Last Updated: October 11, 2017
PLEASE READ CAREFULLY THE FOLLOWING API TERMS. IT CONTAINS VERY IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU. BY CLICKING ON THE «ACCEPT» BUTTON, YOU ARE CONSENTING TO BE BOUND BY AND BECOMING A PARTY TO THIS API LICENSE AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK THE «DO NOT ACCEPT» BUTTON OR LEAVE THE WEBSITE.
Thank you for using the Endress+Hauser Application Programming Interface (API). «Endress+Hauser» means Endress+Hauser Process Solutions AG, located at Christoph Merian-Ring 12, CH-4153 Reinach/BL (Switzerland) and its subsidiaries or affiliates involved in providing the API. «Endress+Hauser» hereinafter is also referred to as «we», «us» or «our». The term «you» shall mean «you» or the entity you represent.
If you are accepting these API Terms on behalf of a company or other legal entity, you confirm that you have the legal authority to bind such an entity to these API Terms, in which case «you» or «your» as used herein shall mean such an entity.
Use of API requires your registration. According to the applicable → Terms of Service you must provide accurate and complete registration information any time you register to use an API key. It is prohibited to attempt to cover or conceal your identity or your application’s identity when requesting authorization to use the API.
The API License is a «time-based License» meaning a license class under which you purchase Usage Rights to utilize the API for a specified period of time, e.g. a subscription term over a 12 month period. «Subscription Term» means the duration of the API license subscription identified in the applicable order form, meaning agreement between you and Endress+Hauser on the API, referencing the present API Terms including the Initial (Subscription) Term and all Renewal Terms.
Subject to your compliance with these API Terms, we grant you a time-based, non-exclusive, revocable, non-transferable and non-sublicensable license to:
By using our API you accept such a License Grant within the bounds of these API Terms. By using our API, you do not acquire ownership of any rights in our API or the content that is accessed through our API. Endress+Hauser does not acquire any ownership of any intellectual property rights in the content that you submit to our API, except as expressly provided in the Terms. Any use of Content is subject to → Terms of Service.
Subject to your compliance with these API Terms, in particular with your obligation to attribute to Endress+Hauser according to Section «Attribution to Endress+Hauser» herein, we grant you a non-exclusive, revocable, non-transferable and non-sublicensable license to reproduce and display the Endress+Hauser name and logo solely to promote or advertise your integration of the API in your application. You must use only official, current Endress+Hauser logos provided to you by Endress+Hauser and may not make changes, alterations or modifications. Any such use must be in accordance with the → Endress+Hauser Trademark Guidelines
You agree that Endress+Hauser, at its sole discretion, may use your trade names, trademarks, service marks, logos, domain names and other distinctive brand features in presentations, marketing materials, customer lists, financial reports and Web site listings (including links to your website) for the purpose of advertising or publicizing your use of the API. Any such use must be consistent with Endress+Hauser branding.
In having the possibility to access to user content through the API you shall be subject to the following restrictions regarding the misuse of the content, information about users using the service and Endress+Hauser as company and trademark. You shall not:
By using the API you shall be subject to the following restrictions regarding use, license, or modification of the API. You shall not:
The API is designed to help you enhance your websites and applications («API Client(s)»). You agree that Endress+Hauser may monitor use of the API to ensure quality, improve Endress+Hauser products and services and verify your compliance with the API Terms. You will not interfere with this monitoring. Endress+Hauser may use any technical means to overcome such interference.
Endress+Hauser products may incorporate third party software (other than from Endress+Hauser affiliated companies), including open source software. Any 3rd party software and the 3rd party provider will be identified in our software product or related documentation. Notwithstanding the foregoing, the use of third party materials included in the Software may be subject to other terms and conditions, which will become a supplementary part to the API License Terms.
The official copyright notices and specific license conditions of third party software codes and algorithms may to be found in the copyright notice of the respective third party software. The 3rd party copyright notice may be found on the 3rd party website, on the provided Endress+Hauser software data medium or as an attachment to the Endress+Hauser Terms and Conditions. Applicable specific conditions related to e.g. certain open source software are made available by Endress+Hauser in our software product or related documentation.
When providing your App by utilizing the API to your end user you shall ensure that the App is provided in a contractually appropriate frame. You shall implement measures for your users that comply with Endress+Hauser standards and the contracts we give to our users within the API Terms as follows:
To protect the functionality of the API and Endress+Hauser against 3rd Party Claims you and your App shall not:
You have to provide attribution to Endress+Hauser as the source of data in accordance with the following guidelines:
Section «Endress+Hauser Trademark» shall remain unaffected.
You shall use commercially reasonable efforts to protect user information collected via the API, including personally identifiable information, from unauthorized access or use and shall promptly report to your users any unauthorized access or use of such information to the extent required by applicable law.
You agree to take appropriate security measures; for example the use of firewalls, virus scanners, etc.; to hold the API free from harm and prevent damage or cut backs to the API itself, user content or other users utilizing the API.
You may choose to or we may invite you to submit comments or ideas about the API, including without limitation ideas about how to improve the API, Endress+Hauser Services or our products («Ideas»). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Endress+Hauser under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.
Endress+Hauser may limit the maximum user content that may be accessed, the rate at which such user content may be accessed and/or the number of network calls that your application may make via the API. Endress+Hauser may change such usage limits at any time, and/or may utilize technical measures to prevent over-usage and/or stop usage of the API by an application after any usage limitations are exceeded.
Subject to the Terms, the Endress+Hauser API is provided to you at a charge. The pricing for the use of resources accessed via the API can be found at https://www.netilion.endress.com (or such URL as Endress+Hauser may provide). The payment obligations are non-cancelable and the fees paid are non-refundable.
Please note for access and use of Endress+Hauser Services additional fees may apply, subject to → Term of Service.
For all purchased resources, we will charge your credit card or invoice on a monthly basis or at the interval indicated in the Endress+Hauser’s fees and payment policies, if different. Charges are solely based on Endress+Hauser's measurements of your use of the Endress+Hauser API, unless otherwise agreed to in writing. To the fullest extent permitted by law, refunds (if any) are at the discretion of Endress+Hauser. Nothing in these Terms obligates Endress+Hauser to extend credit to any party.
If any invoiced amount is not received by us by the due date, then without limiting our rights or remedies, those charges may accrue late interest at the rate of 1.5% of the outstanding balance per month. Endress+Hauser reserves the right to claim for further damages.
Endress+Hauser reserves the right to discontinue the provision of the Endress+Hauser API to you for any late payments with prior notice to you of at least 30 (thirty) days.
Our fees include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, «Taxes»).
Endress+Hauser uses a Payment Service Provider (the «PSP»). You acknowledge and agree that any credit card and related billing and payment information that you provide to Endress+Hauser’s PSP may be shared by this PSP with other companies who work on the PSP’s behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Endress+Hauser and servicing your account. Endress+Hauser may also provide information in response to a valid legal process, such as subpoenas, search warrants and court orders or to establish or exercise its legal rights or defend against legal claims. Endress+Hauser shall not be liable for any use or disclosure of such information by such third parties.
Endress+Hauser may change its fees and payment policies for the Endress+Hauser API by notifying you at least thirty (30) days before the beginning of the billing cycle in which such change will take effect. Changes to the fees or payment policies will be posted on the website (or other such URLs Endress+Hauser may provide in future). Any outstanding balance becomes immediately due and payable upon termination of the Terms for any reason.
Endress+Hauser is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the API which Endress+Hauser provides may be subject to minor changes from time to time without prior notice to you. Substantial changes to the form and nature of the Endress+Hauser Services will be notified within 4 (four) weeks before they become active. Examples of changes to the form and nature of the API include without limitation changes to fee and payment policies, added functionality and other enhancements. In the case of incompatible changes a new version of the API will be provided whilst further providing the old version of the API for at least one year. During this period the outdated version will receive just maintenance and bug fixing updates.
You agree to hold harmless and indemnify Endress+Hauser, its subsidiaries and affiliates, Endress+Hauser Partners as well as their directors, representatives and employees from and against any third party claim arising from or in any way related to (a) your breach of the API Terms, (b) your use of the API, (c) your violation of applicable laws, rules or regulations in connection with Endress+Hauser Services or (d) your Content, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Endress+Hauser will provide you with written notice of such claim, suit or action.
We may modify the API Terms or any portion thereof to, for example, reflect changes to the law or changes to our Services API. We will post notice of modifications to the Terms within the documentation of the API, to the website https://www.netilion.endress.com and in a personal notification to you. The notifications, in case of changes, will be send out at the latest 30 (thirty) days before the general contractual period ends.
New customers will be bound to the most recent version of the Terms of Service.
Existing customers in general are bound to the version of the Terms to which they agreed when booking the service or extending the period of usage. Modified or new Terms will become active with the new contractual period. Refused agreement to changed Terms will lead to a contract termination according chapter «Termination by Endress+Hauser»
Your license to utilize the API and the Endress+Hauser marks shall continue until it is expired or terminated by either party as set forth herein. Your license may be terminated by your written notice within the cancellation period before it is automatically renewed, which is at the latest thirty (30) days before your actual contractual period ends. An earlier termination will create no liability for Endress+Hauser to refund you.
Endress+Hauser may terminate this agreement by causal notice to you, whereby said notice may be delivered via email or in writing, without liability or other obligation to you:
Upon termination of your license by causal notice, you shall stop using the API and destroy and remove from all computers, hard drives, networks and other storage media all copies of the API, user content and Endress+Hauser marks.
The API Terms constitute the whole legal agreement between you and Endress+Hauser and govern your use of the API (but excluding any services which Endress+Hauser may provide to you under a separate agreement), and completely replace any prior agreements between you and Endress+Hauser in relation to the API.
You and Endress+Hauser shall exist and act independently and not as partners, joint venturers, agents, employees or employers of the other. You shall not have any authority to assume or create any obligation for or on behalf of Endress+Hauser, express or implied, and you shall not attempt to bind Endress+Hauser to any contract. This clause shall not apply in the case that the API is licensed und utilized within the Endress+Hauser Group from Endress+Hauser entities other than Endress+Hauser Process Solutions AG.
You agree that if Endress+Hauser does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Endress+Hauser has the benefit of under any applicable law), this will not be taken to be a formal waiver of Endress+Hauser's rights and that those rights or remedies will still be available to Endress+Hauser.
If any provision of these API Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision and that the other provisions remain in full force and effect.
The API Terms and the legal relationship between you and Endress+Hauser shall be exclusively governed and construed in accordance with the laws of Switzerland, but excluding the CISG.
Place of jurisdiction for all disputes arising out of or relating to the API Terms and use of the API regardless of the legal reason shall be at the seat of Endress+Hauser, Reinach/BL (Switzerland).
For questions about these or any Endress+Hauser Terms or Policies, email us at: email@example.com