EventBuilder APIs Terms of Use

Last updated: July 27, 2021

Thank you for developing with EventBuilder!

By accessing or using EventBuilder APIs, including within a software application, website, tool, service, or product you create or offer to Customers (your "Application"), you are agreeing to these terms and to comply with any accompanying documentation that applies to your use of the EventBuilder APIs ("APIs Terms") with NW Virtual Partners LLC dba EventBuilder ("EventBuilder", "we", "us", or "our") and our Terms of Use, incorporated herein by this reference. You represent and warrant to us that you have the authority to accept these APIs Terms on behalf of yourself, a company, and/or other entity, as applicable. We may change, amend or terminate these APIs Terms at any time. These APIs Terms govern your use of EventBuilder APIs unless you have entered into another agreement with EventBuilder that governs your use of specific EventBuilder APIs and expressly supersedes these APIs Terms.

1. Defined Terms

a) "Customer(s)" means the subscription holder of an EventBuilder online service ("EventBuilder Offering") and if the subscription holder is an organization, includes their administrators and end users, subject to our Customer Terms of Service.

b) "EventBuilder APIs" means (i) any form of machine accessible application programming interface that EventBuilder makes available which provides access to an EventBuilder Offering, including all associated tools, elements, components and executables therein, (ii) any EventBuilder sample code that enables interactions with an EventBuilder Offering, and (iii) documentation that EventBuilder makes available to help enable your access to the EventBuilder APIs.

2. EventBuilder APIs Subscription and Guidelines

a) EventBuilder APIs Subscription. Subject to your compliance with all of the APIs Terms, EventBuilder grants you a limited, non-exclusive, non-assignable, non-transferable, revocable subscription to use the EventBuilder APIs to develop, test, and support your Application, and allow Customers to use your integration of the EventBuilder APIs within your Application. You may use the EventBuilder APIs only as expressly permitted in these APIs Terms. Violation of these APIs Terms may result in the suspension or termination of your use of the EventBuilder APIs.

b) EventBuilder APIs Guidelines

You MUST:

1. Keep EventBuilder APIs confidential, and never share EventBuilder APIs with anyone outside of your organization.
2. Use EventBuilder APIs as part of EventBuilder Services, as instructed by EventBuilder and in compliance with our Terms of Use and your Customer Terms of Service.
3. Immediately contact EventBuilder if you suspect an EventBuilder APIs or any component thereof has been lost, stolen, or accessed by an unauthorized party.

You may NOT:

1. Use the EventBuilder APIs in a way that could impair, harm or damage EventBuilder, the EventBuilder APIs, any EventBuilder Offering, or anyone's use of the EventBuilder APIs or any EventBuilder Offerings;
2. Use the EventBuilder APIs to disrupt, interfere with, or attempt to gain unauthorized access to services, servers, devices, or networks connected to or which can be accessed via the EventBuilder APIs;
3. Use the EventBuilder APIs, or any information accessed or obtained using the EventBuilder APIs, for the purpose of migrating Customers away from an EventBuilder Offering, except in connection with use of the EventBuilder APIs by your Application or unless expressly permitted by EventBuilder pursuant to a duly executed written agreement; 
4. Scrape, build databases or otherwise create copies of any data accessed or obtained using the EventBuilder APIs, except as necessary to enable an intended usage scenario for your Application;
5. Request from the EventBuilder APIs more than the minimum amount of data, or more than the minimum permissions to the types of data, that your Application needs for Customers to use the intended functionality of your Application;
6. Use an unreasonable amount of bandwidth, or adversely impact the stability of the EventBuilder APIs or the behavior of other apps using the EventBuilder APIs;
7. Attempt to circumvent the limitations EventBuilder sets on your use of the EventBuilder APIs. EventBuilder sets and enforces limits on your use of the EventBuilder APIs (e.g., limiting the number of APIs requests that you may make or the number of users you may serve), in its sole discretion; 
8. Use EventBuilder APIs in any manner that works around any technical limitations of the EventBuilder APIs or of the accessed EventBuilder Offering, or reverse engineer, decompile or disassemble the EventBuilder APIs, except and only to the extent that applicable law expressly permits, despite this limitation; 
9. Use the EventBuilder APIs, or any data obtained using the EventBuilder APIs, to conduct performance testing of an EventBuilder Offering unless expressly permitted by EventBuilder pursuant to a duly executed written agreement;
10. Use the EventBuilder APIs, or any data obtained using the EventBuilder APIs, to identify, exploit or publicly disclose any potential security vulnerabilities;
11. Request, use or make available any data obtained using the EventBuilder APIs outside any permissions expressly granted by Customers in connection with using your Application;
12. Use or transfer any data accessed or obtained using the EventBuilder APIs, including any data aggregated, anonymized or derived from that data (collectively the "EventBuilder APIs Data") for advertising or marketing purposes including (i) targeting ads, or (ii) serving ads. For purposes of clarity, this prohibition on using EventBuilder APIs Data for advertising or marketing purposes does not extend to using other data, such as (i) the number of users of your Application, (ii) a user identifier you independently receive from a user (e.g., an email address you receive when a user enrolls to use your Application, a device identifier, or an advertising identifier), or (iii) a product or service identifier that identifies an EventBuilder Offering;
13. Make your Application available for use in a manner that circumvents the need for users to obtain a valid subscription to the EventBuilder application or service that is accessed through the EventBuilder APIs;
14. Redistribute or resell, or sublicense access to, the EventBuilder APIs, any data obtained using the EventBuilder APIs, or any other EventBuilder Offering accessed through the EventBuilder APIs; or
15. Misrepresent expressly, by omission, or implication, the need for users to obtain a valid subscription to the EventBuilder application or service that is accessed through the EventBuilder APIs;
16. Falsify or alter any unique referral identifier in, or assigned to an Application, or otherwise obscure or alter the source of queries coming from an Application to hide a violation of this agreement; or
17. Use the EventBuilder APIs or allow any user to use the Application in a way that violates applicable law, including:

a. Illegal activities, such as child pornography, gambling, piracy, violating copyright, trademark or other intellectual property laws.
b. Intending to exploit minors in any way.
c. Accessing or authorizing anyone to access the EventBuilder APIs from an embargoed country as prohibited by the U.S. government.
d. Threatening, stalking, defaming, defrauding, degrading, victimizing or intimidating anyone for any reason.
e. Violating applicable privacy laws and regulations.

18. Use the EventBuilder APIs in a way that could create, in EventBuilder's sole discretion and judgment, an unreasonable risk to Customers from a security or privacy perspective.

3. Security

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

We may use technology to detect, prevent or limit the impact of any issues caused by your Application (before, after, or instead of suspension of your access). This may include, for example, (i) filtering to stop spam, (ii) performing security or privacy monitoring regarding scraping, denial of service attacks, user impersonation, application impersonation, or illicit consent grant(s), or (iii) limiting or terminating your access to the EventBuilder APIs.

You will permit EventBuilder reasonable access to your Application for purposes of monitoring compliance with these APIs Terms. You will respond to any questions by EventBuilder about your compliance with these APIs Terms.

Without limiting the foregoing, upon request by EventBuilder, you will provide us (or an independent auditor acting on our behalf) with up to two full-feature client account-level instances to access your Application (and/or other materials relating to your use of the API) as reasonably requested by us to verify your compliance with these APIs Terms (including, in particular, your security and privacy obligations under these APIs Terms).

We may restrict or terminate access to EventBuilder APIs or perform an audit (including by hiring an independent auditor acting on our behalf) of your Application if you fail to provide adequate information and materials (including up to two full-featured instances of your Application) to verify your compliance with these Terms.

You must have a process to respond to any vulnerabilities in your Application, and in the case of any vulnerabilities related to your Application's connection to the EventBuilder APIs discovered by you or reported to you by a third party, you agree that you will provide vulnerability details to the EventBuilder Security Privacy and Compliance Team (privacy@eventbuilder.com).

In the event of a data breach by you resulting from any aspect of the EventBuilder APIs involving your Application or any data collected through your Application, you will promptly contact the EventBuilder Security Privacy and Compliance Team (privacy@eventbuilder.com) and provide details of the data breach. You agree to refrain from making public statements (e.g., press, blogs, social media, bulletin boards, etc.) without prior written and express permission from EventBuilder in each instance as it relates to the EventBuilder APIs.

The rights and requirements of this section -- 4. Security -- will survive for five (5) years following any termination of these APIs Terms.

4. Your Compliance with Applicable Privacy and Data Protection Laws

You must comply with all laws and regulations applicable to your use of the data accessed through the EventBuilder APIs, including without limitation laws related to privacy, biometric data, data protection and confidentiality of communications. Your use of the EventBuilder APIs is conditioned upon implementing and maintaining appropriate protections and measures for your service and Application, and that includes your responsibility to the data obtained through the use of the EventBuilder APIs. For the data you obtained through the EventBuilder APIs, you must:

a) obtain all necessary consents before processing data and obtain additional consent if the processing changes ("Data Access Consents"),

b) in the event you're storing data locally, ensure that data is kept up to date and implement corrections, restrictions to data, or the deletion of data as reflected in the data obtained through your use of the EventBuilder APIs,

c) implement proper retention and deletion policies, including deleting all data when your user abandons your Application, uninstalls your Application, closes its account with you, or abandons the account,

d) maintain and comply with a written statement available to Customers and users that describes your privacy practices regarding data and information you collect and use (your "Privacy Statement"), and that statement must be as protective as the EventBuilder Privacy Notice, and

e) If your Application allows end users to sign in with an EventBuilder account and EventBuilder is not providing the user interface for the sign in, your Privacy Statement must provide a link to EventBuilder’s Privacy Notice at https://portal.eventbuilder.com/privacy or such other location(s) as we may specify from time to time, with a clear indication that Customers and end users can go to the EventBuilder Manage My Personal Data page at any time to exercise their privacy rights. If Customers or end users must take additional steps to disable your Application's access to Customer or end user data, then your Privacy Statement must clearly indicate to Customers and end users the additional steps required to disable access.

Nothing in the Agreement shall be construed as creating a joint controller or processor-subprocessor relationship between you and EventBuilder.
5. Changes to the EventBuilder APIs and API Terms
WE MAY CHANGE OR DISCONTINUE THE AVAILABILITY OF SOME OR ALL OF THE EVENTBUILDER APIs AT ANY TIME FOR ANY REASON WITH OR WITHOUT NOTICE. Such changes may include, without limitation, removing or limiting access to specific API(s), requiring fees or setting and enforcing limits on your use of additions to the EventBuilder APIs. We may also impose limits on certain features and services or restrict your access to some or all of the EventBuilder APIs. We may release subsequent versions of the EventBuilder APIs and require that you use those subsequent versions, at your sole cost and expense.

Any version of the EventBuilder APIs designated as "preview", "pre-release" or "beta" ("Preview 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 Preview API in our sole discretion.

WE MAY MODIFY THESE APIs TERMS AT ANY TIME, WITH OR WITHOUT PRIOR NOTICE TO YOU. YOUR CONTINUED USE OF THE EVENTBUILDER APIs FOLLOWING THE RELEASE OF A SUBSEQUENT VERSION OF THESE API TERMS WILL BE DEEMED YOUR ACCEPTANCE OF ANY MODIFICATIONS TO THESE APIs TERMS. IF YOU DO NOT AGREE WITH ANY MODIFICATION TO THESE APIs TERMS, YOU MUST DISCONTINUE USE OF THE EVENTBUILDER APIS.

7. Feedback

If you give Feedback (as defined in the EventBuilder Terms of Use) about the EventBuilder APIs to EventBuilder, you give to EventBuilder, without charge, the right to use, share and commercialize your Feedback in any way and for any purpose as set forth in the EventBuilder Terms of Use. You will not give us Feedback that is subject to a license that requires EventBuilder to license its software or documentation to third parties because EventBuilder includes your Feedback in them. These rights survive these APIs Terms.

8. Confidentiality
You may be given access to certain non-public information, software, and specifications relating to the EventBuilder APIs ("Confidential Information"), which is confidential and proprietary to EventBuilder. You may use Confidential Information only as necessary in exercising your rights granted under these APIs Terms. You may not disclose any Confidential Information to any third party without EventBuilder's prior written consent. You agree that you will protect any Confidential Information from unauthorized use, access, or disclosure in the same manner that you would use to protect your own confidential and proprietary information.

9. Disclaimer of Warranties, Limitation of Liability and Indemnity

a) Disclaimer of Warranties

WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, GUARANTEES OR CONDITIONS WITH RESPECT TO YOUR USE OF THE EVENTBUILDER APIs. YOU UNDERSTAND THAT USE OF THE EVENTBUILDER APIs IS AT YOUR OWN RISK AND THAT WE PROVIDE THE EVENTBUILDER APIs ON AN "AS IS" BASIS "WITH ALL FAULTS" AND "AS AVAILABLE" TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAW, WE EXCLUDE ANY IMPLIED WARRANTIES, INCLUDING FOR MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, AND NON-INFRINGEMENT. YOU MAY HAVE CERTAIN RIGHTS UNDER YOUR LOCAL LAW. NOTHING IN THESE API TERMS ARE INTENDED TO AFFECT THOSE RIGHTS, IF THEY ARE APPLICABLE. WE DO NOT GUARANTEE THE EVENTBUILDER APIs WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. IN PARTICULAR, THE OPERATION OF THE EVENTBUILDER APIs MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES. WE DISCLAIM ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION, ERRORS IN FUNCTIONING, OR THAT DATA LOSS WILL NOT OCCUR.

b) Limitation of Liability

IF YOU HAVE ANY BASIS FOR RECOVERING DAMAGES (INCLUDING BREACH OF THESE APIs TERMS), YOU AGREE THAT YOUR EXCLUSIVE REMEDY IS TO RECOVER, FROM EVENTBUILDER OR ANY AFFILIATES, RESELLERS, DISTRIBUTORS, SUPPLIERS (AND RESPECTIVE EMPLOYEES, SHAREHOLDERS, OR DIRECTORS) AND VENDORS, ONLY DIRECT DAMAGES UP TO USD $5.00 COLLECTIVELY. YOU CAN'T RECOVER ANY OTHER DAMAGES OR LOSSES, INCLUDING, WITHOUT LIMITATION, DIRECT, CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT, INCIDENTAL, OR PUNITIVE. These limitations and exclusions 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 any claims related to these APIs Terms or your use of the EventBuilder APIs.

c) Indemnification

You will defend, hold harmless, and indemnify EventBuilder from any claim or action brought by a third party, including all damages, liabilities, costs and expenses, and reasonable attorney fees, to the extent resulting from, alleged to have resulted from, or in connection with your breach of the obligations herein or infringement of EventBuilder's or third party's intellectual property.

d) No Injunctive Relief

In no event shall you seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the EventBuilder APIs, content or other material used or displayed through the current EventBuilder website or successor site.

e) No Third-Party Beneficiaries

There are no third-party beneficiaries to this Agreement.

10. Termination

a) We may suspend or immediately terminate these APIs Terms, any rights granted herein, and/or your subscription to the EventBuilder APIs, in our sole discretion at any time, for any reason. You may terminate these APIsTerms at any time by ceasing your access to the EventBuilder APIs.

b) Upon termination, all subscriptions granted herein immediately expire and you must cease use of the EventBuilder APIs. You must also comply with Customer's instruction to return or delete any data accessed or obtained through the EventBuilder APIs, unless expressly permitted by EventBuilder or prohibited by law. Neither party will be liable to the other for any damages resulting solely from termination of these APIs Terms.

11. General Terms

a) Applicable Law

1. United States. If you reside in the United States, Washington state law governs the interpretation of these APIs Terms and applies to claims for breach of it, regardless of conflict of laws principles. The laws of the state where you live govern all other claims, including claims under state consumer protection laws, unfair competition laws, and in tort.

2. Outside the United States. If you reside in any other country, the laws of that country apply.

b) Support. Because the EventBuilder APIs are provided "as is," we may not provide support services for them. You are solely responsible for the quality of your Application and providing support for your Application.

c) Assignment and Delegation. You may not assign or delegate any rights or obligations under these APIs Terms, 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 APIs Terms, fully or partially without notice to you.

d) Reservation of Rights. All rights not expressly granted herein are reserved by EventBuilder. You acknowledge that all intellectual property rights within the EventBuilder APIs remain the property of EventBuilder and nothing within these APIs Terms will act to transfer any of these intellectual property rights to you.

e) EventBuilder and you are independent contractors. Nothing in this Agreement shall be construed as creating an employer-employee relationship, processor-subprocessor relationship, a partnership, or a joint venture between the parties.

f) No Waiver. Either party's failure to act with respect to a breach of these API Terms does not waive either party's right to act with respect to that breach or subsequent similar or other breaches.

g) Survival. Sections of these APIs Terms that, by their terms, require performance after the termination or expiration of these APIs Terms will survive, such as, for example, the rights and requirements of section 4. Security.

h) Modifications. We may modify these APIs Terms at any time with or without individual notice to you. Any modifications will be effective upon your continued use of the EventBuilder APIs.

i) Entire Agreement. These APIs Terms and any documents incorporated into these APIs Terms by reference, constitute the entire agreement between you and us regarding the EventBuilder APIs and supersede all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of these APIs Terms. If any provision of these APIs Terms is found to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable to the maximum extent possible.