- API Keys. In order to access the Macromeasures API as a Developer, you must obtain an API Key from a Macromeasures representative. You represent and warrant that: (a) all information you provide for the purpose of obtaining the API Key is truthful and accurate; and (b) you will maintain the accuracy of such information. You may request the deletion of your API Key and thus suspend your access to the Macromeasures API at any time by contacting a Macromeasures representative. In addition, Macromeasures may suspend or terminate your API Key at any time in accordance with Section 9. You are responsible for maintaining the confidentiality of your API Key details and are fully responsible for all activities that occur under your API Key. You agree to immediately notify Macromeasures of any unauthorized use, or suspected unauthorized use of your API Key or any other breach of security. Macromeasures cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
- Site License. Subject to the terms of this Agreement, Macromeasures grants you a nontransferable, non-exclusive, license to use the Site for your personal, noncommercial use.
- Macromeasures Apps License. If you are an End User, subject to the terms of this Agreement, Macromeasures grants you a non-transferable, non-exclusive, license to use any Macromeasures Apps for your personal, noncommercial use.
- API License. If you are a Developer, please see the API License Addendum attached hereto and incorporated herein by this reference.
- Except as set forth in the API License Addendum, the rights granted to you in this Agreement are subject to the following restrictions: (A) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Site or Services; (B) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site or Services; (C) you shall not access the Site or Services in order to build a similar or competitive service; and (D) except as expressly stated herein, no part of the Site or Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Site or Services shall be subject to the terms of this Agreement. All copyright and other proprietary notices on any Site or Services content must be retained on all copies thereof.
- You acknowledge and agree that: (A) People Data has not been collected for, and is not intended to be indicative of, any person's employability, credit worthiness, credit standing, credit capacity, or other characteristics related to such person's manner or mode of living, as listed in Section 603(d) of the Fair Credit Reporting Act ("FCRA"), 15 USC Section 1681a; and (B) you shall not use People Data as a factor in establishing any person’s eligibility for (1) credit or insurance used primarily for personal, family or household purposes, (2) employment purposes, or (3) other purposes authorized under Section 604 of the FCRA, 15 USC Section 1681b or any similar statute.
- You may not upload any debit or credit card information, bank account information, social security numbers, driver’s license information, or government ID information. MACROMEASURES WILL NOT HAVE ANY OBLIGATION TO MAINTAIN THE CONFIDENTIALITY OR SECURITY OF SUCH INFORMATION.
- Modification. Macromeasures reserves the right, at any time, to modify, suspend, or discontinue the Site or Services or any part thereof with or without notice. You agree that Macromeasures will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Site or Services or any part thereof.
- No Support or Maintenance. You acknowledge and agree that Macromeasures will have no obligation to provide you with any support or maintenance in connection with the Site or Services.
End User Query Data.
- Enforcement. We reserve the right (but have no obligation) to review your End User Query Data, investigate, and/or take appropriate action against you in our sole discretion if you violate this Agreement or otherwise create liability for us or any other person. Such acts may include terminating your Account in accordance with Section 9, and/or reporting you to law enforcement authorities.
- "Intellectual Property Rights" means all present and future worldwide copyrights, trademarks, trade secrets, patents, patent applications, mask work rights, moral rights, contract rights, and other proprietary rights recognized by the laws of any country. You acknowledge that the Site and Services (and all Intellectual Property Rights therein) are owned by Macromeasures or Macromeasures’s licensors. Subject to Macromeasures’s rights in the API, the Developer App (and all worldwide Intellectual Property Rights therein) are the exclusive property of Developer and its licensors. Macromeasures reserve all rights not granted in this Agreement. Macromeasures does not license to Developer any rights to any Macromeasures trademark, trade name, or logo. The provision of the Site and Services does not transfer to you or any third party any rights, title or interest in or to any or all Intellectual Property Rights therein.
- If you provide Macromeasures any feedback or suggestions regarding the Site or Services ("Feedback"), you hereby assign to Macromeasures all rights in the Feedback and agree that Macromeasures shall have the right to use such Feedback and related information in any manner it deems appropriate. Macromeasures will treat any Feedback you provide to Macromeasures as non-confidential and non-proprietary. You agree that you will not submit to Macromeasures any information or ideas that you consider to be confidential or proprietary.
- Indemnity. You agree to indemnify and hold Macromeasures (and its officers, employees, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Site or Services, (b) your End User Query Data, (c) your violation of this Agreement; (d) your violation of applicable laws or regulations (including any privacy laws), and (e) if you are a Developer, your Developer App. Macromeasures reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Macromeasures. Macromeasures will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Third Party Sites and Developers.
- Third Party Sites. The Site might contain links to third party websites (“Third Party Sites”). Such Third Party Sites are not under the control of Macromeasures and Macromeasures is not responsible for any Third Party Sites. Macromeasures provides these Third Party Sites only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third Party Sites. You use all Third Party Sites at your own risk. When you link to a Third Party Site, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third Party Sites.
- Developers. Each Developer is solely responsible for any and all of its Developer Apps. Because we do not control Developers or their Developer Apps, you acknowledge and agree that we are not responsible for any Developers or their Developer Apps and we make no guarantees regarding the accuracy, currency, suitability, or quality of any Developers or their Developer Apps, and we assume no responsibility for any Developers or their Developer Apps. Your interactions with Developers or their Developer Apps are solely between you and such Developer. You agree that Macromeasures will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Developer, we are under no obligation to become involved.
- Release. You hereby release and forever discharge us (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, Developers, Developer Apps or Third Party Sites. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
THE SITE AND SERVICES (INCLUDING THE COMPANY APP, API,
AND PEOPLE DATA) ARE PROVIDED “AS-IS” AND “AS
AVAILABLE” AND WE (AND OUR SUPPLIERS) EXPRESSLY
DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND,
WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR
CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR
NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO
WARRANTY THAT THE SITE OR SERVICES (INCLUDING THE
COMPANY APP, API, AND PEOPLE DATA): (A) WILL MEET YOUR
REQUIREMENTS; (B) WILL BE AVAILABLE ON AN
UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR
(C) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR
OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
Limitation on Liability.
IN NO EVENT SHALL WE (AND OUR SUPPLIERS) BE LIABLE TO
YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY
INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL
OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS
AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE SITE
OR SERVICES (INCLUDING THE COMPANY APP, API, AND PEOPLE
DATA), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SITE AND
SERVICES (INCLUDING THE COMPANY APP, API, AND PEOPLE
DATA) ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL
BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER
SYSTEM OR LOSS OF DATA RESULTING THEREFROM.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT, THE SITE, OR SERVICES (INCLUDING THE COMPANY APP, API, AND PEOPLE DATA) (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIFTY US DOLLARS ($50) OR (B) AMOUNTS YOU’VE PAID COMPANY IN THE PRIOR 12 MONTHS (IF ANY). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT, THE SITE, OR SERVICES (INCLUDING THE COMPANY APP, API, AND PEOPLE DATA).
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
- Termination. Subject to this Section, this Agreement will remain in full force and effect while you use the Site or Services. We may (a) suspend your rights to use the Site and/or Services (including your API Key) or (b) terminate this Agreement, at any time for any reason at our sole discretion, including for any use of the Site or Services in violation of this Agreement. Upon termination of this Agreement, your Account and right to access and use the Site and Services will terminate immediately. Even after this Agreement is terminated, the following provisions of this Agreement will remain in effect: Sections 2.4 – 2.6, and 4–10.
Arbitration Agreement And Jury Trial
Waiver, Class Action Waiver, And Forum
All controversies, disputes, demands, counts,
claims, or causes of action between you and
Macromeasures arising out of, under, or related
in any way to this Agreement or our privacy
practices, shall exclusively be settled through
- Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”). As modified by this Agreement, and unless agreed upon by the parties in writing, the arbitration will be governed by the AAA’s Commercial Arbitration Rules and, if the arbitrator deems them applicable, the Supplementary Procedures for Consumer Related Disputes (collectively “Rules and Procedures”).
- You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract EXCEPT for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.
- You and Macromeasures must abide by the following rules: (a) for any claim that could otherwise be brought in small claims court, the arbitration shall be conducted solely based on written submissions and, if the arbitrator deems it appropriate, a telephonic hearing; (b) if the claim exceeds what can be recovered in a small claims court, the arbitration shall be conducted solely based on written submissions or a telephonic hearing, unless the arbitrator deems a face-to-face hearing is appropriate, in which case one should be held at a location agreed to by you and Macromeasures, and if the parties cannot agree on a location for the hearing, the arbitrator will determine a location for the proceedings which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances; (c) the arbitrator’s ruling is binding and not merely advisory; (d) ANY CLAIMS BROUGHT BY YOU OR MACROMEASURES MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (e) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, (f) in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, Macromeasures will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation, (g) Macromeasures also reserves the right in its sole and exclusive discretion to assume responsibility for all of the costs of the arbitration; (h) the arbitrator shall honor claims of privilege and privacy recognized at law; (i) a decision by the arbitrator (including any finding of fact and/or conclusion of law) against either you or Macromeasures shall be confidential unless otherwise required to be disclosed by law or by any administrative body and may not be collaterally used against either of them in existing or subsequent litigation or arbitration involving any other person/Macromeasures customer; and (j) each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees’ and litigation expenses.
- With the exception of subparts (d) and (e) in the paragraph above (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either subpart (d) or (e) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void, and neither You nor Macromeasures shall be entitled to arbitration. In the event this arbitration provision is held unenforceable by a court, or in the event AAA refuses to arbitrate the dispute, all controversies, disputes, demands, counts, claims, or causes of action between you and Macromeasures shall be exclusively brought in the state or federal courts specified in subsection “(d)” above.
- For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at www.adr.org.
- Entire Agreement. This Agreement constitutes the entire agreement between you and us regarding the use of the Site and Services. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The word including means including without limitation. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Macromeasures will not be liable for any delay or non-performance of its obligations under this Agreement due to any cause beyond its control. Your relationship to Macromeasures is that of an independent contractor, and neither party is an agent or partner of the other. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Macromeasures’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. The terms of this Agreement shall be binding upon assignees. There are no third party beneficiaries of this Agreement
- Copyright/Trademark Information. Copyright © 2014-2016, Macromeasures Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
Our contact information is as follows:
500 7th Ave #17A
New York, New York 10018
Phone Number: (845) 282-5685
API License Addendum
Definitions. As used in this Addendum:
- “API” means the software program or programs in source code or executable code form, any documentation provided therewith, and any modified, updated, or enhanced versions of such items that Macromeasures provides to the Developer pursuant to this Addendum. For the avoidance of doubt, the API is deemed part of the “Service” (as defined above).
- “API Key” means the unique sequence of characters provided by Macromeasures that permits the Developer to access the API.
- Grant. Subject to the terms and conditions of this Addendum, Macromeasures grants to the Developer a limited, non-exclusive, non-transferable, license to: (i) internally use the API Key to access the API, (ii) internally use, perform, display, reproduce the API solely as necessary to develop, maintain and support the Developer App, in accordance with the specifications included in the API; (iii) provided that the Developer App complies with all requirements in this Agreement, reproduce and distribute copies of the API (in its original form or as modified), in executable code form only, solely as incorporated into the Developer App to End Users pursuant to a binding written agreement that contains terms no less restrictive than the Minimum EULA Terms set forth below; and (iv) distribute People Data through the Developer App to End Users.
- Restrictions. The Developer acknowledges that the API and its structure, organization, and source code constitute valuable trade secrets of Macromeeasures and its suppliers. Accordingly, the Developer agrees not to disclose, distribute, sublicense, lease, rent, loan, resell or otherwise transfer the data received from the Service or API, the Service or API (other than those elements incorporated into the Developer App) or the API Key to any third party. The Developer must reproduce, on all copies made by or for the Developer, and must not remove, alter, or obscure in any way all proprietary rights notices (including copyright notices) of Macromeasures or its suppliers on or within the copies of the API. The Developer will immediately notify Macromeasures if the Developer becomes aware of any material breach relating to the API.
- Data Restrictions. The Developer will not, and will require any and all third parties to which it provides any data from the Service or the API (“Data Recipients”) to not, use such data for the purposes of cookie tracking, ad exchanges, ad networks, data brokerages, sending electronic communications (including email) in violation of applicable law, or any other activity or purpose identified as prohibited by Macromeasures in any communication sent to the Developer. If Macromeasures informs the Developer that a specified activity or purpose is prohibited, the Developer will ensure that any and all Data Recipients immediately cease processing of any such data for the prohibited activity or purpose. If the Developer is not subject to the laws based on the EU Data Protection Directive 95/46 or Swiss Federal Data Protection law, the Developer hereby agrees to either (i) subscribe to the Safe Harbor principles or (ii) contractually agree to provide at least the same level of protection for Personal Data as is required by the relevant Safe Harbor principles. Strict compliance with this section is a condition of the license in this Agreement and a material requirement of this Agreement.
- Cease and Desist. Macromeasures may, at any time and in its sole discretion, notify the Developer that the Developer may no longer distribute a Developer App until such Developer App meets conditions specified by Macromeasures. Upon receipt of such notice, the Developer shall promptly cease distribution of the Developer App until the Developer App meets such conditions, as judged by Macromeasures.
- App Policy. The Developer is solely responsible and liable for the Developer App. The Developer is solely responsible for supporting the Developer App. The Developer App must comply with the following (the “App Policy”): the Developer App may not (i) violate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) violate any laws or regulations (including any privacy laws) or any obligations or restrictions imposed by any third party; (iii) be unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, or patently offensive, or promote racism, bigotry, hatred, or physical harm of any kind against any group or individual, or be otherwise objectionable; (iv) be harmful to minors in any way; (v) contain any computer viruses, worms, or any software intended to damage or alter a computer system or data; (vi) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; or (vii) harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent.
- Confidentiality. “Confidential Information” includes the API Key and API and any other materials of Macromeasures that Macromeasures designates as confidential or which the Developer should reasonably believe to be confidential. The Developer shall hold Macromeasures’s Confidential Information in confidence and shall neither disclose such Confidential Information to third parties nor use Macromeasures’s Confidential Information for any purpose other than as necessary to perform under this Addendum. The Developer agrees to limit access to the Confidential Information to those employees, agents, and representatives who are necessary for the Developer to perform its obligations under this Addendum. All such employees, agents, and representatives must have a written confidentiality agreement with the Developer that is no less restrictive than the terms contained herein. The Developer will protect the Confidential Information from unauthorized use, access, or disclosure in the same manner as the Developer protects its own confidential or proprietary information of a similar nature and with no less than reasonable care. The foregoing restrictions on disclosure shall not apply to Confidential Information that is (a) already known by the Developer; (b) becomes, through no act or fault of the Developer, publicly known; (c) received by the Developer from a third party without a restriction on disclosure or use; or (d) independently developed by the Developer without reference to Macromeasures’s Confidential Information. To the extent the Developer provides any End User Query Data to Macromeasures through the API, then: (i) as between Macromeasures and the Developer, such End User Query Data shall belong to the Developer, and Macromeasures will not claim any right, title or interest to such information; (ii) Macromeasures will not add End User Query Data to any of its database, except as necessary to provide services to the Developer; and (iii) End User Query Data shall remain the Confidential Information of the Developer, and will not be disclosed by Macromeasures to any third party (including any other Developer).
- Fees. The Developer agrees to pay all fees applicable to the products or services purchased from Macromeasures in accordance with the due date set forth in the invoice.
- Termination. This Addendum will remain in effect until the Developer’s subscription has expired or it has been terminated as provided in this Section. The Developer may terminate this Addendum, effective immediately upon written notice to Macromeasures, if Macromeasures breaches any provision of this Addendum and does not cure the breach within thirty (30) days after receiving written notice thereof. Macromeasures may terminate this Addendum, effective immediately upon written notice to the Developer, if Macromeasures breaches any provision of this Addendum. Either party may terminate this Addendum for convenience upon providing sixty (60) days notice to the other party. Upon termination or expiration of this Addendum for any reason, all licensed rights granted in this Addendum to the Developer will immediately cease to exist and the Developer will irrecoverably delete any and all data it received from the Service or the API. Sections 2.2, 2.3, and 4, as well as the Developer’s obligation to pay any fees applicable to the balance of the Developer’s then-current subscription term, will survive any expiration or termination of this Addendum for any reason.
The product and brand names referenced on this website are trademarks of their respective owners and do not imply affiliation with, sponsorship, or endorsement by owners.
Last Revised: Wednesday, April 6, 2016