BY DOWNLOADING OR USING THE APIFOCAL API, YOU OR THE COMPANY YOU REPRESENT (“LICENSEE,” “YOU” OR “YOUR”) AGREE TO BE BOUND BY THIS API LICENSE AGREEMENT (“AGREEMENT”). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT USE THE API AND DELETE IT FROM YOUR COMPUTER. IF THESE TERMS ARE CONSIDERED AN OFFER, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.
Grant of License and Restrictions
Subject to all the terms of this Agreement and payment of all fees, apifocal LLC (“apifocal” or “we”) grants Licensee a nonsublicensable, nonexclusive, right to download and use the API software solely in connection with accessing and using the silkmq.com website and services (the “Site”) in object code form only, for internal, non-commercial purposes, and in accordance with any documentation we provide. Except for backup purposes, you will not copy the API. apifocal retains ownership of the API, all copies or portions, and all rights therein. Licensee will maintain the copyright notice and any other notices that appear on the API on any copies and any media. Licensee will not (and will not allow any third party to) (i) reverse engineer or attempt to discover any source code or underlying ideas or algorithms of the API, (ii) provide, lease, lend, use for timesharing or service bureau purposes or, otherwise use or allow others to use the API for the benefit of any third party, or (iii) use the API, or allow the transfer, transmission, export, or re-export of the API in violation of any export control laws or regulations administered by the U.S. Commerce Department, U.S. Treasury Department’s Office of Foreign Assets Control, or any other government agency. All the limitations and restrictions on Products in this Agreement also apply to documentation.
Support and Updates.
apifocal may, from time to time, provide updates or upgrades to the API, or offer support for its use, but is under no obligation to do so.
Either party may terminate this Agreement (which will also terminate all licenses) at any time on notice to the other. You may also terminate this Agreement by ceasing to use the API and deleting it from all computers, which you will do upon termination for any reason. Termination is not an exclusive remedy and all other remedies will be available whether or not termination occurs.
Limited Warranty and Disclaimer
APIFOCAL PROVIDES THE API “AS IS” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. FURTHER, COMPANY DOES NOT WARRANT RESULTS OF USE OR THAT THE PRODUCTS ARE BUG FREE OR THAT THEIR USE WILL BE UNINTERRUPTED OR PRODUCE ANY RESULTS.
Limitation of Liability
NOTWITHSTANDING ANYTHING ELSE IN THIS AGREEMENT OR OTHERWISE, AND EXCEPT FOR BODILY INJURY, APIFOCAL SHALL NOT BE LIABLE OR OBLIGATED WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT OR UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY COST OF PROCUREMENT OF SUBSTITUTE GOODS, TECHNOLOGY, SERVICES OR RIGHTS OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES OR LOST PROFITS.
Neither the Agreement or the licenses granted hereunder are assignable or transferable by Licensee without prior written consent. Any notice, report, approval or consent required or permitted hereunder shall be in writing. No failure or delay in exercising any right hereunder will operate as a waiver thereof, nor will any partial exercise of any right or power hereunder preclude further exercise. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement shall be deemed to have been made in, and shall be construed pursuant to the laws of the State of Delaware without regard to conflicts of laws provisions thereof. Any waivers or amendments shall be effective only if made in writing. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements and communications relating to the subject matter of this Agreement. The prevailing party in any action to enforce this Agreement will be entitled to recover its attorney’s fees and costs in connection with such action.