LAST UPDATED December 10, 2018

These API Terms of Use (these “API Terms”), coupled with the standard Terms of Use located at www.snaggsoftware/terms-use (“Standard Terms”) which are incorporated herein by this reference, govern use of any and all application program interfaces (“APIs”) provided to you and / or the business you represent (together “You” and “Your”) by SNAGG Software Inc. (“SNAGG”).  These API Terms and the Standard Terms are collectively referred to herein as the “Use Terms.”  BY ACCESSING AND USING THE APIs YOU ARE INDICATING YOUR ACCEPTANCE TO THESE USE TERMS AND ARE AGREEING TO BE BOUND BY THE USE TERMS.  IF YOU DO NOT AGREE WITH THE USE TERMS (INCLUDING WITHOUT LIMITAITON THESE API TERMS), YOU AND MAY NOT USE THE APIS.  SNAGG MAY MODIFY, UPDATE, CHANGE, DISCONTINUE, ADD OR REMOVE ANY OR ALL PARTS OF THE APIS AND/OR THE USE TERMS AT ANY TIME.  CHANGES TO THESE TERMS OF USE AND/OR SERVICES WILL BE EFFECTIVE ON THE DATE POSTED ON THE SNAGG WEBSITE.

1.  Definitions. 


The definitions set forth below, as well as those identified in the Standard Terms, shall apply to these API Terms.

“API(s)” means the SNAGG-provisioned application programming interface(s), together with any updates, revisions, modifications and any subsequent versions or releases and any related documentation that may be provided in SNAGG’s discretion.

“Application” means Your service or application accessing, interoperating or integrating with the API(s).

“Services” as defined in the Standard Terms is extended to also include the API(s) and/or the Content accessed in connection therewith.

“Key” means the alphanumeric or other unique code or mechanism provided to You to enable access to the API(s).

2.  License Grants and Restrictions.

2.1    Subject to Your compliance with the Use Terms, SNAGG grants You a limited, non-exclusive, non-sublicensable, non-transferable, non-assignable, fully revocable license during the term stated in Your order (a) to use the API(s) for the sole purpose of Your internal use, including for purposes of testing the API(s) to determine interoperability with Your Application, and (b) to receive, retrieve and display (for internal purposes only) Content from the API(s) solely as consistent with subpart (a) hereof.  The license granted herein may be revoked by SNAGG for any reason or for no reason at any time, without penalty.  Except to the limited extent expressly provided herein, SNAGG does not grant, and You shall not acquire, any right, title or interest (including, without limitation, any implied license) in or to the APIs or Content or any other intellectual property rights of SNAGG or its licensors. All rights not expressly granted herein are deemed withheld.

2.2    You may not use the API(s) for commercial purposes and may not expose, transmit nor display Content to any third parties.  Without limiting the foregoing, You shall not allow your customers, agents or business partners, or any other third parties, to access to the Services, and you will exercise the highest standard of care in preventing access or use by third parties.

2.3    You agree: (a) to use the Services strictly in compliance with the Use Terms and (b) to not (i) use the Key or API(s) to store or transmit, or use the Services with, infringing, libelous, or otherwise unlawful or tortious material, or in violation of third-party privacy or confidentiality rights, (ii) use the Key or API(s) to store or transmit any viruses, worms, defects, Trojan horses, or any items of a destructive nature, (iii) interfere with or disrupt the integrity or performance of the Key or API(s), (iv) use the API(s) in conjunction with, or combine Content from the API(s) with Content obtained through scraping or any other means outside the official API(s), including acquiring Content from a third party, or (v) use the API(s) for the purpose of developing or building a competitive application that copies our features or user interface.

2.4    API calls are limited to a maximum of 1,000 calls per any 5 minute timeframe.  Your use of the API may be subject to, and SNAGG reserves the right to protect its service through, restrictions on the rate of accepting concurrent API transactions (each and all forms of “Throttling”).   SNAGG may perform this Throttling globally across the entire API service, per API licensee or Application, or any other basis.   You agree to comply with and not to circumvent, or attempt to circumvent, any specified restrictions.   You understand and agree that programmatic methods intended to circumvent such Throttling (including storing and/or maintaining a cache of the data except for the purpose of maintaining a high level of performance) are considered a violation of this Agreement.

3.   Access to the API(s). 


Access to the API(s) requires a Key that SNAGG will provide You upon Your registration of an account with SNAGG and is subject to Your compliance with this Agreement.  Your Key is uniquely associated with Your account and Your Application. You must (i) protect the confidentiality of such Key and agree to use commercially reasonable efforts, in no event less than industry standard, to prevent unauthorized access to or use of Your Key, (ii) notify SNAGG promptly of any unauthorized access or use, and (iii) only use the Key and access the API(s)  in accordance with this Agreement and applicable laws and regulations. You may not (i) sell, transfer, sublicense or otherwise disclose Your Key to any third party, or (ii) modify or attempt to circumvent the Key.

4.  Your Application. 


SNAGG reserves the right to review and approve each of Your Applications. SNAGG will not share such access or data gained from such access with any third party without Your prior consent.

5.  General. 


For clarity, in addition to these API Terms, the Standard TOU also governs your use of the APIs and the Content obtained therefrom.