API Terms of Service

The Terms apply to your use of www.textkey.com, including any successor sites, (the “Website”) and any and all data, text, software, documents and other materials on the Website ("Content") associated with the application programming interface offered through the Website (currently available at secure.textkey.com) (the "API"). By registering as a developer, you or the entity or company that you represent (“Developer” or “You”) are unconditionally agreeing to be bound by the following terms and conditions, including those available by hyperlink from within this document, and are becoming a party to this API Terms of Use Agreement (collectively, the “Terms”). Your continued use of the API shall also constitute assent to the Terms. If the terms set out herein are considered an offer, acceptance is expressly limited to these terms.

API Licensed Uses and Restrictions. Subject to full compliance with the Terms, TextPower Inc. (“TextPower”) hereby grants You a limited, personal, non-sublicenseable, non-transferable, nonexclusive, revocable license to access and use the API solely as necessary to create and run websites and applications (collectively, “Applications”) that meet all the requirements and conditions set forth in the Terms.

You shall:

  • Comply with the Website’s Terms of Use, Privacy Policy the terms of which are hereby incorporated by this reference, and other TextKey™ policies as incorporated in such agreements and policies by reference, as those agreements and policies may be changed from time to time. In the event of a conflict between the terms and conditions of this API Terms of Use Agreement and any of the other agreements or policies incorporated herein, the terms and conditions of such agreements or policies, as applicable shall govern but only to the extent of the conflict.
  • Guarantee that your use of the API is, as in the sole discretion of TextPower.
  • Use commercially reasonable efforts to provide a terms of service and privacy policy in a visible location on your Application.
  • Be solely responsible for all aspects of your Application and any content appearing therein, and for providing all customer support to end-users relating to your Application.
  • Be truthful and honest about the Application to TextPower and your users.

You shall not:

  • Attempt to circumvent any security measures or technical limitations of the API.
  • Use the API in any manner or for any purpose that violates any law or regulation, any right of any person, including but not limited to intellectual property rights, rights of privacy, or rights to personality or to engage in activities that would violate any fiduciary relationship, any applicable local, state, national, or international law, or any regulations having the force of law (including but not limited to exportation laws).
  • Use the API in a manner that exceeds reasonable request volume or constitutes excessive or abusive usage.
  • Sell, lease, or sublicense the API or access thereto.
  • Modify, decompile, extend, subset or superset the API or otherwise alter the API to any extent.
  • Use the API in a way that harms the interests of TextKey™, the Website, any of its affiliates, the API or its program, or other users of the Website.
  • Forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any Content transmitted through the Website.
  • Create an Application that may be used to violate TextKey™’s Terms of Service or other site policy.
  • Disparage TextKey™ or knowingly tarnish the name reputation, image or goodwill of TextKey™ in connection with your Application or participation in the API program.
  • Use, distribute, or sell TextKey™ Data for the purpose of advertising targeting of any kind.

ALL RIGHTS NOT EXPRESSLY GRANTED IN THE TERMS ARE HEREBY RESERVED BY TextKey™ AND ITS LICENSORS.

Attribution

To comply with the TextKey™ API Terms of Use, you must display attribution on your web site or client application if TextKey™ API content or data are served from your website or client application.

Please adhere to the following usage guidelines:

TextKey™ Logo

All input and output elements must be accompanied by an approved TextKey™ Logo that links directly to TextKey™.com. Logos cannot be resized or edited in any fashion. If TextKey™ Data is used in alternative media formats, equivalent attribution must be given to TextKey™. Prior written consent from TextKey™ is required to use TextKey™ Data without attribution. See the TextKey™ style guide to download logos, font colors, etc.

Registration Data

In consideration of your use of the API, You agree to:

  • Provide accurate, current, and complete information about You as may be requested by TextPower during registration and ongoing participation in TextKey™’s API program (the "Registration Data"), and update and keep all such information accurate, current and complete at all times.
  • Maintain the security of your password and identification, as you are responsible for any consequences of any failure to do so.
  • Evaluate and bear all risks associated with your use of the API, any Content or services, including any reliance on the accuracy, completeness, or usefulness of the Content and the risks of unauthorized access.
  • Take all appropriate virus precautions, and warrant that your networks, operating systems and software are properly configured to Internet industry standards, including but not limited to security standards.
  • Immediately report any security deficiencies You discover to TextKey™ by emailing TextKey@TextPower.com.
  • You have sole responsibility for adequate protection and backup of data and/or equipment used by You in connection with the API and/or the Website. The interactivity and Web services features of the Website are intended for use by the person who has authenticated their identity and lawfully received an API Key from TextKey™ to the Website from TextKey™ and/or its affiliates ("Registered Users"). By using the API and/or the Website in any manner, You represent that You are a Registered User. You further consent and authorize TextKey™ and/or its affiliates to verify your Registration Data.

API User Permissions

In the event that TextKey™ allows the Licensee Implementation to request account access from TextKey™ users, Licensee agrees that (a) Licensee shall obtain clear, express consent from the applicable user granting Licensee permission to access such user's TextKey™ account, including, if applicable, retrieving user-specific information or writing information to such user's TextKey™ account, and (b) Licensee will strictly comply with the scope of express consent granted to Licensee when accessing such user's TextKey™ account, and if any user revokes his/her consent, Licensee shall immediately cease accessing such user’s account and will delete any such cached Data with respect to such user within two (2) days after consent is revoked. Notwithstanding anything in this Agreement to the contrary, any Data received from users pursuant to this Section shall be used solely for the purpose of displaying such Data within the Licensee Implementation to the applicable user who provided such Data and shall not be transferred or disclosed to any third party.

Acceptable Use

You agree not to use the TextKey™ API, TextKey™ Data, or TextKey™ Brand & Links in any way that is unlawful, or harms TextKey™, its service providers, its suppliers, your end users, or any other person. Further, pursuant to Section 10 below, TextKey™ may terminate your use of the TextKey™ API, TextKey™ Data and TextKey™ Brand & Links if and when TextKey™ determines that your use is inappropriate.

Limited Relationship

You and TextKey™ are independent contractors, and nothing in these API Terms of Use shall be construed as creating an employer-employee relationship, a partnership, or a joint venture. While you may publicly refer to the fact that you have implemented the TextKey™ API, you agree not make any other public statements that assert or imply any other relationship with TextKey™, unless you have TextKey™ 's prior written approval. Neither the name of TextKey™ nor the names of its contributors may be used to endorse or promote products derived from this software without specific prior written permission of TextKey™.

Indemnity

You agree to hold harmless and indemnify TextKey™, and its subsidiaries, affiliates, officers, agents, employees, and suppliers, from and against any third party claim arising from or in any way related to your or your users' use of the TextKey™ API or TextKey™ Data, use of TextKey™ Brand & Links other than as set forth in the TextKey™ API Branding Requirements, violation of these API Terms of Use or other actions connected with use of TextKey™ services, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, TextKey™ will provide you with written notice of such claim, suit or action.

NO WARRANTY

TextKey™ PROVIDES THE TextKey™ API, TextKey™ DATA, AND TextKey™ BRAND & LINKS "AS IS," "WITH ALL FAULTS" AND "AS AVAILABLE," AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TextKey™ AND ITS SUPPLIERS MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED. TextKey™ AND ITS SUPPLIERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY AND IMPLIED, INCLUDING WITHOUT LIMITATION (A) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT, (B) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE, AND (C) WARRANTIES OR CONDITIONS OF UNINTERRUPTED OR ERROR-FREE ACCESS OR USE.

LIABILITY LIMITATION; EXCLUSIVE REMEDY

IN NO EVENT WILL TextKey™ OR ANY SUPPLIER BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THESE API TERMS OF USE OR YOUR USE OF TextKey™ API, TextKey™ DATA, OR TextKey™ BRAND & LINKS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION OF DAMAGES UNDER THIS PARAGRAPH IS INDEPENDENT OF YOUR EXCLUSIVE REMEDY AND SURVIVES IN THE EVENT SUCH REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE DEEMED UNENFORCEABLE. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (A) BREACH OF CONTRACT, (B) BREACH OF WARRANTY, (C) NEGLIGENCE, OR (D) ANY OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS ARE NOT PROHIBITED BY APPLICABLE LAW. IF YOU DO NOT AGREE WITH ANY PART OF THESE API TERMS OF USE, OR YOU HAVE ANY DISPUTE OR CLAIM AGAINST TextKey™ OR ITS SUPPLIERS WITH RESPECT TO THESE TERMS OF USE OR THE SERVICES, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE TextKey™ API, TextKey™ DATA, AND TextKey™ BRAND & LINKS.

Intellectual Property

The TextKey™ API, TextKey™ Data, and TextKey™ Brand & Links are the property of TextKey™, and subject to the intellectual property rights of TextKey™ and its licensors. © 2009 TextKey™, Inc. All rights reserved.

Changes

TextKey™ reserves the right to change the API Terms of Use, and you are responsible for regularly reviewing these API Terms of Use. your continued use of the TextKey™ API and/or TextKey™ Data after the effective date of such changes will constitute acceptance of and agreement to any such changes. TextKey™ may suspend or discontinue the Services at any time to you and/or to others, without notice.

Fees and Payments

TextKey™ reserves the right to charge fees for future use of or access to the TextKey™ APIs or the TextKey™ services and Web sites (collectively, "TextKey™ APIs Services") in TextKey™'s sole discretion. If TextKey™ decides to charge for the TextKey™ APIs Services, such charges will be disclosed to you prior.

Termination

TextKey™ may change, suspend or discontinue the TextKey™ API and suspend or terminate your use of the TextKey™ API, TextKey™ Data, and/or TextKey™ Brand & Links at any time for any reason, without notice. You may also terminate by ceasing to use the TextKey™ API, TextKey™ Data, and TextKey™ Brand & Links, removing implementation of the TextKey™ API from your Web site(s), Application(s) and deleting all copies of the TextKey™ Data and TextKey™ Brand & Links.

Choice of Law; Disputes

These API Terms of Use are governed by the laws of the State of California, without giving effect to its conflict of laws provisions. You agree to submit to exclusive jurisdiction and venue in the state and federal courts sitting in San Francisco County, California, for any and all disputes, claims and actions arising from or in connection with the Services and/or these API Terms of Use. In any dispute arising under this Agreement, the prevailing party will be entitled to attorneys' fees and expenses.

General

You represent that you have the authority to bind the organization (if any) identified in your application for the TextKey™ API. You agree not to export from anywhere any part of the TextKey™ API, TextKey™ Data, or TextKey™ Brand & Links provided to you or any direct product thereof except in compliance with, and with all licenses and approvals required under, applicable export laws, rules and regulations. If provided to the U.S. government, the TextKey™ API, TextKey™ Data, or TextKey™ Brand & Links are provided with the commercial license rights described herein. If any part of these API Terms of Use is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be replaced with a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these API Terms of Use will continue in effect. The section titles in these API Terms of Use are solely used for the convenience of the parties and have no legal or contractual significance. TextKey™ may assign these API Terms of Use, in whole or in part, at any time with or without notice to you. You may not transfer, assign, or delegate the API Terms of Use and your APIKEY to any third party. TextKey™ 's failure to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. Except as expressly stated herein, these API Terms of Use constitute the entire agreement between you and TextKey™ with respect to the Services and supersede all prior or contemporaneous communications of any kind between you and TextKey™ with respect to the TextKey™ API, TextKey™ Data, or TextKey™ Brand & Links.