1.1 About Us and These API Terms of Use

You agree that by developing on the LinkedIn platform, you are agreeing to enter into a legally binding contract with LinkedIn Corporation (if you are an individual residing outside of the Designated Countries or if you are a business entity with a principal place of business outside of or with a headquarters based outside of the Designated Countries), 1000 West Maude Avenue, Sunnyvale, California 94085, USA or LinkedIn Ireland Unlimited Company (if you are an individual residing in the Designated Countries or if you are a business entity with a principal place of business in or with headquarters based in the Designated Countries), Gardner House, Wilton Plaza, Wilton Place, Dublin 2, Ireland (“we,” “us,” “our,” and “LinkedIn”).

We use the term “Designated Countries” to refer to countries in the European Union (EU), European Economic Area (EEA) and Switzerland.

By registering a software application, website, or product or service you offer (an “Application”) at the LinkedIn developer site (the “Developer Site”), you acknowledge that you are currently a member of LinkedIn in good standing and have understood and agree to be bound by these LinkedIn API Terms of Use (the “Terms”).

If you are developing on our platform on behalf of a company or other entity, you represent and warrant that you have full legal authority to register an Application on behalf of that entity and bind it to these Terms. If you are not authorized, you may not accept the Terms or register an Application for someone else.

1.2 Scope and Intent

LinkedIn makes APIs available to developers as follows:

(1) “Self-Serve API Program” where you can develop Applications using APIs that are available to you immediately upon registration for an API key on our Developer Site if you meet the Self-Serve API Program eligibility criteria set forth below and have agreed to these Terms; and

(2) “Vetted API Program(s)” where you can develop Applications using APIs that are available only to developers that meet the applicable Vetted API Program eligibility criteria and have agreed to these Terms and any additional Vetted API Program terms and conditions (“Additional Terms”), which are incorporated by reference into the Terms.

With respect to a Vetted API Program, these API Terms of Use shall apply except where there is conflict with the applicable Additional Terms, in which case such Additional Terms shall control.

These Terms shall apply to any use of our APIs unless you have executed a separate signed partnership agreement, in which case that agreement shall apply (“Partner Program”).  LinkedIn also offers a variety of plugins you can integrate into your website to allow visitors to access and view Content from LinkedIn websites if you have agreed to be bound, in addition to these Terms, to the LinkedIn Plugins License Agreement.

As used in these Terms, “APIs” means programmatic web APIs, software and other functionality and their associated tools and documentation that LinkedIn makes available on the Developer Site.

1.3 Developer Documentation

Your use of any of our APIs and display of Content in your Application must comply with the technical documentation, usage guidelines, call volume limits, and other documentation maintained at the Developer Site or otherwise made available to you (together, the “Developer Documentation”, which are expressly incorporated into these Terms by reference).  “Content” means any data or content from our Services or accessed via the APIs.  “Services” means LinkedIn.com, LinkedIn-branded apps, Slideshare, LinkedIn Learning and other LinkedIn-related sites, apps, communications and services and technology related thereto.

In the event of any conflict between the Developer Documentation and these Terms, these Terms shall control. 

1.4 Self-Serve API Program Eligibility Criteria

In addition to your compliance with the other requirements and obligations set forth in these Terms, you may participate in the Self-Serve API Program and display Content retrieved via the applicable APIs in your Application if:

1.     you are developing an Application designed to help LinkedIn registered users (“Members”) be more productive and successful across the web; for example, by augmenting their profile and professional brand in an Application for publishing, discussing and sharing content with like-minded professionals.

2.     your Application is NOT expected to have more than 100,000 lifetime users.

3.     your Application DOES NOT make more than 250,000 daily calls to an API.

4.     your Application DOES NOT rely on access to the APIs as a fundamental aspect of your business.

5.     your Application DOES NOT target current or potential paying customers of LinkedIn products or people engaging in activities related to those products—in other words, Applications used for hiring, marketing, selling, or learning. Here are some examples (and exceptions) of what we mean by hiring, marketing, selling, and learning:

Hiring: Applications to find a job or fill a job, such as ones used to advertise, post, apply for, search for, recommend, refer, suggest, enhance listings for, or fill permanent jobs, contract positions, or volunteer opportunities, or for anything with similar functionality (you can, however, use the APIs to develop an Application to let people apply for a job at your company on your company’s career site, as long as it abides by the specifications set forth here).

Marketing: Applications used by marketers or their customers for marketing campaigns, lead generation, campaign analysis, or for anything with similar functionality (for example, your Application may not use our APIs to create or supplement user segments for targeting by ad campaigns).  You can, however, use the APIs to develop an Application to let companies manage their social media presence on LinkedIn, as long as it abides by Section 4.5 below (“Social Media Data”).

Selling: Applications used by sales or other selling professionals for generating or finding prospects or leads, for sales intelligence or training, for relationship management, for systematic matching of individuals with their LinkedIn profiles, or for anything with similar functionality.

Learning: Applications used to surface or deliver professional learning content to users or other platforms, or track and manage learning activity, or with functionality to post professional credentials to other platforms.  You can, however, use Sign In With LinkedIn on platforms that surface or deliver other types of learning content.

If your Application does not satisfy the above eligibility criteria, you may be eligible for a Vetted API Program or a Partner Program. For more information about those API programs’ application processes, eligibility criteria and the areas where we are seeking partners, please check the Developer Site.

2.1   Application Registration

To begin using the APIs, you must first sign-in to LinkedIn using your personal or corporate LinkedIn account username and password, and then register your Application by clicking My Apps and following the instructions provided thereafter. Both the Application registration and your Member account must contain accurate and up-to-date information at all times, including your current title, company, and e-mail address.

You agree that we can use, store, and share information submitted by you to LinkedIn in connection with your Application to contact you, for attribution purposes, handling inquiries from Members or potential Members about your Application, for other purposes under these Terms (for example, we may email you with updates regarding the developer program), and as otherwise permitted in our Privacy Policy.  You acknowledge that if you share the contact information of your employees or independent contractors with us, we may contact them in accordance with these Terms.

2.2   Access Credentials

Once you have successfully registered an Application and met the other requirements for a particular API, you will be given Access Credentials for your Application. “Access Credentials” means the necessary security keys, secrets, tokens, and other credentials to access the applicable APIs. The Access Credentials enable us to associate your API activity with your Application and the Members using it. All activities that occur using your Access Credentials are your responsibility. Keep your Access Credentials secret. Do not sell, share, transfer, or sublicense them to any other party other than your employees or independent contractors in accordance with Section 3.1 below. Do not try to circumvent them and do not require your users to obtain their own Access Credentials to use your Application (for example, in an attempt to circumvent call limits).

2.3   Test Profiles

You may create up to five test LinkedIn profiles for purposes of testing your Application only. You must create the profiles manually and not via automated means, such as scripts.

Test profiles must: (a) be standard LinkedIn member profiles; (b) not interact with non-test profiles (for example, you cannot use test accounts to comment on posts on a Page (as defined in Section 4.5, below) and you cannot connect test profiles with non-test profiles, such as your own personal LinkedIn profile); and (c) not override our API call limits.  You must clearly identify the profiles as test profiles, and you must identify these additional account profiles as “developers” in your Application registration. You may not create any profile positions at real companies (besides your own) for the test profiles.

2.4   API License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable (except to independent contractors so they may host, develop, test, operate, modify or support your Application in accordance with Section 3.1), non-transferable, non-assignable license under LinkedIn’s intellectual property rights during the Duration (as defined in Section 11.1, below) (a) to use the APIs to develop, test, operate and support your Application; (b) to distribute or allow access to your integration of the APIs within your Application to end users of your Application; and (c) to display the Content accessed through the APIs within your Application.

You have no right to distribute or allow access to the stand-alone APIs.

3.1 General Restrictions

In addition to the other terms and conditions in these Terms, except as expressly set forth herein, you agree not to do the following:

a.              Implement features or business practices, or use the APIs or Content in a way, that may harm the professional reputation, relationships or professional ecosystem of Members;

b.              Disclose or provide the APIs or Access Credentials to any person or entity other than to your employees or independent contractors, provided (1) such employees or independent contractors enter into an agreement with you at least as protective of LinkedIn’s rights as this Agreement, and (2) you hereby agree to be responsible for, and liable to LinkedIn for, any breaches of such agreements by such employees or independent contractors;

c.               Request or publish information impersonating a Member, misrepresent any user or other third party in requesting information or allow any third party, including other Members, to see information obtained from another Member’s network or through another Member’s view of the Services or Content;  

d.              Use the APIs or Content for any illegal purposes, or in any manner which would violate these Terms, or breach any laws or regulations regarding privacy or data protection, or violate the rights of third parties or expose LinkedIn or its users to legal liability;

e.              Remove any legal, copyright, trademark or other proprietary rights notices contained in or on materials you receive or access pursuant to these Terms, including, but not limited to, the APIs, the Developer Documentation, and the Content;

f.               Obtain, display or use more Content than is minimally required by the Application;

g.               Sell, lease, share (with the exception of making the Content available to users through the Application), transfer, sublicense or otherwise make available any Content, directly or indirectly, to any third party (e.g. you may not sell access to an aggregated collection of Member profiles or the most relevant Members for a position), including, but not limited to, any data broker, ad network, ad exchange, or other advertising monetization-related party;

h.              Use the Content for any other purpose other than to allow your users to use the Content in your Application;

i.                Use any Content in any advertisements or for purposes of targeting advertisements specifically to any individual user (whether such advertisements appear in the Application or elsewhere), or to generate mass messages, promotions or offers;

j.                Make any statements or use any API or Content in a manner that expresses or implies that you, your Application or your use of the Content is sponsored or endorsed by LinkedIn (e.g., you must not state or in any way imply that LinkedIn has “verified” or “confirmed” the veracity of any Profile Data);

k.               Use any API in any manner that, as determined by LinkedIn in its reasonable discretion, constitutes abusive usage;

l.                Interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services, or transmit any viruses, worms, defects, Trojan horses, or any items of a destructive nature through your use of any API;

m.             Obfuscate or hide your deployment or use of any LinkedIn buttons, sign-in functionality, consent or authorization flows from your users;

n.              Provide functionality that proxies, requests or collects LinkedIn usernames or passwords;

o.              Copy, adapt, reformat, reverse-engineer, disassemble, decompile, decipher, translate or otherwise modify any API, Access Credential, Content, Services, LinkedIn Brand Features or other information or service from LinkedIn, through automated or other means;

p.              Use Content as an input to reports or scores that could be used for the purposes of determining eligibility for credit, insurance, employment or other business purposes, unless otherwise expressly permitted by LinkedIn, in writing, under separate terms;

q.              Use Content in any manner that facilitates bias or discriminatory practices, including data "redlining," whether intentional or inadvertent, based on any sensitive or legally protected categories or characteristics;  

r.               Use Content in any manner that facilitates government surveillance (either directly or as a contractor for a government entity);

s.               Try to exceed or circumvent limitations on API calls and use. This includes creating multiple Applications for identical, or largely similar, usage;

t.               Distribute or allow third parties access to any stand-alone API;

u.              Combine any Content with any other LinkedIn content (including content obtained through scraping, crawling, spidering or any other technology or software used to access LinkedIn content). This includes acquiring such LinkedIn content from third parties;

v.               Attempt to re-identify any de-identified or anonymized data;

w.             Access a Member’s network through your Application without their express permission;

x.               Permit a Member to share their networks or data about their networks to anyone else through your Application; or

y.               Access, store, display, or facilitate the transfer of any LinkedIn content obtained through the following methods: scraping, crawling, spidering or using any other technology or software to access LinkedIn content outside the APIs (such content, collectively, “Non-Official Content”). This restriction applies (1) whether the Non-Official Content was obtained directly or indirectly through a third party, such as a customer or third party developer, and (2) whether or not the Non-Official Content is stored or displayed in the Application or some other resource, product or service.

3.2 Excluded Uses of the APIs

In addition to the other terms and conditions in these Terms, you must never do any of the following under these Terms:

a.    Use the APIs in any Application that includes adult content, promotes gambling, involves the sale of tobacco or alcohol to persons under 21 years of age, or otherwise violates any applicable law or regulation; or

b.    Use the APIs to retrieve Content that is then aggregated with third party data in such a way that an end user cannot attribute the Content to LinkedIn (i.e., aggregated search results). 

4.1   No Storing Any Content

You must not capture, copy or store any Content or any information expressed by the Content (such as hashed or transformed data), except to the extent permitted by these Terms.

You must store all Content in a manner which enables you to identify, segregate and selectively delete such Content.  The Content must not be stored in a data repository that would enable any third party access (other than the customer or Member to which it relates). 

4.2   You May Store Tokens

You may store the Application-specific alphanumeric user IDs that we provide to you for identifying users of your Application (“Member Tokens”) or the authentication tokens that we provide to you when a Member authenticates your Application to their LinkedIn account (“OAuth Access Tokens”).

4.3   Caching Content for Performance

Solely to improve your Application’s performance, you may cache the Content for up to 24 hours from a request for that Content through the APIs before permanent deletion. Unless otherwise set forth in this Section 4 or in any applicable Additional Terms, you do not have any right to store the Content beyond this limited 24 hour period.

4.4   Member Profile Data

You must obtain legally valid consent from a Member before you may store that Member's Profile Data (for example, so that a Member applying for a job at your company can provide you with a copy of their LinkedIn profile). 

In addition to the requirements set forth below in Section 5, the process for obtaining Member consent to store their data must, at a minimum, meet the specifications set forth here. “Profile Data” means any or all of a Member’s profile data available through an applicable API, subject to a Member’s profile visibility and other privacy settings. Profile Data excludes a Member’s network, network updates, job listings, groups, companies, and any other content. 

If you want to refresh the Member’s Profile Data, you may only do so when the Member is actually using your Application and not on an automated schedule.

4.5   Social Media Data

You may store Page status updates, analytics on Page status updates, company follower analytics data, and text content of comments on company status updates received via the Organization API (together, “Page Updates and Statistics Data”) and the uniform resource numbers that are associated with the foregoing (“URNs”) on behalf of your company and clients (to the extent that your clients know that you are storing their data). Page Updates and Statistics Data excludes any personal data of Members who took a social action (e.g. posted a comment or provided a “like”) on any Page update. “Page” means a page on LinkedIn that provides a high-level summary of the subject organization along with basic information such as specialties, size, website URL, industry, and more.  You must not commingle the Page Updates and Statistics Data or URNs with any of your data or with data belonging to any third party.

As soon as your client elects to stop receiving Content through your Application or upon such client’s request, you must permanently delete the client’s Page Updates and Statistics Data and URNs in 10 days or less. Upon termination of these Terms for any reason, you must permanently delete all Page Updates and Statistics Data and URNs for all clients.

4.6   Delete at Member Request

You must immediately delete all Content collected through the APIs about a particular Member, including the Member Token and the OAuth Access Token, upon request by that Member, when the Member uninstalls your Application or when the Member closes their account with you.  

The restrictions of this Section do not apply to data that Members provide directly to you and that is separately entered or uploaded to you by the user of your Application.

4.7   Delete for Breach

You must immediately delete all Content if we terminate your use of the APIs for breach of these Terms, except when doing so would cause you to violate any law or obligation imposed by a governmental authority.

4.8   Data Protection   

The term “Covered Data” has the meaning given to the term “personal data” under the European Union General Data Protection Regulation, Regulation (EU) 2016/679 (“GDPR”).  To the extent either party processes Covered Data received from the other party, the parties agree that the LinkedIn Data Processing Agreement, currently located at https://legal.linkedin.com/bd-dpa, shall govern such processing and is expressly incorporated by reference herein.

5.1   Your User Agreement and Privacy Policy

Your Application must include your own user agreement and privacy policy. Your user agreement and privacy policy must be prominently identified or located where members download or access your Application.  Your privacy practices must meet applicable legal standards and accurately disclose the collection, use, storage and sharing of data.

If your Application is an enterprise application, you must enter into customer agreements with your enterprise customers that describe how you will be accessing LinkedIn accounts and Content on the customer’s behalf.

You must promptly notify us of any breaches of your user agreement or privacy policy that impact or may impact Members. Your privacy policy must be at least as stringent and user-friendly as LinkedIn’s.

5.2 LinkedIn Member Consent

Before obtaining information from Members, you must obtain their legally valid consent which, at a minimum, shall include: (a) how their data will be used, (b) when it will be collected (e.g., will the Application pull a Member’s Profile Data more than once); and (c) how a user can withdraw their consent.  The consent must be freely given (in accordance with applicable law) and given by a statement or a clear affirmative action. When a particular Member’s Member Token and OAuth Access Token expires, you must obtain that Member’s consent again in order to continue to collect and store their data.

6.1   Brand Features License and Publicity Rights

Subject to these Terms (including our Branding Guidelines), we grant you a limited, non-exclusive, non-assignable, non-sublicenseable, and non-transferable license during the Duration to display Our Brand Features within the Application and to accurately promote or advertise your integration of the APIs in your Application. “Our Brand Features” means any trade names, trademarks, service marks, logos and domain names that LinkedIn makes available to you. 

You agree not to display Our Brand Features (a) in any way that violates applicable law, including laws regarding libel, slander, obscenity and infringement or (b) in any way that is misleading, implies that your Application is approved, created or endorsed by LinkedIn (or otherwise embellishing your relationship with LinkedIn) or in a way that is otherwise objectionable to LinkedIn in its sole discretion. If you are planning any formal, proactive press outreach, you will submit the content (press release, blog post, etc.) to us for prior written approval (email acceptable), unless expressly allowed in our Branding Guidelines. Any good will in Our Brand Features resulting from your use will inure solely to LinkedIn.

You grant us a limited, non-exclusive, non-assignable, non-sublicensable, and non-transferable license during the Duration to display your trade names, trademarks, service marks, logos and domain names (collectively, “Your Brand Features”) to promote or advertise your use of the APIs in your Application.  Any good will in Your Brand Features resulting from our use will inure solely to you. 

We may, without your consent, publicly refer to you, orally or in writing, as a licensee of the APIs and/or user of the Content. We may also publish your name and logo (with or without a link to your Application) on our Services, in press releases, and in promotional materials without additional consent or notice to you.

7.1   Security Measures

a.    Requirement for Security Measures. Your network, operating system and the software of your web servers, databases, and computer systems (collectively, “Systems”) must be properly configured to securely operate your Application and process Content.

b.    Security Questionnaire. If requested, you must complete LinkedIn’s security questionnaire (which LinkedIn will provide to you).

c.    Security Breach. You must promptly report any security deficiencies in, or intrusions to, your Systems that you discover (or are reported publicly or to you) to LinkedIn in writing via email to security@linkedin.com or subsequent contact information posted on the Developer Site if such intrusions could reasonably be expected to affect the Content, LinkedIn or its Members in any way. You will work with LinkedIn to immediately correct any security deficiency, and will immediately disconnect any intrusions or intruders. In the event of any security deficiency or intrusion involving the Application, APIs or Content, you will make no public statements (e.g., press, blogs, social media, bulletin boards, etc.) without prior written and express permission from LinkedIn in each instance.

7.2   Monitoring

You will provide us with up to two full-feature client account-level instances to access your Application (and/or other materials relating to your use of the APIs and/or the Content) as reasonably requested by us to verify your compliance with these Terms (including, in particular, your security and privacy obligations under these Terms).  

You also agree to assist LinkedIn in verifying your compliance with these Terms by providing us with information about your Application and storage of Content, which may include access to your Application and other materials or Systems related to your use of the APIs. If you do not demonstrate full compliance with these Terms, as determined in our sole discretion, we may restrict or terminate your access to the APIs.

You acknowledge that LinkedIn may monitor any API activity from its own systems for the purpose of ensuring quality, improving LinkedIn products and Services, and ensuring compliance with these Terms. You must not interfere or attempt to interfere with such monitoring or otherwise obscure from LinkedIn your API activity. LinkedIn may use any technical means to overcome such interference.

8.1   Support and Updates

We may provide you with support for the APIs in our sole discretion and we may stop providing support to you at any time without notice or liability to you.  We are not obliged to provide any training, support or technical assistance for the Application, the Content, or the APIs directly to your Application users and you agree to communicate to your Application users that you (and not LinkedIn) are responsible for any such support. 

We may modify or release subsequent versions of the APIs and require that you use those subsequent versions.  Unless we release a new version of the APIs for security or legal reasons, you will have a reasonable amount of notice (as determined by us), to migrate to subsequent versions of the APIs.  You acknowledge that once LinkedIn releases a subsequent version of an API, the prior version of such API may stop working at any time or may no longer work in the same manner. Your continued use of the APIs following a subsequent release will be deemed your acceptance of modifications.

8.2   Costs and Fees

The APIs are currently provided for free, but LinkedIn reserves the right to charge for the APIs in the future. If we do charge a fee for use of the APIs or any developer tools and features, you do not have any obligation to continue to use the APIs. 

Each party will bear its own costs and expenses in performing its obligations under these Terms. 

You may not charge your Application users incremental fees for access to our Content or APIs.

8.3   Independent Development

Each party acknowledges that the other party may be independently creating applications, content and other products or services that may be similar to or competitive with those of the other party and nothing in these Terms will be construed as restricting or preventing each party from creating and fully exploiting such applications, content and other items, without any obligations to the other party.

9.1   All Rights Reserved

As between the parties, we own all rights, title, and interest in and to the (a) APIs, and all elements, components, and executables of the APIs, (b) Content; (c) Services; and (d) Our Brand Features (clauses (a)-(d) collectively, the “LinkedIn Materials”), and, subject to the foregoing, you own all rights, title, and interest in and to the Application and Your Brand Features. Except to the limited extent expressly provided in these Terms, neither party grants, nor shall the other party acquire, any right, title or interest (including any implied license) in or to any property of the first party under these Terms.  All rights not expressly granted in these Terms are withheld.

9.2   License to Your Application

For the Duration you grant us a paid-up, royalty-free, non-exclusive, worldwide, irrevocable right and license, under all of your intellectual property rights, to: (a) use, perform, and display your Application and its content for purposes of marketing, demonstrating, and answering inquiries; (b) link to and direct Members to your Application; and (c) sublicense the foregoing rights to LinkedIn Affiliates (as defined in Section 12.3 below).

9.3   Feedback

Either party may from time to time elect, in its sole discretion, to provide suggestions, comments, improvements, ideas or other feedback to the other party related to the other party’s products and services (”Feedback”). Feedback is provided on an “as is” basis with no warranties of any kind and the receiving party will have a royalty-free, worldwide, sublicenseable, transferable, non-exclusive, perpetual and irrevocable right and license to use Feedback. Each party agrees not to provide Feedback that it knows is subject to any intellectual property claim by a third party or any license terms which would require products or services derived from that Feedback to be licensed to or from, or shared with, any third party.

10.1  Legal Compliance

You represent and warrant to LinkedIn that: (a) you have the right to use, reproduce, transmit, publicly display, publicly perform, and distribute your Application (excluding LinkedIn Materials); (b) use of your Application by LinkedIn and its Members in accordance with the Application’s terms of use will not violate the rights of any third party (e.g., copyright, patent, trademark, privacy, publicity or other proprietary right of any person or entity), or any applicable regulation or law, including the Digital Millennium Copyright Act, the laws of any country in which your Application is made available and any applicable export laws; and (c) you will comply with all applicable local, state, federal, and foreign laws, including, without limitation, any laws or regulations relating to privacy and data protection in connection with its performance under these Terms

10.2  Compliance with and Amendments to These Terms

You must comply with these Terms in order to use the APIs.  The most current version of these Terms can be reviewed on the Developer Site.

We reserve the right to modify, supplement, or replace any provisions of these Terms, effective prospectively upon posting on the Developer Site or otherwise notifying you. For example, we may present a banner on the Developer Site when we have amended these Terms so that you may access and review the changes prior to your continued use of the APIs and Developer Site. If you do not want to agree to changes to these Terms, you can terminate these Terms at any time in accordance with Section 11.

10.3  Other Obligations

In addition to any other documents incorporated by reference into these Terms above, you and your Application must also comply with the following, which are hereby incorporated by reference:

a.     The LinkedIn User Agreement;

b.     The LinkedIn Privacy Policy;

c.     The LinkedIn Cookie Policy;

d.     The Data Processing Agreement; and

e.     The Branding Guidelines.

In the event of any conflict between the content in this document and the above documents, with the exception of the Data Processing Agreement; this document controls your use of the APIs. If you disagree with any of the provisions in these Terms, do not access or use the APIs.

11.1  Duration of Terms

The duration of these Terms (the “Duration”) will be from the date upon which you agree to these Terms and will continue until terminated as set forth below.

11.2  Your Termination Rights

You may terminate these Terms by discontinuing use of our APIs.

11.3  Suspension; Termination

We may suspend or terminate your use of all or any of the APIs or Content at any time if we believe you have violated these Terms, or, in our sole discretion, we believe the availability of the APIs in your Application is not in our or our members’ best interests.

We may discontinue the availability of some or all of the APIs or any Content at any time for any reason.  We shall provide you with 30 days notice unless we discontinue such availability to protect the security or integrity of the APIs and related offerings, to address user security or user privacy issues, for legal compliance reasons, or to the extent necessary to mitigate damages in relation to third party litigation. 

We may also impose limits on certain features and services or restrict your access to some or all of the APIs, Content or our Services. Although we will endeavor to provide prior notice of our exercise of our rights pursuant to this Section, it may not be practical or commercially reasonable in all circumstances.  Accordingly, all of our rights in these Terms may be exercised without prior notice or liability to you.

11.4  Termination for Cause

Either party may terminate these Terms: (a) if the other party files a voluntary petition for bankruptcy or a petition or answer seeking a reorganization; (b) if the other party has filed against it an involuntary petition for bankruptcy that has not been dismissed within 60 days thereof; (c) if the other party becomes insolvent, admits in writing its inability to pay its debts as they mature, or makes an assignment for the benefit of its creditors; (d) if the other party applies for or consents to the appointment of a receiver, trustee or liquidator for substantially all of its assets or such receiver, trustee or liquidator is appointed for the other party; or (e) upon the occurrence of a material breach of these Terms by the other party, if such breach is not cured within 10 days after written notice identifying the matter constituting the material breach is provided by the non-breaching party.

11.5  Effect of Termination

Upon termination of these Terms:

a. all licenses granted under these Terms will terminate immediately;

b. upon request, each party will promptly return to the other party or delete all tangible embodiments of confidential information of such party in its possession, custody or control;

c. you will comply with the requirements to delete stored Content; and

d. LinkedIn will make commercially reasonable efforts to remove all references and links to your Application from the Services (LinkedIn has no other obligation to delete copies of, references to, or links to your Application).

Notwithstanding the above, each party may retain a copy of these Terms and such other confidential information of the other party as reasonably required for legal and auditing purposes. LinkedIn may request that you certify in writing your compliance with this Section.

11.6  Survival

The following sections of this Agreement shall survive any termination, Sections 3 (“Use of the APIs and LinkedIn Content”), 4.6 (“Delete at Member Request”), 4.7 (“Delete for Breach”), 4.8 (“Data Protection”), 5 (“Don’t Harm or Trick Members”), 6 (“Brand Use”), 7 (“Safety and Abuse”), 8.3 (“Independent Development”), 9 (“Ownership”), 10 (“Follow the Law and These Terms”), 11.5 (“Effect of Termination”), 11.6 (“Survival”), 12 (“Disclaimer of Warranties; Limitation of Liability; Indemnity”), 13 (“Dispute Resolution”) and 14 (“General Terms”).

12.1 Applicability of Disclaimer and Limitation

SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN IMPLIED TERMS OR EXCLUSIONS OF LIABILITY AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.

12.2 Disclaimer of Warranties

WE PROVIDE THE LINKEDIN MATERIALS AND ALL OTHER INFORMATION AND SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH NO WARRANTIES, EITHER EXPRESS OR IMPLIED, OF ANY KIND AND WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, SECURITY, TITLE AND/OR NON-INFRINGEMENT. WE DO NOT REPRESENT, WARRANT OR MAKE ANY CONDITION THAT THE LINKEDIN MATERIALS ARE FREE OF ERRORS, BUGS OR INTERRUPTIONS, OR THAT THE CONTENT IS ACCURATE, COMPLETE OR OTHERWISE VALID.  YOUR USE OF THE LINKEDIN MATERIALS IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM USE OF THE LINKEDIN MATERIALS TO YOUR COMPUTER SYSTEM OR LOSS OF DATA.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE LINKEDIN MATERIALS WILL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THESE TERMS. LINKEDIN DOES NOT CONTROL OR VET USER-GENERATED CONTENT FOR ACCURACY.

12.3 Limitation of Liability

NEITHER LINKEDIN NOR ANY OF OUR SUBSIDIARIES, AFFILIATED COMPANIES, OR SUPPLIERS (EACH A "LINKEDIN AFFILIATE"), AND OUR AND THEIR RESPECTIVE EMPLOYEES, SHAREHOLDERS, OR DIRECTORS, SHALL BE CUMULATIVELY LIABLE FOR: (A) ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES OR LOSS OF USE, PROFIT, REVENUE OR DATA TO YOU OR ANY THIRD PERSON ARISING FROM YOUR USE OF LINKEDIN MATERIALS ACCESSED THROUGH OR DOWNLOADED FROM LINKEDIN; OR (B) ANY LIABILITY OR DAMAGES IN EXCESS OF TEN THOUSAND DOLLARS ($10,000).  THIS LIMITATION OF LIABILITY SHALL:

1. APPLY REGARDLESS OF WHETHER (A) YOU BASE YOUR CLAIM ON CONTRACT, TORT, STATUTE, OR ANY OTHER LEGAL THEORY, (B) WE KNEW OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF SUCH DAMAGES, OR (C) THE LIMITED REMEDIES PROVIDED IN THIS SECTION FAIL OF THEIR ESSENTIAL PURPOSE; AND
2. NOT APPLY TO ANY DAMAGE THAT LINKEDIN MAY CAUSE YOU INTENTIONALLY OR KNOWINGLY IN VIOLATION OF THESE TERMS OR APPLICABLE LAW, OR AS OTHERWISE MANDATED BY APPLICABLE LAW THAT CANNOT BE DISCLAIMED IN THESE TERMS.

12.4 Your Indemnification Obligations

You will defend, hold harmless, and indemnify LinkedIn and the LinkedIn Affiliates (and our and their respective employees, shareholders, and directors) from any claim or action brought by a third party, including all damages, liabilities, costs and expenses, including reasonable attorneys’ fees, to the extent resulting from, alleged to have resulted from, or in connection with: (a) your breach of your obligations herein; or (b) the violation of any copyright, trademark, service mark, trade secret or patent by the Application, Feedback or Your Brand Features.

13.2  Arbitration Option

For any Claim (excluding claims for injunctive or other equitable relief) arising out of or related to these Terms, where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the Claim in a cost effective manner through binding non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties.

The ADR provider and the parties must comply with the following rules:

a. the arbitration shall be conducted by telephone, online, and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration;

b. the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and

c. any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction.

14.1  Severability

If any provision of these Terms is found to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable to the maximum extent possible in order to effect the intention of the provision; if a term cannot be so modified, it will be severed and the remaining provisions of these Terms will not be affected in any way.

14.2  Language

Where LinkedIn has provided you with a translation of the English language version of these Terms or any document referenced in these Terms, you agree that the translation is provided for your convenience only and that the English language versions of any such document, will control.

14.3  Notices and Service of Process

We may notify you via postings on the Developer Site or via the email address associated with your Application or Member account. LinkedIn accepts service of process at this address: LinkedIn Corporation ATTN: Legal Department, 1000 West Maude Avenue, Sunnyvale, CA 94085 USA.  Any notices that you provide without compliance with this Section shall have no legal effect.

14.4  Entire Agreement

These Terms, including any documents incorporated into these Terms by reference, constitute the entire agreement between you and LinkedIn regarding the subject matter of these Terms  and supersedes all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of these Terms.

14.5  No Injunctive Relief

In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the developer platform or any APIs, Content or other material used or displayed through the LinkedIn developer platform.

14.6  Beneficiaries

Entities other than LinkedIn Corporation and LinkedIn Ireland Unlimited Company that LinkedIn Corporation owns a 50% or greater interest in are not parties, but intended third party beneficiaries of these Terms, with a right to enforce these Terms directly against you.

14.7  Assignment and Delegation

You may not, without LinkedIn’s prior written consent, assign or delegate any rights or obligations under these Terms, including in connection with a change of control. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under these Terms, fully or partially without notice to you.

14.8 Potential Other Rights and Obligations

You may have rights or obligations under local law other than those enumerated here if you are located outside the United States.

14.9 No Partnership

Nothing in these Terms will be construed as creating a partnership or joint venture of any kind between the parties and neither party will have the authority or power to bind the other party or to contract in the name of or create a liability against the other party in any way or for any purpose.

14.10 How to Contact Us

If you have questions or comments about these LinkedIn API Terms of Use, please contact us online or by physical mail at:

LinkedIn Corporation
Attn: API Terms of Use Issues
1000 West Maude Avenue
Sunnyvale, CA 94085
USA

LinkedIn Ireland Unlimited Company
Attn: API Terms of Use Issues
Wilton Place, Wilton Plaza
Dublin 2
Ireland