- 1. The API Key. After we approve your API access, we will issue you an API key. At that time, we will identify the online properties associated with your API key (your “Properties”). The key is only for your use. We may revoke or disable your key at any time for any reason.
2. Listings Integration. We make available our database of third party listings and other associated material (collectively, the “Listings”) in one of two ways.
This subsection applies if we provide you with code (the “Code”) to dynamically contact our servers to request Listings. We hereby grant you a license to incorporate the Code only into your Properties. You may not configure your Properties to alter the Listings.
This subsection applies if we provide you with a datafeed of Listings for incorporation into your Properties. We hereby grant to you a non-exclusive license to display Listings to your Properties visitors; you may not otherwise distribute or sublicense Listings.
You may not:
• reorder or omit Listings or modify the content of any individual Listing, but you may mix Listings with other listings so long as (1) our ordering of Listings is preserved and (2) you make the disclosures required by Section 3
• make more than 1,000 API queries per day (if you will make more queries, please contact us)
• store or retain Listings temporarily or permanently; without limiting the foregoing, you may not use Listings for analytics or research purposes
• use Listings to create “made-for-AdSense” type pages.
We appreciate attribution as your Listings provider. We have specified ways of providing attribution here, and such attribution is governed by our trademark license agreement, which is incorporated into this section.
3. Further Requirements. You may not use spam or illegal/unethical methods to promote Listings. You may not provide any reward or other incentive for users to view or click on Listings. Your license automatically terminates if your Properties do not comply with applicable laws or contains tortious or criminal material. You must prominently tell Property visitors that Listings contain a mix of editorial search results and paid advertisements. Except as authorized by our robots.txt page, you may not use any automated means (such as a robot, spider, scraper or script) to access Vast.com or collect data from it.
4. Termination. Either party may terminate this Agreement at any time for its convenience. Upon termination, your API key is no longer valid, all licenses immediately expire, and you must remove any Code or Listings that you have incorporated into your Properties.
5. No Warranty. VAST.COM, LISTINGS, THE API KEY AND ACCESS TO THE API ARE ALL PROVIDED “AS IS” AND AT YOUR SOLE RISK. Without limiting the foregoing, we do not promise that our API will work properly or continuously. Some jurisdictions do not allow warranty exclusions, so they may not apply to you.
6. Liability Limits. WE AND OUR SUPPLIERS SHALL NOT BE LIABLE FOR ANY LOST PROFITS OR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE) ARISING OUT OF OR IN CONNECTION WITH VAST.COM, THE API, LISTINGS OR THIS AGREEMENT. WE AND OUR SUPPLIERS SHALL NOT BE LIABLE TO YOU FOR MORE THAN $500. Some jurisdictions do not allow damages exclusions, so they may not apply to you.
7. Indemnity. You shall defend and indemnify us for any claim relating to your Properties or marketing of your Properties.
8. Governing Law/Arbitration. This Agreement is governed by California law as it applies to agreements entered into and to be performed entirely within California between California residents. Any claim or dispute you may have against Vast.com must be resolved by a court located in San Francisco, California, except as otherwise agreed by the parties or as described in the Arbitration Option paragraph below. You submit to the personal jurisdiction of the courts located in San Francisco, California for litigating such claims or disputes.
Arbitration Option: For any claim (excluding claims for injunctive or other equitable relief) where the total relief sought is less than $10,000, the party seeking relief may choose binding non-appearance-based arbitration through an established alternative dispute resolution provider mutually agreed upon by the parties. The arbitration must be conducted via only a combination of phone, the Internet and written submissions (the party initiating arbitration may select the specific manner); the arbitration shall not involve personal appearance by the parties or witnesses unless otherwise mutually agreed; and the arbitrator’s judgment may be entered in any court of competent jurisdiction.
9. Integration. This Agreement constitutes the entire agreement, and supersedes any other agreements or understandings (oral or written), between you and us with respect to its subject matters. We can amend this agreement by emailing the amended terms to the email address in our files, which take effect when we send you the email. Otherwise, this agreement may be amended only by a writing physically signed by both us and you. Our suppliers are third-party beneficiaries of this agreement, but no one else is.
General. This agreement does not create any agency, partnership, joint venture, employment or franchise relationship. Any unenforceable portion of this agreement shall be enforced to the maximum extent possible and the remaining portions shall be given full effect. Our failure to act in a particular circumstance does not waive our right to act with respect to that or other circumstances. We shall be excused for any problem due to a circumstance beyond our control.