API TERMS

Effective: 3/15/2013

The following terms ("API Terms") govern your access to and use of the application program interfaces, software code and accompanying documentation and related materials (the "Yummly API"), which are made available and provided by Yummly through Yummly’s developer web site (the "Developer Site"), to use Yummly’s search and related services ("Yummly Services") to let users discover recipes and other food-related content ("Yummly Content"). Yummly is willing to grant the rights and license below to you, subject to and in accordance with these API Terms. By accessing and using the Yummly API, you are consenting to be bound by these API Terms. If you have entered into a separate written agreement with Yummly governing your use of the Yummly API, then the terms and conditions of that separate agreement will govern, and any conflicting terms of these API Terms will not apply to you.

Privacy

Any personal information that you provide to Yummly is subject to our Privacy Policy, which governs our collection and use of personal information. As part of providing you the Yummly API, we will send you certain communications, such as service announcements and administrative messages, which you cannot opt-out from receiving.

License

Subject to the terms and conditions of these API Terms, Yummly grants you a nonexclusive, non-transferable license to: (a) use the Yummly API to develop, implement, and integrate interfaces to the Yummly Services, which permit the websites, applications, and services you provide (your "Service") to utilize the Yummly Services; (b) to access and use the Yummly Services through your Service and display Yummly Content on and through your Service (which you may modify in order to format it for display on your Service); and (c) use and display the Yummly logo that Yummly makes available for use with the Yummly Services ("Yummly Logo") with your Service in order to identify that the Yummly Services are from Yummly.

Terms and Conditions

The license to access and use the Yummly Services and Yummly Content through the Yummly API is conditioned on your compliance with the following terms and conditions:

  • In certain circumstances, Yummly may require (and reserves the right to require) that prior to your use or incorporation of Yummly Services into your Service, you provide Yummly with examples of your proposed use of the Yummly Services (and any Yummly Content) in your Service for Yummly’s prior approval, which it may give in its sole discretion.
  • You may not sell, resell or otherwise charge users solely for the access or use of the Yummly Services (or any Yummly Content).
  • You acknowledge that the availability of Yummly Services (and any Yummly Content) is subject to change and Yummly may restrict access to, modify, suspend or terminate any or all of the Yummly Services, Yummly Content or Yummly API. You will promptly remove and not display (or archive) any Yummly Content that has been removed by Yummly or for which Yummly has notified you that such Yummly Content must be immediately removed.
  • You may not copy, store, or archive any of Yummly Content and/or extract any data from it, unless you have Yummly’s prior written permission to do so.
  • You must to abide by the limitations on access, calls, and use of the Yummly API ("rate limits") that are set by Yummly. You may not attempt to circumvent those rate limits unless you prior written authorization from Yummly. If you exceed these rate limits (or Yummly believes that you have attempted to do so) you may be charged additional fees or your ability to access the Yummly API and/or use the Yummly Services (or Yummly Content) may be temporarily or permanently blocked. Yummly may monitor your access and use of the Yummly Services (and Yummly Content) to ensure your compliance with these API Terms.
  • You may not (or attempt to) interfere, by-pass, or disable any features or functionality that is embedded or included with the Yummly Services, Yummly Content or Yummly API, including the reporting of any data, usage statistics or other information regarding your (or your users’) access and use of the Yummly Services or any Yummly Content.
  • You may not use or access the Yummly API for purposes of monitoring the availability, performance or functionality of the Yummly Services or for any other benchmarking or competitive purposes.
  • Yummly reserves the right to deliver advertisement in connection with the Yummly Services and Yummly Content ("Ads"). You may not (or attempt to) remove, disable, circumvent or obscure any Ads within the Yummly Services or Yummly Content without the prior written consent of Yummly.
  • You may not use, copy, modify or distribute the Yummly API, Yummly Content or Yummly Services for any purpose other than as expressly permitted herein and you may not use the Yummly Services (and any Yummly Content) in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these API Terms.
  • You may not use the Yummly API to: (i) engage in a business activity that directly conflicts with, or places you in a conflicting position to that of Yummly or with the Yummly Services, or that may reasonably be deemed to be intended to divert and/or drive audience traffic away from Yummly’s Services, or (ii) except as expressly authorized herein, develop (or instruct any third party to develop) a service that may reasonably be deemed to be directly competitive with the Yummly Services, unless you have been specifically permitted to do so in a separate written agreement with Yummly prior to the undertaking of the development and launch of such service.

Attribution

You must include the applicable Yummly Logo and hyperlink(s) to the Yummly website (or other site as Yummly may specify) in connection with your use of the Yummly Services (and any Yummly Content), unless your plan does not require any attribution.

  • You may not use the Yummly Logo as part of your company’s name or Service, or in any product, service or logo created by you. In addition, you may not use the Yummly Logo in a manner that creates a sense of endorsement, sponsorship, or false association with Yummly.
  • You may not insert "noindex" or "nofollow" meta tags on the source page on which the Yummly Logo (and links) appear, place any Yummly links within JavaScript or rich internet applications (e.g., flash, AJAX or images) or include any redirects or tracking parameters in such Yummly links or otherwise interfere with the operation of the Yummly links.

You must include the name of the provider of a recipe ("Recipe Source") and hyperlink(s) to the Recipe Source’s website (or other site as Yummly or the Recipe Source may specify), in connection with your use of the Yummly Services (and any Yummly Content).

  • You may not remove, alter or obscure any copyright or other proprietary notice (or any source identifier) or any hyperlinks to a Recipe Source page that is provided with any Yummly Services or included in any Yummly Content.
  • You may not insert "noindex" or "nofollow" meta tags on the source page on which any Recipe Source (and links) appear, place any recipe source links within JavaScript or rich internet applications (e.g., flash, AJAX or images) or include any redirects or tracking parameters in such Recipe Source links or otherwise interfere with the operation of the Recipe Source links.

You agree that Yummly may identify your company as an API partner and use your company’s name and logo in its marketing materials and website relating to Yummly’s Services. You grant Yummly a limited license to use your company’s trademarks designated by you for such uses, subject to any applicable trademark usage guidelines you provide to Yummly.

Updates

Yummly may update or revise the Yummly API from time to time and such updates and revisions may adversely affect the manner in which your Service accesses or communicates with the Yummly API. You are responsible for making any changes to your Service that are required as a result of Yummly’s updates and revisions to the Yummly API (at your own expense). Yummly will attempt to provide thirty (30) days’ advance notice of any revisions to the Yummly API that are not backward compatible or remove significant functionality by posting such notice on the Developer Site, unless circumstances require Yummly to make an immediate change, in which case Yummly will attempt to provide you with as much advance notice as possible.

Support

Yummly will use commercially reasonable efforts to assist you with technical questions and issues relating to the implementation and use of the Yummly Services, as you may reasonably request from time to time. You will contact the Yummly designated contact for support questions related to the Yummly Services. You are responsible for providing all support and/or technical assistance to your end users regarding the use of your Service (including any issues related to the Yummly Services or any Yummly Content). Yummly is not obligated to provide any support and/or technical assistance directly to your users.

Fees

The free version of the Yummly API is intended for personal or not-for-profit use. You may not use the free version of the Yummly API in a commercial or business application without our explicit permission.

We charge a fee for commercial use of the Yummly API, which is described on the Developer Site. These fees can change at any time. By selecting an API plan, you are agreeing to pay the applicable fees for the access and use of the Yummly API, and any related Yummly Services and Yummly Content. You will not be charged any fees during your trial period (but you will have to provide us with your payment information). After the trial period, we will charge your account the monthly fee for the plan you have selected (unless you cancel before the trial period ends) and will charge your account on a monthly basis thereafter until you cancel.

Cancellation and Refunds

You cancel your use of the Yummly API at any time by ceasing your access to the Yummly API and/or your use of the Yummly Services or Yummly Content. You must cancel your plan before it renews each month to avoid the billing of the next month’s fees to your account. You will not receive a refund for any partial month cancellation.

Termination

Yummly may suspend your access to the Yummly API and/or use of the Yummly Services (or if necessary, terminate your licenses) if you breach these API Terms. Yummly may also terminate any licenses hereunder for any reason with thirty (30) days notice (including by email) to you. Yummly will not be liable for any costs, expenses, or damages as a result of its termination of your licenses in accordance with these Terms.

Result of Cancellation or Termination

Upon cancellation or termination, all rights and licenses granted to you will terminate and you will (a) promptly cease accessing and using the Yummly API and the Yummly Services with your Service; (b) remove all Yummly Content and all copies and portions thereof, in all forms and types of media from your Service; (c) purge all archived Yummly Content from your Service within fifteen (15) days; and (d) return or destroy any Confidential Information of Yummly.

Ownership

You acknowledge that Yummly owns all worldwide right, title and interest in and to the Yummly API, Yummly Services and Yummly Logo, including all intellectual property rights therein. You agree not to do anything inconsistent with such ownership. All use of the Yummly Logo, and all goodwill arising out of such use, inures to Yummly’s benefit. Any and all rights not specifically granted herein to you are reserved by Yummly. You may provide Yummly with comments, suggestions, or feedback regarding the Yummly API and/or the Yummly Services ("Feedback"), provided that you agree that Yummly will be free to use, disclose, reproduce, license or otherwise distribute, and exploit such Feedback as it sees fit, entirely without obligation or restriction of any kind on account of intellectual property rights or otherwise.

Confidential Information

You may be given access to certain non-public information, software and/or specifications relating to the Yummly API or the Yummly Services ("Confidential Information"), which is confidential and proprietary to Yummly. You may use this Confidential Information only as necessary in exercising your rights granted in these API Terms. You may not disclose any of this Confidential Information to any third party without Yummly’s prior written consent. You agree that you will protect this Confidential Information from unauthorized use, access, or disclosure in the same manner that you would use to protect your own confidential and proprietary information of a similar nature and in any event with no less than a reasonable degree of care.

Disclaimer

You assume all responsibility and risk of use of the Yummly API, Yummly Services, Yummly Content, and Yummly Logo. The Yummly API, Yummly Services, Yummly Content, and Yummly Logo are provided "AS IS" on an "AS AVAILABLE" basis without warranty or condition of any kind. YUMMLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND ANY WARRANTIES OR CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. Certain dietary or other information about food products, such as the caloric intake of specific foods or recipes, the estimated costs of recipes, information related to food allergies, and other such information, may be provided in the Yummly Content and/or through the Yummly API and/or Yummly Services. While Yummy strives to provide this information from trustworthy resources, such as the United States Department of Agriculture, Yummly is not responsible or liable (and makes no representation or warranty) for the accuracy, content, completeness, legality, reliability, or availability of the Yummly Content. Any use or reliance on any Yummly Content or any other content, materials or information contained or linked in through the Yummly API or Yummly Services is at your own risk.

Representations

You represent and warrant that you have the necessary power and authority to enter into this Agreement (if you are agreeing to these API Terms on behalf of your employer or other entity, you represent and warrant that you have full legal authority to bind your employer or such entity to these API Terms) and that you will comply with the terms and conditions of these API Terms. You will indemnify, defend (or settle) and hold Yummly harmless from any and all claims, damages, losses, liabilities, actions, judgments, costs and expenses (including reasonable attorneys’ fees) brought by a third party arising out of or in connection with: (i) your use of the Yummly API, Yummly Services, Yummly Content, or Yummly Logo other than as permitted by this Agreement; or (ii) your Service (including any content therein).

Limitation of Liability

In no event will Yummly be liable for any special, incidental, exemplary, punitive or consequential damages (including loss of use, data, business or profits) arising out of or in connection with these API Terms, whether such liability arises from any claim based upon contract, warranty, tort (including negligence), strict liability or otherwise, and whether or not it has been advised of the possibility of such loss or damage. The foregoing limitations will survive and apply even if any limited remedy specified in these API Terms is found to have failed of its essential purpose.

Modifications

Yummly may modify any of these API Terms, at any time and in its sole discretion, by posting notice on the Developer Site or by otherwise notifying you. If any change is unacceptable to you, your recourse is to terminate your license. Your continued access and/or use of the Yummly API and/or your continued access and/or use of the Yummly Services (and any Yummly Content) following such notice will constitute your acceptance of the change.

General

These API Terms constitute the entire agreement between us with respect to the subject matter and supersedes and merges any prior proposals, understandings and contemporaneous communications. Any modification to these API Terms by you must be in a writing signed by Yummly. You may not assign any of the rights or obligations granted hereunder, except with the express written consent of Yummly, and any attempted assignment in violation of this paragraph is void. These API Terms do not create or imply any partnership, agency or joint venture. These API Terms will be governed by and construed in accordance with the laws of the State of California, without regard to or application of conflicts of law rules or principles. All claims arising out of or relating to these API Terms will be brought exclusively in the federal or state courts of San Mateo County, California, USA, and you consent to personal jurisdiction in those courts. If any part of these API Terms is determined to be invalid or unenforceable by a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the remaining provisions of these API Terms will remain in full force and effect.