API Terms of Use

Posted November 16, 2020

By accessing or using any Coil API, you agree to this Coil Partner API Terms of Use (“API Terms”) with Coil Technologies, Inc. and its affiliates (“we”, “our”, “us” or “Coil”). Please read these API Terms carefully, as they are a legally binding agreement. The API Terms, along with the Coil Terms of Use and any other agreement between you and Coil, apply to your use of the Coil APIs and all other Coil Services, including the Coil site, platform, and developer docs (collectively, the “Coil Services”).

1. The Coil APIs

The Coil APIs are a number of application programming interfaces created by or on behalf of Coil that you may use after being approved by Coil (the “Coil API(s)”). These APIs allow licensees to, among other things, retrieve certain data about Coil users from Coil (“Data”), and enable Web Monetization on your service (“Coil OAuth Web Monetization Script”). Coil makes the Coil APIs available to qualified licensees subject to the following obligations, terms, and conditions to which you agree by using or accessing any Coil API. Coil reserves the right to limit, change, suspend, or terminate any or all of the Coil APIs entirely or a licensee’s access to them at any time and without notice. If you provide feedback or suggestions about our APIs, then we may use such information in any way without obligation to you.

2. API and Data License

Subject to your compliance with these API Terms, Coil grants you a limited, non-exclusive, non-assignable, non-sublicensable, non-transferable, revocable right and license to (a) access the Coil APIs and exchange tokens as necessary, solely as permitted hereunder, in conjunction with your services, and (b) distribute an end-user’s Data to that end-user for their personal use via your services. You may not use the Coil APIs or the Data for any purpose not expressly authorized hereunder. Coil can revoke this license and your access to the Coil APIs for any violation of these API Terms or for any breaches to any agreement between you and Coil. This license is subject to the following restrictions:

  1. Access Request: To access the Coil APIs, you must request access to the Coil API on Coil and be approved. Coil will review your request and, if approved, send you a registration access token. You must then use the access token to register your Service with the Coil APIs. You agree to:

    • Provide accurate, current, and complete information as may be prompted during account creation;

    • Maintain the security of your account credentials including your password; and

    • Maintain and promptly update your account information, and any other information you provide to Coil, and keep all such information accurate, current, and complete.

  2. Scope: Information that can be provided by our APIs is restricted by various scopes. You may not access information outside of the scope(s) for which you have been approved by Coil. The Coil OAuth Web Monetization Script can only be used with Coil's permission and for the express purposes approved by Coil. For example, if you have agreed with Coil to use the OAuth Web Monetization Script on your website so it can be web monetized without requiring the Coil browser extension but you use Coil users’ access tokens to stream funds to your own wallet when the Coil users are not on the site, that is a misuse of our APIs and the OAuth Web Monetization Script. If you enable Web Monetization on your site using the Coil OAuth Web Monetization Script you must also support Web Monetization through the latest version of the Coil browser extension.

  3. Content: Your services may not be associated with nor contain any content that is unlawful, tortious, defamatory, obscene, invasive of the privacy of another person, threatening, harassing, abusive, hateful, racist or otherwise objectionable or inappropriate, as determined by Coil in Coil’s sole discretion.

  4. Compliance: You will not violate any applicable law, regulation, and third-party rights (including without limitation laws regarding the import or export of data or software, privacy, and local laws). You will not use the Coil APIs to encourage or promote illegal activity or violation of third-party rights. You will not violate any other terms of service with Coil (or its affiliates). Additionally, your services shall not contain any of Coil’s trademarks as a part of its title or URL.

  5. API Use: When using the Coil APIs, you may not:

    1. Sublicense an API for use by a third-party. Consequently, you will not create an API client that functions substantially the same as the Coil APIs and offer it for use by third-parties.

    2. Perform an action with the intent of introducing to Coil’s Services any viruses, worms, defects, Trojan horses, malware, or any items of a destructive nature.

    3. Defame, abuse, harass, stalk, or threaten others, or use the Coil APIs in a way that negatively impacts Coil, the performance of Coil’s Services, otherwise negatively affects Coil’s clients and/or customers, or compromises the integrity of any Coil Services.

    4. Interfere with or disrupt the Coil APIs or the servers or networks providing the Coil APIs.

    5. Reverse engineer or attempt to extract the source code from any Coil API or any related software, except to the extent that this restriction is expressly prohibited by applicable law.

    6. Except as permitted through authorized use of the Coil APIs, you will not perform any data-mining, scraping, crawling, or use any processes that sends automated queries to Coil or any Coil Services, or use any other similar methods or tools to gather or extract data or other information from Coil or the Coil Services.

    7. Use the Coil APIs for any activities where the use or failure of the Coil APIs could lead to death, personal injury, or environmental damage (such as the operation of nuclear facilities, air traffic control, or life support systems).

    8. Use the Coil APIs to process or store any data that is subject to the International Traffic in Arms Regulations maintained by the U.S. Department of State.

    9. Remove, obscure, or alter any Coil terms and conditions or any links to or notices of those terms.

    10. Exceed any imposed limitation that Coil may deem appropriate including a limitation on an amount or rate of calls to the Coil API(s). Further, you may not use any third-party services to make requests on your behalf in order to exceed any such limitations. If you violate any imposed limitation or otherwise operate your service in a manner that degrades the performance of the Coil APIs, Coil, or Coil Services, Coil may suspend or terminate your access to the Coil APIs.

  6. The Coil APIs And Data Are Provided “As Is”: You understand and agree that the Coil APIs and the Data are being provided "as is" and Coil makes no guarantee of the availability of any information, data, functionality, or feature provided by or through the Coil APIs and is not required to provide any technical or other support services to you or any user of any of your services. In addition, Coil may at any time revoke access to the Coil APIs or disable part or all of any Coil APIs or the Coil Service without any warning or notice. You agree to cooperate in good faith with Coil to debug any issues with our API integration that may arise in connection with your use thereof.

  7. Data Refresh: You must refresh your data no less frequently than the end of each month. Data protection laws in Europe, the United States, and other countries give consumers the right to withdraw from the Data set you will be using. You must implement a maximum monthly TTL (time-to-live) policy for all Data obtained through our APIs. This means you may retain data pulled from Coil APIs for no longer than one month.

  8. Security: You are fully responsible and liable for all activities that occur using your API tokens and/or your services, regardless of whether such activities are undertaken by you or a third-party. You shall keep your API token and all information related to your access to the Coil APIs confidential, and not share it with any third party. You may not sell, sublicense, or otherwise transfer or disclose your API token or any access to the Coil APIs to any other party. You agree to notify Coil immediately if you believe that your API token or your access to the Coil APIs has been compromised and you agree that you will be responsible for the use of the Coil APIs and for any activity on your account and in your services. You may not reverse engineer, decompile, or disassemble any Coil APIs, or otherwise attempt to derive source code, trade secrets, or know-how in any Coil APIs; or interfere with, modify, disrupt, or disable features or functionality of any Coil APIs, including without limitation any means used to circumvent any software protection or monitoring mechanisms of the Coil APIs. You must use appropriate technical and organizational security measures to prevent unauthorized access or disclosure of the Data. If you determine or have reason to believe that the Data has been accessed, disclosed, or otherwise leaked to any unauthorized party, you must immediately notify Coil within 24 hours of all circumstances related to the unauthorized access disclosure, or leak, and cooperate fully with Coil in rectifying the breach.

  9. Your Privacy Policy: You must post a privacy policy governing the use of the Data, which shall be consistent with Coil’s Privacy Policy, which can be found here. Without limiting the foregoing: (i) your privacy policy must provide that Data provided to your end-users is on an “as is” basis, consistent with the disclaimers in Section 9 herein; (ii) you shall not collect, use, store, or disclose any end-user’s personal information or data in any manner that violates applicable laws, rules, or regulations. If you do collect, use, or store any end-user’s personal information, you must inform them of such use and that it is subject to your privacy policy; (iii) you shall not collect, store, or otherwise intercept an end-user’s credentials to any Coil account; and (iv) you will strictly abide by your privacy policy in handling the Data.

3. Age Restrictions

Your services should not be designed for nor marketed to users under 13 years of age.

4. Your License To Coil

You grant Coil the right to monitor or collect data related to your use of the Coil APIs to ensure your compliance with these API Terms and to use as Coil may otherwise deem appropriate.

5. Open Source Software

Some of the software required by or included in our Coil APIs may be offered under an open source license. Open source software licenses constitute separate written agreements. For certain APIs, open source software is listed in the documentation. To the limited extent the open source software license expressly supersedes the Terms, the open source license instead sets forth your agreement with Coil for the applicable open source software.

6. Independent Contractors

You and Coil are independent contractors, and nothing in these API Terms shall be construed as creating an employer-employee relationship, a partnership, agency, or a joint venture. While you may publicly refer to the fact that you have implemented the Coil APIs, you agree not to make any other public statements that assert or imply any other relationship with Coil, unless you have Coil’s prior written approval in each case.

7. Representations And Warranties

You represent and warrant to Coil that: (a) you have the power and authority to enter into and carry out this agreement regarding these API Terms; (b) if you are entering into these API Terms on behalf of an entity, you have the power and authority to cause such entity to enter into this agreement regarding these API Terms; (c) the information you provided when registering for Coil API access was true and correct and will remain true and correct as long as you access the Coil API(s) and/or possess Data; (d) your services do not and will not infringe upon the intellectual property rights of any third-party; and (e) you and your services comply with all applicable laws, rules, and regulations, including but not limited to the California Consumer Privacy Act (“CCPA”) and the EU’s General Data Protection Regulation (“GDPR”).

8. Indemnity

You agree to hold harmless and indemnify Coil and its subsidiaries, affiliates, officers, agents, and employees from and against any third-party claim arising from or in any way related to:

  • Your or your users’ use of your services, the Coil APIs, and/or Data

  • Your breach of these API Terms including, but not limited to:

    • Any representation or warranties connected with the use of the Coil APIs

    • Other actions connected with the use of the Coil APIs, including any liability or expense of every kind and nature arising from claims, losses, damages, suits, judgements, litigation costs, and attorneys’ fees.

9. NO WARRANTY

COIL PROVIDES THE COIL APIs, DATA, AND ALL OTHER COIL SERVICES “AS IS,” AND “AS AVAILABLE,” AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COIL MAKES NO REPRESENTATIONS, WARRANTIES, OR CONDITIONS, EXPRESS OR IMPLIED. COIL EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY, AND IMPLIED, INCLUDING WITHOUT LIMITATION (A) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT, (B) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE, AND (C) WARRANTIES OR CONDITIONS OF UNINTERRUPTED OR ERROR-FREE ACCESS OR USE.

10. LIMITATION OF LIABILITY

IN NO EVENT WILL COIL BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF, BASED ON, OR RESULTING FROM THESE API TERMS OR YOUR USE OF THE COIL APIs, DATA, OR THE COIL SERVICES EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER THE DAMAGES ARISE FROM (A) BREACH OF CONTRACT, (B) BREACH OF WARRANTY, (C) NEGLIGENCE, OR (D) ANY OTHER CAUSE OF ACTION. IF YOU DO NOT AGREE WITH ANY PART OF THESE API TERMS, OR YOU HAVE ANY DISPUTE OR CLAIM AGAINST COIL WITH RESPECT TO THESE API TERMS, THE COIL APIs, THE DATA, OR THE COIL SERVICES, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE COIL APIs, DATA, AND THE COIL SERVICES.

11. Intellectual Property

Coil is the owner or licensee of all right, title, and interest in and to the API Terms, Data, and the Coil Services, and all features and components thereof. All rights not explicitly granted in these API Terms are reserved to Coil. Without limiting the foregoing:

  1. Coil owns all right, title and interest (including all intellectual property rights) in and to the Coil APIs, including all output and executables of the Coil APIs, and including any modifications to or derivatives of the Coil APIs. You agree to abide by all applicable intellectual property laws and other laws with respect to their use. Except to the extent of any license granted herein by Coil to you, these API Terms do not grant to you any right, title, or interest in any intellectual property owned or licensed by Coil, including but not limited to the Coil APIs, the Coil Services, the Data, nor any derivatives of them.

  2. You hereby irrevocably assign and agree to irrevocably assign, without charge, all intellectual property rights relating to oral and written comments and suggestions provided by you relating to the Coil APIs, Data, or the Coil Services (“Feedback”) and you will take all actions deemed necessary by Coil in order for Coil to record, perfect, and maintain its right in and to all Feedback.

12. Changes

We may modify the API Terms or any portion to, for example, reflect changes to the law or changes to our APIs. You should look at the API Terms regularly. Changes will not apply retroactively and will become effective no sooner than 30 days after they are posted. However, changes addressing new functions for an API or changes made for legal reasons will be effective immediately. If you do not agree to the modified API Terms for an API, you should discontinue your use of that API. Your continued use of the API constitutes your acceptance of the modified API Terms.

13. Termination

  1. Coil may change, suspend, or discontinue the Coil APIs and suspend or terminate your use of the Coil API, Data, and/or Coil Services at any time for any reason, without notice. If Coil suspends or terminates your use of the Coil APIs, Data, and/or Coil Services, you must immediately cease using the Coil APIs and Data from your services, and delete all copies of the Data in your possession or under your control.

  2. You may also terminate these API Terms by ceasing to use the Coil APIs, Data, and the Coil Services and removing implementation of the Coil APIs and Data from your services, and deleting all copies of the Data in your possession or under your control.

  3. If any individual requests that you cease using their Data, either by making a request to you directly, making a request through Coil, or requesting that their account be de-linked from your services, you must immediately cease using the Coil API and Data with respect to that user, and delete all copies of the individual's Data in your possession or under your control.

14. Choice of Law; Disputes

These API Terms are governed by the laws of the State of California. Any and all disputes between you and Coil which arise out of these API Terms will be resolved in accordance with Coil’s Terms of Use.

15. Equitable Remedies

You agree that Coil would be irreparably damaged if the terms of these API Terms are not specifically followed and enforced. In such an event, you agree that Coil shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies if you breach these API Terms; and that the awarding of equitable remedies to Coil will not limit its ability to receive remedies that are otherwise available to Coil under applicable law.

16. General

  1. Coil may assign these API Terms, in whole or in part, to any person or entity at any time with or without your consent. You may not assign these API Terms without Coil's prior written consent. Your assignment of these API Terms without Coil's prior written consent shall be void.

  2. Coil's failure to enforce a provision of these API Terms shall not be construed as a (a) waiver of such provision, or (b) diminishment of any right to enforce such provisions. Coil may choose to waive a provision of these API Terms in regards to a particular instance; however, you are still obligated to comply with that waived provision in the future.

  3. Notices:

    • To Coil: All notices given by you under these API Terms shall be in writing and addressed to: Coil Technologies, Inc. 268 Bush St #3632 San Francisco, CA 94104

    • To You: It’s important that the contact information you provided during the registration process remain accurate at all times. All notices given by Coil under these API Terms shall be sent to the email address you provided during registration. Notices shall be deemed valid regardless of any failure on your part to keep your registration information accurate.

  4. Coil shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of Coil, such as natural disasters, unforeseen intrusions into our cyberspace, war, terrorism, pandemics, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.

  5. If any part of these API Terms is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of these API Terms shall be given full force and effect.

  6. These API Terms constitute the entire agreement between you and Coil with respect to the Coil APIs and related Data and supersede all prior or contemporaneous communications of any kind between you and Coil with respect to the Coil APIs and/or related Data.

  7. The provisions of Sections 2(4), 2(5), 2(6), 2(8), 3, 6, 7, 8, 9, 10, 11, 14, 15, and 16 shall survive termination of these API Terms for any reason.