IMPORTANT PLEASE READ THE FOLLOWING TERMS CAREFULLY. THIS IS A LEGAL AGREEMENT BETWEEN YOU AND UNSPLASH INC., A CANADIAN CORPORATION, AS EXPRESSLY PROVIDED BELOW. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS YOU WILL NOT RECEIVE ACCESS TO NOR THE RIGHT TO USE UNSPLASH’S API ("APPLICATION PROGRAM INTERFACE").
The Unsplash Developer Program (the "Developer Program") provides you, as a Developer, (“you” and/or “your”) with the tools and resources to integrate your application (“Application”) with the Unsplash API. You agree that through your participation in the Developer Program, which shall include use of Unsplash API, you are entering into a legally binding agreement with Unsplash Inc. (“we,” “us,” “our,” and/or “UNSPLASH”). By accessing the API, you acknowledge that you understand and agree to be bound by this Agreement.
In order to participate in and access the Developer Program, you are required to register for a Developer Account through unsplash.com/developer and create an Application through the Account. You may be provided with an API Key ("API Key") and a code as part of the registration process. API Key means the unique code or credential provided by Unsplash that permits you to access the API. “Site” means any one or all of the current or future online platforms operated by or on behalf of UNSPLASH (“Unsplash Platforms”), including any services made available thereon through unsplash.com.
Licenses to You.
API License. We grant you a limited, non-exclusive, non-sublicensable, non-transferable license under Unsplash’s intellectual property rights to use the APIs solely to:
Enable your Application to interact with the API as it exists now or may exist in the future;
Retrieve information necessary to facilitate your own or a User’s use of Sites or the API through your Application. For the purposes of this Agreement, "User" means end-users of the Sites and/or your Application.
Make limited copies of Content only as necessary to perform an activity permitted under the Agreement.
Licenses to Unsplash by You.
Unsplash License to Use Application. During the term of this Agreement you grant us a paid-up, royalty-free, non-exclusive, worldwide, irrevocable right and license to: (1) use, perform, and display your Application and its content for purposes of marketing, demonstrating, and making your Application available to Users; and (2) link to and direct Unsplash Users to your Application; and (3) sublicense the foregoing rights to Unsplash affiliates.
Publicity. By using this program, you agree that you consent that Unsplash has the right to: (i) reveal your name and address for attribution purposes, handling inquiries from Users or potential Users, and other purposes Unsplash reasonably deems necessary under this Agreement; (ii) publicly refer to you, orally or in writing, as a licensee of the APIs; and (iii) publish your Application, name and/or logo (with or without a link to your Application) on our Site, in press releases, and in promotional materials without additional consent.
User Data. Your participation in and use of the Developer Program may allow you to collect data from and about Users ("User Data"), which may include information collected by Unsplash and Personal Information. “Personal Information” is any information pertaining to a directly or indirectly identifiable individual. It may include information that you collect directly from Users in connection with your Application and information that is included in the Content, or that you otherwise receive from Unsplash, about Users. You warrant that prior to allowing any User to access the Unsplash API or Unsplash Platforms that you will have obtained the consent of all such Users to collect such Personal Information. Your Application must allow Users to access their data that you have collected via the Developer Program at the request of such User. You are not allowed to share, sell or transfer User Data and may only use such User Data within the Application itself.
Usage Data. You agree that we can use, store, and share information submitted by you to Unsplash related to your use of the Developer Program in connection with your Application ("Usage Data“), and that we may use such Usage Data for any internal or external business purpose. You agree that we can display usage statistics concerning the use of your Application publicly and that we can display information about a User’s data usage to that User privately.
UNSPLASH Content. Means all of the images, photographer details which are available on the Sites or Platforms posted by Unsplash.
Non-UNSPLASH Content. Means any content which may appear on the Sites or Platforms, for example third party listings or other information not posted by Unsplash.
Developer Content. Means any data or material provided or made available by Developer through the Developer Program, including Content uploaded or otherwise made available by Users. Developer Content does not include information which you obtain independently of your participation in the Developer Program and your use of the API.
Content. Shall mean, as the context requires, Unsplash Content, Developer Content, User Content and Non-Unsplash Content.
Usage and/or Display of Content shall be in accordance with the following guideline:
Display of Content. Display of Content is permitted only within your Application; and
Public Display. You acknowledge and agree that: (i) all User Content that any User makes publicly available on the Sites must be segregated from and visually separated from non-Unsplash Content (for example, with lines or color changes); and (ii) your Application or use of the API shall not prevent or otherwise interfere with such segregation and separation.
User Support and Disputes. Your Application must provide a means for Users to obtain customer support from you. We reserve the right to provide Users with your contact information. In the event of dispute between you and a User, you are required to be responsive to such User. In addition, you undertake and agree hereby to hold Unsplash, its officers, agents, directors, shareholders and representatives free, harmless and indemnified from any and all claims which may be made against Unsplash by Users, the whole subject to the further indemnities set forth in the TOU and in Section 12 below.
Your Identity. You must take all reasonable steps to ensure that Users understand your identity and the source and purpose of your Application.
Compliance with Agreement. You agree to assist Unsplash in verifying your compliance with this Agreement by promptly providing us with information about your Application and storage of Content upon request, which may also include access to your Application and other materials related to your use of the APIs.
Confidentiality. To the extent we provide you with confidential information ("Confidential Information"), you will not use or disclose it other than as expressly permitted and reasonably required for your performance under this Agreement. Your confidentiality obligations will survive the termination of this Agreement. You acknowledge that monetary damages will not be a sufficient remedy for unauthorized use or disclosure of the Developer Program Confidential Information and that Unsplash will be entitled (without waiving any other rights or remedies) to such injunctive or equitable relief as may be deemed proper by a court of competent jurisdiction, without obligation to post any bond or make any deposit into court. Any information provided by you to Unsplash is considered by Unsplash to be non-confidential and may be used by Unsplash at its sole option and discretion and without payment of any fee or other compensation to you.
Copies of User Data. You will immediately delete all User Data and any copies of User Data that you collect through the Developer Program when: (i) your Company Account is suspended, (ii) you deactivate your Application or otherwise remove its integration from the API, (iii) it is no longer reasonably required for your performance of this Agreement, or (iv) when you cease to participate in the Developer Program.
Copies of Content. You will immediately delete all copies of Content when they are no longer required for the purpose for which they were created and in accordance with Section 4(A) above. You will also delete all copies if you do not use the Content for a period of thirty (30) days, except if a User expressly allows you to keep his or her User Content for a specified period.
User Analytics. You may not use User Data for analytics other than internal non-public analytics or public analytics with anonymous and aggregated User Data.
API Request Limitations. The number of API Requests you will be permitted to make during any given period may be limited. Unsplash will determine, at its sole option and discretion, call limits based on various factors, including the ways your Application may be used or the anticipated volume of use associated with your Application. Unsplash may, in its sole discretion, terminate your access to the API in accordance with Section 10.
Overall Restrictions. You may not use or access, or allow others to use or access, the Developer Program in any way not expressly permitted under this Agreement. Without limiting the generality of the foregoing, you shall not do, or authorize or allow others to do, any of the following:
Distribute, publish, or allow access or linking to the API or Content from any location or source other than your Application;
Use the API to retrieve Content that is then aggregated with third party-owned or third party search results in such a way that an end-user cannot attribute the Content to Unsplash (i.e., aggregated search results);
Have your Application or your use of any Content or any of the API: (a) be false, inaccurate or misleading; (b) infringe on any third party’s intellectual property rights or rights of publicity or privacy; (c) be defamatory, trade libelous, threatening, or harassing; (d) contain any viruses or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system or data; or (e) otherwise violate any law or regulation; or
Use the API or Content, or other Unsplash Materials (as defined in Section 5 hereof), or deploy the Application in a manner, or take any actions in connection with this Agreement or your business relationship with Unsplash, that could: (a) create liability for Unsplash or (b) injure Unsplash’s commercial reputation or otherwise reflect unfavorably on Unsplash.
Commercialize access to the API, the Sites, the Unsplash Platforms and/or the Content, or copy or store the Content, other than for the intermediate purposes allowed by this Agreement, or if expressly authorized in writing by Users (as to their own User Content);
Use Content in any advertisements, or for purposes of targeting advertisements, in your Application or elsewhere;
Enable Users to set or change registration or privacy preferences with your Application;
Modify, decompile, reverse engineer, (save where expressly otherwise permitted by law) or otherwise alter the API or Content;
Use the APIs to circumvent the intended limitations on Unsplash features or functionality or that may be used to violate any Unsplash Policy or applicable law;
Commingle or supplement Content from the APIs with any other Unsplash data. For example, you cannot supplement the data you have received via a Unsplash API with data scraped from our Site (whether that scraping was done by you or someone else) or from any other source;
Use the Content for any of the following: generating messages, promotions, offers, or mass messages or for any other purpose other than to allow a User to use the Content in your Application;
Use the APIs to: (i) spam, send unsolicited messages, or advertise your (other than the Application) or third party products or services, (ii) perform change actions (post, delete, comment, like, collect) that were not initiated or confirmed by a User, or (iii) otherwise harass Users;
Use robots, spiders, scraping, or other technology to access or use Content or any Sites to obtain any information; or
Use the APIs or the Content for any Application that replicates or attempts to replace the essential User experience of the Sites, or in any manner that is competitive to Unsplash;
Violate any of terms of the TOU.
We own all rights, title, and interest, including all intellectual property rights in and to the API; (a) Unsplash Content; (b) Sites; and (c) Unsplash Platforms and (d) Brand Features (collectively, the "Unsplash Materials"). The only exception to this is Content which you or a User may have licensed to Unsplash. Except for the express licenses granted in this Agreement, Unsplash does not grant you any right, title, or interest in the Unsplash Materials.
You understand and acknowledge that Unsplash may be independently creating applications, content, and other products or services that may be similar to or competitive with your Application. Nothing in this Agreement will be construed as restricting or preventing Unsplash from creating and fully exploiting any applications, content, and other items, without any obligation to you.
You represent and warrant to Unsplash that, excluding Unsplash Materials, you have the right to use, reproduce, modify, transmit, copy, publicly display, publicly perform, and distribute your Application, and that use of your Application by Unsplash and its affiliates will not violate the rights of any third party or any applicable regulation or law, including the Digital Millennium Copyright Act, the laws of any country in which your Application is made available, or any applicable export laws.
We reserve the right to modify, supplement, or replace the terms of this Agreement, effective prospectively upon posting on the Unsplash Developer Program Site. We may also notify you via email or otherwise, in accordance with Section 13 hereinbelow, of such changes. IF YOU CONTINUE TO EXERCISE YOUR RIGHTS UNDER THIS AGREEMENT AFTER SUCH POSTING, YOU WILL BE DEEMED TO HAVE AGREED TO SUCH CHANGES.
You agree that you and your Application shall also comply and conform with the following, which are hereby incorporated by reference and made part of this Agreement:
The TOU, including all of its provisions, save as they may conflict with the present Agreement, including without limiting the generality of the foregoing, but simply as further clarification, the provisions relating to controlling law and jurisdiction and arbitration;
In the event of any conflict between this Agreement and the above referred to documents, this Agreement shall control and supercede.
Term. The term of this Agreement will commence upon the date upon which you agree to this Agreement and will continue until terminated.
You may terminate this Agreement by discontinuing use of the API and so notifying Unsplash in accordance with Section 13 hereinbelow.
We may suspend your use of all or any of the API or Unsplash Platforms or Sites at any time and for any reason, including violations of this Agreement. In such event Unsplash shall give you written notice by way of email notification in accordance with Section 13.
All of our rights in this Agreement may be exercised without prior notice or liability to you, subject to sub-Section 10.B.(ii) hereinabove.
Upon termination of this Agreement:
all rights and licenses granted to you will terminate immediately and Unsplash may deactivate your account;
you will promptly destroy Unsplash Confidential Information in your possession or control. Unsplash may request that you certify in writing your compliance with this section;
unless we expressly request otherwise in writing or as allowed in this Agreement, you must permanently delete all Content or other data which you stored pursuant to your use of the API. Unsplash may request that you certify in writing your compliance with this section; and
Unsplash will make commercially reasonable efforts to remove all references and links to your Application from the Site (Unsplash has no other obligation to delete copies of, references to, or links to your Application).
Survival. The following sections of this Agreement shall survive any termination or expiration of this Agreement: Sections 3.A.(ii), 3.E., 3.H., 4, 5, 7, 9, 11 and this Section 12, as well as any provisions of this Agreement that by their nature should reasonably be deemed to survive such termination or expiration.
Disclaimer of Warranties.
WE PROVIDE THE UNSPLASH MATERIALS AND ALL OTHER INFORMATION AND SERVICES ON AN "AS IS" AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES, EITHER EXPRESS OR IMPLIED, OF ANY KIND. WE DO NOT CONTROL OR VET USER-GENERATED CONTENT FOR ACCURACY. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW. UNSPLASH, ITS AFFILIATES, AND SUPPLIERS DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA, AND NONINFRINGEMENT.
WE DO NOT GUARANTEE THAT THE API WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. WE DISCLAIM ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING.
FURTHERMORE, WE DISCLAIM ALL LIABILITY FOR ANY MALFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE UNSPLASH APIS DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, THE SATURATION OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON.
In addition to the indemnification set forth in Section 3 (E) hereinabove and the TOU, you agree to defend, indemnify and hold free and harmless Unsplash its subsidiaries, affiliates, officers, directors, agents, partners, members, employees, independent contractors, service providers and consultants, and their respective directors, employees and agents, from and against any claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or related to: (i) your use of the Unsplash Materials other than as expressly permitted under this Agreement; (ii) any claim for state sales, use, or any tax obligations of yours arising from your Transaction(s); (iii) any claim arising out of a violation of any law or regulation governing your goods and/or services; or (iv) your breach of any provisions under this Agreement or any unlawful conduct by you or on your behalf.
Limitation of Liability.
IN NO EVENT SHALL UNSPLASH (AND OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE THE API EVEN IF UNSPLASH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE UNSPLASH MATERIALS IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Severability. If any provision of this Agreement is found to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable to the maximum extent possible in order to effect the intention of the provision; if a term cannot be so modified, it will be severed and the remaining provisions of this Agreement will not be affected in any way.
Entire Agreement. This Agreement and any documents incorporated into this Agreement by reference, constitute the entire agreement between you and Unsplash regarding the API and supersedes all prior agreements and understandings.
No informal waivers, agreements or representations. Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. No representations, statements, consents, waivers, or other acts or omissions by any Unsplash affiliate shall be deemed legally binding on any Unsplash affiliate, unless documented in a physical writing hand signed by a duly appointed officer of Unsplash.
No Injunctive Relief. In no event shall you seek or be entitled to rescission, injunctive, or other equitable relief, or to enjoin or restrain the operation of the Developer Platform or any APIs, Unsplash Platforms, Sites, Content, or other material used or displayed through the Developer Program.
Assignment and Delegation. You may not assign or delegate any rights or obligations under this Agreement, including in connection with a change of control. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under this Agreement, fully or partially, without notice to you.
Any questions or notice may be addressed to Unsplash by email to email@example.com or by registered mail to Unsplash, Inc., Attention: Unsplash Legal, 360 Saint-Jacques West, Montreal, Quebec H2Y 1P5;
This Agreement is drafted in the English language at the request of all parties. Ce contrat est rédigé en langue anglaise à la demande de toutes les parties.