TERMS OF USE

Intellexer™ API

Effective Date: June 05, 2018


PLEASE READ THESE TERMS OF USE CAREFULLY BECAUSE THEY DESCRIBE YOUR RIGHTS AND RESPONSIBILITIES


This Intellexer™ API Terms of Use is an agreement between you (either an individual or a single entity) and EffectiveSoft Corporation (“EffectiveSoft”) and governs your use of the Intellexer™ API Service (“Intellexer™ API”). The present Terms of Use is an agreement you must accept in order to use the Intellexer™ API (as described below). This document describes both your rights and your obligations as part of using the Intellexer™ API. It is important that you read it carefully because you will be legally bound to these terms. By accepting the Terms of Use or by accessing or otherwise using the Intellexer™ API within a software application, website, or product you create or a service you offer designed to provide access to the Intellexer™ API (“Application”), you agree to be bound by these Terms of Use, including the Privacy Policy, which is incorporated here by reference.

If you are entering into these Terms of Use on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms of Use. In that case, the terms “you” or “your” shall also refer to such entity. If you do not have such authority, or if you do not agree with these Terms of Use, you may not use the Intellexer™ API. You acknowledge that these Terms of Use is a contract between you and EffectiveSoft, even though it is electronic and is not physically signed by you and EffectiveSoft, and it governs your use of the Intellexer™ API. 


  1. License and Guidelines.

1.1. License.

Subject to your compliance with these Terms of Use, EffectiveSoft grants you a limited, worldwide, non-exclusive, non-assignable, without the right to sub-license, non-transferable license to access, use and make calls to the Intellexer™ API, to develop, test, and support your Application, and allow end users to use your integration of the Intellexer™ API within your Application. You may use the Intellexer™ API only as expressly permitted in these Terms of Use.

1.2. Guidelines.

When using the Intellexer™ API, you may not:

1. Use the Intellexer™ API or allow any end user to use the Application in any way that violates the terms of this Agreement and (or) applicable laws;

2. Use the Intellexer™ API in a way that could impair, harm or damage EffectiveSoft, any EffectiveSoft service or application, or anyone’s use of the Intellexer™ API, service or application;

3. Use the Intellexer™ API to disrupt, interfere with, or attempt to gain unauthorized access to services, servers, or networks connected to or which can be accessed via the Intellexer™ API;

4. Distribute, facilitate, or enable access to the Intellexer™ API in any manner deemed by EffectiveSoft in its sole discretion to be objectionable or harmful to EffectiveSoft’s business or reputation;

5. Use the Intellexer™ API in any way that threatens the integrity, performance or reliability of the Intellexer™ API or any EffectiveSoft product or service, including performance or stress testing, or in any manner that works around any technical limitations in the Intellexer™ API;

6. Request from the Intellexer™ API any information outside any permissions granted by the user of your Application, if the Intellexer™ API requires permissions; 

7. Falsify or alter any unique referral identifier in, or assigned to an Application, or otherwise obscure or alter the source of queries coming from the Application;

8. Access or reverse engineer, decompile or disassemble, translate, modify the Intellexer™ API or create derivative works based on the Intellexer™ API, features or ideas from the Intellexer™ API, or any portion of them;

9. Redistribute, sell or resell, rent, lease, transfer, sublicense any of the Intellexer™ and (or) access to it;

10. Build a product or service, which may compete with the Intellexer™ API;

11. Build a product using similar ideas, features, or functions of the Intellexer™ API;

12. Copy any ideas, features, or functions of the Intellexer™ API;

13. Publish or perform any benchmark or performance tests or analysis relating to the Intellexer™ API or the use thereof without express authorization from EffectiveSoft;

14. Utilize the information provided by the Intellexer™ API to create a similar service, including but not limited to: text analysis services, retrieval, or entity extraction services, and content categorization services;

15. Republish information provided by the Intellexer™ API in a bulk format;

16. Use the Intellexer™ API to reproduce copyrighted materials;

17. Make the Intellexer™ API available over a network (other than the Intellexer™ API website) where it could be used by others;

18. Circumvent any technology used by EffectiveSoft or its licensors to protect information accessible via the Intellexer™ API;

19. Utilize or enable a third party to utilize the Intellexer™ API via any means that bypasses this agreement, including but not limited to: proxy servers, spiders, scraping robots, or other technology;

20. Use the Intellexer™ API in conjunction with deep packet inspection and/or any form of network surveillance technology;

21. Use the Intellexer™ API to monitor Internet and/or other telecommunications traffic.

 When using the Intellexer™ API, you may:

1. EffectiveSoft grants you the right to use and modify the source code of the Intellexer™ API Usage Examples (API usage examples in different programming languages available at http://esapi.intellexer.com ) for the sole purposes of designing, developing, and testing the Intellexer™ API.

2. You may make and use an unlimited number of copies of any Intellexer™ API collateral documentation provided by EffectiveSoft at http://esapi.intellexer.com/Home/Help . Such copies shall be used only for the sole personal or business purposes to create the Application and are not to be republished or distributed (either in hard copy or in electronic form) beyond your premises.

1.3. EffectiveSoft Brand Use License & Guidelines.

1. You must provide copyright information (“powered by Intellexer™” with the link to the Intellexer™ API web site “ http://esapi.intellexer.com “) for every processing result used or displayed.

2. Subject to your compliance with these Terms of Use and taking into account your obligation mentioned above, EffectiveSoft grants you a limited, worldwide, non-exclusive, non-assignable, without the right to sub-license, non-transferable right to use the trademark “Intellexer™ API” (“EffectiveSoft Trademark”) solely in connection with the Application connected to the Intellexer™ API in accordance with these Terms of Use. EffectiveSoft does not grant you any additional rights to use or display any EffectiveSoft brand, logo, mark or icon not explicitly granted herein. EffectiveSoft does not grant you any rights to distribute market or promote any EffectiveSoft product or service or other intellectual property.  

3. You may not:

(i) Use or display the EffectiveSoft Trademark in any way that is misleading, infringing or otherwise objectionable to EffectiveSoft in its sole discretion;

(ii) Redistribute, sell or resell, rent, lease, transfer, sublicense the EffectiveSoft Trademark and (or) permit any third party to use the EffectiveSoft Trademark in any manner without EffectiveSoft’s prior written consent;

(iii) Use the EffectiveSoft Trademark in connection with products not related to the Application;

(iv) Alter, animate, or distort the EffectiveSoft Trademark or combine it with any other symbols, words, images, or designs, or incorporate them into a tagline or slogan.

  1. Security.

You warrant that your Application has been developed to operate with the Intellexer™ API content in a secure manner. Your network, operating system and the software of your servers, databases, and computer systems must be properly configured to securely operate your Application and store content collected through your Application (including the Intellexer™ API content). Your Application must use reasonable security measures to protect the private information of your users. 

  1. Privacy.

Your Information. See the EffectiveSoft Privacy Policy ( https://www.intellexer.com/api_privacy_policy.html ) related to the collection and use of your personal data.

Your End Users Information. You must maintain a valid privacy policy for any and all end-users of your Application. You are responsible for informing end users of your privacy policy.

4. Confidential Information. Feedback.

You may be given access to certain non-public information, software, and specifications relating to the Intellexer™ API (“Confidential Information”), which is confidential and proprietary to EffectiveSoft. You may use Confidential Information only as described below. You are not entitled to disclose any Confidential Information to any third party at any time, as well as to use the Confidential Information for the purposes other than for performance of this Agreement. You shall protect the Confidential Information from unauthorized use, access, or disclosure in the same manner that you would use to protect your own confidential and proprietary information.

If you give feedback about the Intellexer™ API to EffectiveSoft, you give to EffectiveSoft, without charge, the right to use, share and commercialize your feedback in any way and for any purpose. You will not give feedback that is subject to a license that requires EffectiveSoft to license its software or documentation to third parties because EffectiveSoft includes your feedback in them. These rights survive this agreement.

  1. Reservation of rights and ownership.

EffectiveSoft has obtained all required rights, including the right to sub-license, to the Intellexer™ API under a license agreement between EffectiveSoft and the copyright owner of the Intellexer™ API. The copyright owner of the Intellexer™ API is EffectiveSoft Limited, a company registered at 22-18 Moskovskaya St., Minsk, Republic of Belarus, 220007. You acknowledge that all intellectual property rights within the Intellexer™ API remain the property of the copyright owner. All rights not expressly granted herein are reserved by the copyright owner and (or) EffectiveSoft.

  1. Registration.

In order to access the Intellexer™ API, you must register by completing the Intellexer™ API registration forms provided via the Intellexer™ API Website ( https://www.intellexer.com/register.php ).

You agree to provide accurate, current, and complete information as may be prompted by the registration forms.

EffectiveSoft and (or) the copyright owner of the Intellexer™ API will provide you with an API Access Key that will enable you to access the Intellexer™ API.

You may not:

  1. create or use multiple accounts;
  2. create or use multiple the Intellexer™ API keys;
  3. pass private the Intellexer™ API key or account details onto other persons or organizations.

Your use of this API Access Key is governed by these Terms of Use. Failure to abide by these terms may result in the termination of your access to the Intellexer™ API.

  1. Fees and payments.

Fees and payments are provided at https://www.intellexer.com/intellexer_api.html.

  1. Service improvements.

We may change or discontinue the availability of some or all of the Intellexer™ API at any time for any reason with or without notice. Such changes may include removal of features, or the requirements of fees for previously free features. We may also impose limits on certain features and services or restrict your access to some or all of the Intellexer™ API. We may release subsequent versions of the Intellexer™ API and require that you use those subsequent versions, at your sole cost and expense. Your continued use of the Intellexer™ API following a subsequent release will be deemed your acceptance of modifications. Any Intellexer™ API designated “pre-release”, “preview”, or “beta” (“Beta API”), may not work in the same way as a final version. We may change or not release a final or commercial version of a Beta API in our sole discretion. All of our rights in these Terms of Use may be exercised without prior notice or liability to you.    

  1. Product support services.

EffectiveSoft may provide you with product support services related to the Intellexer™ API Service. Product support services are subject of a separate agreement.

  1. Links to third party sites.

You may link to third party sites through the use of the Intellexer™ API. The third party sites are not under the control of EffectiveSoft, and EffectiveSoft is not responsible for the content of any third party sites, any links contained in third party sites, or any changes or updates to third party sites. EffectiveSoft is not responsible for webcasting or any other form of transmission received from any third party sites. Any links provided to you through the use of the Intellexer™ API do not imply an endorsement by EffectiveSoft of the third party site.

  1. Termination.

11.1 Without prejudice to any other rights, EffectiveSoft may terminate this Agreement, if you fail to comply with these Terms of Use. In such event, you must immediately destroy all copies of downloaded materials and terminate using of the Intellexer™ API.

11.2 EffectiveSoft may terminate or suspend these Terms of Use, any rights granted herein, and/or your license to the Intellexer™ API, in our sole discretion at any time, for any reason or no reason. In this case, you must immediately destroy all copies of downloaded materials and terminate using of the Intellexer™ API.

11.3. You may terminate these Terms of Use at any time by ceasing your access to the Intellexer™ API. In such event, you must immediately destroy all copies of downloaded materials and terminate using of the Intellexer™ API.

11.4. EffectiveSoft will not be liable for any costs, expenses, or damages as a result of the Intellexer™ API termination and (or) termination of these Terms of Use.

11.5. Upon termination, all licenses granted herein immediately expire and you must immediately cease use of the Intellexer™ API and immediately destroy all copies of downloaded materials.

  1. Indemnification.

You agree to indemnify, defend and hold EffectiveSoft and the copyright owner, their officers, shareholders, partners, attorneys and employees harmless from any and all liability, loss, damages, claim and expense, including reasonable attorney's fees, related to your violation of these Terms of Use and (or) use of the Intellexer™ API, and (or) use of your Application by you and (or) your End Users.

  1. Disclaimer of warranties.

13.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EFFECTIVESOFT AND (OR) THE COPYRIGHT OWNER PROVIDE THE INTELLEXER™ API SERVICE AS IS AND WITH ALL FAULTS. EFFECTIVESOFT AND (OR) THE COPYRIGHT OWNER DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY (IF ANY) IMPLIED WARRANTIES, DUTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF RELIABILITY OR AVAILABILITY, OF ACCURACY OR COMPLETENESS OF RESPONSES, OF RESULTS, OF WORKMANLIKE EFFORT, OF LACK OF VIRUSES, AND OF LACK OF NEGLIGENCE, AND NON-INFRINGEMENT, ALL WITH REGARD TO THE INTELLEXER™ API. YOU ACKNOWLEDGE THAT COMPUTER AND TELECOMMUNICATIONS SYSTEMS ARE NOT FAULT-FREE AND OCCASIONAL PERIODS OF DOWNTIME OCCUR. WE DON'T GUARANTEE INTELLEXER™ API WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR THAT CONTENT LOSS WON'T OCCUR. 13.2. “THE INTELLEXER™ API AS IS” MEANS THAT WE WILL NOT ACCEPT ANY CLAIMS TO THE SERVICE CONNECTED WITH THE FOLLOWING:

ACCURACY OF INFORMATION PROCESSING;

QUALITY OF INFORMATION EXTRACTION;

QUALITY OF PLAIN TEXT EXTRACTION FROM DIFFERENT FILE FORMATS AND SOURCES;

OTHER SUBJECTIVE ASPECTS OF COMPUTER-BASED UNDERSTANDING OF THE DOCUMENTS.

  1. Limitation of liability. 

14.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EFFECTIVESOFT AND (OR) THE COPYRIGHT OWNER BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR PERSONAL INJURY, FOR LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE INTELLEXER™ API, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS TERMS OF USE, EVEN IN THE EVENT OF THE FAULT, TORT (INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT LIABILITY, BREACH OF CONTRACT OR BREACH OF WARRANTY OF EFFECTIVESOFT AND (OR) THE COPYRIGHT OWNER, AND EVEN IF EFFECTIVESOFT AND (OR) THE COPYRIGHT OWNER HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

14.2. These limitations and exclusions mentioned above apply even if this remedy doesn't fully compensate you for any losses or fails of its essential purpose or if we knew or should have known about the possibility of the damages. To the maximum extent permitted by law, these limitations and exclusions apply to anything or any claims related to these Terms of Use or your use of the Intellexer™ API or the EffectiveSoft Trademark.

14.3. If you have any basis for recovering damages (including breach of these Terms of Use), you agree that your exclusive remedy is to recover, from EffectiveSoft and (or) the Copyright Owner or any affiliates, resellers, distributors, suppliers (and respective employees, shareholders, or directors) and vendors, only direct damages up to USD $5.00 collectively.

  1. Applicable law.

This Agreement shall be construed in accordance with, and all actions arising hereunder shall be governed by the laws of California, USA without reference to or inclusion of the principles of choice of law or conflicts of law of that jurisdiction.

  1. Entire agreement.

This Agreement is the entire agreement between you and EffectiveSoft relating to the Intellexer™ API and it supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to the Intellexer™ API or any other subject matter covered by this Agreement. If any provision of this Agreement is held to be void, invalid, unenforceable or illegal, the other provisions shall continue in full force and effect.

  1. General.

17.1. This Agreement does not create any partnership or joint venture between the Parties. While you may publicly refer to the fact that you have implemented the Intellexer™ API, you agree not make any other public statements that assert or imply any other relationship with EffectiveSoft, unless you have EffectiveSoft prior written approval.

17.2. In the event of any dispute between the Parties, any dispute resolution process, including but not limited to arbitration, mediation or litigation, shall take place in, and the Parties hereby submit and consent to jurisdiction and venue in, California, the USA. 

17.3 A breach of this Agreement by you will result in irreparable and continuing damage to EffectiveSoft for which there will be no adequate remedy at law and EffectiveSoft shall be entitled to injunctive relief and/or decree for specific performance and such other and further relief as may be available at law, in equity, or otherwise.

17.4. Assignment and Delegation. You may not assign or delegate any rights or obligations under these Terms of Use, including in connection with a change of control. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under these Terms of Use, fully or partially without notice to you.

17.5. No Waiver. Either party’s failure to act with respect to a breach of these Terms of Use does not waive either party’s right to act with respect to that breach or subsequent similar or other breaches.

17.6. Survival. Sections of these Terms of Use that, by their terms, require performance after the termination or expiration of these Terms of Use will survive.

17.7. EffectiveSoft reserves the right to change these Terms of Use from time to time. You agree that EffectiveSoft may notify you of the updated Terms of Use by posting them at https://www.intellexer.com/terms_of_use.html. If you use any of the Intellexer™ API after the effective date of the updated Terms of Use, you accept to the updated Terms of Use automatically. The effective date of the updated Terms of Use will be the time of posting, or the later date specified in the updated Terms of Use. The updated Terms of Use will be applied to your use of the the Intellexer™ API from the effective date as mentioned above. If you do not agree to, or cannot comply with, the updated Terms of Use, you must immediately destroy all copies of downloaded materials and terminate using of the Intellexer™ API.