Developer Agreement
Welcome to the VariLogiX Developer API Program
Before you use the VariLogiX Developer API, you must read and agree to these Terms of Use and the following terms and conditions and policies, including any future amendments (collectively, the "Agreement"):
VariLogiX Terms of Service - Our general terms and conditions
VariLogiX Privacy Policy - How VariLogiX maintains and protects your personal information generally
VariLogiX Program SDK - Guidelines for using VariLogiX and the VariLogiX Developer API included within the VariLogiX Terms of Service
Individual unique developers agreement (upon creation of developer account)
This Agreement along with your Individual Signed Developer Agreement will make up the complete Developer Agreement
Although we may attempt to notify you when major changes are made, you should visit this page periodically to review the terms. VariLogiX may, in its sole discretion, modify or revise these terms and conditions and policies at any time, and you agree to be bound by such modifications or revisions. If you do not accept and abide by this Agreement, you may not use VariLogiX Developer API. In the event of an inconsistency between the VariLogiX Developer API Terms of Use and either VariLogiX' general Terms of Service (available at http://www.varilogix.com/tos.php ) or the VariLogiX Privacy Policy (available at http://www.varilogix.com/privacy.php ), the VariLogiX Developer API Terms of Use shall control. Nothing in this Agreement shall be deemed to confer any third party rights or benefits.
Description of Service. The VariLogiX Developer API Program is an HTTP and XML-based interface offered for use with VariLogiX system (collectively, the "Service"). You understand and agree that the Service is provided on an AS IS and AS AVAILABLE basis. VariLogiX disclaims all responsibility and liability for the availability, timeliness, security or reliability of the Service. VariLogiX also reserves the right to modify, suspend or discontinue the Service with or without notice at any time and without any liability to you.
Personal or Business Use. VariLogiX Developer API is made available to you for your personal or business use that is not competitive in nature with VariLogiX or does not involve the sale or resale of VariLogiX services, and is in compliance with all applicable laws, rules and regulations. If you want to make commercial use of VariLogiX Developer API, including but not limited to selling or distributing VariLogiX Developer API for payment, you must enter into an agreement with VariLogiX or obtain VariLogiX' written permission in advance. You may use the VariLogiX Developer API Program in conjunction with a commercial web site provided you do not sell or redistribute contents or elements of the VariLogiX Developer API for payment, and provided you honor the above restrictions on your use of VariLogiX Developer API. If you are asked to register you must provide complete and accurate identification, contact, and other information required as part of the registration process. You are responsible for maintaining the confidentiality of your Service password and account, and are responsible for all activities that occur thereunder. VariLogiX reserves the right to refuse or discontinue participation to any applicant at any time in its sole discretion. Due to the Children's Online Privacy Protection Act of 1998 (which is available at http://www.ftc.gov/ogc/coppa1.htm ), you must be at least Eighteen (18) years of age to use this Service.
Proper Use. You agree that you are responsible for your own communications and for any consequences thereof. Your use of the Service is subject to your acceptance of and compliance with the Agreement. Your use of the Service is subject to your acceptance of and compliance with the Agreement, including the VariLogiX Program Policies ("Program Policies") as defined in the VariLogiX Terms of Service or such other policies as VariLogiX may provide from time to time. You agree that you will use the Service in compliance with all applicable local, state, national, and international laws, rules and regulations, including any laws regarding the transmission of technical data exported from your country of residence. You shall not, shall not agree to, and shall not authorize or encourage any third party to: (i) use the Service to upload, transmit or otherwise distribute any content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, contains viruses, or is otherwise objectionable as reasonably determined by VariLogiX; (ii) upload, transmit or otherwise distribute content that infringes upon another party's intellectual property rights or other proprietary, contractual or fiduciary rights or obligations; (iii) prevent others from using the Service; (iv) use the Service for any fraudulent or inappropriate purpose; or (v) act in any way that violates the Program Policies, as may be revised from time to time. Violation of any of the foregoing may result in immediate termination of this Agreement, and may subject you to state and federal penalties and other legal consequences. VariLogiX reserves the right, but shall have no obligation, to investigate your use of the Service in order to determine whether a violation of the Agreement has occurred or to comply with any applicable law, regulation, legal process or governmental request.
Competitive Use. By using this service you represent that you do not work for a company that provides a similar service in a competitive nature.
Content of the Service. VariLogiX takes no responsibility for third-party content (including, without limitation, any viruses or other disabling features), nor does VariLogiX have any obligation to monitor such third party content. VariLogiX reserves the right at all times to remove or refuse to distribute any content on the Service, such as content which violates the terms of this Agreement. VariLogiX also reserves the right to access, read, preserve, and disclose any information as it reasonably believes is necessary to (a) satisfy any applicable law, regulation, legal process or governmental request, (b) enforce this Agreement, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues (including, without limitation, the filtering of spam), (d) respond to user support requests, or (e) protect the rights, property or safety of VariLogiX, its users and the public. VariLogiX will not be responsible or liable for the exercise or non-exercise of its rights under this Agreement.
Intellectual Property Rights. You acknowledge that VariLogiX owns all right, title and interest in and to the Service, including without limitation all intellectual property rights (the "VariLogiX Rights"), and such VariLogiX Rights are protected by U.S. and international intellectual property laws. Accordingly, you agree that you will not copy, reproduce, alter, modify, or create derivative works from the Service. The VariLogiX Rights include rights to (i) the Service developed and provided by VariLogiX; and (ii) all software associated with the Service. The VariLogiX Rights do not include third-party content used as part of Service, including the content of communications appearing on the Service.
Representations and Warranties. You represent and warrant that (a) all of the information provided by you to VariLogiX to participate in the Services is correct and current; and (b) you have all necessary right, power and authority to enter into this Agreement and to perform the acts required of you hereunder.
Privacy. As a condition to using the Service, you agree to the terms of the VariLogiX Privacy Policy as it may be updated from time to time. VariLogiX understands that privacy is important to you. You do, however, agree that VariLogiX may monitor, edit or disclose your personal information, including the content of your account and events, if required to do so in order to comply with any valid legal process or governmental request (such as a search warrant, subpoena, statute, or court order), or as otherwise provided in these Terms of Use or the VariLogiX Privacy Policy. Personal information collected by VariLogiX may be stored and processed in the United States or any other country in which VariLogiX Inc. or its agents maintain facilities. By using VariLogiX Developer API, you consent to any such transfer of information outside of your country.
Account Inactivity. After a period of inactivity, VariLogiX reserves the right to delete a user's account and content. If an account has been deactivated for inactivity, the user name associated with that account may be given to another user without notice to you or such other party. For more information on how VariLogiX deals with account inactivity, please consult the Program Policies.
Termination; Cancellation. You may cancel your use of the Services and/or terminate this Agreement with or without cause at any time by clicking Cancel My Account; provided, however, that a terminated account may continue to exist for up to two business days before such cancellation takes effect. VariLogiX may at any time and for any reason terminate the Services, terminate this Agreement, or suspend or terminate your account. In the event of termination, your account will be disabled and you may not be granted access to your account or any files or other content contained in your account although residual copies of information may remain in our system. Except as set forth above or unless VariLogiX has previously canceled or terminated your use of the Services (in which case subsequent notice by VariLogiX shall not be required), if you have provided an alternate email address, VariLogiX will notify you via email of any such termination or cancellation, which shall be effective immediately upon VariLogiX' delivery of such notice.
Indemnification. You agree to hold harmless and indemnify VariLogiX, and its subsidiaries, affiliates, officers, agents, and employees from and against any third party claim arising from or in any way related to your use of the Service, 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, VariLogiX will provide you with written notice of such claim, suit or action.
Choice of Law; Jurisdiction. These Terms of Use will be governed by and construed in accordance with the laws of the State of Michigan, without giving effect to its conflict of laws provisions or your actual state or country of residence. Any claims, legal proceeding or litigation arising in connection with the Service will be brought solely in Wayne County, Michigan and you consent to the jurisdiction of such courts.
Miscellaneous. If any provision of these terms and conditions is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this agreement, which shall remain in full force and effect. No waiver of any term of this agreement shall be deemed a further or continuing waiver of such term or any other term. Except as expressly provided in a particular "Legal Notice" on particular web pages, this agreement and its referenced parts constitutes the entire agreement between you and VariLogiX with respect to the use of Service.
