End User License
Last Updated November 3, 2022
Please read this Academic Programs International (“API”) Software End User License Agreement (“EULA”) carefully before downloading or using any software offered by API (“Software”).
BY CLICKING A BOX INDICATING ACCEPTANCE OF THIS EULA OR DOWNLOADING OR USING THE SOFTWARE, THIS EULA FORMS A BINDING LEGAL AGREEMENT BETWEEN YOU AND ANY ORGANIZATION OR OTHER ENTITY ON WHOSE BEHALF YOU ACCEPT THESE TERMS AND CONDITIONS (COLLECTIVELY “YOU” OR “YOUR”) AND API, A DELAWARE LIMITED LIABILITY COMPANY, AND WILL GOVERN YOUR DOWNLOAD AND USE OF THE SOFTWARE. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS EULA, DO NOT DOWNLOAD OR USE THE SOFTWARE.
ANY INDIVIDUAL AGREEING TO BE BOUND BY THIS EULA ON BEHALF OF AN ORGANIZATION OR OTHER LEGAL ENTITY REPRESENTS THAT SUCH INDIVIDUAL HAS THE AUTHORITY TO BIND SUCH ENTITY TO THE TERMS AND CONDITIONS CONTAINED HEREIN.
YOU SHALL NOT DOWNLOAD OR USE THE SOFTWARE WITHOUT PRIOR WRITTEN CONSENT OF API IF YOU ARE OR BECOME A DIRECT COMPETITOR TO API OR ITS AFFILIATES.
- 1.1 License. API grants You a non-exclusive, non-transferable, limited license to download and use the Software on a device you own or lawfully control for Your own business purposes. The Software, including software embedded in the Software, is licensed, not sold, to You. This Software may include some third-party software; please see the Documentation for additional notices required by certain third-party licensors.
- 1.2 Documentation. Accompanying the Software at download or on API’s website at https://apiabroad.com/ or any website linked from such website that is owned or controlled by API, API may provide documentation that is uniformly available and applicable to all API customers and relates to the operation and use of the Software, including directions and acknowledgements, each as updated by API from time to time (“Documentation”).
- 1.3 Restrictions. You shall use the Software strictly in compliance with this EULA, the Documentation, and applicable laws and regulations, and shall promptly notify API of any known unauthorized use. You shall not:
- use the Software to do anything that is unlawful or unethical, or that encourages another to engage in anything unlawful or unethical;
- introduce, or allow the introduction of, a virus or any other similar programs or software which may damage the operation of the Software;
- use the Software in a way that violates the rights of any party or infringes upon the patent, trademark, trade secret, copyright, right of privacy or publicity or other intellectual property right of any party;
- use the Software in a way that is libelous, defamatory, pornographic, obscene, lewd, indecent, inappropriate, invasive of privacy or publicity rights, abusing, harassing, threatening, or bullying;
- modify, adapt, translate, copy, reverse engineer, decompile or disassemble any portion of the Software;
- interfere with or disrupt the operation of the Software, including restricting or inhibiting any other person from using the Software by means of hacking or defacing;
- attempt to probe, scan or test the vulnerability of a system, a network, or the Software or to breach security or authentication measures without proper authorization;
- take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
- harvest or collect the email address, contact information, or any other personal information of other users of the Software;
- use any means to crawl, scrape or collect content or personal information from the Software via automated or large group means;
- submit, post or make available false, incomplete or misleading information to the Software, or otherwise provide such information to us;
- register for more than one user account;
- breach, through the Software, any agreements that you enter, or have entered, into with any third parties;
- stalk, harass, injure, or harm another individual, or attempt to do any of the foregoing, through the Software;
- impersonate any other person or business; or
- commercially sell, resell, license, sublicense, distribute, or frame the Software to a third party.
- 1.4 Updates and Support. API may modify, upgrade or otherwise update the Software at any time. API may provide support for the Software but has no obligation to furnish such support to You and may cease to offer such support at any time without notice.
- 1.6 Electronic Messaging. By downloading and/or using the Software, You authorize API to send You (including via email) information regarding the Software, including: (a) notices about Your use of the Software and violations of this EULA; (b) updates to the Software; and (c) promotional information and materials regarding API’s products and services. As may be provided in the information sent or the settings or account information section of the Software, You may be able to adjust Your notification and messaging preferences.
- DISCLAIMER.EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY STATED IN THIS EULA, API MAKES NO REPRESENTATIONS AND DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING: (A) API SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, COMPLIANCE WITH LAWS, NON-INFRINGEMENT, AND ACCURACY; (B) API DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE OR OPERATE WITHOUT INTERRUPTIONS OR DOWNTIME; AND (C) YOUR DOWNLOAD AND/OR USE THE SOFTWARE IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR DEVICES OR FOR LOSS OF DATA THAT RESULT FROM THE DOWNLOAD OR USE OF THE SOFTWARE.
- LIMITATION OF LIABILITY.
TO THE EXTENT PERMITTED BY LAW, IN NO EVENT WILL API BE LIABLE FOR ANY LOST PROFITS, GOODWILL, OR REVENUES OR FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INDIRECT, COVER, BUSINESS INTERRUPTION, OR PUNITIVE DAMAGES IN CONNECTION WITH ANY CLAIM OF ANY NATURE, WHETHER IN CONTRACT, TORT, OR UNDER ANY THEORY OF LIABILITY, ARISING UNDER THIS EULA, EVEN IF API HAS GIVEN YOU ADVANCE NOTICE OF SUCH POSSIBLE DAMAGES OR IF API’S REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE.
TO THE EXTENT PERMITTED BY LAW, API’S ENTIRE LIABILITY UNDER THIS EULA WILL NOT EXCEED THE GREATER OF FIVE HUNDRED U.S. DOLLARS ($500.00) OR THE FEES PAID BY YOU TO API FOR THE SOFTWARE DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE ON WHICH THE LIABILITY AROSE. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.
- Suspension and Termination. API reserves the right to restrict or prohibit Your download or use of the Software at any time, including based on the status of Your account under the Services Agreement. You acknowledge and agree that if Your account is suspended or terminated, You will no longer download or use the Software and your access to data, information, and content that is stored within the Subscription Services may be restricted or prohibited.
- 6.1 Compliance. You represent and warrant that: (a) You are not located in a country that is subject to a United States Government embargo, or that is otherwise sanctioned by the United States Code of Federal Regulations; (b) You are not located in a country that has been designated by the United States Government as a “terrorist supporting” country; and (c) You are not listed on any United States Government list of prohibited or restricted parties. You further agree not to download or transport the Software to or use the Software in any such country.
- 6.2 Feedback. You grant API a worldwide, irrevocable, perpetual, sublicensable, transferable, non-exclusive license to use and incorporate into API’s products and services any feedback or suggestions for enhancement that You provide to API (“Feedback”), without any obligation of compensation. Feedback is provided by You “as-is,” without representations or warranties, either express or implied, including any warranties of merchantability or fitness for a particular purpose.
- 6.3 Contact. API may be contacted or noticed at the following address and email: Attn: Legal, 301 Camp Craft, Ste 200, Austin, Texas 78746 or [email protected]
- 6.4 Governing Law. This EULA is governed by and construed in accordance with the laws of the State of Delaware without reference to any choice of law rules that would require the application of the laws of any other jurisdiction.
- 6.5 Entire Agreement. This EULA represents the entire agreement between API and Customer with respect to the Software. Your access to and use of the services related to the Software remains subject to the agreement between You and API governing such access and use (the “Service Agreement”). With respect to Your use of the Software, to the extent the Services Agreement conflicts with this EULA, the terms of this EULA will control.
- 6.6 Revisions. API reserves the right to revise this EULA at any time and for any reason. API will post the most current version of this EULA at [LINK]. If API makes material changes to this EULA, You will receive notification via the Software, or by posting the new version of the EULA on our website. Notwithstanding the foregoing, You are responsible for complying with the updated terms posted online at API’s website even if these updated terms appear online at API’s website before being posted on the Software. Your continued use of the Software, or other method of legal acceptance, after API publishes notice of changes to this EULA indicates Your consent to the updated terms.
- Third Parties.
- 7.1 EULA Claims. This EULA is between You and API and not between you and any third party. You agree that any claims brought by You arising out of this EULA or Your use of the Software will not be made against any third party that has licensed or authorized the association or integration of its products, applications, or content with the Software. Notwithstanding the foregoing, upon Your acceptance of this EULA, any applicable third party may enforce this EULA against You as a third-party beneficiary thereof. For such purposes, please be advised that API’s Fare Finder app is currently powered by Key Travel.
- 7.2 Intellectual Property Rights. In the event of a third-party claim that the Software, or Your possession and use of the Software, infringes or misappropriates a third party’s intellectual property rights, API will be solely responsible for the investigation, defense, settlement and discharge of any such claim.
7.3 Products. If You separately procure services, applications, or content from a third party (“Third-Party Products”) for use with the Software, any such use is subject to the end-user license or use agreement that You accept from or establish with the third party. Third-Party Products are not Software and, as between the parties, API has no liability with respect to your procurement or use of Third-Party Products.