Terms of Service

PLEASE READ THESE API TERMS OF USE CAREFULLY BEFORE USING THE API. BY USING THE API, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THESE API TERMS OF USE. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THESE API TERMS OF USE YOU MUST NOT USE OUR API FOR ANY PURPOSE WHATSOEVER.

In these API Terms of Use, We, Our, Ourselves, Us or API Licensor means AVBLOX Limited and You, Your or API Licensee means you.

Our API and how We work with developers

Our application programming interfaces (API) can be accessed at https://api.avblox.com and includes any documents (electronic or otherwise) that come with the API. Our API is intended to be used as an interface between: (a) Our website, comprising Our relevant products or services, including developer services, mobile services and any other features, content, or applications offered or operated from time to time whether accessed via the internet, mobile device or other electronic device (Platform); and (b) the applications or services provided by You through Your website or platform (Application).

As part of use of the API, You may access or otherwise use on Our Platform certain content, images, photographs, illustrations, icons, texts, video, audio, written materials, software or other content, materials or data (API Data).

These API Terms of Use

The main things that We care about are that Our system is protected and so are the rights of Our end-users.  We will not tolerate any use or misuse of our API which compromises Us or them or prejudices our relationships with any competent regulatory authority.

These API Terms of Use (including any Schedules that are attached) set out Our and Your respective rights and obligations relating to use of Our APIs to interface between Our Platform and Your Application and use of the API Data.

Your use of any of Our other products or services on Our Platform will be on different terms and conditions. If, and only so far as, these API Terms of Use and the terms and conditions applicable to Our other products or services are inconsistent, the terms and conditions applicable to Our other products or services shall apply (and these API Terms of Use shall not). Further, wherever end-users access our Platform services via your Application you are responsible for ensuring that they comply with our terms and conditions as set out at https://www.avblox.com/terms.

If these API Terms of Use do not specifically say that You can do something in connection with the API, the API Data or the Platform, then You cannot.

Access to the API

You agree:

• to access the API only using the API key(s) that We give You
• to keep Your API key(s) secure and that You are responsible for any use of the API using Your key(s)
• that end-users shall not be prompted to provide any passwords, usernames or other login details that they use to access the Platform directly to You.

How You may use the API

You must:

• obtain end-user consent to allow the Application to access the Platform through the API
• ensure that Your use of the API complies with:
  • These API Terms of Use.
  • All relevant legislation, regulations, codes of practice, guidance and other requirements of any relevant government, regulatory agency or other body.
  • Certain specific requirements and conditions relating to the filing of Flight Plans with the competent regulatory authority by end-users via the Application. Namely you must:
    1. Ensure the validation of email addresses and mobile numbers of Pilot in Command and or Operations of the end-user and maintenance thereof
    2. Ensure that the aircraft and flight numbers are properly formatted and accurate
    3. Ensure that only end-users providing verifiable address and payment details are able to file flight plans so as to ensure traceability in the event of an investigation by authorities and to limit risk of systems abuse
    4. Cooperate at all times with us and any competent authority in the event of any investigation into a false flight or accident investigation
    5. Ensure that all end-users receive best practice training in managing Flight Plans (for example to ensure that a Flight Plan is correctly closed by the Pilot in Command if the destination airport is unmanned)
    6. Ensure that upon filing flight plans that the end-user is made clear that this is filing a real flight plan, is only for aviation purposes and will be subject to consequences in the case of misuse
    7. Provide warnings to end-users that Flight Plans filed for departure within 30 minutes of estimated off block time (EOBT) may be rejected by the authorities.

What the API must not be used for

You must not use the API to send spam or to interfere with or degrade Our services in any way.

You must also not use the API for any unlawful purpose or activity whatsoever, including fraud or terrorism, or to promote any unlawful act, or in any way which:

• makes any private information on the Platform publicly available on the Application
• causes or is intended to cause annoyance, inconvenience or needless anxiety
• is abusive, harmful, threatening or defamatory or may otherwise cause offence (including uploading any material that contains a virus or other malicious code)
• does or could potentially breach a legal duty to anyone else (including a duty of confidentiality) or infringe a person’s right to privacy
• promotes discrimination or is likely to incite hatred
• may infringe the intellectual property rights (eg copyright, trade marks, patents, database rights, know-how and design rights) of anyone else (including Ours)

You must also not:

• distribute, license, sell, rent, lease or otherwise deal in or encumber (like a guarantee, mortgage or security interest, for example) the API
• modify, add to, or otherwise enhance the API
• copy or decompile the API and shall not observe, study or test the functioning of the API (or any part of it), but only so far as the same cannot be restricted by law
• infringe or copy Our code or content or the design of Our Platform

API Licensee’s rights to use the API

We grant You a non-exclusive, revocable and non-transferable licence, with  a right to sublicense to end-users (subject to the controls set out herein), to use the API for the development of complementary Applications and subject to the restrictions on use in these API Terms of Use.  This means that:

• We can grant licences to anyone else (and retain rights to do things with the API Ourselves)
• We can decide to take the licence back from You
• You are not permitted to transfer Your rights to anyone else

The API licensed under these API Terms of Use shall include any error corrections, patches, fixes, updates, upgrades, new releases or new versions subsequently received (if any) of the API.

If You breach these API Terms of Use, Your rights to use the API and the API Data will automatically terminate, and We can shut down or restrict Your access to the API and/or Your API integration. In particular, but without limitation, we will shut down Your access to the API with immediate effect (and invoke the indemnity set out herein if we have suffered any loss) if any Flight Plans filed to the top 50 world airports defined as X list are found to be fraudulent. Otherwise, this licence will continue until We terminate Your use in accordance with these API Terms of Use or You stop using the API, the API Data and the Platform. Some obligations, such as those relating to privacy, data protection and confidentiality, will continue even after the licence has ended.

API Licensee’s rights to use the API Data and other content

You accept that the API Data may contain third party intellectual property rights and You shall ensure that Your use of such API Data does not infringe those rights. However, if this does happen, Your permission to use API Data will automatically terminate and any copies made of API Data must be immediately destroyed.

We grant You a limited, non-exclusive, revocable, and non-transferable licence to download, copy, display, view and use the API Data for all purposes relevant to the functionality of your Application with Our Platform, provided that You shall not:

• create permanent copies of the API Data except to the extent permitted by these API Terms of Use
• remove, alter, or cover up any trademark, copyright and other proprietary notices contained in the API Data
• without Our prior written consent, make derivative works of, or commercially distribute or otherwise exploit the API Data, or use the Platform or any API Data in a way that inaccurately suggests an association between You and Us or Our licensors
• otherwise use or exploit the API Data in any way for any purpose except as specifically permitted by these Terms.

Your right to use the API Data may also be governed by the terms and conditions of the relevant product or service on Our Platform.

You grant Us a royalty-free, perpetual, irrevocable, non-exclusive, transferable licence to use, reproduce, modify, publish, edit, translate, distribute, perform and display any content or material that You provide to Us through the API including end-user content or material and any data or analytics generated from the same, as set out in Our Privacy Policy https://www.avblox.com/privacy.

Data protection, privacy and security

You must implement appropriate technical and organizational measures to protect the API Data against unauthorized or unlawful processing and against accidental loss, destruction, damage, alteration or disclosure. These measures shall be appropriate to the harm which might result from any of these things happening to the API Data and considering the nature of the API Data which is to be protected.

You must:

• comply with all applicable data protection laws in respect of Your use of the API and API Data
• ensure Your collection, use and disclosure of any personal data as part of the use of the API complies with applicable data protection laws, including notifying end-users about the data You will collect and how You will use this, only collecting that data which You actually need and only retaining this for as long as You need to
• only process personal data that forms part of the API Data as permitted in the privacy policies of the Platform and of the Application (as notified to Us)
• implement appropriate security measures to protect any personal data in accordance with the general security requirements set out in the paragraph above
• ensure that your privacy policy allows Us to send messages to end-users via email and SMS on the basis that these communications will be neutrally branded

API Licensor’s rights

We have the right at any time to access the Application and to monitor Your use of the API to ensure You are complying with these API Terms of Use in Your use of the API. Except for Your right to use the API, Platform and API Data as specifically granted above, all intellectual property rights in and to the API, Platform and API Data are Ours and remain Ours (or Our licensors’).

If You acquire any intellectual property rights (for example, trade marks, patents, copyright, designs, domain names and rights in software (registered or not)) in the API, Platform or any API Data, You shall transfer these rights (both existing and future) with full title guarantee to Us or anyone else We nominate (or You will make this happen). You shall sign all documentation and do such things as We think necessary to transfer those rights.

All intellectual property rights in and to the Application and API integration that You develop in accordance with these API Terms of Use are Yours and remain Yours. You accept and understand that the API and API Data contain confidential and proprietary information and You shall not conceal, modify, remove, destroy or alter in any way any of Our proprietary markings on or in the API, API Data or any related materials and documentation.

Our trade marks and branding

All trade marks, logos and service marks (the Trade Marks) which appear on the Platform or API are Our registered and unregistered Trade Marks or are licensed for use by Us by the owners of those Trade Marks. Other Trade Marks are proprietary marks and are registered to their respective owners.

Nothing contained on the Platform or API should be construed as granting any license or right to use any Trade Marks displayed on the Platform or API without Our written permission or such other Trademark owner. Any such use (if agreed) must be strictly in compliance with Our Brand Guidelines.

Misuse of any Trade Mark displayed on the Platform, or any other content on the Platform, except as provided herein, is strictly prohibited.

Confidentiality

You shall keep Our confidential information confidential. This includes all information (of any kind and in any format and coming into Your knowledge, possession or control in any way) relating to Our business, finance or technology, know-how, intellectual property rights, assets, strategy, products and customers, where the information is identified as confidential at the time of disclosure or ought reasonably to be considered confidential given its nature or how it was disclosed (Confidential Information).

You shall only use Our Confidential Information to use, and undertake development work with, the API, and will give Us notice of any unauthorized misuse, disclosure, theft or loss of Our Confidential Information immediately upon becoming aware of this.

You shall not without Our prior written consent use, disclose, copy or modify Our Confidential Information (or permit others to do so) other than as strictly necessary for You to be able to do what You are permitted and required to do under these API Terms of Use and, where disclosure to Your officers, employees, agents, professional advisers and contractors is necessary, You shall ensure such persons are made aware of and agree in writing to observe these same obligations.

Warranties, representations and disclaimers

You promise that:

• You hold all rights and have obtained all licences required to use the API integration You develop and the API Data; and
• Your use of the API will not infringe Our rights or anyone else’s, nor will it breach any applicable laws or regulations;

You accept that the API is provided on an ‘AS IS’ basis and that:

• the API may not be free of bugs or errors and that the existence of minor bugs or errors shall not constitute a breach of these API Terms or Use
• You remain responsible for Your own hardware, content and any other data uploaded through the API
• We accept no responsibility for any liability that arises in connection with anyone else unlawfully obtaining access to Your API account in order to abuse the nature and intent of the API (although this does not include where We obtain access to Your API account as We are permitted to under these API Terms of Use); and
• We accept no responsibility for any liability that arises in connection with the theft of Your username or password by unauthorized third parties.

We do not promise that the API shall be:

• uninterrupted or error free; or
• compatible with third party software or equipment.

Any promises that We make (and We are not saying that We are, unless We have to by applicable law) depend on You using the API in compliance with these API Terms of Use, and We shall not be liable, nor be required to fix, any problem arising from:

• any modification made to any part of the API by anyone other than Us without Our express prior written consent; or
• any defect or error wholly caused by any equipment or third-party software used in connection with the API.

Subject to what it specifically says in these API Terms of Use and to the maximum extent permitted by applicable law, We and Our suppliers:

• make no other promises or representations and do not agree to any other terms and conditions (express, implied or statutory) in relation to the API, the API Data and the Platform or about results to be obtained from using the API; and
• shall not be liable for any loss or damage arising out of any virus or other malicious code.

Liability

Given that We are allowing You open access to the API, We exclude and/or limit our liability to the maximum possible extent that We are permitted to under applicable law. AND We shall not be liable to You for any loss of profits, business, contracts, anticipated savings, goodwill, or revenue, any wasted expenditure, or any loss or corruption of data (regardless of whether any of these are direct, indirect or consequential), or any indirect or consequential loss or damage whatsoever, arising under or in connection with these API Terms of Use, even if We were aware of the possibility that such loss or damage might be incurred by You EXCEPT THAT We do not exclude or limit any liability to the extent the same cannot be excluded or limited by law (such as fraud, fraudulent misrepresentation, or personal injury resulting from Our or Our employees’ negligence or willful default).

Indemnification

You agree to indemnify Us against all losses or damage We may suffer related to:

• the Application infringing the intellectual property rights of anyone else (including Us);
• your exploitation of the Application and the use of the Application made by end-users including, without limitation, any claims made against Us in relation to your Application;
• any misuse of the API or API Data, including any claim Your use of the API Data infringes the intellectual property rights or privacy rights of anyone else; and
• any breach by You of any warranties or non-performance of any of API Licensee’s obligations under these API Terms of Use including, without limitation, the specific requirements and conditions relating to the filing of Flight Plans.

This means that, in these particular circumstances, You will fully reimburse Us for any losses on a ‘£’ for ‘£’ basis, without Us having to take steps to avoid or minimize Our loss or to prove this is direct or foreseeable.

Updates to the API and these API Terms of Use

We may make changes to the API at any time and for any reason. We will notify You of such changes via Our Customer Portal page https://www.portal.avblox.com and the updated API and any corresponding updates to related documentation can be accessed via the same portal. If any change We make is not acceptable to You, stop using the API – Your continued use of the API means that You accept the change. We are entitled to modify or add to these API Terms of Use at any time (including, without limitation, imposing a charge for access or revising the pricing set out in Pricing section of the Customer Portal, and will notify You of the updated terms by posting them on the Platform so that they are accessible via a link on our Customer Portal. Again, if such updated terms are not acceptable to You, stop using the API as we shall take your continued use of the API as Your acceptance of the change.

Invoicing & Payment

We will raise an invoice each calendar month itemizing the chargeable API events logged by our system and if applicable other incurred charges.

Invoices will be payable within 15 days of invoice date and should be paid by bank transfer to the following bank details:
Account Name: AVBLOX LTD
Bank:
IBAN:
BIC:

Invoices will be raised in US$ currency and will be subject to UK VAT where required. Late payments will be subject to 5% interest charge, monthly, on a compound basis.

Other

Nothing in these API Terms of Use shall (except as expressly provided) be deemed to constitute a partnership or create a relationship of principal and agent between You and Us for any purpose.

You are only permitted to allow a third party to benefit from the API (such as a related company of Yours or Your customers) if You ensure that such use:

• does not exceed Your permitted use under these API Terms of Use;
• is controlled by You and subject to the specific conditions of use relating to use of Our Platform which to be accurately reflected in Your terms and conditions with end-users of the Application;
• does not involve the disclosure of any Confidential Information or API Data;
• is subject to Our End-User terms and conditions; and
• is otherwise subject to and in accordance with these API Terms of Use.