Synclist API Terms Of Use

Please read these API terms of use carefully before using the API. By using the API, you agree to be bound by the terms and conditions of these API terms of use. If you do not agree to the terms and conditions of these API terms of use you must not use our API for any purpose whatsoever.

Our API and how we work with developers

Our application programming interface (API) can be accessed at www.synclist.com/pricing. Our API is intended to be used as an interface between our website, including developer services, mobile services and any other features, content, or applications offered or operated from time to time whether accessed via the Internet, mobile device or other electronic device (Platform); and the applications or services provided by you through your website or platform (Application).

As part of use of the API, You may access or otherwise use on our Platform certain content, images, photographs, illustrations, icons, texts, video, audio, written materials, software or other content, materials or data (API Data).

These API Terms of Use

Protecting our systems and the rights of our end-users are of paramount importance to us.

These API terms of use set out our and your respective rights and obligations relating to use of our APIs to interface between our Platform and your Application and use of the API Data.

If these API terms of use do not specifically say that you can do something in connection with the API, the API Data or the Platform, then you cannot.

Access to the API

You agree:

  • to access the API only using the API key that We give You;
  • to keep Your API key secure and that You are responsible for any use of the API using Your key;
  • that end-users shall not be prompted to provide any passwords, usernames or other login details that they use to access the Platform directly to You.

How you may use the API

You must:

  • obtain end-user consent to allow the Application to access the Platform through the API;
  • ensure that Your use of the API complies with:
    • these API terms of use; and
    • all relevant legislation, regulations, codes of practice, guidance and other requirements of any relevant government, regulatory agency or other body.

What the API must not be used for

You must not use the API to send spam or to interfere with or degrade our services in any way.

You must also not use the API for any unlawful purpose or activity whatsoever, including fraud or terrorism, or to promote any unlawful act, or in any way which:

  • makes any private information on the Platform publicly available on the Application;
  • causes or is intended to cause annoyance, inconvenience or needless anxiety;
  • is abusive, harmful, threatening or defamatory or may otherwise cause offence (including uploading any material that contains a virus or other malicious code);
  • does or could potentially breach a legal duty to anyone else (including a duty of confidentiality) or infringe a person's right to privacy;
  • promotes discrimination or is likely to incite hatred;
  • may infringe the intellectual property rights of anyone else (including ours);

You must also not:

  • distribute, license, sell, rent, lease or otherwise deal in or encumber (like a guarantee, mortgage or security interest, for example) the API;
  • modify, add to, or otherwise enhance the API;
  • copy or decompile the API and shall not observe, study or test the functioning of the API (or any part of it), but only so far as the same cannot be restricted by law; or
  • infringe or copy our code or content or the design of our Platform.

API Licensee’s rights to use the API

We grant you a non-exclusive, revocable and non-transferable licence, without a right to sublicense to end-users, to use the API and subject to the restrictions on use in these API terms of use.

The API licensed under these API terms of use shall include any error corrections, patches, fixes, updates, upgrades, new releases or new versions subsequently received (if any) of the API.

If you breach these API terms of use, your rights to use the API and the API Data will automatically terminate, and we may shut down or restrict your access to the API and/or your API integration. Otherwise, this licence will continue until we terminate Your use in accordance with these API terms of use or you stop using the API, the API Data and the Platform. Some obligations, such as those relating to privacy, data protection and confidentiality, will continue even after the licence has ended.

API Licensee’s rights to use the API Data and other content

You accept that the API Data may contain third party intellectual property rights and you shall ensure that your use of such API Data does not infringe those rights.

We grant You a limited, non-exclusive, revocable, and non-transferable licence to download, copy, display, view and use the API Data, provided that You shall not:

  • create permanent copies of the API Data except to the extent permitted by these API terms of use;
  • remove, alter, or cover up any trade mark, copyright and other proprietary notices contained in the API Data;
  • without our prior written consent, make derivative works of, or commercially distribute or otherwise exploit the API Data, or use the Platform or any API Data in a way that inaccurately suggests an association between you and us or our licensors; or
  • otherwise use or exploit the API Data in any way for any purpose except as specifically permitted by these API terms of use.

You grant us a royalty-free, perpetual, irrevocable, non-exclusive, transferable licence to use, reproduce, modify, publish, edit, translate, distribute, perform and display any content or material that you provide to us through the API including end-user content or material and any data or analytics generated from the same.

Data protection, privacy and security

You must implement appropriate technical and organisational measures to protect the API Data against unauthorised or unlawful processing and against accidental loss, destruction, damage, alteration or disclosure. These measures shall be appropriate to the harm which might result from any of these things happening to the API Data and considering the nature of the API Data which is to be protected.

You must:

  • comply with all applicable data protection laws in respect of your use of the API and API Data;
  • ensure your collection, use and disclosure of any personal data as part of the use of the API complies with applicable data protection laws, including notifying end-users about the data you will collect and how you will use this, only collecting that data which you actually need and only retaining this for as long as you reasonably need to;
  • only process personal data that forms part of the API Data as permitted in the privacy policies of the Platform and of the Application (as notified to us); and
  • implement appropriate security measures to protect any personal data in accordance with the general security requirements set out in the paragraph above.

API Licensor’s rights

We have the right at any time to access the Application and to monitor your use of the API to ensure you are complying with these API terms of use.

Except for your right to use the API, Platform and API Data as specifically granted above, all intellectual property rights in and to the API, Platform and API Data are ours and remain ours.

If you acquire any intellectual property rights (whether registered or not) in the API, Platform or any API Data, you shall transfer these rights (both existing and future) with full title guarantee to us or anyone else we nominate (or you will make this happen). You shall sign all documentation and do such things as we deem necessary to transfer those rights.

All intellectual property rights in and to the Application and API integration that you develop in accordance with these API terms of use are yours and remain yours.

You accept and understand that the API and API Data contain confidential and proprietary information and you shall not conceal, modify, remove, destroy or alter in any way any of our proprietary markings on or in the API, API Data or any related materials and documentation.

Our trade marks and branding

All trade marks and logos (the Trade Marks) which appear on the Platform or API are our registered and unregistered Trade Marks or are licensed for use by us by the owners of those Trade Marks. Other Trade Marks are proprietary marks and are registered to their respective owners.

Nothing contained on the Platform or API should be construed as granting any licence or right to use any Trade Marks displayed on the Platform or API without our written permission or such other Trade Mark owner. Any such use (if agreed) must comply with any guidelines we issue to govern such use.

Misuse of any Trade Mark displayed on the Platform, or any other content on the Platform, except as provided herein, is strictly prohibited.

Confidentiality

You shall keep our confidential information confidential. This includes all information (of any kind and in any format and coming into your knowledge, possession or control in any way) relating to our business, finance or technology, know-how, intellectual property rights, assets, strategy, products and customers, where the information is identified as confidential at the time of disclosure or ought reasonably to be considered confidential given its nature or how it was disclosed (Confidential Information).

You shall only use our Confidential Information to use, and undertake development work with, the API, and will give us notice of any misuse, disclosure, theft or loss of our Confidential Information immediately upon becoming aware of this.

You shall not without our prior written consent use, disclose, copy or modify our Confidential Information (or permit others to do so) other than as strictly necessary for you to be able to do what you are permitted and required to do under these API terms of Use and, where disclosure to your officers, employees, agents, professional advisers and contractors is necessary, you shall ensure such persons are made aware of and agree in writing to observe these same obligations.

Warranties, representations and disclaimers

You warrant and represent that:

  • you hold all rights and have obtained all licences required to use the API integration you develop and the API Data; and
  • your use of the API will not infringe our rights or anyone else's, nor will it breach any applicable laws or regulations;

You accept that the API is provided on an ‘as is’ basis and that:

  • the API may not be free of bugs or errors and that the existence of minor bugs or errors shall not constitute a breach of these API terms or use;
  • You remain responsible for your own hardware, content and any other data uploaded through the API;
  • we accept no responsibility for any liability that arises in connection with anyone else unlawfully obtaining access to your API account in order to abuse the nature and intent of the API; and
  • we accept no responsibility for any liability that arises in connection with the theft of your username, password or API key by unauthorised third parties.

We do not promise that the API shall be:

  • uninterrupted or error free; or
  • compatible with third party software or equipment.

We shall not be liable, nor be required to fix, any problem arising from:

  • any modification made to any part of the API by anyone other than us without our express prior written consent; or
  • any defect or error wholly caused by any equipment or third party software used in connection with the API.

To the maximum extent permitted by applicable law, we and our suppliers:

  • make no other promises or representations and do not agree to any other terms and conditions (express, implied or statutory) in relation to the API, the API Data and the Platform or about results to be obtained from using the API; and
  • shall not be liable for any loss or damage arising out of any virus or other malicious code.

Liability

We exclude or limit our liability to the maximum possible extent that we are permitted to under applicable law and we shall not be liable to you for any loss of profits, business, contracts, anticipated savings, goodwill, or revenue, any wasted expenditure, or any loss or corruption of data (regardless of whether any of these are direct, indirect or consequential), or any indirect or consequential loss or damage whatsoever, arising under or in connection with these API terms of use, even if we were aware of the possibility that such loss or damage might be incurred by you.

Except that we do not exclude or limit any liability to the extent the same cannot be excluded or limited by law (such as fraud, fraudulent misrepresentation, or personal injury resulting from our or our employees’ negligence or wilful default).

Indemnification

You agree to indemnify us against all losses or damage we may suffer related to:

  • the Application infringing the intellectual property rights of anyone else (including us);
  • any misuse of the API or API Data, including any claim your use of the API Data infringes the intellectual property rights or privacy rights of anyone else; and
  • any breach by you of any warranties or non-performance of any of your obligations under these API terms of use.

Updates to the API and these API terms of use

We may make changes to the API at any time and for any reason. We will notify you of such changes by on our Developers page www.synclist.com/documentation. Your continued use of the API means that you accept the change.

We are entitled to modify or add to these API terms of use at any time, and you are advised to check back regularly to ensure you are aware of any changes. By using the API after we have posted the updated terms, you are agreeing to the updated terms.

Other terms

Nothing in these API terms of use shall be deemed to constitute a partnership, or create a relationship of principal and agent between you and us for any purpose.

You are only permitted to allow a third party to benefit from the API (such as a related company of yours or your customers) if you ensure that such use:

  • does not exceed your permitted use under these API terms of use;
  • is controlled by you;
  • does not involve the disclosure of any Confidential Information or API Data; and
  • is otherwise subject to and in accordance with these API terms of use.