Last Updated: April 29, 2011
This document governs the terms under which you are permitted to access and use the application programming interface that is made available on this website (the “API”), and the data transmitted through the API (the “Groupon Content”). This document incorporates the terms of the following additional documents, including all future amendments or modifications thereto (collectively, and together with this document, the “API Agreement”):
By accessing or using any API offered by Groupon or the Groupon Content, you agree to be bound by this API Agreement. If you access or use any Groupon API or Groupon Content on behalf of a company, principal or other entity, you represent that you have authority to bind such entity and its affiliates to the API Agreement and that it is fully binding upon them. In such case, the term “you” will refer to such entity and its affiliates. If you do not have authority, or if you do not agree with the terms of this API Agreement, do not access or use the API or Groupon Content. You should read and keep a copy of each component of the API Agreement for your records. In the event of a conflict among them, the terms of this document will control.
The API is made available by Groupon, Inc. (“Groupon”) to enable others to access commercially valuable Groupon Content and present it to their end users within their web sites and as part of internet-related applications in new and imaginative ways that compliment and enhance Groupon's own services (“Permitted Purposes”). Any use of the API that is competitive to or inconsistent with Groupon's own services, aggregates, in any way, any Groupon Content with third party content (without distinction) or fails to attribute the Groupon Content appropriately to Groupon is expressly not permitted. Groupon reserves the right to continually review and evaluate all uses of the API, and will determine whether specific uses of the API are Permitted Purposes or not permitted its sole discretion. Groupon's failure to immediately terminate any user of the Groupon API for a non-permitted shall in no way be construed as a waiver of its ability to terminate such user later or any other user. Groupon reserves the right to request information related to your use of any Groupon API and your compliance with this API Agreement. Failure to timely and completely respond to such request may result in termination.
Groupon reserves the right to modify or revise the API Agreement at any time in its sole discretion. You should visit this website periodically to review the documents comprising the API Agreement and check for updates. Your continued use of any Groupon API after the effective date of any such changes will constitute your acceptance of and agreement to such changes. If YOU DO NOT WISH TO BE BOUND TO ANY NEW TERMS, YOU MUST TERMINATE THE API AGREEMENT BY IMMEDIATELY CEASING USE OF ANY GROUPON API.
In order to access or use an API, you must first register for and receive an API Client ID (“Client ID”). You must provide complete and accurate information as part of the registration process. You must use any Groupon API solely for the purpose you state in the application. You are only allowed to register for and use one Client ID, unless otherwise permitted by Groupon in writing. By registering for a Client ID, you represent and warrant that you and/or the organization you represent only possess and use one Client ID, and that you have not previously had a Client ID suspended or terminated by Groupon. All queries sent to the API requesting data must reference your valid Client ID. You agree to keep your Client ID confidential and not to share it with any third party. In the event you lose your Client ID or learn that it has been used by an unauthorized person or in an unauthorized manner, you must notify Groupon immediately.
Subject to the terms set forth in the Groupon Branding Requirements and elsewhere in the API Agreement, Groupon grants you a non-exclusive, revocable, non-sublicensable, non-transferable license to (i) access and use a Groupon API to receive the Groupon Content; (ii) display the Groupon Content on your website or internet-connected application for mobile devices (“Your Site””); and (iii) reproduce and display the Groupon name and logo (the “Groupon Brand Features”) solely in order to comply with the Groupon Branding Requirements.
You may not use the API, Groupon Content, or Groupon Brand Features for any other purpose without Groupon’s prior written consent. These license rights are further limited by the restrictions set forth elsewhere in this API Agreement, and all rights not expressly granted to you hereunder are reserved by Groupon. You acknowledge and agree that Groupon may monitor Your Site in order to confirm compliance with the API Agreement and may request information at any time to support your compliance with this API Agreement. Should you fail to provide responsive information, or if Groupon, in its sole discretion, determines that you or Your Site are not complying with this API Agreement, Groupon may terminate your license and invalidate your Client ID with or without notice to you.
5. Non-Permitted Purposes; API Restrictions
You agree that you will not, and will not assist or enable others to:
- cache, record, pre-fetch, or otherwise store any portion of the Groupon Content, or attempt or provide a means to execute any “bulk download” operations;
- modify the Groupon Content (except modifications to the Groupon landing page URL as required by Commission Junction or any other Groupon agent to faciliate tracking), or use it to update or create your own database of business listing information;
- create or disclose metrics about, or perform any statistical analysis of, the API or Groupon Content;
- use the API on behalf of any third party;
- display Groupon Brand Features or Groupon Content in a manner that could reasonably imply an endorsement, relationship or affiliation with or sponsorship between you or a third party and Groupon, other than your permitted use of the API under the terms of the API Agreement;
- copy, rent, lease, sell, transfer, assign, sublicense, dissemble, reverse engineer or decompile (except to the limited extent expressly authorized under applicable statutory law), modify or alter any part of the API;
- modify, rate, rank, review, vote or comment on, or otherwise respond to the Groupon Content;
- use the API in a manner that impacts the stability of Groupon’s servers or impacts the behavior of other applications using the API;
- display the Groupon Content on any site that disparages Groupon or its products or services, or infringes any Groupon intellectual property or other rights;
- access the API to make more than 600 requests per minute from a single IP address or more than 2500 requests per minute referencing same Client ID (or exceed any other request limits established by Groupon from time to time in its sole discretion);
- use the API to aggregate, consolidate or otherwise arrange, display or make available Groupon Content in combination with any third party or any Groupon competitors’ content, for any commercial purpose or in any manner that Groupon determines could diminish the value or integrity of its business or brand;
- use the API or Groupon Content in any manner or for any purpose that may violate any law or regulation, or any right of any person including, but not limited to, intellectual property rights, rights of privacy and/or rights of personality, or which otherwise may be harmful (in Groupon’s sole discretion) to Groupon, its providers, its suppliers, end users of this website, or your end users;
- use the API, Groupon Content or Groupon Brand Features in a manner that could reasonably be interpreted to suggest that Groupon is the author or entity that is responsible, in whole or in part, for the creation or development of any Groupon Content or that such Groupon Content represents the views of Groupon;
- use the API or Groupon Content for unlawful purposes, or in connection with or to promote any products, services or materials that constitute, promote or are used primarily for the purpose of dealing in: spyware, adware and/or other malicious programs or code; counterfeit goods and/or items subject to U.S. embargo; unsolicited mass distributions of e-mail (“spam”), actions intended to mislead search engines into ranking some pages higher than they would otherwise deserve (“web spam”) multilevel marketing proposals, direct marketing and/or telemarketing activities; hate materials; libelous, defamatory, obscene, pornographic, abusive or otherwise offensive content; prostitution, body parts and/or bodily fluids; stolen products and/or items used for theft; hacking/surveillance/interception/descrambling equipment; fireworks, explosives and/or other hazardous materials; gambling; professional services regulated by state licensing regimes; and/or non-transferable items such as airline tickets, event tickets, weapons and/or weapons accessories, or
- use the API or Groupon Content to market to or divert Groupon Merchants or Groupon customers from Groupon services.
6. Proprietary Rights
As between you and Groupon, any and every Groupon API, Groupon Content, Groupon Brand Features, and all intellectual property rights contained in the foregoing, are and will at all times remain the sole and exclusive property of Groupon and are protected by applicable intellectual property laws and treaties (whether those rights happen to be registered or not, and wherever in the world those rights may exist.). You agree that at no time during or after the termination of the API Agreement will you attempt to register any trademarks (including domain names) that are derived from or confusingly similar to those of Groupon Brand Features or Groupon Content, or will you buy or otherwise arrange to use any such domains to redirect internet content to Your Site.
Groupon reserves the right, in its sole discretion (for any reason or for no reason) and at any time without notice to you, to change, suspend or discontinue the API and/or suspend or terminate your rights under the API Agreement to access, use and/or display (as applicable) the API, Groupon Brand Features and/or any Groupon Content. Any termination of the API Agreement will also immediately terminate the licenses granted to you hereunder. Such change, suspension or termination of the API may cause your existing services using the API to stop functioning properly. Upon any termination of the API Agreement, you will promptly delete and remove all calls to the API from all web pages, scripts, widgets, applications, and other software in your possession or under your control; promptly destroy and remove from all computers, hard drives, networks and other storage media all copies of the API, Groupon Brand Features and/or any Groupon Content; and you will promptly certify in writing to Groupon that such actions have been taken.
You agree that your use of the API is at your own risk and you agree to hold harmless, defend (subject to Groupon’s right to participate with counsel it selects) and indemnify Groupon and its subsidiaries, affiliates, officers, agents, employees and suppliers from and against any and all claims, damages, liabilities, costs and fees (including reasonable attorneys’ fee) arising from, or in any way related to your or your end users’ use or implementation of the API or any Groupon Content obtained from the API. You will not agree to any settlement that imposes any obligation on Groupon without Groupon’s prior consent.
9. No Warranties; No Support
THE API, GROUPON BRAND FEATURES AND GROUPON CONTENT ARE PROVIDED “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” WITHOUT WARRANTY, OF ANY KIND AND AT YOUR SOLE RISK. EXCEPT TO THE MAXIMUM EXTENT REQUIRED BY APPLICABLE LAW, GROUPON DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, CONDITIONS, AND DUTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE API, GROUPON BRAND FEATURES AND ANY GROUPON CONTENT, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, RESULTS OF USE, RELIABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, INTERFERENCE WITH QUIET ENJOYMENT AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. FURTHER, GROUPON DISCLAIMS ANY WARRANTY THAT YOUR USE OF THE API OR ANY CLIENT ID WILL BE UNINTERRUPTED, SECURE, TIMELY OR ERROR FREE. FOR THE AVOIDANCE OF DOUBT, YOU ACKNOWLEDGE AND AGREE THAT THE API AGREEMENT DOES NOT ENTITLE YOU TO ANY SUPPORT FOR THE API. NO ADVICE OR INFORMATION, WHETHER ORAL OR IN WRITING, OBTAINED BY YOU FROM GROUPON WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE API AGREEMENT.
10. Limitation of Liability
THE API IS BEING PROVIDED FREE OF CHARGE. ACCORDINGLY, YOU AGREE THAT GROUPON SHALL HAVE NO LIABILITY ARISING FROM OR BASED ON YOUR ACCESS TO AND USE OF THE API. (OR GROUPON’S SUSPENSION OR TERMINATION OF SUCH ACCESS AND/OR USE) REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, AND EXCEPT FOR BODILY INJURY, IN NO EVENT SHALL GROUPON OR ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, EMPLOYEES AND SUPPLIERS BE LIABLE TO YOU OR TO ANY THIRD PARTY UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY LOST PROFITS, LOST OR CORRUPTED DATA, COMPUTER FAILURE OR MALFUNCTION, INTERRUPTION OF BUSINESS, OR OTHER SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THE USE OR INABILITY TO USE THE API, EVEN IF GROUPON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES AND WHETHER OR NOT SUCH LOSS OR DAMAGES ARE FORESEEABLE. ANY CLAIM ARISING OUT OF OR RELATING TO THE API AGREEMENT MUST BE BROUGHT WITHIN (1) YEAR AFTER THE OCCURRENCE OF THE EVENT GIVING RISE TO SUCH CLAIM. IF SUCH CLAIM IS NOT FILED, THEN THAT CLAIM IS PERMANENTLY BARRED. THIS APPLIES TO YOU AND YOUR SUCCESSORS, AND TO GROUPON AND ITS SUCCESSORS. NOTWITHSTANDING THE FOREGOING, GROUPON’S MAXIMUM LIABILITY UNDER THIS API AGREEMENT SHALL NOT, IN ANY EVENT, EXCEED US$50.00.
11. Limited Relationship
Groupon and you are, and will remain, independent contractors, and nothing in the API Agreement will be construed as creating an employer-employee relationship, partnership or joint venture. Although you are permitted to make public statements concerning Your use of the API, you agree not to make any statements, without the prior written consent of Groupon, implying a different kind of relationship between you and Groupon, including any express or implied endorsement of your content, products, or services by Groupon. You do not have any authority of any kind to bind Groupon in any respect whatsoever.
The API Agreement encompasses the entire agreement between you and Groupon regarding the subject matter discussed therein. The API Agreement, and any disputes arising from or relating to the interpretation thereof, will be governed by and construed under the laws of the State of Illinois without regard to its conflict of law provisions. You agree to personal jurisdiction by and venue in the state and federal courts of the State of Illinois, City of Chicago. You also agree that, in the event of a breach of the API Agreement or your unauthorized use of the API, Groupon shall be entitled to obtain injunctive relief against you without the necessity of posting a bond. The failure of Groupon to exercise or enforce any right or provision of the API Agreement will not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein will not be deemed a waiver of any further rights hereunder. If any provision of the API Agreement is found to be unenforceable or invalid, that provision will be replaced with terms that most closely match the intent of the provision that is not enforceable to the minimum extent necessary so that the remaining API Agreement will otherwise remain in full force and effect and enforceable. The API Agreement is not assignable, transferable or sublicensable, in whole or in part, by you except with Groupon’s prior written consent. Groupon may assign the API Agreement, in whole or in part, at any time with or without notice to you. Any attempt to do so is void. The section titles in the API Agreement are for convenience only and have no legal or contractual effect.
Sections 6, 8, 9, 10, 12 and this Section 13 will survive any expiration or termination of this API Agreement for any reason.
14. Contact and Violations
Please contact Groupon with any questions regarding the API Agreement. Please report any violations of the API Agreement to firstname.lastname@example.org