Last modified:  April 30, 2018

SNAP DEVELOPER TERMS OF SERVICE

 

1.     INTRODUCTION

 

The following Snap Developer Terms of Service (“Terms”) is a legal document you must follow and comply with when accessing or using the Snap API Services (as defined below).  The Snap API Services are provided to you by Snap Inc., a Delaware corporation, and its affiliates (“Snap”).  As used in these Terms, “you” or “your” means the party who clicks the “Accept” button or accesses or uses the Snap API Services, and any company, entity, or organization on whose behalf that party is acting. The “Snap API Services” means: (i) any Snap API(s), software, software development kits, code, tools, functions, features, products, and other developer services made available to you by Snap; (ii) any information, policies, documentation, keys, additional terms, or specifications relating to the Snap API services, which are hereby incorporated into these Terms; (iii) content (including audio visual content), data (including anonymous or aggregate data), and information that Snap makes available to you through the Snap API services (collectively, “Snap Data”); and (iv) any credentials assigned to you and your Application by Snap.

 

BY CLICKING THE “ACCEPT” BUTTON OR BY ACCESSING AND USING THE SNAP API SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS.  PLEASE READ THESE TERMS CAREFULLY.  IF YOU DO NOT WISH TO BE A PARTY TO THESE TERMS OR IF YOU DO NOT AGREE TO ALL OF THE TERMS THEN DO NOT CLICK ACCEPT AND DO NOT USE, OR OTHERWISE ACCESS, THE SNAP API SERVICES.

 

You may not use the Snap API Services and may not accept the Terms if (i) you are not of legal age to form a binding contract with Snap, or (ii) you are a person barred from using or receiving the Snap API Services under applicable laws of the United States or other countries including the country in which you are a resident or from which you use the Snap API Services.  If you are using the Snap API Services on behalf of any company, entity, or organization, you represent and warrant that you have authority to bind such company, entity, or organization, as applicable.

 

To access and use the Snap API Services you may be required to create a username and password and provide certain information (such as contact details and an email address) as part of the account registration process, or as part of your continued access to, or use of, the Snap API Services and you agree to provide such information when requested by Snap.  You are responsible for (i) ensuring the confidentiality of your username, account, and password, and (ii) all acts or omissions that occur under your account.

 

2.     SNAP POLICIES

 

Access and use of the Snap API Services also requires your compliance with each of the following Snap policies, terms, and guidelines, as applicable (collectively, the “Snap Policies”):

(i) Snap Terms of Service;

(ii) Snap Privacy Policy;

(iii) Snap Community Guidelines;

(iv) Snap Brand Guidelines; and

(v) any Supplemental Terms (as defined below).

 

You may also be subject to additional terms, guidelines, or policies that apply to your use of certain Snap API Services (“Supplemental Terms”).  In the event of a conflict between the Terms and any Supplemental Terms, the Supplemental Terms will govern with respect to the conflict as it relates to your access and use of the specific Snap API Services.  The Snap Policies are incorporated into these Terms.  Snap may update the Terms at any time, and your continued use of the Snap API Services will constitute acceptance of such updates.   

 

You agree that Snap may monitor your use of the Snap API Services and may immediately limit, suspend, or terminate your access to the Snap API Services at any time if Snap determines in its sole discretion that you or your Application is not in compliance with these Terms or is otherwise operating in a way that is detrimental or may cause harm to Snap, the Snap API Services, or any Snap users.  You will not interfere with this monitoring. 

 

3.     YOUR LICENSE TO USE THE SNAP API SERVICES

 

Subject to these Terms, Snap grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to (i) use and access the Snap API Services solely as necessary to design, develop, test, operate, maintain, and support the Snap API Services’ functionality as integrated and implemented into your website, url, mobile application, or other access point authorized by Snap (“Application”) in accordance with the documentation and specifications applicable to the Snap API Services you use or access or as otherwise provided by Snap from time to time, and (ii) distribute such functionality to users and enable such users to utilize the Snap API Services in accordance with these Terms. 

 

The Snap Data accessed through the Snap API Services may contain content created, uploaded, posted, sent, received, stored, or otherwise provided by Snap users or by other third party licensors (“Snap Content”).  As such, you agree that any Snap Content accessible through the Snap API Services (i) may be subject to copyright or other intellectual property and proprietary rights, and, if so, you may not use or distribute such Snap Content unless you obtain all necessary rights, permissions, and licenses by the owner of such content or are otherwise permitted by law (as the licenses granted by Snap to you in these Terms do not include any such rights, permissions, and licenses to use and distribute such Snap Content), and (ii) may not be appropriate for all audiences or ages.  You must comply with any permissions, requirements, or restrictions imposed on the use of Snap Content by Snap or the user providing such content, including any request to remove the content.  Snap may review Snap Content to determine whether it is illegal or violates the Terms, and Snap may remove or refuse to make the Snap Content available, but is under no obligation to do so, unless otherwise required by applicable law.  Your access to the Snap Content provided by the Snap API Services may be restricted, limited or filtered in accordance with applicable law, regulation, and policy.  You agree that Snap is not liable for any claims based on or arising from the Snap Content.

 

By using the Snap API Services, you do not acquire any ownership in the Snap API Services (including any Snap Content) that is accessed through the Snap API Services.  If you provide any comments, suggestions, ideas, improvements, or feedback about the Snap API Services (collectively, “Feedback”), Snap (and those Snap allows) may use such Feedback for any purpose, without restriction or obligation to you.

 

If the Snap API Services includes or requires the use and display of any Snap names, trademarks, service marks, logos, domain names, or other distinctive brand feature of Snap (“Snap Brand Features”) associated therewith, Snap grants you a personal, non-exclusive, non-sublicensable, revocable and limited license to display Snap Brand Features on or through your Application only in accordance with the Snap Brand Guidelines.  Except as stated in this paragraph, nothing in the Terms grants or will be deemed to grant you any right, title, or interest in the Snap Brand Features.  Snap reserves the right to (i) determine whether your attribution and display of the Snap Brand Features complies with the Snap Brand Guidelines or these Terms, and (ii) terminate your license to display the Snap Brand Features at any time.  All use of the Snap Brand Features will inure to Snap’s benefit.  You irrevocably assign and will assign to Snap any right, title, and interest that you obtain in any of the Snap Brand Features and will not challenge the validity of the Snap Brand Features.

 

4.     YOUR APPLICATION

 

You and your Application will, and you will require anyone acting on your behalf and your users, to comply with, and not access or use the Snap API Services in a manner that violates these Terms and all applicable laws, rules and regulations.  You will comply with all applicable privacy laws and regulations, including those applying to personal data.  You will provide and adhere to a published privacy policy for your Application that incorporates by reference and links to the Snap Privacy Policy and clearly and accurately describes to users of your Application what user information you and your Application accesses, collects, and stores, and how and why you and your Application uses, processes, and shares such information with Snap and other third parties.  While users of your Application may provide information directly to Snap through your implementation of the Snap API Services, you must not provide Snap with any personal data unless otherwise agreed to in writing by you and Snap.

 

You will implement and maintain technical, physical, and administrative safeguards in accordance with these Terms and current industry standards to protect your username and password, all Snap Data, and any user information collected by your Applications, including personal data, from unauthorized access or use.

 

If the Snap API Services allows you to submit or create functionality that enables others to submit text, graphics (including logos and marks), photos, video, audio, music, or other content (“Your Content”) to the Snap applications, you hereby grant Snap a perpetual, irrevocable, worldwide, sublicensable, royalty-free, and non-exclusive license to use, host, store, archive, copy, modify, cache, encode, reproduce, distribute, transmit, synchronize, display, create derivative works from, and publicly perform such content.  Before you submit Your Content to the Snap API Services, you will ensure that you have the necessary rights (including the necessary rights from your users or other third party licensors) to grant Snap this license.  Snap does not acquire ownership in Your Content or your Application.  All content you submit is subject to the Snap Community Guidelines. 

 

From time to time, Snap may require you to submit your Application for review and approval by Snap prior to distribution to your users.  You agree to cooperate with Snap in this submission process and to answer questions and provide information and materials reasonably requested by Snap regarding your submitted Application (which may include, but is not limited to, the operation of your business, insurance information related to your Application, and your obligations under these Terms).  If you make any changes to your Application after submission to Snap, you must resubmit the Application to Snap. 

 

5.     RESTRICTIONS ON SNAP API SERVICES

 

When using the Snap API Services (including Snap Data and Snap Content), you will not (or allow others to):

·       Directly or indirectly sell, rent, lease, license, syndicate, transfer, lend, modify, reverse engineer, decompile, or otherwise alter the Snap API Services.

·       Use the Snap API Services in violation of any applicable law, rules, or regulations, or for any unauthorized purpose.

·       Use the Snap API Services in a manner that, as determined by Snap, exceeds reasonable request volume, constitutes excessive or abusive usage, or otherwise fails to comply with or is inconsistent with any documentation related to the Snap API Services provided by Snap to you.

·       Use the Snap API Services in a manner that violates any mobile developer or app store terms, guidelines, or policies.

·       Feature or use the Snap API Services (including any Snap Brand Features) in any pornographic, discriminatory, illegal, or otherwise indecent context.

·       Remove, obscure, or alter any legal, copyright, trademark, or other proprietary notice contained in the Snap API Services, or falsify or delete any author attributions, legal notices, or other labels of the origin or source of material.

·       Use any robot, spider, site search/retrieval application, or other device to collect information about users of the Snap API Services for any unauthorized purpose.

·       Imply inaccurate creation, affiliation, sponsorship, or endorsement of you or your Application by Snap.

·       Make any statement or use the Snap API Services (including any Snap Brand Features) in any advertising or advertising product or to imply sponsorship by, endorsement from, or a false association with Snap, any of Snap’s users, third party content providers, or business partners.

·       Disclose, copy, scrape, translate, use, distribute, display, modify, or create derivative works from any Snap API Services in a manner or on an Application that is inconsistent or conflicts with these Terms or applicable law.

·       Use the Snap API Services to compete with or replicate any Snap applications or Snap’s products and services.

·       Indicate that the Snap API Services are from another social platform or medium other than from Snap or a Snap application.

·       Collect or attempt to collect any personal data from Snap users for any unauthorized or unlawful purpose.

·       Build, help build, or supplement any segments, profiles, databases or similar records on any individual, device, content, or browser or associate the behavior of any individual, device, content, or browser with any segment, profile, or similar record, or supplement any such record based on Snap Data or Snap Content or other information obtained from or in connection with your use of the Snap API Services.

·       Build, help build, or supplement any search engines, recommendation services, directories, or similar databases based on Snap Data or Snap Content or other information obtained from or in connection with your use of the Snap API Services.

·       Transmit into any Snap API Services any ‘back door,’ ‘time bomb,’ ‘Trojan Horse,’ ‘worm,’ ‘drop dead device,’ ‘virus,’ ‘spyware,’ or ‘malware;’ or any computer code or software routine, which permits unauthorized access to, disables, damages, erases, disrupts, or impairs the normal operation of, or use of any Snap API Services.

·       Use or combine the Snap API Services with software offered under an open source license in such a way that would cause the Snap API Services to be subject to any obligations under such open source license

·       Use the Snap API Services in conjunction with any hardware accessory, including an Application that facilitates access to a hardware accessory, unless otherwise agreed to in writing between you and Snap.

Snap may audit you and your Application for violations.  If requested, you must provide Snap with proof that you and your Application complies with these Terms.

 

6.     MODIFICATIONS TO SNAP API SERVICES; NO WARRANTIES

 

Snap reserves the right to discontinue offering the Snap API Services (or any updates thereto) or to modify the Snap API Services at any time, in its sole discretion, with or without notice to you.  Snap is not obligated to provide any maintenance, technical or other support for the Snap API Services.  It is solely your responsibility at all times to be prepared to conduct your business and operate the Application without access to any aspect of the Snap API Services.  In addition, Snap may provide you with upgrades, updates, or modifications for the Snap API Services (“Modifications”) in Snap’s sole discretion. You understand and agree that: (i) all Modifications will form a part of the Snap API Services, (ii) you must implement all Modifications required by Snap into your Application as soon as commercially practicable; and (iii) you will prioritize changes to your Application according to Snap’s recommendations.

 

THE SNAP API SERVICES ARE PROVIDED “AS IS.” TO THE EXTENT PERMITTED BY APPLICABLE LAW, SNAP DISCLAIMS ALL WARRANTIES OF ANY KIND (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, OR WARRANTIES ARISING OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE) WITH RESPECT TO ITS PERFORMANCE OR ANY MATERIALS OR SERVICES PROVIDED BY SNAP UNDER THE TERMS. WITHOUT LIMITING THE FOREGOING, SNAP DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE SNAP API SERVICES WILL BE UNINTERRUPTED, CONTINUE TO EXIST, RELIABLE, ACCURATE, MEET YOUR REQUIREMENTS, TIMELY, SECURE, OR ERROR FREE.  YOU WILL BE SOLELY RESPONSIBLE FOR YOUR APPLICATION, YOUR CONTENT, AND ANY DAMAGE TO YOU, YOUR USERS, AND YOUR RESPECTIVE COMPUTER SYSTEM(S) OR DEVICES, INCLUDING LOSS OF DATA OR CONTENT, OR ANY OTHER DAMAGE OR INJURY THAT RESULTS FROM ANY ASPECT OF THE SNAP API SERVICES.

 

WITH RESPECT TO ANY SNAP DATA OR SNAP CONTENT INCLUDED IN THE SNAP DATA, SNAP IS NOT RESPONSIBLE FOR THE ACCURACY, COMPLETENESS, USEFULNESS, AVAILABILITY, SAFETY, OR LEGALITY OF SUCH DATA, INCLUDING CONTENT THAT MAY BE OFFENSIVE, INDECENT, DEFAMATORY, OBJECTIONABLE, OR THAT MAY VIOLATE THIRD PARTY RIGHTS OR APPLICABLE LAWS OR REGULATIONS. 

 

7.     CONFIDENTIALITY

 

Snap’s communication to you and the Snap API Services may contain Snap confidential information.  Snap confidential information includes any materials, documentation, communication, and information that are marked confidential or would reasonably be understood to be confidential to Snap under these Terms.  If you receive any Snap confidential information then you will not disclose it to any third party without Snap’s prior written consent.  Snap confidential information does not include any information that you already rightfully knew, that becomes public through no fault of yours, that was independently developed by you, or that was lawfully given to you by a third party who was under no obligation of confidentiality.   You may disclose Snap confidential information when compelled to do so by law if you provide Snap reasonable prior notice, unless a court orders that Snap not receive notice.

 

You acknowledge and agree that Snap may be independently creating applications, content and other products and services that may be similar to or competitive with your Application, and nothing in these Terms will be construed as restricting or preventing Snap from creating and fully exploiting such applications, content, and other items, without any obligation to you.

 

8.     INDEMNIFICATION

 

You will indemnify, defend, and hold harmless Snap, and its affiliates, directors, officers, employees, and users against all liabilities, damages, losses, costs, fees, and expenses from any claims arising out of or on account of: (i) your or your user’s actual or alleged breach of these Terms; (ii) your or your user’s use of the Snap API Services; (iii) your Application; or (iv) any content (including Your Content), data, technology or materials transmitted or used with the Snap API Services by you or your users. These remedies are in addition to any other remedies available to Snap at law or in equity.

 

9.     LIMITATION OF LIABILITY

 

TO THE MAXIMUM EXTENT PERMISSIBLE BY APPLICABLE LAW, SNAP WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, MULTIPLE, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFIT, DATA, REVENUE, OR BUSINESS) UNDER THE TERMS, EVEN IF SNAP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. THE AGGREGATE LIABILITY OF SNAP UNDER THE TERMS WILL BE LIMITED TO US$100.00.

 

10.   ANTI-CORRUPTION AND TRADE CONTROL

 

You agree that you will comply with all applicable anti-corruption laws and rules. You represent and warrant that neither you, nor any affiliated company, are included on any of the restricted party lists maintained by the U.S. Government -- including the Specially Designated Nationals List and Foreign Sanctions Evaders List administered by the U.S. Department of Treasury’s Office of Foreign Asset Control (“OFAC”) and the Denied Parties List, Unverified List, and Entity List maintained by the U.S. Department of Commerce’s Bureau of Industry and Security -- or by any government authority in the countries where you operate -- and that (i) you are not owned or controlled by such a restricted party, and (ii) you are not resident in, located in, or organized under the laws of any country with which trade is prohibited by OFAC or other applicable sanctions.

 

11.   TERMINATION 

 

Either party may terminate these Terms upon notice to the other party.  Upon termination of these Terms (whether by you or Snap), you will immediately stop accessing and using all Snap API Services and delete and destroy all Snap API Services and Snap confidential information (including Snap Data and Snap Content) in your possession and control (including from your servers).  Upon Snap’s request, you will certify your deletion and destruction.  The following Sections will survive any expiration or termination of the Terms: Sections 4, 7-16, and any other provision of the Terms that contemplates a continuing obligation.

 

12.   PUBLICITY

 

You agree that Snap, may use your name, logo(s), or other identifying information or image for any legitimate business purpose without consent. You must not make any public statement regarding your access to, or use of, the Snap API Services without Snap’s prior review and prior written approval.

 

13.   NOTICES

 

Snap may give notices to you by email. You must ensure that your contact and account information is current and correct, and promptly notify Snap in writing of any changes to such information. All notices to Snap will be sent to: Snap Inc. 63 Market Street, Venice, CA 90291, Attn: General Counsel; with a copy to: legalnotices@snap.com.

 

14.   GOVERNING LAW AND DISPUTES

 

The laws of California, except for its conflict-of-laws principles, govern the Terms and any disputes or proceedings (including tort claims) arising out of or relating to the Terms or the Snap API Services. Any such proceedings will be litigated exclusively in the United States District Court for the Central District of California. If, however, that court would lack original jurisdiction over the litigation, then the dispute will be litigated exclusively in the Superior Court of California, County of Los Angeles. The parties consent to personal jurisdiction in both courts. EACH PARTY EXPRESSLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING BROUGHT BY OR AGAINST EITHER PARTY.

 

15.   NO AGENCY

 

These Terms do not establish any agency, partnership, or joint venture between you and Snap.

 

16.   ENTIRE AGREEMENT

 

These Terms sets forth the entire understanding and agreement of the parties, and supersedes all other agreements between the parties with respect to the subject matter hereof. If any provision of these Terms is held to be contrary to law or not enforceable, such provision will be deemed deleted and the rest of these Terms will remain in effect.  You may not assign any part of these Terms, whether by merger, operation of law, or otherwise, without the prior written consent of Snap.  Snap may transfer or assign these Terms, including any rights and licenses granted under it, to any third party.  Any local language translation (where applicable) exists for reference only, and only the English version will be legally binding.  If there is any inconsistency between the two versions, the English version shall control.