Supplementary Terms and Conditions for IP Enrich API
These supplementary terms and conditions (“Supplementary Terms”) for IP Enrich API operated by Dealfront Group GmbH and affiliates (“us”, “we”, “our” or “Dealfront”) together with Dealfront’s General Terms and Conditions (“GTC”) and the respective Order (as defined in the GTC) set forth the legally binding terms and conditions for the use of Dealfront IP Enrich API (“Enrich API”) and constitute the entire agreement (“Agreement”) between you (“you” or “Client”) and Dealfront Group GmbH for your use of Enrich API. If not explicitly determined in these Supplementary Terms, all definitions shall have the same meaning as determined in the GTC. To the extent there is any conflict between these Supplementary Terms and the GTC, the Supplementary Terms shall prevail.
1. The Service
Enrich API allows you to enrich data with company information. Company information may include, but is not limited to information such as company name, industry, website address and employee count (“Dealfront Data”). Enrich API includes Dealfront IP Enrich API as documented in https://docs.leadfeeder.com/connectors/ip-enrich-api/ and any related connectors and software development kits provided by Dealfront for the use of Enrich API. We reserve the right to modify, discontinue, and restrict, temporarily or permanently, all or part of the Enrich API without notice at our sole discretion. Neither we nor our suppliers or licensors will be liable to you or to any third party for any modification, discontinuance, or restriction of the Enrich API.
1.1. Purpose
The Purpose of these Supplementary Terms is to provide Client with access to and use of the Dealfront Data, including the ability for Client to build, integrate and deliver Client products and/or services that rely on or incorporate Enrich API and/or Dealfront Data (“Integrated Data Offering”). Notwithstanding the foregoing, Dealfront reserves the right, in its sole discretion, to (i) approve or reject any use case; (ii) suspend, restrict, or terminate access to Enrich API and/or Dealfront Data at any time; and (iii) impose usage limits.
1.2. API Matches
The amount of API Matches available during the Subscription Period (as defined in Section 5.1 below) is set forth in the Order, whereby “API Match” shall be defined as any request via Enrich API that returns a “200” status.
Should Client exceed the amounts of API Matches during the Subscription Period, additional API Matches can be purchased at the respective rate set forth in the then current pricing list.
2. Licenses
For the duration of the Subscription Term, Dealfront grants to you a limited, non-exclusive, non-transferable, license to offer, demonstrate, and market to Client’s customers and prospects, and license or sell or make available the Enrich API, Dealfront Data and information, reports, analysis or other output developed by you from Dealfront Data (“Data Outputs”), as integrated within the Integrated Data Offering (“Permitted Use”). Client agrees not to use Enrich API for any purpose other than mentioned in Section 1.1. of these Supplementary Terms without obtaining prior written consent of Dealfront.
2.1. Use Restrictions
Client may not resell Enrich API or Dealfront Data independent of the Integrated Data Offering, nor may Client line-item Dealfront Data in a quote or on an order separate from the Integrated Data Offering.
In addition to any other remedy available under the Agreement or law, we may, at any time, impose restrictions on the use of Dealfront Data and/or Enrich AP or suspend or terminate the use of Enrich APII in following cases:
Restrictions are imposed by local or foreign laws, ordinances, rules, and regulations or any judicial or regulatory interpretations thereof;
Dealfront Data or Data Outputs are used in any manner that exceeds the scope of the licenses granted hereunder;
Restrictions are imposed by Dealfront’s data source providers; or
Dealfront has a reason to believe that you are not complying with this Agreement
Dealfront shall provide Client with prior notice (email sufficient) (at least one (1) week) before a suspension or termination in accordance with the above. Restriction or suspension of access to Enrich API shall have no effect on the Term of the Agreement nor Client’s obligation to pay the respective fees.
Except as reasonable and necessary to support the Permitted Use, you are particularly not entitled to use the Dealfront Data, Enrich API or Data Outputs for the purpose of designing, producing, developing or marketing a similar service. Except for the Permitted Use, unless expressly agreed in writing, you shall not distribute or otherwise make available Dealfront Data or Data Outputs to any third parties.
2.2. Monitoring Rights
Dealfront shall have the right, but not the obligation to monitor your use of the Enrich API and may immediately cease to provide Enrich API or Dealfront Data if it determines, in good faith, that your use of Enrich API does not comply with the Agreement.
3. Use of Dealfront Data and Data Outputs
Dealfront Data and Data Outputs shall be used solely for the purpose set forth in Section 1.1. of these Supplementary Terms, subject to any restrictions set forth in the Agreement or as required by applicable law.
You guarantee that all locations where Dealfront Data or Data Outputs are stored have implemented industry-standard physical, technical, and administrative controls to ensure that Dealfront Data is accessible only by you, your authorized agents, the intended end-users and/or us.
Client acknowledges and agrees to comply with all applicable data protection laws and regulations when using Enrich API and/or processing Dealfront Data and Data Outputs and shall ensure that its customers do the same.
Each party shall be responsible for its own compliance with the applicable laws and regulations.
4. Intellectual Property, Trademark Usage, and Attribution
Client shall not, and shall not permit its customers to use Dealfront’s trademarks, trade names, logos, domains and other distinctive brand features or any other proprietary rights associated with Enrich API without the express prior written consent of Dealfront.
Client agrees to allow Dealfront to use Client’s company name and logo, trademark or other distinctive brand features for marketing purposes during the Subscription Term (as defined below) for Dealfront’s marketing materials, website and promotional content to showcase the value of Enrich API.
5. Term, Data Deletion
The Supplementary Terms enter into force upon your license creation and/or account registration and shall terminate when the Subscription Period (as defined below) terminates.
5.1. Subscription Period
The period of access to Enrich API (“Subscription Period”) will be specified in the respective offer and if no period is specified, the Subscription Period will be twelve (12) months. At the end of the initial Subscription Period, the Subscription Period will automatically renew for successive one (1) year terms, unless one party to this Agreement notifies the other party in writing 30 days prior to the termination of the current Subscription Period. Any renewals will be at Dealfront’s then-current rates, whereby any increase in price will be limited to a maximum of 5% per year.Either party may terminate this Agreement for cause if the other party breaches any of the provisions of the GTC or these Supplementary Terms and does not remedy such breach within thirty (30) days after its receipt of written notice of such breach.
5.2. Data Deletion
Upon termination of this Agreement, all license rights hereunder will immediately terminate and you must immediately stop using Enrich API and Dealfront Data. Upon termination or expiration of this Agreement, you will irrecoverably delete any and all Dealfront Data and Data Outputs in your possession within thirty (30) days of the termination of this Agreement and you must immediately cease all use of Enrich API and Dealfront Data. Dealfront has the right to perform an audit should Dealfront suspect that you are continuing to use the Dealfront Data after termination of this Agreement.
6. Indemnification
Dealfront shall indemnify Client from any third party claims arising from an infringement of third-party intellectual property rights caused by Dealfront. This includes the reimbursement of reasonable legal costs incurred by the Client to defend itself against third-party claims. Client shall inform Dealfront of any such legal claim raised against the Client without undue delay. Client shall, before entering into any settlement with such a third party, consult with Dealfront. If Client decides to enter into a settlement without Dealfront’s consent, Client shall bear its own costs resulting from such settlement and in connection with the dispute.
Client shall defend, hold harmless and indemnify Dealfront and its affiliates, respective employees, directors and representatives from any claim or action brought by a third party, including all damages, liabilities, costs and expenses, including reasonable attorney’s fees, to the extent resulting from or in connection with (i) Client’s use of Enrich API, Dealfront Data or Data Outputs in breach of these Supplementary Terms, or (ii) the violation of any data protection or privacy law by Client or Client’s customers. Dealfront shall inform Client of any such legal claim raised against Dealfront without undue delay. Dealfront shall, before entering into any settlement with such a third party, consult with Client. If Dealfront decides to enter into a settlement without Client’s consent, Dealfront shall bear its own costs resulting from such settlement and in connection with the dispute.
7. Changes To These Supplementary Terms
Dealfront has the right to amend these Supplementary Terms. In this event, Dealfront will inform you of the amendment in text form reasonably in advance. The amendment is incorporated and applies unless you object in text form within two (2) weeks of receipt of the notification about the amendment. If you exercise your right of objection, the contract will continue to apply based on the Supplementary Terms without the amendment. In this case, any rights of the parties to terminate the contract remain unaffected. In case of a timely objection, Dealfront reserves the right to terminate the Supplementary Terms together with any other related contractual agreements extraordinarily with a notice period of one (1) month.