill Agency’s obligations under the Federal Records Act or other applicable federal law or regulation, provided that such activity is disclosed to Huzzaz in writing prior to use on the Services.
I. Ownership of names: Any provision in the BTOS related to Huzzaz’s ownership of and right to change Your selected user name(s), user ID(s), domain name(s), channel name(s), and group name(s), are modified to reasonably accommodate Agency’s proprietary, practical, and/or operational interest in its own publicly-recognized name and the names of Agency programs.
J. Modifications of Agency content: Any right Huzzaz reserves in the BTOS to modify or adapt Agency content does not include the right to substantively edit or otherwise alter the meaning of the content. In the event Agency discovers that Agency content has been modified in a manner that alters the meaning of such content, Agency may contact Huzzaz and the Parties shall work together in good faith to resolve the matter. Notwithstanding the foregoing, nothing in this Amendment shall result in an expansion of Agency’s rights as a United States Government entity under the Copyright Act of 1976 (17 U.S.C. §§101 et sec.), specifically including Section 105 of the Act.
K. Uploading, deleting: The Parties understand and agree that You are not obligated to place any user content on the Service, and You reserve the right to remove any and all of Your Content at Your sole discretion.
L. No endorsement: Huzzaz agrees that Your seals, trademarks, logos, service marks, trade names, and the fact that You have a presence on the Huzzaz Services, shall not be used by Huzzaz in such a manner as to state or imply that Huzzaz’s products or services are endorsed, sponsored or recommended by You or by any other element of the Federal Government, or are considered by You or the Federal Government to be superior to any other products or services. Except for pages whose design and content is under the control of the Agency, or for links to or promotion of such pages, Huzzaz agrees not to display any Agency or government seals, trademarks, logos, service marks, and trade names on the Huzzaz’s homepage or elsewhere on the Huzzaz Services unless permission to do has been granted by the Agency or by other relevant federal government authority. Huzzaz may list the Agency’s name in a publicly available customer list on its homepage or elsewhere so long as the name is not displayed in a more prominent fashion than that of any other third party name.
M. No business relationship created: The Parties are independent entities and nothing in the BTOS as modified by this Amendment creates a partnership, joint venture, agency, or employer/employee relationship.
N. No cost agreement: Nothing in the BTOS as modified by this Amendment obligates You to expend appropriations or incur financial obligations. The Parties acknowledge and agree that none of the obligations arising from the BTOS as modified by this Amendment are contingent upon the payment of fees by one party to the other.
O. Separate future action for fee based Services: Agency acknowledges that while Huzzaz will provide Agency with some Services and features for free, Huzzaz reserves the right to begin charging for the Services and features at some point in the future. The Parties understand that fee-based products and services are categorically different than free products and services, and are subject to federal procurement rules and processes. Before an Agency decides to enter into a premium or enterprise subscription, or any other fee-based service that this Huzzaz or alternative providers may offer now or in the future, Agency agrees to determine if it has a need for those additional services for a fee, to consider the subscription’s value in comparison with comparable services available elsewhere, to determine that Agency funds are available for payment, to properly use the Government Purchase Card if that Card is used as the payment method, to review any then-applicable BTOS for conformance to federal procurement law, and in all other respects to follow applicable federal acquisition laws, regulations, and agency guidelines when initiating that separate action.
P. Security: Huzzaz will, in good faith, exercise due diligence using generally accepted commercial business practices for IT security, to ensure that systems are operated and maintained in a secure manner, and that management, operational and technical controls are employed to ensure security of systems and data. Huzzaz agrees to discuss implementing additional security controls as deemed necessary by Agency to conform to the Federal Information Security Management Act (FISMA), 44 U.S.C. 3541 et seq.
Q. Federal Records: Agency acknowledges that use of Huzzaz’s Services may require management of Federal records. Agency and user-generated content may meet the definition of Federal records as determined by the agency. If Huzzaz holds Federal records, the Agency must manage Federal records in accordance with all applicable records management laws and regulations, including but not limited to the Federal Records Act (44 U.S.C. chs. 21, 29, 31, 33), and regulations of the National Archives and Records Administration (NARA) at 36 CFR Chapter XII Subchapter B). Managing the records includes, but is not limited to, secure storage, retrievability, and proper disposition of all Federal records including transfer of permanently valuable records to NARA in a format and manner acceptable to NARA at the time of transfer. The Agency is responsible for ensuring that it is compliant with applicable records management laws and regulations through the life and termination of its use of the Services.
R. Intellectual property ownership: Except as expressly allowed in the BTOS, no rights to any derivative works, inventions, or Huzzaz product modifications are conferred on Agency or any other party. All such rights belong solely to Huzzaz.
S. Precedence; Further Amendments: If there is any conflict between this Amendment and the BTOS, or between this Amendment and other terms, rules or policies on the Huzzaz Services, this Amendment shall prevail. This Amendment constitutes an amendment to the BTOS; any language in the BTOS indicating it may not be modified or that it alone is the entire agreement between the Parties is waived. Any further amendment must be agreed to by both Parties.
T. Additional Items for discussion and possible inclusion in this Amendment: Huzzaz understands current federal law, regulation and policy may affect Agency’s use of the Huzzaz’s products and Services in ways not addressed in the list of clauses above. Among the topics Agency may need to discuss with Huzzaz, and which may lead to a mutual agreement to insert additional clauses in this Amendment, are Privacy and Accessibility.