Terms of Service
Last modified: November 17, 2014
This application programming interface (“API”) is provided by S&T Tech, LLC on behalf of it and its affiliates including GunBroker.com, LLC (referred to as “GunBroker.com”, or we, our or us in these Terms), and it allows you to interact with the GunBroker.com website at www.GunBroker.com from custom software applications or web pages. These Terms outline your rights and responsibilities when using our API. You and your Application (as defined below) will comply with the GunBroker.com User Agreement and all applicable GunBroker.com Site Rules. In the event of a conflict between these Terms and the GunBroker.com User Agreement regarding your use of the API, these Terms will control.
IF YOU DO NOT FULLY ACCEPT ANY OF THESE TERMS, WE DO NOT GRANT YOU A LICENSE TO USE OUR API. IF you accept these Terms you warrant that you are (a) a person of legal age to form a binding contract with GunBroker.com (b) not a person barred from using or receiving the API under the applicable laws of the United States or other countries including the country in which you are resident or from which you use the API.
II. Limited License
1. Limited API License. Subject to the restrictions in these Terms, and solely for the limited purpose of facilitating access by you and Your Clients to the GunBroker.com Site, Services and the GunBroker.com Content, GunBroker.com grants you a limited, revocable, non-exclusive, non-transferable, and non-sublicensable, royalty free license to use the API for the following purposes:
2. Permitted Uses. Your use of the GunBroker.com API is only for the purpose of facilitating your own or Your Clients’ use of the GunBroker.com Site and Services. Permitted uses of the API include Applications that: display GunBroker.com listings in your Application as widgets or search tools, allow GunBroker.com Users to bid on or buy items in GunBroker.com listings with customized interfaces, allow GunBroker.com Users to make changes to “My GunBroker.com” and manage their listings, inventory and customer service for buyers, notify GunBroker.com Users when they have won and item or been outbid, or integrate customer service, inventory management or relationship management software with GunBroker.com Services, take advantage of other functionality of the GunBroker.com Site that is available for all GunBroker.com Users and/or any other use specifically authorized in writing by a duly authorized GunBroker representative for your Application, which requests will be reviewed on a case by case basis.
3. DevKey. GunBroker.com will provide you with DevKey that permits you to access the API and the GunBroker.com Content. The DevKey is the property of GunBroker.com and may be revoked if you share it with any third party (other than as allowed under these Terms), if it is compromised, or if you violate any of these Terms.
4. API Limitations. GunBroker.com may set limits on the number of API requests that you can make, at its sole discretion. You agree to such limitations and will not attempt to circumvent such limitations.
5. Logos. GunBroker.com grants you a non-exclusive license to display certain logos made available to you. You must display our logos in accordance with our published API Logo Usage Guidelines (available at https://www.GunBroker.com/Support/SupportFAQView.aspx?faqid=1268), or in accordance with our instructions issued to you. GunBroker.com has final approval over the use of our logos on your Application and if we opt to revoke your license at any time for any reason you must remove all of our logo(s) immediately. GunBroker.com may update our logos at any time, and you are required to always display the current logo.
6. GunBroker.com Content. You may use and display the GunBroker.com Content only as permitted below:
6.1 Authentication. If you or Your Clients interact with the GunBroker.com Site or use the Services through your Application in a manner that requires you or Your Clients to sign-in to their GunBroker.com account, your Application must require this action via a GunBroker.com controlled sign-in process for user authentication.
6.2 Public Display. You may display GunBroker.com Content from the GunBroker.com Site that any GunBroker.com User makes publicly available to all visitors (“Public Display”) to the GunBroker.com Site while such GunBroker.com Content is on Public Display to promote GunBroker.com and enable Your Clients to search and browse listings. When the GunBroker.com Content is no longer on Public Display, you must delete it from your Application.
6.3 Separation. All GunBroker.com Content must either be visually separated from non-GunBroker.com content and not comingled with third-party listings or other non-GunBroker.com content or, alternatively, any comingled search result must contain an individual reference that the source of the result is GunBroker.com in accordance with the API Logo Usage Guidelines.
6.4 Delays in Display. Unless you disclose any delay in the GunBroker.com Content displayed on your Application, all auction item listing information may not be more than 6 hours older than information displayed on the GunBroker.com Site, and other GunBroker.com Content must be no more than 24 hours older than content displayed on the GunBroker.com Site.
6.5 Derivative Information. You may not display GunBroker.com Content in any way that enables derivation of any of the GunBroker.com Content (other than an Authenticated GunBroker.com User’s access to his or her own information).
6.6 GunBroker.com Listings. If your Application displays GunBroker.com listings for buyers to bid on or purchase, it must display all the information that is on Public Display for each listing.
7.1 Your Application may make it possible for you to collect Personal Information from and about GunBroker.com Users. “Personal Information” is any information pertaining to a directly or indirectly identifiable individual. This information may be collected from users in connection with your Application and may include information that is part of the GunBroker.com Content, or that you otherwise collect from GunBroker.com.
7.2 You will delete any Personal Information related to the GunBroker.com Site and Services when it is no longer necessary in connection with Your Application.
7.3 You will not collect or store GunBroker.com User IDs and passwords for any purpose other than facilitating login by Your Clients.
7.4 At all times, your Application and your use of the API and GunBroker.com Content will comply with all applicable laws, regulations and best practices concerning privacy, data protection and on demand or downloadable software.
7.5 You will not use Personal Information from GunBroker.com Users to send or enable sending of unsolicited communications of any type unless such users have explicitly consented to receive it.
III. Usage Requirements
You may not use or access (nor facilitate or enable others to use or access) the API or GunBroker.com Content in any way not expressly permitted in these Terms including the following prohibited actions:
1. Modification of these terms. GunBroker.com may at any time and from time to time change any of these Terms with or without notice to you, consistent with applicable law. We will post the amended Terms on the GunBroker.com Site. Except where stated otherwise herein, all amended Terms will be effective thirty days after they are posted. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE YOUR USE OF THE API. YOUR USE OF THE API AFTER THE DATE ON WHICH CHANGES BECOME EFFECTIVE WILL CONSTITUTE YOUR ACCEPTANCE OF ANY POSTED CHANGES.
2. Compliance With Modifications. You are required to make any necessary changes to your Application, at your own cost, in order to continue to comply with any modification of these Terms on or before the effective time of any such modification to lawfully interface with the API and GunBroker.com Site or Services.
V. Monitoring and Enforcement
1. Right to Monitor and Audit. GunBroker.com may monitor or audit your Application or activities relating to your use of API. You will not block or otherwise interfere with the monitoring or audit and we may use any technical means to overcome such interference. Your failure to reasonably comply with GunBroker.com’s efforts to audit your compliance with these Terms shall constitute grounds for GunBroker.com to suspend your API license, and/or the GunBroker.com accounts of you and/or Your Clients.
2. Remedy for Breach. If GunBroker.com, in its sole discretion, believes that you or Your Clients have acted in violation of these Terms or engaged in fraudulent activity, GunBroker.com may take any and all steps it deems appropriate, including issuing a warning, conducting an investigation, or suspending your API license, in addition to any remedies available under applicable law or at equity.
3. Corrective Action. GunBroker.com may use any remedies available at law including seeking specific performance, injunctive relief, or any other corrective action at GunBroker.com’s sole option in the event of complaints about your Application or your actions.
VI. Intellectual Property
1. Ownership by GunBroker.com. GunBroker.com retains all rights, title and interest in and to all intellectual property rights in connection with the GunBroker.com Site, GunBroker.com Content, and API and any derivative works thereof.
2. Ownership by You. You retain all rights, title and interest in and to all intellectual property rights in connection with your Application, excluding any and all rights reserved exclusively by GunBroker.com as described in Section VI.1 above. Any rights not expressly granted to you hereunder are reserved by GunBroker.com and there are no implied licenses. You and your Clients agree to refrain from any action inconsistent with GunBroker.com’s ownership of the rights described in Section VI.1 above.
3. Competition. Notwithstanding the foregoing, nothing in these Terms shall be construed to limit GunBroker.com’s ability to develop materials, applications or software which are competitive with your Application or other products or services provided by you, irrespective of their similarity.
VII Third Parties
1. Service Providers; Users. Service providers you use to facilitate the development of your Application are subject to all of these Terms and any act or omission by your service provider(s) amounting to a breach of these Terms will be deemed a breach by you. Your Authorized GunBroker.com Users are similarly subject to these Terms and any act or omission by such persons will be deemed a breach by you.
2. Sublicensing. Except as set forth in this Section VII, no license rights (under any applicable intellectual property right) granted hereunder are sublicenseable, transferable or assignable. You may only sublicense your right to display the GunBroker.com Content and the API Logos to Your Clients solely for their viewing on their computer screens or websites through your Application; provided that:
VIII. Availability, Security and Stability GunBroker.com makes no guarantees with respect to the availability or uptime of the API, the GunBroker.com Site or Services. We may conduct maintenance on, or stop providing, any function associated with the API or the GunBroker.com Site or cease any Service, at any time without notice to you. In the event of degradation or instability of our system or an emergency, we may temporarily suspend your access to the API.
IX. Our Limits of Liability
DISCLAIMER OF WARRANTIES. YOU AGREE THAT USE OF THE API IS ENTIRELY AT YOUR OWN RISK. THE API, INCLUDING THE GUNBROKER.COM SITE AND ALL GUNBROKER.COM CONTENT, SERVICES, ITEMS, LISTINGS, FUNCTIONS, AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE, ARE PROVIDED ON AN "AS IS" "AS AVAILABLE" BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, NON-INFRINGEMENT, TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT THAT THE SITE OR ITS FUNCTIONS WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. YOU ACKNOWLEDGE THAT YOU HAVE NOT AGREED TO THESE TERMS IN RELIANCE UPON ANY WARRANTY OR REPRESENTATION EXCEPT THOSE SPECIFICALLY SET FORTH HEREIN.
LIMITATION OF LIABILITY: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NONE OF GUNBROKER.com, ITS AFFILIATES, OR ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS (COLLECTIVELY, “GB PARTIES”) SHALL BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT ARE DIRECTLY OR INDIRECTLY RELATED TO THE USE OF, OR THE INABILITY TO USE THE API OR THE GUNBROKER.COM SITE OR SERVICES, OR RELATED TO THE INFORMATION, GUNBROKER.COM CONTENT AND FUNCTIONS THEREOF, OR VIRUSES OR MALWARE OBTAINED BY USING OUR API (INCLUDING WITHOUT LIMITATION, LOSS OF REVENUE OR ANTICIPATED PROFITS, LOST BUSINESS OR LOST SALES, LOSS OF GOODWILL OR REPUTATION, BUSINESS INTERRUPTION OR LOSS OF INFORMATION) EVEN IF WE OR OUR AUTHORIZED REPRESENTATIVE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF WARRANTIES OR EXCLUSION OF DAMAGES, SO SUCH DISCLAIMERS AND EXCLUSIONS MAY NOT APPLY TO YOU. TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF THE GB PARTIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THESE TERMS OR YOUR USE OF THE SITE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU HAVE PAID TO US IN THE 12 MONTHS PRIOR TO THE EVENT GIVING RISE TO YOUR CLAIM OR (B) US$100.00. THIS LIMITATION SHALL NOT APPLY IN THE CASE OF WILLFUL OR INTENTIONAL MISCONDUCT.
You shall indemnify, defend and hold the GB Parties harmless from and against any and all claims, losses, damages, liabilities, judgments and fees and expenses related thereto (including, without limitation, reasonable attorneys’ fees), incurred by a GB Party in connection with any claims that may arise from or are related to (i) use of or download of the API; (ii) any breach of these Terms; or (iii) the development, maintenance, use and contents of your Application, including but not limited to any infringement of any third-party proprietary rights. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you shall not in any event settle or otherwise dispose of any matter without our prior written consent.
1. Termination. You may stop using the API at any time. If you want to terminate these Terms, you must provide GunBroker.com with 7 days prior written notice and upon termination, cease your use of the API. GunBroker.com reserves the right to terminate these Terms or discontinue the API or any portion or feature for any reason and at any time without liability or other obligation to you.
2. Your Obligations Post-Termination. Upon any termination of these Terms or discontinuation of your access to the API, you will immediately stop using the API, cease all use of the GunBroker.com Site, and delete any cached or stored GunBroker.com Content that was permitted by this license.
3. Surviving Provisions. When these Terms come to an end, those terms that by their nature are intended to continue indefinitely will continue to apply.
XII. Governing Law and Dispute Resolution
The API is owned and developed by GunBroker.com, which is based within the United States. We make no representation that functions or information found in the API are appropriate or available for use at other locations outside of the United States and access to them from territories where their contents are illegal is prohibited. You may not use the API or export the GunBroker.com Content or other information accessed via the API in violation of U.S. or other export laws and regulations. If you access the API from a location outside of the U.S., you are responsible for compliance with all laws applicable to you. These Terms, all matters arising from or relating to the your use of the API, and any and all claims arising out of your relationship with the GB Parties shall be governed by and in accordance with the laws of the State of Georgia, excluding (i) its conflicts of laws provisions, (ii) the United Nations Convention on Contracts for the International Sale of Goods, and (iii) the 1974 Convention on the Limitation Period in the International Sale of Goods, as amended.
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU HEREBY EXPRESSLY AGREE THAT ANY PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE API OR GUNBROKER.COM CONTENT SHALL BE INSTITUTED EXCLUSIVELY IN A STATE OR FEDERAL COURT SITTING IN THE COUNTY OF FULTON, STATE OF GEORGIA, UNITED STATES OF AMERICA, AND YOU EXPRESSLY WAIVE ANY OBJECTION THAT YOU MAY HAVE NOW OR IN THE FUTURE TO THE LAYING OF THE VENUE, OR TO THE JURISDICTION OF ANY SUCH COURT OVER YOU OR YOUR ACTIVITIES ON THE SITE. Notwithstanding the foregoing, GunBroker.com reserves the right to institute proceedings in any jurisdiction in order to (i) obtain interim or provisional relief pending resolution of a dispute; or (ii) collect from you any monies due under these Terms or under an award of the court described above. You may not bring any action arising out of these Terms or your use of the GunBroker.com Site or the Services, regardless of form or the basis of the claim, more than one (1) year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose). In the event that you bring an action in an improper forum or outside of the time limit in violation of this Section, GunBroker.com shall be entitled to recover from you its reasonable attorney’s fees in responding to such action.
Your electronic acceptance of these Terms shall constitute your acceptance of all terms and conditions herein, with the same legal force and effect as if you had physically signed these Terms. You agree to the admissibility of computer records and electronic evidence in any disputes. If any provision of these Terms is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be enforced to the maximum extent permissible so as to put into effect the intent of these Terms, and the remainder of these Terms shall continue in full force and effect. The failure by either party to exercise or enforce any rights or provisions of these Terms (including any document incorporated by reference herein) shall not constitute a waiver of such right or provision. These Terms (including any document incorporated herein) comprise the entire agreement between you (or Your Clients) and GunBroker.com and supersedes all prior representations, agreements or statements between us, written or oral, regarding the subject matter contained herein. These Terms are binding upon and inure to the benefit of the respective successors and assigns of the parties, but you may not assign these Terms to any person or entity without our prior written consent, and any such assignments made without consent shall be null and void. These Terms are solely for the benefit of GunBroker.com, its affiliates, and you (and Your Clients), and shall not be construed for the benefit of any third party.