Scroll down to see the APM Terminals API Licence Agreement
- These Terms comprise:
- the terms set out below, any additional instructions or terms appearing on the Website in relation to Protected Services which the Registered User uses (together the “Registered User Terms”); and
- any terms from time to time agreed between the parties and described as special terms which apply to the access to or use of particular Protected Services (“Special Terms”);
- The Registered User Terms set out the terms on which APM Terminals provide Protected Services and will apply to
- the Registered User if it is not already bound by the Registered User Terms (in which case the Individual User warrants that he is authorised to agree and does agree on the Registered User’s behalf to the Registered User Terms); and
- the Individual User acting on his own behalf, to the extent that such User utilises the Protected Services and/or the Website.
- The Registered User Terms shall not affect, or form part of, the terms of any contract of terminal services or other services with APM Terminals.
- Subject to the Registered User Terms, APM Terminals agrees to permit the Registered User to use the Website, Content and Protected Services as the parties agree.
- These Terms comprise:
- “Content” means any information, data, text, images, video or audio or any other materials available from APM Terminals via or generated on, posted to or uploaded to the Website or Protected Services;
- “The Individual User” means the person identified in the “First Name” and “Last Name” fields of the registered user application form. “Individual Users” and “an Individual User” mean any other person identified, in the “First Name” and “Last Name” fields of a registered user application form which names the Registered User in the “Company” field.
- “APM Terminals” means APM Terminals BV;
- “Protected Services” means any services or facilities requested, made available or received via the Website;
- “Registered User” means the entity identified in the “Company” field of the registered user application form;
- “User Materials” means any information, data or other content or materials posted or uploaded by the User to the Website.
- “Website” means those parts of the www.developer.apmterminals.com website which require credentials for access.
- Authorisation to Use the Website
- The Individual User shall, and the Registered User shall, ensure that Individual Users shall observe any term, instruction or agreement with APM Terminals in connection with the website at developer.apmterminals.com and only access and use the Protected Services and the Content in accordance with the restrictions and conditions set out in the Registered User Terms and with any procedures from time to time in force on the Website.
- APM Terminals is not liable for any delay or loss caused by the misuse or misapplication of Individual User credentials.
- A Registered User and Individual Users may be unable to access or use any Protected Services unless the Registered User and/or Individual Users installs, implements and maintains appropriate communication facilities (including software and hardware meeting the minimum requirements from time to time notified by APM Terminals at www.developer.apmterminals.com or otherwise). However, APM Terminals does not warrant that the local set-up of the Registered User and/or Individual Users in accordance with such minimum requirements will ensure access to, full functionality of or effective operation of the Website. The Registered User shall ensure that any party using such Protected Services on its behalf obtains any consents and/or licence required by law for such use.
- When an Individual User accesses the Website, APM Terminals will implement an automated check that an apparently valid credentials has been applied. APM Terminals or its agents may treat any apparently valid communication, instruction or notification in the form received by APM Terminals apparently from an Individual User (“Communication”) as properly authorised by and legally binding upon the Registered User, even if in fact no such authority was given or if any Communication it receives was fraudulent or conflicts or appears to conflict with other instructions of the Registered User. APM Terminals and its agents shall be under no further obligation to check the authenticity of the Communication or the authority of the Individual User transmitting it.
- Where APM Terminals or its agents have reason to believe that a Communication which any of them receives has not been properly authorised or that any breach of security or of the Registered User Terms has occurred, APM Terminals and its agents reserve the right at their sole discretion not to act or to delay acting upon the Communication.
- The Registered User is responsible for the accuracy and completeness of Communications received by APM Terminals or its agents and for ensuring that they achieve the Registered User’s intended purpose and that they are transmitted correctly to APM Terminals or its agents. APM Terminals and its agents are not liable for any delay or loss where the contents of a Communication they receive are inaccurate, incomplete or where a Communication is not received by them.
- If the Registered User for whatever reason requests the cancellation or modification of a Communication which APM Terminals or its agents have received, APM Terminals will make reasonable endeavours to comply with the request. However, APM Terminals and its agents are not liable for any failure to cancel or modify such a Communication if such a request is received at a time or under circumstances that render it unreasonable to comply with the request.
APM Terminals API Licence Agreement
- API provider. This API is provided by APM Terminals B.V. APM Terminals (“APM TERMINALS”), a company registered in the Netherlands with company number 27303900 and registered office at Turfmarkt 107, 2511 DP, The Hague.
- Contract. By using or interacting in any way with the APM TERMINALS application programming interface or any other associated materials or mechanisms provided by APM TERMINALS to enable you to access APM TERMINALS data (collectively, the “API”), including, but not limited to requesting Credentials (as defined below) or making an API Request (as defined below), you acknowledge that you have read and understood this document and that you agree to be legally bound by the terms of this Agreement. If you agree to these API Terms on behalf of a company or other entity, you represent that you have the authority to bind that entity and its affiliates to these API Terms, in which case “you” or “your” shall refer to such entity and its affiliates. If you do not have authority or you do not agree with the Terms, you must not access, use or benefit from the API in any way. APM TERMINALS reserves the right to at APM TERMINALS’ full discretion to make changes to the terms of this Agreement from time to time. When these changes are made, APM TERMINALS will make a new copy of the Terms available at developer.apmterminals.com or such other URL as APM TERMINALS may provide. You understand and agree that if you use the Service (as defined in Clause 4 below) after the date on which the terms of this Agreement have changed, your continued use of the API (as defined in Clause 3 below) is deemed acceptance of the updated terms. If a modification is unacceptable to you, you may terminate this agreement by immediately ceasing use of the API.
- The licence agreement. This licence agreement (the “Agreement”) governs the interaction by you in any way with the API including, but not limited to making an API Request (as defined below) and any such interaction or other use of the API shall be subject to the terms of this Agreement.
- Grant of Licence. Subject to your full compliance with all of the terms and conditions of this Agreement and any applicable policies made available or incorporated by reference, APM TERMINALS grants you a non-exclusive, revocable, non-sublicensable, non-transferable licence to use and access the API to develop, display and distribute applications, websites and/or services (collectively “Products”) that interoperate with the APM TERMINALS services (the “Service”), provided that such Products are made available to end users on a non-exclusive, revocable, non-sublicensable, non-transferable licenced basis solely for the use and access the API of such end user. You may not install or use the API for any other purpose without APM TERMINALS’ prior written consent. You may not use the API for immoral or illegal purpose, nor for any other purpose which may be determined threatening, abusive or harmful. You may not: (A) access or use our API in violation of any applicable law or regulation; (B) access our API in any manner that (i) compromises, breaks or circumvents any of our technical processes or security measures associated with the Service including but not limited to the creation or transmission of any virus, worms, trojan horse, cancel-bot or any other destructive or contaminating program, (ii) poses a security vulnerability to customers or users of the Service, (iii) tests the vulnerability of our systems or networks, (iv) reverse engineer or attempt to reverse engineer, (v) interfere with the API or try to interfere, (vi) try to access anything not authorized by APM TERMINALS, (vii) extract source code or try to extract or (viii) create derivative works. Except as expressly authorised under this Agreement, You may not (i) copy, rent, lease, sell, transfer, assign, sublicense, disassemble, reverse engineer or decompile (except to the limited extent expressly authorised by applicable law), modify or alter any part of the API. If you use the API for any of the purposes set out here, APM TERMINALS confirms that such use is outside of the scope of any licence granted here. For the purposes of this Agreement, an “API Request” means any communication from any Product, or any server used to route data to or from the Product, to the API. Your use of the API and the licence granted herein is subject always to any: limits on the number of permitted API Requests; additional restrictions on the use of the API; and/or any restriction or limit on the frequency and/or method of API Requests in a given period which may be set out, from time-to-time on the APM TERMINALS website or separately notified to you in writing. We also reserve the right to implement a payment plan for your continued use of the API, as well as where your usage exceeds certain limits. Current available API Payment Plans are listed in Annex 1 below. You shall not use the API for any application that replicates or attempts to replace the essential user experience of the Service or use the API to create a Product which functions substantially the same as the API or utilise any APM TERMINALS data in any way that means you are effectively circumventing making an API Request or a third party making an API Request (including any potential API Requests).
- References to APM TERMINALS and implementation. You agree to ensure that any references to APM TERMINALS and/or the functions provided by the API in your Product, or in any other material to be seen by end users and potential end users shall follow the guidelines as published on our website. You will also ensure all end users are subject to terms and conditions which are not inconsistent or less restrictive with the terms of this API Licence Agreement and enforce the same.
- Intellectual Property. The API, the APM TERMINALS Services, any and all content, documentation, code, data and related materials made available through the API, any and all data and information collected and/or derived from the APM TERMINALS Service and all intellectual property rights in, to, derived from and connected with all of the foregoing, including comments and suggestions received, are and shall at all times remain the sole and exclusive property of APM TERMINALS and use thereof APM TERMINALS will be at the full discretion of APM TERMINALS. Except as expressly stated herein, this Agreement does not grant you any rights to, or in, patents, copyrights, database rights, trade names, trademarks (whether registered or unregistered and whether future or existing), or any other rights or licences in respect of the Intellectual Property, our website, the API and the material published on it. We are not aware of any reason why we cannot grant the rights we purport to grant under, or in accordance with this Agreement. You grant us a worldwide, non-exclusive, non-assignable and non-transferable licence to display your trade names, trade marks, service marks, logos and domain names to promote or advertise your use of the API. We may, without your consent, publicly refer to you, orally or in writing, as a licensee of the API. We may also publish your name and logo on our Service, in press releases, and in promotional materials without additional consent or notice to you.
- Credentials. You agree to keep any username, password, API key or other credentials (the “Credentials”) utilised to access the API secret and confidential at all times and you shall only create one set of Credentials and ensure that no third party shall access the API utilising your Credentials. In the event that you suspect that any third party may be making use of your Credentials, you shall immediately inform APM TERMINALS of this fact and provide all reasonable assistance to APM TERMINALS in relation to any subsequent investigation or other activities undertaken by APM TERMINALS as a result. In addition you must immediately redact and replace the API key in case this is compromised.
- Exclusion of Warranties. The API is provided “as-is” without warranty of any kind. Except to the extent required by applicable law, APM TERMINALS disclaims all warranties, whether express or implied, regarding the API, 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. In addition, APM TERMINALS disclaims any warranty that licensee’s use of the API will be uninterrupted or error free.
- Limitation of Liability. Nothing within this Agreement shall act to limit or exclude APM TERMINALS’ liability arising from fraud or fraudulent misrepresentation or death or personal injury caused by APM TERMINALS’ gross negligence. APM TERMINALS’ maximum liability (whether under tort or contract) to you or any third party for any loss or damage suffered by you as a result of or in connection with your use of (or inability to use or access) the API including loss of profits, loss of or corruption to data, computer failure or malfunction, interruption to business or any other special, indirect, incidental or consequential damages even if APM TERMINALS has been advised of the possibility of such loss or damages and whether or not such loss or damages are foreseeable shall be the greater of USD 1000 or 50% of the total API fees (if applicable) paid in the twelve (12) month period immediately preceding the event giving rise to the claim (or the first claim where there is a series of claims attributable to the same cause).
- Indemnity. You agree that your use of the API is solely under your control and at your direction, subject the compliance with the terms of this Agreement). You agree to hereby indemnify and hold harmless APM TERMINALS and its employees, directors, officers and consultants from any and all claims, damages, liabilities, costs and fees (including reasonable legal fees) arising from: (i) your use of the API or from the use of the API by any third party making use of your Credentials; or (ii) the use of any of your Products by any third party or end user.
- Term and Termination. This Agreement shall continue until terminated as set forth in this section. APM TERMINALS may terminate this Agreement at any time. Any termination of this Agreement shall also terminate the licence granted hereunder. Upon termination of this Agreement for any reason, you shall immediately cease using or accessing the API and immediately delete any APM TERMINALS Data from your Products and systems. Sections 5, 6, 7, 8 and 9 together with any other provisions required for the interpretation or enforcement of such sections shall survive termination of this Agreement. Should we choose to pause or restrict your use of the API at any time, this shall not affect the validity of these Terms, which shall continue to apply until this agreement is expressly terminated by us in accordance with this Clause 12.
- General. This Agreement, and any disputes arising from or relating to the interpretation thereof (including non-contractual disputes), shall be governed by Dutch law and shall be subject to the exclusive jurisdiction of the Dutch Courts. Any amendment to this Agreement must be made in writing and signed by both parties. If any provision of this Agreement shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions of this Agreement which shall remain in full force and effect. In no event will any delay, failure or omission (in whole or in part) in enforcing, exercising or pursuing any right, power, privilege, claim or remedy conferred by or arising under this Agreement or by law, be deemed to be or construed as a waiver of that or any other right, power, privilege, claim or remedy in respect of the circumstances in question, or operate so as to bar the enforcement of that, or any other right, power, privilege, claim or remedy, in any other instance at any time or times subsequently. You shall not, without the prior written consent of APM TERMINALS, assign at law or in equity (including by way of a charge or declaration of trust), sub-license or deal in any other manner with this Agreement or any rights under this Agreement, or sub-contract any or all of its obligations under this Agreement, or purport to do any of the same. Any purported assignment in breach of this section shall confer no rights on the purported assignee.
Annex 1: Available API Payment Plans and Additional Terms
All API Payment Plan products and services are only available for legal entities with a valid company registration and/or VAT number which must be submitted during the registration and payment process.
The Products are charged via non-refundable and non-cancellable, pre-paid credits as set out in the table below. The duration and validity of the Data Services credits are 12 months from the date of purchase.
The fees payable for your use of the Data Services are calculated as per the API Payment Plan you have selected and will be billed to the card entered via the registration process immediately upon activation.
When you purchase any API Payment Plan product or services, either on an upfront pre-paid or subscription basis (where available), you agree to the API Provider and/or third-party processing partners storing your payment card information. You also agree to pay the applicable fees for the chosen API Payment Plan products and services (including, without limitation, periodic fees for premium accounts) as they become due plus all related taxes and VAT, and to reimburse us for all collection costs and interest for any overdue amounts. For any subscription-based API Payment Plans your obligation to pay the specified fees continues through the end of the subscription period during which you cancel your subscription.
We may at any time change the fees applicable to an API Payment Plan. Changes will be published on the API store and will apply to any future API Payment Plans which are purchased or renewed by you. Changes in fees shall not apply to any API Payment Plan already purchased by you.