Dated: May 10th, 2013
1.2 The Licensor reserves the right to modify the Moves API at any time without notice. The Licensor further reserves the right to suspend, remove or disable access to the Moves API with sixty (60) days’ notice by email, via an online service or otherwise. In no event shall the Licensor be liable for the consequences of any removal or disabling of, or of imposing limits on, access to or use of the Moves API.
2.1 As a condition for using the Moves API, the Licensee undertakes at all times to adhere to:
(b) the Moves Brand Guidelines;
(c) any written instructions of the Licensor concerning maximum access rates and permitted use of the Moves API; and
(d) all applicable laws, especially in relation to data protection,
as may be amended from time to time.
2.2 The Licensee shall immediately cease the use of the word “Moves” and/or the display of the Moves logo or other distinctive brand(s) of the Licensor (collectively, “Brands”) in the Application, if so requested by the Licensor.
3.2 The Licensee shall process data received under the License lawfully, with due care and in compliance with good processing practice so that the protection of the data subjects’ private life and the other basic rights which safeguard their right to privacy are not restricted without a basis provided by law. The Licensee shall implement appropriate technical and organizational measures to protect such data against accidental or unlawful destruction or accidental loss, alteration, unauthorized disclosure or access and against all other unlawful forms of processing.
4.1 In consideration of the License, the Licensee undertakes that it shall not at any time communicate or otherwise make the Moves API and/or the Authentication Credentials (collectively, “Information”) available to any other person or entity, except as permitted by Section 4.2.
4.2 The Licensee may disclose the Information only to its employees who need to know the Information for the purposes of the License. The Licensee shall procure that its employees to whom it discloses the Information comply with this Section 4.
4.3 The Licensee shall not copy, adapt or otherwise reproduce the Moves API except strictly for the purposes and term of the License.
4.4 If the Licensee knows or suspects that the confidentiality of the Information has been compromised, it shall immediately halt any data connections to the Moves API and notify the Licensor giving full particulars.
5.2 In the event that the Licensee is notified by a third party that that party claims rights in the Moves API or that use of the Moves API infringes any right of that third party, the Licensee agrees to immediately notify the Licensor and, at the Licensor’s request, to immediately cease the use of the Moves API.
5.3 The Licensee shall not apply to register, or register, any copyright, trademark, design or other type of intellectual property rights for any goods or services in any country with respect to:
(a) the whole or any part of Moves or any related materials; or
(b) any trade or service mark or any other designation which consists of, comprises or is confusingly similar to the Brands.
No warranties of any kind are given in respect of the Moves API, and all statutory warranties and conditions are excluded to the fullest extent possible.
7.1 The Licensor shall have no liability of any kind in any circumstances whatever in respect of the Moves API. In particular, the Licensor shall not under any circumstances whatever be liable to the Licensee for:
(a) loss of profits, sales, business, or revenue;
(b) business interruption;
(c) loss of anticipated savings;
(d) loss or corruption of data or information;
(e) loss of business opportunity, goodwill or reputation; or
(f) any indirect or consequential loss or damage.
7.2 The Licensee shall indemnify the Licensor against any claim made against the Licensor by a third party arising out of or in connection with the provision of the Moves API.
7.3 In the event that the Licensor would be found liable to the Licensee or a third party, the sum payable by the Licensor in respect of such liability shall not in any circumstances exceed fifty euros (€50.00).
8.2 Upon termination of the License, the Licensee shall cease all use of the Information.
9.1 Any notices and other communication to the Licensor concerning the Moves API may be sent by email at the address email@example.com. However, this Section 9.1 shall not apply to the service of any proceedings or other documents in any legal action or arbitration.