These Additional Product Terms are in addition to the General Terms and form part of the Terms. The Additional Product Terms form part of the Terms and are hereby incorporated therein. Definitions in these Additional Product Terms shall have the same meaning as set out in the General Terms.

The following additional definitions shall apply in these Additional Product Terms:

API: the application programming (API) interface described in the Heads of Terms and/or Order Form, the API Documentation, and any other related API materials that we agree to provide, without limitation, as each may be updated from time to time by incorporation by us.

API Data: all data published or made available through the API, along with any related metadata.

API Documentation: means the API documentation made available by us to you from time to time.

API Fee: the specific fees agreed with you in respect of the provision of the API.

API Key: the security key we make available to you to access the API.

API Limits: the restrictions, if any, set out in the Heads of Terms and/or Order Form.

Application: any applications developed by, or on your behalf to interact with the API.

API Term: the term agreed for your use of the API as set out in Order Form and/or Heads of Terms.

To the extent that we have agreed to provide an API, then:

1.1 In consideration of the API Fee paid by you, we grant to you a non-exclusive licence during the API Term for you and Authorised Users to:

1. access the API solely for the purposes of internally developing Applications that will communicate and interoperate with our Services for the Release Purpose.
2. display the API Data received from the API, within the Application for the Release Purpose;
3. display certain trademarks belong to us in compliance with our brand guidelines solely in connection with the use of the API, API Data and the Applications. 1.2 In relation to the scope of use set out in clause.

1. use the API in excess of the API Limits;
2. remove any proprietary notices from the API or API Data;
3. use the API or API Data in any manner or for any purpose that infringes, misappropriates, or otherwise infringes any Intellectual Property Right or other right of any person, or that violates any applicable law;
4. design or permit the Applications to disable, override, or otherwise interfere with our implemented communications to end users, consent screens, user settings, alerts, warning, or the like;
5. use the API, including in any of the Applications, to replicate or attempt to replace the user experience of the Services and/or Service Outputs;
6. attempt to cloak or conceal your identity or the identity of the Applications when requesting authorisation to use the API;
7. except to the extent expressly permitted under this clause 1.2:

1. combine or integrate the API or API Data with any software, technology, services, or materials not approved in advance by us, including AI-related technologies, large language or other foundation models;
2. pass or allow access to the API or API Data to any third party; or
3. access all or any part of any the API or API Data to build a product and/or service which competes with the API or the Services and/or Services Outputs; or
4. commercially exploit, sell, license or distribute any API or API Data or any products and/or services incorporating the results retrieved using the API.

1.3 Except as expressly stated in this clause 1, you have no right (and shall not permit any third party) to copy, adapt, reverse engineer, decompile, disassemble, modify, adapt or make error corrections to the API, in whole or in part (except to the extent that applicable law overrides this provision or any part hereof).

1.4 You shall not use the API or API Data other than as specified in this clause 1 without our prior written consent.

1.5 Without prejudice to its other rights and remedies under this agreement, should you or an Authorised User use the API or API Data other than as specified in this clause 1 without our prior written consent then we may, in our sole discretion:

1. terminate this Contract, or suspend your access and use to the API and the API Data, on written notice with immediate effect; and/or
2. require you to pay, for broadening the scope of the licences granted under this licence to cover the unauthorised use, an amount equal to the Fees which we would have levied (in accordance with our normal commercial terms) had it licensed any such unauthorised use on the date when such use commenced.

1.6 We shall be entitled to suspend your access to, and use of, the API and the API Data under this clause 1 until such time as the breach is remedied to our reasonable satisfaction.

2. Your additional responsibilities

2.1 You shall:

1. ensure that no end user other than an Authorised User accesses the API.
2. ensure that the number of Authorised Users does not exceed the number of Authorised Users set out in the Order Form or Heads of Terms;
3. without affecting its other obligations under this Contract, comply with all Applicable Laws and regulations with respect to its activities under this agreement;
4. keep a complete and accurate record of your:
   
   (i) Authorised Users;
   (ii) development of the Application;
   (iii) use of the API and API Data;
   (iv) other obligations under this Contract,
   and produce such records to us on request from time to time; and
5. notify the Supplier as soon as it becomes aware of any unauthorised use of the API or API Data by any person.

2.2 You shall monitor the use of the API for any activity that breaches Applicable Laws, rules, and regulations or any terms and conditions of this agreement, including any fraudulent, inappropriate, or potentially harmful behaviour, and promptly restrict any offending users of the Applications from further use of the Applications.

2.3 We undertake that the API shall perform substantially in accordance with the Heads of Terms and/or Order Form.

2.4 The undertaking at clause 2.3 shall not apply to the extent of any non-conformance which is caused by use of the API contrary to our instructions, or modification or alteration of the API by any party other than by us or our duly authorised contractors or agents. If the API does not conform with the foregoing undertaking, we will, at our expense, use all reasonable commercial endeavours to correct any such non-conformance promptly, or provide you with an alternative means of accomplishing the desired performance. Such correction or substitution constitutes your sole and exclusive remedy for any breach of the undertaking set out in clause 2.3.

2.5 We:

1. (a) do not warrant that:

1. your use of the API will be uninterrupted or error-free; or
2. the API and/or the API Data obtained by you through the API will meet your requirements; or
3. the API or the API Data will be free from vulnerabilities or viruses.

Last updated: 21 December 2023.

Version: V003