This document governs the terms under which you are permitted to access and use the application programming interface that is made available on this website (the “API”), and the data transmitted to you through the API (the “Iodine Content”). This document incorporates the terms of the following documents, including all future amendments or modifications thereto (collectively, and together with this document, the “API Agreement”).
By accessing or using the API or Iodine Content, you agree to be bound by the API Agreement. If you access or use the API or Iodine Content on behalf of a company, principal or other entity, you represent that you have authority to bind such entity and its affiliates to the API Agreement and that it is fully binding upon them. In such case, the term “you” will refer to you, as an individual or to each such entity and its affiliates on whose behalf you are accessing or using the API or Iodine Content. If you do not have authority, or if you do not agree with the terms of the API Agreement, you shall not access or use the API or Iodine Content. You should read and keep a copy of each component of the API Agreement for your records. In the event of a conflict among them, the terms of this document will control.
The API is made available by Iodine Inc. (“Iodine”) to enable you to access valuable Iodine Content and present it to your end users within their websites and as part of internet-related applications that complement and enhance Iodine’s own services. With this in mind, Iodine reserves the right to continually review and evaluate all uses of the API, including determining that a particular usage would be more competitive in nature than complementary to Iodine’s own services.
Iodine reserves the right to modify or revise the API Agreement at any time in its sole discretion. Iodine will notify you at the contact information you provided at the time of registration for an API Key. You should also visit this website periodically to review the documents comprising the API Agreement and check for updates. Your continued use of the API or Iodine Content after the effective date of any such changes will constitute your acceptance of and agreement to such changes. IF YOU DO NOT WISH TO BE BOUND TO ANY NEW TERMS, YOU MUST TERMINATE THE API AGREEMENT BY IMMEDIATELY CEASING USE OF THE API AND IODINE CONTENT.
In order to access or use an API, you must first register for and receive an API key. You must provide complete and accurate information as part of the registration process. You must use the API solely for the purpose you state in the application. You are only allowed to register for and use one API Key, unless otherwise permitted by Iodine in writing. By registering for an API Key, you represent and warrant that you and/or the organization you represent only possess and use one API Key, and that you have not previously had a API Key suspended or terminated by Iodine. All queries sent to the API requesting Iodine Content must reference your valid API Key. You agree to keep your API Key confidential and not to share it with any third party. In the event you lose your API Key or learn that it has been used by an unauthorized person or in an unauthorized manner, you must notify Iodine immediately. Iodine reserves the right to de-activate any API Keys that it knows or suspects to be lost or used by unauthorized persons, and in such event, Iodine may, in its sole discretion, provide you with a replacement API Key.
Within seven days of implementing your API, you are required to notify Iodine and provide URL(s) and screenshot(s) of your use of the API and Iodine Content on your website and/or internet-connected application for mobile devices (collectively, “Your Site”). Failure to do so may result in immediate suspension or termination of your API Key.
Subject to the terms set forth in the Display Requirements and elsewhere in the API Agreement, Iodine grants you a non-exclusive, revocable, non-transferable license to (i) access and use the API to receive Iodine Content; (ii) display Iodine Content on Your Site; and (iii) reproduce and display the Iodine name and logo (the “Iodine Brand Features”) solely in order to comply with the Display Requirements.
You are not authorized to and not allowed to grant a license or sub-license to (i) access and use the API to receive Iodine Content; (ii) display Iodine Content on Your Site; and (iii) reproduce and display the “Iodine Brand Features” solely in order to comply with the Display Requirements to any other person or entity.
You may not use the API, Iodine Content, or Iodine Brand Features for any other purpose without Iodine’s prior written consent. These license rights are further limited by the restrictions set forth elsewhere in the API Agreement, and all rights not expressly granted to you hereunder are reserved by Iodine. You acknowledge and agree that Iodine may monitor Your Site in order to confirm compliance with the API Agreement.
Should you fail to provide responsive information, or if Iodine, in its sole discretion, determines that you or Your Site is not complying with the API Agreement, Iodine may terminate your license and invalidate your API Key with or without notice to you.
An application displaying content from the API must display a link back to Iodine. In addition, the API provides links back to prescription drug pages on the Iodine website (“API Links”), and these must be displayed next to any data provided by the API, unless express written permission to do otherwise is received from Iodine. Display of any results provided by the API without the API Links may result in the immediate suspension or termination of your API key with or without notice to you.
5. Reserved Rights and API Restrictions
Iodine reserves the right to terminate your access to the API if you use the API or Iodine Content in ways that Iodine determines, in its sole discretion, to be inappropriate. Without limitation, any use of the API or Iodine Content that (i) is competitive or inconsistent with Iodine’s own services, (ii) aggregates, in any way, any Iodine Content with third party content or (iii) fails to attribute Iodine Content appropriately to Iodine is expressly prohibited.
Iodine reserves the right to continually review and evaluate all uses of the API and Iodine Content, and will determine whether specific uses are permitted or not permitted in its sole discretion. Iodine’s failure to immediately terminate your use of the API shall in no way be construed as a waiver of its ability to terminate your use of the API at some future time. Iodine reserves the right to request information related to your use of the API, Iodine Content and your compliance with the API Agreement. Failure to timely and completely respond to such request may result in termination.
You agree that you will not, and will not assist or enable others to:
Cache, record, pre-fetch, or otherwise store any portion of Iodine Content, or attempt or provide a means to execute any “bulk download” operations;
Use the API or Iodine Content to update or create your own database or business listing of prescription drug information;
Create or disclose metrics about, or perform any statistical analysis of, the API or Iodine Content;
Use the API, Iodine Content or the Iodine Brand Features on behalf of any third party, for example, to provide services to third parties;
Display Iodine Brand Features or Iodine Content in a manner that could reasonably imply an endorsement, relationship or affiliation with or sponsorship between you or a third party and Iodine, other than your permitted use of the API under the terms of the API Agreement;
Copy, rent, lease, sell, transfer, assign, sublicense, dissemble, reverse engineer or decompile (except to the limited extent expressly authorized under applicable statutory law), modify or alter any part of the API;
Modify, rate, rank, review, vote or comment on, or otherwise respond to Iodine Content;
Use the API in a manner that impacts the stability of Iodine’s servers or impacts the behavior of other applications using the API;
Display Iodine Content on any site that disparages Iodine or its products or services, or infringes any Iodine intellectual property or other rights;
Access the API to make more than 300 requests per minute referencing the same API Key (or exceed any other request limits established by Iodine from time to time in its sole discretion; higher limits are only acceptable after agreement in writing from Iodine);
Use the API to aggregate, consolidate or otherwise arrange, display or make available Iodine Content in combination with any third party or any Iodine competitors’ content, for any commercial purpose or in any manner that Iodine determines could diminish the value or integrity of its business or brand;
Use the API, Iodine Content or the Iodine Brand Features in any manner or for any purpose that may violate any law or regulation, or any right of any person including, but not limited to, intellectual property rights, rights of privacy and/or rights of personality, or which otherwise may be harmful (in Iodine’s sole discretion) to Iodine, its providers, its suppliers, end users of this website, or your end users;
Use the API, Iodine Content or the Iodine Brand Features for unlawful purposes, or in connection with or to promote any products, services or materials that constitute, promote or are used primarily for the purpose of dealing in: spyware, adware and/or other malicious programs or code; counterfeit goods and/or items subject to U.S. embargo; unsolicited mass distributions of e-mail (“spam”), actions intended to mislead search engines into ranking some pages higher than they would otherwise deserve (“web spam”) multilevel marketing proposals, direct marketing and/or telemarketing activities; hate materials; libelous, defamatory, obscene, pornographic, abusive or otherwise offensive content; prostitution, body parts and/or bodily fluids; stolen products and/or items used for theft; hacking/surveillance/interception/descrambling equipment; fireworks, explosives and/or other hazardous materials; gambling; professional services regulated by state licensing regimes; and/or non-transferable items such as airline tickets, event tickets, weapons and/or weapons accessories, or
Use the API, Iodine Content or the Iodine Brand Features to market to or divert Iodine customers from Iodine services.
Use the API, Iodine Content or the Iodine Brand Features for any non-consumer function, without express written permission from Iodine.
6. Proprietary Rights
As between you and Iodine, the API, Iodine Content, Iodine Brand Features, and all intellectual property rights contained in the foregoing, are and will at all times remain the sole and exclusive property of Iodine and are protected by applicable intellectual property laws and treaties (whether those rights happen to be registered or not, and wherever in the world those rights may exist.). You agree that at no time during or after the termination of the API Agreement will you attempt to register or claim that you own any trademarks or domain names that are derived from or confusingly similar to those of Iodine Brand Features or attempt to register or claim that you own any copyrights or other intellectual property rights in the API or Iodine Content.
Iodine reserves the right, in its sole discretion (for any reason or for no reason) and at any time without notice to you, to change, suspend or discontinue the API and/or suspend or terminate your rights under the API Agreement to access, use and/or display (as applicable) the API, Iodine Brand Features and/or any Iodine Content. Any termination of the API Agreement will also immediately terminate the licenses granted to you hereunder. Such change, suspension or termination of the API may cause your existing services using the API to stop functioning properly, and you will no longer have access to Iodine Content. Upon any termination of the API Agreement, you will promptly delete and remove all calls to the API from all web pages, scripts, widgets, applications, and other software in your possession or under your control, including without limitation, from Your Site; promptly destroy and remove from all computers, hard drives, networks and other storage media all copies of the API, Iodine Brand Features and/or any Iodine Content.
You agree that your use of the API is at your own risk and you agree to hold harmless, defend (subject to Iodine’s right to participate with counsel it selects) and indemnify Iodine and its subsidiaries, affiliates, officers, agents, employees and suppliers from and against any and all claims, damages, liabilities, costs and fees (including reasonable attorneys’ fee) arising from, or in any way related to you or your end users’ use or implementation of the API or any Iodine Content or the Iodine Brand Features obtained from the API. You will not agree to any settlement that imposes any obligation on Iodine without Iodine’s prior consent.
10. No Warranties; No Support
THE API, IODINE BRAND FEATURES AND IODINE CONTENT ARE PROVIDED “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” WITHOUT WARRANTY, OF ANY KIND AND AT YOUR SOLE RISK. EXCEPT TO THE MINIMUM EXTENT REQUIRED BY APPLICABLE LAW, IODINE DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, CONDITIONS, AND DUTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE API, IODINE BRAND FEATURES AND ANY IODINE CONTENT, 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 AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. FURTHER, IODINE DISCLAIMS ANY WARRANTY THAT YOUR USE OF THE API OR ANY API KEY OR IODINE CONTENT WILL BE UNINTERRUPTED, SECURE, TIMELY OR ERROR FREE. FOR THE AVOIDANCE OF DOUBT, YOU ACKNOWLEDGE AND AGREE THAT THE API AGREEMENT DOES NOT ENTITLE YOU TO ANY TECHNICAL OR OTHER SUPPORT FOR THE API. NO ADVICE OR INFORMATION, WHETHER ORAL OR IN WRITING, OBTAINED BY YOU FROM IODINE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE API AGREEMENT.
11. Limitation of Liability
YOU AGREE THAT IODINE SHALL HAVE NO LIABILITY ARISING FROM OR BASED ON YOUR ACCESS TO AND USE OF THE API (OR IODINE’S SUSPENSION OR TERMINATION OF SUCH ACCESS AND/OR USE) UNDER ANY THEORY OF LIABILITY, INCLUDING WITHOUT LIMITATION, CAUSES OF ACTION BASED ON TORT, CONTRACT, NEGLIGENCE OR STRICT LIABILITY. IN NO EVENT SHALL IODINE OR ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, EMPLOYEES AND SUPPLIERS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL OR OTHER MEASURES OF INDIRECT DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES BASED ON LOST PROFITS, LOST OR CORRUPTED DATA, COMPUTER FAILURE OR MALFUNCTION, INTERRUPTION OF BUSINESS OR ANY DAMAGES ARISING OUT OF OR BASED UPON YOUR USE OR INABILITY TO USE THE API, EVEN IF IODINE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES AND WHETHER OR NOT SUCH LOSS OR DAMAGES ARE FORESEEABLE. ANY CLAIM ARISING OUT OF OR RELATING TO THE API AGREEMENT MUST BE BROUGHT WITHIN (1) YEAR AFTER THE OCCURRENCE OF THE EVENT GIVING RISE TO SUCH CLAIM. IF SUCH CLAIM IS NOT FILED, THEN THAT CLAIM IS PERMANENTLY BARRED. THIS APPLIES TO YOU AND YOUR SUCCESSORS, AND TO IODINE AND ITS SUCCESSORS. NOTWITHSTANDING THE FOREGOING, IODINE’S MAXIMUM LIABILITY UNDER THE API AGREEMENT SHALL NOT, IN ANY EVENT, EXCEED US$50.00.
12. Limited Relationship
Iodine and you are, and will remain, independent contractors, and nothing in the API Agreement will be construed as creating an employer-employee relationship, partnership or joint venture. You are permitted to make public statements concerning your use of the API, however you agree not to make any statements, without the prior written consent of Iodine, implying a different kind of relationship between you and Iodine, including any express or implied endorsement of your content, products, or services by Iodine. You do not have any authority of any kind to bind Iodine in any respect whatsoever.
With the exception of any separate agreements or addendums to the API Agreement between Iodine and you, the API Agreement encompasses the entire agreement between you and Iodine regarding the subject matter discussed therein. The API Agreement, and any disputes arising from or relating to the interpretation thereof, will be governed by and construed under the laws of the State of California without regard to its conflict of law provisions. You agree to personal jurisdiction by and venue in the state and federal courts of the State of California, City of Los Angeles. You also agree that, in the event of a breach of the API Agreement or your unauthorized use of the API, Iodine shall be entitled to obtain injunctive relief against you without the necessity of posting a bond. The failure of Iodine to exercise or enforce any right or provision of the API Agreement will not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein will not be deemed a waiver of any further rights hereunder. If any provision of the API Agreement is found to be unenforceable or invalid, that provision will be replaced with terms that most closely match the intent of the provision that is not enforceable to the minimum extent necessary so that the remaining API Agreement will otherwise remain in full force and effect and enforceable. The API Agreement is not assignable, transferable or able to be licensed or sub-licensed, in whole or in part, by you except with Iodine’s prior written consent. Iodine may assign the API Agreement, in whole or in part, at any time with or without notice to you. Any attempt to do so is void. The section titles in the API Agreement are for convenience only and have no legal or contractual effect.
Sections 6, 7, 8, 9, 10, 12 and this Section 13 will survive any expiration or termination of the API Agreement for any reason.
15. Contact and Violations
Please contact Iodine at email@example.com with any questions regarding the API Agreement or to report any violations of the API Agreement.