KitApps, Inc. dba Attendify ("Attendify", "we" or "us") provides a platform to enable clients to create and manage various mobile and/or web applications ("App" or "Apps") as well as related support and hosting services. Attendify Clients in turn make the Apps available to their customer for use.
Please read this page carefully. It contains the terms and conditions governing your access to and use of the API (defined below) provided by Attendify. If you do not accept these API Terms or you do not meet or comply with their provisions, you may not use the API. These API Terms, together with the Attendify Terms of Service located at www.attendify.com/tos, as they may be amended from time to time by Attendify, form a binding agreement (the "Agreement") between you and Attendify ("API Terms" shall mean both this document and the Attendify Terms of Service). In the event of any conflict between the terms in this document and the Attendify Terms of Service, this document shall control with respect to your use of the API (defined below). Your access to or use of the API indicates your acceptance of these API Terms. You are agreeing to use the API at your own risk. These API Terms are subject to change at any time, without prior notice. You are responsible for reviewing these API Terms on a regular basis. Any changes that are made to these API Terms will not apply retroactively and will not apply to disputes or events occurring before the change is published.
1. GRANT. Subject to the terms of this Agreement, KitApps, Inc. dba Attendify ("Attendify") hereby grants you (and only you) a non-sublicensable, non-transferable, royalty-free, nonexclusive license to use the Attendify protocols and APIs made available to you through Attendify's secure interface for the Attendify API Platform (as defined below)(collectively, such protocols and APIs are the "API") only during the term of this Agreement and solely for the purpose of accessing data, materials and content made available by Attendify through the API (the "API Content") in connection with your use of Attendify's Attendify API Platform solution ("Attendify API Platform"). Your use of the API and the API Content is also subject to your compliance with any additional terms and conditions that may be set forth by Attendify in connection with your use of Attendify API Platform, including, without limitation, Attendify's applicable Terms of Service.
2. RESTRICTIONS. You will not (and will not authorize, enable or permit any third party to): (a) modify, make derivative works of, or copy or use the API or the API Content, except as expressly specified in this Agreement; (ii) reverse engineer, disassemble, decompile, or otherwise attempt to discover any source code or underlying ideas or algorithms of the API or any portion thereof (except to the extent that applicable law prohibits reverse engineering restrictions); (iii) provide, lend, sublicense, rent, loan, lease, sell, resell, transfer, assign, disclose, or otherwise distribute (except as expressly permitted herein) the API or API Content, or use the API Content in any third-party training, commercial time-sharing, or service bureau arrangement, or otherwise for the benefit of any third party; (v) use the API or any API Content in violation of any applicable law; (vi) use or access the API for purposes of monitoring the availability, performance or functionality of any of Attendify's products or services, or for any other benchmarking or competitive purposes; (vii) use the API to create Applications that offer or promote services competitive with Attendify; (viii) use the API in connection with offering or promoting services that are damaging to, disparaging of, or otherwise detrimental to Attendify or its licensors, licensees, affiliates and partners; (ix) use the API in connection with an Application that does not create a benefit for end users; or (x) share the Content with any third parties except as expressly authorized in advanced by Attendify. To the extent the API consists of software, You shall use such software in object code form only. As between Attendify and You, all title, ownership rights, and intellectual property rights in and to the API and the API Content, and any copies or portions thereof, shall remain in Attendify and its suppliers or licensors, and that this Agreement does not give you any rights except for those expressly granted herein. For clarity, except as expressly set forth herein, this Agreement does not include any right for You to use any trademark, service mark, trade name or other designation of Attendify or any other party or licensor. You understand that Attendify may modify or discontinue offering the API and/or any API Content at any time.
3. RULES OF CONDUCT. You shall comply with the following limitations and rules with respect to your use of the API and API Content:
3.1 There may be limits on access, calls, and use, as may be provided to you by Attendify. Attendify may, at its sole discretion, increase these limitations on a case-by-case basis; contact Attendify at email@example.com to request such a change. If Attendify believes in its sole discretion that you have attempted to exceed or circumvent these limitations, your ability to use the Attendify API and/or API Content may be temporarily or permanently blocked.
3.2 You may not modify, edit or revise any API Content delivered through the API, except as necessary due to technical limitations or to comply with the requirements of any networks, devices, services, or media, and you must otherwise maintain the integrity of the API Content.
3.3 If your application, website or service displays third party content commingled with API Content, you must ensure that the Attendify API Platform is identified as the source on all API Content.
3.4 You may not remove, obscure, or alter any copyright, trademark or other proprietary notice from the API or any API Content, or any portion thereof.
3.5 End users of your website, application or service ("Users") must be presented with the option to log into Attendify API Platform directly, or using Attendify's currently supported login providers.
3.6 Once a User has authenticated, your application, website or service must clearly display the User's Attendify API Platform identity regardless of the authentication provider used.
3.7 You may not use any API Content in any manner for advertising or promotional purposes.
3.8 You agree to provide us with access to your Application and other materials related to your use of the API as reasonably requested by us, in order to allow us to verify your compliance with this Agreement and any policies or guidelines that we have made accessible to you. You agree that we may crawl or otherwise monitor online Applications and you agree not to block or interfere with such efforts by Attendify.
3.9 You must clearly and conspicuously attribute the source of all Content as received from Attendify. You may not modify, obscure, or otherwise disable the functioning of links to Attendify or to third-party applications or websites that are provided within Content. Similarly, you may not modify or obscure the text, images, artwork, logos, copyright or similar notices, or other aspects of any Content that you receive via the API other than, with respect to graphic images, you may re-size such images while maintaining the same relative proportions of the image.
4. SUPPORT AND FEEDBACK. This Agreement does not entitle you to any support, upgrades, patches, enhancements, or fixes for the API (collectively, "Support"). Attendify may, at its sole discretion, provide Support services, and any such services shall become part of the API and subject to this Agreement. You agree to report to Attendify any errors or difficulties discovered and the characteristic conditions and symptoms of such errors and difficulties, including without limitation, those related to interoperability. You agree that Attendify shall be free to freely use, disclose, reproduce, license, distribute and otherwise exploit any such reports (and any other suggestions, improvements or modifications) that you provide to Attendify relating to the API and/or API Content, without obligation, compensation or restriction of any kind on account of intellectual property rights or otherwise.
5. INDEMNITY. You agree that Attendify shall have no liability whatsoever for any use you or any third party make of the API or any API Content. You hereby agree to indemnify and hold harmless Attendify from any and all damages, losses, liability, costs, and expenses (including reasonable attorney's fees and costs) arising in any manner from your use of the API and/or API Content or breach of this Agreement.
6. WARRANTY DISCLAIMER. ATTENDIFY PROVIDES THE API AND API CONTENT "AS IS" AND "AS AVAILABLE" BASIS AND WITHOUT WARRANTY OF ANY KIND, AND ATTENDIFY HEREBY DISCLAIMS ALL EXPRESS OR IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, ACCURACY, RELIABILITY, AND NON-INFRINGEMENT. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.
ATTENDIFY MAKES NO WARRANTY THAT THE API OR ANY ATTENDIFY SERVICES WILL (a) MEET YOUR REQUIREMENTS, (b) BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR HAVE KNOWN OR DISCOVERED ERRORS CORRECTED, (c) PROVIDE RESULTS THAT ARE ACCURATE OR RELIABLE, OR (d) MEET YOUR EXPECTATIONS OR THE QUALITY STANDARDS OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE API OR ANY ATTENDIFY SERVICES IS ACQUIRED AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ATTENDIFY AT ANY TIME CREATES ANY WARRANTY THAT IS NOT EXPRESSLY STATED IN THIS AGREEMENT.
7. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE, SHALL ATTENDIFY OR ITS LICENSORS, SUPPLIERS OR RESELLERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR (I) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, COMPUTER FAILURE OR MALFUNCTION, OR DAMAGES; (II) LOSS OR INACCURACY OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, TECHNOLOGY OR SERVICES; OR (III) FOR ANY MATTERS BEYOND ITS CONTROL. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OR LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE LIMITATIONS SET FORTH IN THE PRECEDING PARAGRAPH MAY NOT APPLY TO YOU. IF ANY ARE HELD INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, THEN ATTENDIFY'S MAXIMUM LIABILITY TO YOU FOR ANY NON-DIRECT TYPE OF DAMAGES SHALL BE LIMITED TO U.S. $100.00 IN THE AGGREGATE. ATTENDIFY SHALL NOT BE LIABLE TO YOU UNDER THIS AGREEMENT FOR ANY DIRECT DAMAGES IN EXCESS OF ONE HUNDRED US DOLLARS ($100).
8. TERMINATION. You may terminate this Agreement and the license granted herein at any time by destroying or removing from all computers, networks, and storage media all copies of the API and API Content. Attendify may terminate this Agreement and the license granted herein immediately if you breach any provision of this Agreement, or if you otherwise engage in any activity that Attendify reasonable determines is likely to cause liability to Attendify. Attendify may otherwise terminate this Agreement upon one (1) days advance notice to You (which may be provided by e-mail to You, or by a general notice posted on Attendify's website). Upon receiving notice of termination from Attendify, you will destroy or remove from all computers, networks, and storage media all copies of the API and API Content. Sections 2, 4 (last sentence only) and 5 through 12 shall survive termination of this Agreement. By permitting you access to the API, Attendify does not convey any interest in or to the API. All right, title and interest in and to the API is and shall remain in Attendify.
9. EXPORT CONTROLS. You shall comply with all export laws and restrictions and regulations of the Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control ("OFAC"), or other United States or foreign agency or authority, and shall not export, or allow the export or re-export of the API or any API Content in violation of any such restrictions, laws or regulations. By accessing or using the API or any API Content, You are agreeing to the foregoing and You are representing and warranting that You are not located in, under the control of, or a national or resident of any restricted country or on any such list.
10. CONFIDENTIALITY. You may be given access to certain non-public information, software, and specifications relating to the Attendify API ("Confidential Information"), which is confidential and proprietary to Attendify. You may use this Confidential Information only as necessary in exercising your rights granted in this Agreement. You may not disclose any of this Confidential Information to any third party without Attendify's prior written consent. You agree that you will protect this Confidential Information from unauthorized use, access, or disclosure in the same manner that you would use to protect your own confidential and proprietary information of a similar nature and in any event with no less than a reasonable degree of care.
11. GOVERNMENT USE. If You are part of an agency, department, or other entity of the United States Government ("Government"), the use, duplication, reproduction, release, modification, disclosure or transfer of the API are restricted in accordance with the Federal Acquisition Regulations as applied to civilian agencies and the Defense Federal Acquisition Regulation Supplement as applied to military agencies. The API is a "commercial item," "commercial computer software" and "commercial computer software documentation." In accordance with such provisions, any use of the API by the Government shall be governed solely by the terms of this Agreement.
12. MISCELLANEOUS. This Agreement is personal to you and you shall not assign or transfer the Agreement or the API to any third party under any circumstances. This Agreement represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them. It may be amended only by a writing executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. This Agreement shall be governed by and construed under California law as such law applies to agreements between California residents entered into and to be performed within California.
WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION TOO, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
These API Terms are effective as of April 12, 2015.