API Contract

These Application Programming Interface (API) Guidelines ("Guidelines") supplement the DigitalBin Client Contract ("Client Contract") you are entering into with DIGITALBIN.MY ("DigitalBin"). BY CHECKING THE BOX STATING THAT YOU HAVE READ AND AGREE TO THE TERMS AND CONDITIONS OF THE CLIENT CONTRACT AS PART OF YOUR REGISTRATION WITH DIGITALBIN, YOU OR YOUR REPRESENTATIVE(S) AGREE AND CONSENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THESE GUIDELINES.

These Guidelines contain the terms and conditions that apply to your use of the DigitalBin application programming interface ("API") in connection with the DigitalBin Services. Capitalized terms used but not defined in these Guidelines shall have the same meanings ascribed to them in the Client Contract.

By building applications that interact with DigitalBin's products and services (the "DigitalBin Services") or using the DigitalBin API, including but not limited to requesting authentication credentials or making calls to the DigitalBin API, You unconditionally consent and agree to be bound by and a party to this Agreement.

This Agreement sets forth the rules around use of the DigitalBin Services, the DigitalBin API, and content shared on DigitalBin that is accessible (through the DigitalBin API or otherwise) for application development. Our hope is to encourage a thriving ecosystem of applications built on top of DigitalBin, balanced against protection of our network, our seller's products, affiliates and our business. If you have questions or comments about this Agreement, or if you seek a waiver from certain provisions herein, please submit these via our Support Form.

1. Purpose.

1. Use of Licensed Materials. This Agreement governs Your use of the following, all of which collectively are the "Licensed Materials": (a) the API of DigitalBin and any accompanying or related documentation, source code, executable applications and other materials (collectively, the "DigitalBin API"), including, but not limited to, materials made available through DigitalBin's developer website (the "Developer Website"), as modified from time to time; (b) information related to blogs and websites hosted by DigitalBin (the "Blogs"); (c) individual posts made on DigitalBin Blogs (the "Posts"); (d) DigitalBin user profile information ("DigitalBin User Information"); and (e) any other content made available through the DigitalBin API, including but not limited to private messages sent and/or received by DigitalBin users and native DigitalBin actions such as DigitalBin re-blogs, replies and likes (collectively with the Blogs, the Posts and DigitalBin User Information, the "Content").
2. Use of DigitalBin Marks. This Agreement also governs Your use, and restrictions on such use, of DigitalBin's name, trademarks, service marks, logos and other branding made available for use in connection with the Licensed Materials (the "DigitalBin Marks").

2. License.

Subject to the terms and conditions of this Agreement, including the restrictions set forth in Section 3, DigitalBin grants to You a nonexclusive, nontransferable, nonsublicensable, worldwide, revocable right and license during the Term to: (a) use and make calls to the DigitalBin API and to make use of the DigitalBin Services (and Licensed Materials accessible therefrom) to develop, implement and distribute software applications, services or products ("Your Applications") that interact with the DigitalBin Services; (b) use, reproduce, distribute, transmit, display and perform the Content, and modify (i.e., alter in any manner) the Content only to the extent necessary to format and display it through Your Applications and (c) use and display the DigitalBin Marks solely to identify that the Licensed Materials originate from the DigitalBin Services. Licensed Materials do not include those applications that use or access the DigitalBin API or the DigitalBin Services in order to monitor the availability, performance, or functionality of the DigitalBin API or the DigitalBin Services, for any other benchmarking or for other competitive purposes. As part of allowing applications to be built on and connected to DigitalBin's products and services, whether or not using the DigitalBin API, we give You access to tools, including the API itself, the developer documents and content posted to DigitalBin Help. This license gives you the right to use the Licensed Materials to make apps of all kinds, and also gives you the right to use DigitalBin's Marks to identify that the apps that are built on top of DigitalBin's products and services.

3. Restrictions.

The licenses granted in Section 2 are explicitly conditioned on Your adherence to the following restrictions.

1. Compliance with this Agreement, Policies and Guidelines. You must comply with the restrictions set forth in this Agreement, the DigitalBin Client Contract, the DigitalBin Privacy Policy, the DigitalBin DMCA Policy and and the DigitalBin No Spam Policy. If DigitalBin believes, in its sole discretion, that You have violated or attempted to violate any term, condition or the spirit of this Agreement, Your license to and ability to use and access the Licensed Materials may be temporarily or permanently revoked, with or without notice to You.
2. Obtaining and Maintaining an API Key. In order to use the DigitalBin API, You must obtain API credentials (an "API Key.") You may not share Your API Key, You must keep such API Key secure and You shall use it as Your sole means of accessing the DigitalBin API.
3. User Signin. Licensed Applications shall present users with the ability to log into the DigitalBin Services through the DigitalBin API. Users without an account on the DigitalBin Services shall be presented with an opportunity to create such an account.
4. No Substantial Replication. You shall not substantially replicate products or services offered by DigitalBin, but You are permitted to create specialized versions or extensions of such products or services. For example, You are not permitted to fully replicate the DigitalBin Analytics product, but You may create specialized views of Content from a user's analytics or cross-platform variants of the DigitalBin analytics. In addition, You shall not use the Licensed Materials or other information collected from users of Licensed Applications to create or maintain a separate blogging platform, social network or other social service.
5. No In-Stream Advertising; No In-Network Promotions. You shall not, in any manner, display any form of advertising within a stream of Content received by a user of a Licensed Application. In addition, advertisements cannot replicate the look and feel of, or reasonably be confused by users as, DigitalBin Content and should be clearly separated from the Content. In addition, Licensed Applications may not promote any Content to or within the DigitalBin network ("In-Network Promotions"). For example, Licensed Applications may not create ranking systems or directories for DigitalBin blogs or posts and promote those rankings or directories within or outside of the DigitalBin Services.
6. No Marketplaces or Other Aggregators or Repositories of Code or Applications. You may not create marketplace or other aggregator or public repository of code or applications the purpose of which is to collect items substantially based on the Licensed Materials, including Licensed Applications (a "Marketplace"), regardless of whether or not such Marketplace charges for such items. Such Marketplaces include, but are not limited to, collections of DigitalBin themes, collections of DigitalBin extensions or plugins and non-general purpose collections comprised solely of Licensed Applications. DigitalBin should be the single point of origin for any apps, extensions, or code that we provide tools to aggregate.
7. No Export for the Purpose of Replication, Repackaging or Resale. You may not, under any circumstances, export Content to a datastore intended to replicate, in whole or in part, DigitalBin's datastore, nor shall You repackage and/or resell the Licensed Materials, including any Content, in any manner. For the sake of clarity, this restriction is not intended to apply to Licensed Applications that may, at the request of a user, export such user's Content for the purposes of data portability.
8. No Compromising DigitalBin Security. You are not permitted to use the Licensed Materials in any manner that does or could potentially undermine or compromise the security of the DigitalBin Services or the Licensed Materials. In addition, You shall not, and shall not attempt to, interfere with, modify or disable any features, functionality or security controls of the DigitalBin Services or the DigitalBin API, defeat, avoid, bypass, remove, deactivate or otherwise circumvent any protection mechanisms for the Licensed Materials, or reverse engineer, decompile, disassemble or derive source code, underlying ideas, algorithms, structure or organizational form from the DigitalBin Services or the DigitalBin API.
9. Reporting Security Vulnerabilities and Unauthorized Access. You shall immediately report to DigitalBin any security vulnerability You discover in any of the DigitalBin Services or the Licensed Materials. DigitalBin reserves the right, in its sole discretion, to determine what constitutes a security vulnerability. You shall further immediately report any actual or suspected unauthorized access to the DigitalBin API using Your API credentials. Failure to immediately report such vulnerabilities or unauthorized accesses shall be considered a material breach of this Agreement.
10. No Phishing, Malware or Identity Theft. You shall not publish or link to malicious content intended to damage, disrupt or exploit a user's browser, computer or DigitalBin account or to compromise a user's privacy or credentials in any manner. In addition, You shall not collect, or try to collect, a user's DigitalBin credentials, including but not limited to usernames or passwords.
11. No Spamming. You shall not use the DigitalBin Services or DigitalBin API, and shall not create Licensed Applications, for the purpose of "spamming." DigitalBin reserves the right, in its sole discretion, to determine what actions constitute "spamming," and include posting numerous substantially identical pieces of Content, posting misleading or obfuscated links and executing a large number of native DigitalBin actions in a short period of time.
12. Respect for API Limitations. You shall respect and comply with the letter and the spirit of the programmatic limitations of the DigitalBin API, as set forth in the API documentation, and the restrictions of this Agreement in designing and implementing Licensed Applications. For example, You shall not work around any explicit DigitalBin API limitation using a series of non-API calls, even if such work-arounds are possible by avoiding use of the DigitalBin API. Specific prohibited actions include the process of "page scraping," which is the process of downloading and parsing whole DigitalBin pages in order to build Your Applications with capabilities beyond those intended to be provided by the DigitalBin API. In addition, You shall comply with any limitations on the frequency of access, calls and use of the DigitalBin API as provided to You by DigitalBin from time to time.
13. No Content Modifications. DigitalBin delivers Content for use under this Agreement, including materials created by or otherwise originating from DigitalBin and delivered as part of such Content ("DigitalBin Content"). You shall not make any modifications to any Content, other than to modify the formatting of such Content in order to display it in a manner appropriate for the pertinent Licensed Applications. For example, Licensed Applications should not highlight data results within a display and externally link that data. In addition, You shall not remove, block or otherwise prevent delivery of any DigitalBin Content, including but not limited to any promotional content such as the DigitalBin knowledge base material.
14. No Circumvention or Reverse Engineering; Maintenance of Proprietary Notices. You shall not, and shall not attempt to: (i) interfere with, modify or disable any features or functionality of the DigitalBin Services or DigitalBin API, including, without limitation, any mechanisms used to restrict or control the DigitalBin Services or DigitalBin API, such as anti-circumvention measures; (ii) translate, reverse engineer, decompile, disassemble or derive source code, underlying ideas, algorithms, structure or organizational form from the DigitalBin Services or the Licensed Materials; (iii) defeat, avoid, bypass, remove, deactivate or otherwise circumvent any protection mechanisms for the DigitalBin Services or the Licensed Materials; or (iv) remove or modify any proprietary notices, attribution or marks from or delivered as part of the DigitalBin Services or the Licensed Materials.
15. Genuine Actions. You shall not create Licensed Applications with capabilities that in any way do not reflect explicit, genuine expressions of user intent and permission. For example, Your Applications should not automatically create contracts, should not establish joint venture relationships, or set affiliate commission values that the user has not explicitly authorized without (1) a specific interaction informing a user that such user is entering an agreement and (2) an explicit action by such user evincing permission for making such agreement.
16. Indicating Use of the DigitalBin Services and the DigitalBin API. In a prominent location in all Licensed Applications, You should, to the extent reasonable based on the nature of the Licensed Application, indicate that such Licensed Applications have been created using the DigitalBin Services and/or the DigitalBin API, and shall comply with the DigitalBin Trademark Guidelines in doing so.
17. Use of DigitalBin Marks. You may not, under any circumstances: (i) include in or use the DigitalBin Marks, or any marks that are confusingly similar to or derivative of the DigitalBin Marks ("Confusing Marks"), as part of Your trade name (registered or otherwise), logos or other identifiers; (ii) include in or use the DigitalBin Marks or any Confusing Marks as part of any names, domain names logos or other identifiers of Your Applications; or (iii) use the DigitalBin Marks or Confusing Marks in a manner that creates or may create a sense of endorsement, sponsorship or association with DigitalBin, unless expressly permitted by DigitalBin, in writing, to do so. All use of the DigitalBin Marks, and any goodwill arising out of such use, shall inure to the benefit of DigitalBin. You may freely state and disclose that You are using the DigitalBin Services or the DigitalBin API, as long as You adhere to all restrictions on using the DigitalBin Marks set forth in this Agreement, the DigitalBin Trademark Guidelines, and the Client Contract.
18. No Misleading Users. You may not, under any circumstances, whether within a Licensed Application or in materials discussing or concerning a Licensed Application, mislead, confuse or cause misapprehension among users as to the features, functionality, origin, capabilities or other aspects of said Licensed Application, the DigitalBin Services or the DigitalBin API. You should not advertise or otherwise discuss your application in a way that confuses or misleads users about the application or about DigitalBin.
19. Monitoring. DigitalBin reserves the right to monitor Your use of the Licensed Materials for any reason or no reason, including to ensure Your compliance with the terms and conditions of this Agreement.
20. Reporting and Statistics. You shall ensure that Your applications properly use all reporting functionality that is made available through the DigitalBin API that are used in or by Your applications.

4. Modifications.

You acknowledge and agree that DigitalBin may modify this Agreement, the DigitalBin Services, the DigitalBin API and DigitalBin Content Policy from time to time (a "Modification"). Except for modifications of the DigitalBin Services, You will be notified of a Modification through notifications or posts on the Developer Website or through a form of direct communication from DigitalBin to You including but not limited to e-mail or notifications through the DigitalBin Services ("Client Notice"). You further acknowledge and agree that the DigitalBin Services and the Licensed Materials may be modified at any time and without any notice to You. You shall, within thirty (30) days from the date of first notice of any Modification(s) (or such shorter period of time specified in the notice of the Modification(s)) comply with such modification(s) by implementing and using the most current version of the DigitalBin API and making any changes to Your Applications that may be required as a result of such Modification(s). You acknowledge that a Modification may have an adverse effect on Your Applications, including but not limited to changing the manner in which Your Applications communicate with DigitalBin Services and display Content. You acknowledge that Your sole recourse for such adverse effects is to terminate this Agreement pursuant to Section 10, and that Your continued access to or use of the DigitalBin Services or any Licensed Materials following such thirty (30) day period shall constitute binding acceptance of the Modification(s) at issue. DigitalBin will attempt, but is not obligated, to provide thirty (30) days notice of any Modification that is not backwards compatible or that DigitalBin reasonably believes will remove or materially alter significant functionality of the DigitalBin API.

5. Ownership.

1. DigitalBin. You acknowledge and agree that DigitalBin and its licensors, retain all worldwide right, title and interest in and to the Licensed Materials, including all worldwide intellectual property rights therein. You also acknowledge and agree that, as between You and DigitalBin, DigitalBin owns all right, title and interest in and to the DigitalBin Services, the DigitalBin API, the DigitalBin Marks, and any derivative works or enhancements thereof, including but not limited to all worldwide intellectual property rights therein. You agree not to act in any manner inconsistent with such ownership rights. Any of DigitalBin's rights not expressly granted under this Agreement are retained. You agree that You will not challenge DigitalBin's ownership of the DigitalBin Marks, challenge the validity of the licenses granted under this Agreement, or otherwise copy or exploit the DigitalBin Marks during or after termination of this Agreement, except as expressly authorized under this Agreement. If You acquire any rights in the DigitalBin Marks or any confusingly similar marks, by operation of law or otherwise, You will, at no expense to DigitalBin, immediately effectuate an assignment of such rights to DigitalBin.
2. You. As between You and DigitalBin, You retain all worldwide right, title and interest in and to Your Applications, excluding the DigitalBin Services, the Licensed Materials, the DigitalBin Marks, and any derivative works or enhancements thereof, including but not limited to all intellectual property rights therein.
3. Feedback. You may provide DigitalBin with feedback or comments related to the Licensed Materials and/or Your experience with and use thereof ("Feedback"). You agree that DigitalBin and its designees and assigns shall be free to copy, modify, create derivative works of, publicly display, disclose, distribute, license, sublicense, incorporate and otherwise use Feedback, including all derivative works thereof, for any and all purposes, commercial or otherwise, with no obligation of any kind to You.

6. Support.

This Agreement does not entitle You to any support for the Licensed Materials, unless You make separate arrangements with DigitalBin for such support. Any such support provided by DigitalBin shall be subject to the terms of this Agreement as modified by a separate support agreement. You are solely responsible for providing all support and technical assistance to end users of the Licensed Applications. You acknowledge and agree that DigitalBin has no obligation to provide support or technical assistance directly to Your end users and You shall not represent to any of its end users that DigitalBin is available to provide such support.

7. Privacy.

1. DigitalBin User Information. To the extent You have access to and are permitted to use DigitalBin User Information through the Licensed Materials, such access and use shall be in accordance with the then-current DigitalBin Privacy Policy . You shall take reasonable efforts to ensure that DigitalBin User Information disclosed in Content, inadvertently or otherwise, is not exploited for improper purposes such as identity theft, fraud or spamming.
2. Your User Information. You may collect information relating to users of Your Applications ("Your Application User Information"). If You collect Your Application User Information, You shall provide to users an applicable privacy policy that clearly and accurately discloses Your information collection, storage and sharing practices, including the extent to which such Your Application User Information is disclosed to third parties such as DigitalBin. Your privacy policy must: (i) comply and be consistent with all applicable laws, including but not limited to data protection regulations in applicable territories; (ii) allow disclosure of Your Application User Information to DigitalBin, to the extent necessary for Your use of the DigitalBin API and other Licensed Materials, in accordance with the then-current DigitalBin Privacy Policy; and (iii) be no less protective of applicable end users than the then-current DigitalBin Privacy Policy.

8. Confidentiality.

You may gain access to DigitalBin's proprietary information, technical data, trade secrets or know-how, including, but not limited to, source code, research, product plans, products, services, customers, customer lists, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances or other business information that is either marked as "confidential" or disclosed in such a manner that it would be apparent it should be treated confidentially ("Confidential Information"). You may use Confidential Information only to the extent necessary to exercise Your rights under this Agreement. You may not disclose Confidential Information to a third party without the prior express consent of DigitalBin, provided in writing or by email. You agree to protect 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.

9. Term and Termination.

Survival. This Agreement shall commence on the Effective Date and will remain in effect until terminated pursuant to this Section. Either party may terminate this Agreement at any time, for any reason. Any termination of this Agreement shall also terminate the licenses granted hereunder. Upon termination of this Agreement for any reason, You shall cease using, and either return to DigitalBin, or destroy and remove from all computers, hard drives, networks, and other storage media, all copies of the Licensed Materials, DigitalBin User Information and any Confidential Information in Your possession, and You shall certify to DigitalBin that such actions have occurred. Sections 3, 5, 6, 8 and 10-15 shall survive termination of this Agreement.

10. Representations and Warranties.

You represent and warrant that: (i) You have the necessary power and authority to enter into this Agreement, and that the performance of Your obligations will not constitute a breach or otherwise violate any other Agreement or the rights of any third party arising therefrom; (ii) You shall maintain, throughout the Term, all required rights and licenses related to the Licensed Applications and the Licensed Applications shall not infringe or otherwise violate any third party rights, including but not limited to third party intellectual property rights; and (iii) Your uses of the Licensed Materials do and shall comply with all applicable foreign, federal, state and local laws, rules and regulations.

11. Indemnification by You.

You will indemnify and hold DigitalBin, its subsidiaries, affiliates, officers, employees and agents harmless from any and all claims, damages, losses, liabilities, actions, judgments, costs and expenses brought by a third party arising out of or in connection with: (i) any act or omission by You in connection with Your use of the DigitalBin Services or the Licensed Materials; (ii) Your use of the DigitalBin Services or the Licensed Materials other than as expressly allowed by this Agreement; (iii) Your breach of this Agreement, including but not limited to Your representations and warranties herein; or (iv) any Licensed Application.

12. Disclaimer.

The DigitalBin Services and the Licensed Materials are provided "as is" without warranty of any kind. DigitalBin disclaims all warranties, whether express, implied or statutory, regarding the licensed materials and the DigitalBin services, including without limitation any and all implied warranties of merchantability, accuracy, results of use, reliability, fitness for a particular purpose, title, interference with quiet enjoyment, non-infringement of third-party rights and any warranties or conditions arising out of course of dealing or usage of trade. Further, DigitalBin disclaims any warranty that Your use of the DigitalBin Services or the Licensed Materials will meet any or all of Your requirements or that such use will be uninterrupted, error-free, virus-free or secure. Some states do not allow the exclusion or limitation of implied warranties, so the above limitations and exclusions may not apply to you.

13. Limitation of Liability.

In no event shall DigitalBin be liable to You for any special, incidental, indirect, direct, exemplary, punitive, compensatory or consequential damages (including loss of use, data, business or profits) arising out of or in connection with this Agreement, whether such liability arises from any claim based upon contract, warranty, tort (including negligence), strict liability or otherwise, and whether or not DigitalBin has been advised of the possibility of such loss or damage. Any claim arising out of or relating to this Agreement must be brought within one (1) year. In any case, DigitalBin's aggregate liability under this Agreement will not exceed fifty U.S. dollars (US$50.00). The foregoing limitations will survive and apply even if any limited remedy specified in this agreement is found to have failed of its essential purpose. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations and exclusions may not apply to you.

14. Miscellaneous.

This Agreement, the Client Contract , the DigitalBin Trademark Guidelines, the DigitalBin Content Policy, the DigitalBin Terms of Service and the DigitalBin Privacy Policy together constitute the entire agreement among the parties with respect to the subject matter of this Agreement and supersede and merge all prior proposals, understandings and contemporaneous communications, whether oral, written or electronic. If and to the extent there is a conflict between any provision of this Agreement and the Client Contract, the provision in the Client Contract shall control. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. Any modification of or changes to this Agreement must be in a writing duly authorized by an authorized representative of DigitalBin or pursuant to Section 4 (Modifications). You may not assign any of the rights or obligations granted under this Agreement, voluntarily or by operation of law (including without limitation in connection with a merger, acquisition, or sale of assets) except with the express written consent of DigitalBin, and any attempted assignment in violation of this paragraph is void. DigitalBin may assign, transfer or delegate any of its rights and obligations hereunder without notice or consent. No agency, partnership, joint venture, or employment relationship is created as a result of this Agreement and neither party has any authority of any kind to bind the other in any respect. This Agreement shall be governed by and construed in accordance with the laws of the State of Idaho, including its conflicts of law rules, and the United States of America. You agree that any dispute arising from or relating to the subject matter of this Agreement shall be governed by the exclusive jurisdiction and venue of the state and federal courts of Boise County, Idaho. The section and paragraph headings in this Agreement, along with all provided annotations, are for convenience only and shall not affect the interpretation of this Agreement. The failure of DigitalBin to enforce any part of this Agreement shall not constitute a waiver of its right to later enforce that or any other part of this Agreement. Waiver of compliance in any particular instance does not mean that DigitalBin will waive compliance in the future. In order for any waiver of any covenant or right under this Agreement to be binding, such waiver must be memorialized in a writing duly authorized by DigitalBin. Unless otherwise specified, all notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service. All notices to DigitalBin shall be submitted via our Support Form . All notices to You shall be sent to the location specified in Your DigitalBin API access registration information.