By accessing our APIs, you are agreeing that these terms (“Terms”) will apply to your access to, and/or use of, our API.
SmartSurvey means SmartSurvey Limited of Basepoint Business Centre, Oakfield Close, Tewkesbury Business Park, Tewkesbury, Gloucestershire, GL20 8SD, UK and we refer to SmartSurvey in these Terms as “we”, “our” or “us”. “API” means the application programming interface and associated code, tool, documentation and related material that we provide to you in relation to our online survey platform. “Content” means any content made available through use of the API.
We reserve the right to alter these Terms at any time by posting the altered terms on our website.
1. Access to our API
- 1.1. In order to access our API and Content, you are required to have a user account with us.
- 1.2. You must request access to our API from your user account and we may grant or withhold access to our API at our discretion.
- 1.3. If we grant you access to our API, you will be permitted to create API credentials with specific roles and/or permissions, such credentials to consist of an API token and API token secret (“API Credentials”).
- 1.4. You agree to keep your API Credentials confidential and secure and to be responsible for all unauthorised use of your API Credentials or use of the API by means of your API Credentials.
- 1.5. We reserve the right (at our discretion) to limit the number of API Credentials created by you and/or to suspend and/or terminate your use of some or all of your API Credentials at any time.
- 1.6. If we grant you access to our API for a specific application (“App”), you may only use your API Credentials in relation to that App.
- 1.7. You may not access or use the API and Content if your App:
- ~ 1.7.1. is not related to facilitating surveys;
- ~ 1.7.2. attempts to replicate the core functionality of our survey tools;
- ~ 1.7.3. facilitates the export of content to a similar product or service not operated by us.
- 1.8. You agree to only access our API and Content by the means specified by us.
- 1.9. You may not access our API and/or Content if you are a competitor of us.
2. License to use our API and Content
- 2.1. We grant you a limited, non-exclusive, non-assignable, non-transferable license to use the API and Content to develop, test and support your App, and to permit your customers to use your integration of the API and Content within your App.
- 2.2. Your license to use the API is non-exclusive: we reserve the right to develop applications the same as, or similar to, your App or to permit or request others to do so.
- 2.3. We reserve the right to monitor access to, and use of, our API and Content to ensure quality, improve our products and services, and to verify compliance with these Terms.
- 2.4. You will keep our API and Content confidential unless we consent to you disclosing it.
- 2.5. You will not:
- ~ 2.5.1. create an API which is, or whose function is substantially the same as, our API;
- ~ 2.5.2. do anything with the object or effect of introducing any virus, worm, defect, Trojan horse, malware or other items of a destructive nature into our API, products or services;
- ~ 2.5.3. interfere with, or disrupt our API or Content, or the servers or networks providing the API or Content; or
- ~ 2.5.4. reverse engineer or attempt to extract the source code from our API or any related software, except where permitted by applicable law.
- 2.6. We reserve the right to make modifications to our API and Content at any time.
- 2.7. We will notify you by posting on our website if any element of our API is subject to an open-source license, and you agree to comply with the terms of such license in all respects.
3. App Requirements
- 3.1. You will ensure that the App:
- ~ 3.1.1. operates in a way which is not prejudicial to the interests of, or is misleading in any way to, the end users of the App (“End Users”);
- ~ 3.1.2. is not promoted or marketed in a misleading manner;
- ~ 3.1.3. is fair in all respects to End Users;
- ~ 3.1.4. does not permit End Users to bypass or otherwise avoid any limitations or restrictions placed on their user accounts, or to do anything else which is or may be prejudicial to us;
- ~ 3.1.5. does not crawl or data mine the Content without the relevant End User’s consent;~3.1.6. allows the End Users to disengage or disconnect from, or otherwise cease use of, the App in a fair and reasonable manner;
- ~ 3.1.8. does not encourage or cause illegal, immoral or abusive behaviour in any way;
- ~ 3.1.9. does not encourage or cause breach of our user or other applicable terms and conditions or policies;
- ~ 3.1.10. does not replicate, frame or mirror our website, survey products and services or designs without our prior written consent;
- ~ 3.1.11. complies with all applicable laws, policies and standards (and in particular, but without limitation, those which apply to the protection of personal data);
- ~ 3.1.12. complies with all standards published by us from time to time;
- ~ 3.1.13. is not used for monitoring, benchmarking or comparing the performance of our survey products and services;
- ~ 3.1.14. does not alter, remove or mask any aspect of our survey products or services without our prior written consent;
- ~ 3.1.15. does not, in our opinion, make abusive or excessive use of our API; and
- ~ 3.1.16. does not engage in or permit spamming, phishing or linking to illegal content.
4. Co-operation and Support
- 4.1. You agree to provide us with such information as we request from time to time to verify compliance with these Terms.
- 4.2. We may, at our sole discretion, provide you with support for your use of our API and Content.
- 5.1. Access to, and use of, our API is fee-free as at the date of these Terms, but we reserve the right to impose a fee for such access and/or use by posting fee information on our website. Any fee will not apply retrospectively.
6. Branding, Intellectual Property Rights and Proprietary Rights
- 6.1. We hereby grant you a limited, non-exclusive, non-assignable, non-transferable license to use our trade marks, logos and branding (“Marks”) for the promotion of the integration of our API into your App subject to our branding policy and our requirements from time to time.
- 6.2. You may not use our Marks for any purpose other than set out above, including (without limitation) for use in conjunction with your name or logo or in relation to any product or service other than the App.
- 6.3. You must not claim or imply that your App is endorsed, sponsored or approved by us without our consent except that you may state that your App is compatible or integrates with our products and services (if and to the extent that this is the case) or that we are the source of the Content.
- 6.4. It is agreed that, except as expressly set out in these Terms, as between you and us:
- ~ 6.4.1. we shall retain all right, title and interest (including intellectual property rights) in and to our API, Content and our Marks;
- ~ 6.4.2. you shall retain all right, title and interest (including intellectual property rights) in and to your App.
- 6.5. No rights of any kind (including intellectual property rights) are granted to you except as expressly set out in these Terms.
- 6.6. We shall have the right to make use of any comments, suggestions and feedback provided by you in relation to the API or Content as we see fit including (without limitation) by altering or modifying the API or Content to take into account such comments, suggestions or feedback.
- 6.7. You agree not to remove any legal, copyright, trademark, watermark or other proprietary rights, notices contained in or on our Content or other materials you receive or access pursuant to these Terms.
7. Disclaimers and Liability
- 7.1. ACCESS TO AND USE OF OUR API AND CONTENT IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITH NO WARRANTY OR REPRESENTATION OF ANY KIND, EXPRESS OR IMPLIED.
- 7.2. WE HEREBY EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS, INCLUDING (WITHOUT LIMITATION) AS QUALITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY, AVAILABILITY OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS.
- 7.3. WE DO NOT WARRANT THAT OUR API IS BUG- OR ERROR- FREE, THAT IT IS STABLE OR THAT IT WILL OPERATE IN ANY PARTICULAR MANNER OR AT ALL. YOUR USE OF OUR API IS ENTIRELY AT YOUR OWN RISK AND YOU AGREE TO BE RESPONSIBLE FOR ANY DAMAGE OR LOSS YOU CAUSE, INCUR OR SUFFER AS A CONSEQUENCE OF YOUR USE OF OUR API.
- 7.4. WE WILL IN NO CIRCUMSTANCES BE LIABLE TO YOU FOR ANY LOSS OF PROFIT, REVENUE OR ANTICIPATED SAVINGS, LOSS OR DEGRADATION OF GOODWILL OR REPUTATION, LOSS OF CONTRACTS OR OPPORTUNITY, LOSS OR CORRUPTION OF DATA, OR FOR ANY INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE.
- 7.5. OUR MAXIMUM LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTORY DUTY OR OTHERWISE UNDER OR IN RELATION TO THESE TERMS OR IN RELATION TO THE USE OF OUR API OR CONTENT SHALL NOT EXCEED £100.
- 7.6. You agree to indemnify us from and against all costs, losses, liabilities and expenses arising out of, or in relation to, your use of our API or Content.
8. Term and Termination
- 8.1. These Terms will commence on the date on which you first access our API and will continue until terminated in accordance with the following provisions of this clause 8.
- 8.2. You may terminate these Terms at any time by discontinuing use of our API and Content.
- 8.3. We may suspend or terminate your use of our API and Content at any time if we consider you are in breach of these Terms, that your use of our API or Content is abusive or may be prejudicial to our interests or those of our customers in any way or that your App is not in our, or our customers’, best interests.
- 8.4. We reserve the right to suspend or discontinue availability of our API and Content at any time for any reason. We also reserve the right to impose limits on certain features and services or restrict or limit your access to some or all of the API, Content or our website without prior notice or liability. In particular, we reserve the right to limit the frequency with which you or your App may access the API and, in the event of any such general limitation, we will publish details on our website.
- 8.5. Upon termination:
- ~ 8.5.1. all of the rights and licenses granted to you under these Terms shall terminate immediately;
- ~ 8.5.2. you will promptly destroy all information and content obtained by you under these Terms (including that relating to our API and Content);
- ~ 8.5.3. the following provisions shall remain in force and effect: clauses 6.3 – 6.6 (inclusive), 7, 9 and 10.
- No failure or delay by us to exercise any right or remedy shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. The rights and remedies provided under these Terms are in addition to, and not exclusive of, any rights or remedies provided by law. These Terms contain the whole agreement between us relating to the subject matter hereof and supersede all prior agreements, arrangements and understandings between us relating to that subject matter. If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable, or, if not capable of modification, the relevant provision or part-provision shall be deemed deleted and the remainder of these Terms shall remain in full force and effect. No third party shall have any right to enforce any term of these Terms.
10. GOVERNING LAW AND JURISDICTION
- These Terms shall be governed by the law of England and Wales and the courts of England and Wales shall have non-exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with these Terms or their subject matter (including non-contractual disputes or claims).