API License Agreement Template

An Application Programming Interface (API) Licence Agreement is a contract between an owner of an API and another party (typically a developer) that sets out the terms and conditions of the access and use of an API. Read more
Legislation GB-EAW
Topics Updated by a lawyer: 22 Sept 2023

What is an Application Programming Interface Licence Agreement?

The basics: This API license agreement template is a contract between the party that has the right to grant a licence to the API (typically the API owner) and a third party (typically a developer) seeking to use the API to integrate the API into their own application or service.

What is an API?

Source-code based: An API is a particular code or software tool that allows different software applications to communicate with each other. By accessing an API, a developer does not need to understand the code of an application to create a program that is compatible with the API.

Here's a real-world example of API: An API is used when you order a takeaway meal via an app online. When you make an order through the app, the app uses APIs to communicate with the app and the payment gateway, and also to access the mapping and location services to show you where your driver is and estimate the time of arrival. This seamless integration of different applications through APIs allows for a smooth and convenient user experience.

By using this API license agreement template, the parties to the contract agree to the rules under which the API can be used by third-party developers or businesses wanting to use the API.

When is an API licence agreement commonly used?

Software developers: An API licence agreement is typically used when software developers need to integrate their applications with other platforms or services. An API (Application Programming Interface) is a set of programming instructions that allow different software systems to "talk with" each other.

Software owners: API licence agreements are also commonly used by software providers who offer their APIs to third-party developers. In this case, the API licence agreement would govern the use of the API and the terms and conditions of access, such as fees, usage restrictions, intellectual property ownership, liability and indemnification.

Online service providers: In addition, companies that provide data services or other online services may use API licence agreements to govern access to their data or services through APIs. For example, these agreements may include essential terms to protect the API and API data regarding data protection, privacy and confidentiality.

An API licence agreement is a crucial legal document that ensures compliance and protection for both the API provider and the API user.

What are the benefits of using Docue’s API license agreement template?

To protect your intellectual property and confidential information: An API can be a valuable asset and it is essential to ensure that it is protected and not copied without the API owner's permission. An API licence agreement can safeguard the API owner's intellectual property and confidential information, as well as set out any restrictions on the use of the API and/or API data.

To establish clear ownership and licensing terms: An API licence agreement sets out the licensing terms, usage restrictions and intellectual property ownership of the API. This helps to establish the rules that govern the use of the API, sets clear boundaries and ensures that both parties understand their rights and obligations under the agreement.

To reduce legal risks: By having a written API licence agreement in place, both parties can reduce the legal risks associated with the use and distribution of the API as both parties have a clear understanding of how the API can be used. The agreement can help to clarify issues such as liability, warranties and indemnities, reducing the likelihood of disputes and litigation in future.

Fully customisable for your business: Docue gives you options to tailor this API licence agreement template to meet your needs. It contains alternate clauses that are favourable to you, depending on whether you are the licensor of the API or the licensee.

What are the risks if you don't have an API licence agreement in place?

Uncertainty: Not having an API licence agreement in place when licensing an API and any API data to a developer can pose several risks, as the API owner will not have full control over how the API is used. Without a written, legally binding API licence agreement, there may be uncertainty around important terms, such as how the API can be used, restrictions, data privacy and intellectual property rights. This can lead to disputes which can be costly and time-consuming to resolve.

Potential liability: Additionally, without clear limitations and restrictions, the API could be used in ways that are harmful or illegal, exposing the API owner to potential legal and financial liabilities. Therefore, it is essential to have an API licence agreement in place to clarify the rights and responsibilities of both parties and minimise the uncertainty around using the API and API data.

What are the key terms that an API licence agreement should include?

Key clauses: This API licence agreement template contains the following key terms:

• Licence and scope;
• Restrictions on the use of the API and/or API data;
• Fees and payment terms;
• Warranties;
• Intellectual property rights;
• Intellectual property indemnity;
• Confidentiality;
• Data protection;
• Limitation of liability;
• Termination and suspension; and
• Governing law and.

By using this API licence agreement template, you can establish a clear legal framework for the use and distribution of your API, protecting your intellectual property and minimizing legal risks.

This API license agreement template can be used for B2B arrangements, where both companies are incorporated in the UK. Please note, this API license agreement template assumes English law applies.

Why Docue?

So easy to use: With Docue, you can create a top-quality API licence agreement in minutes. The API license agreement template includes model clauses designed by tech lawyers to help you draft the contract yourself and tailor it to your specific needs and requirements.

Full contracting process: Signatures can be collected electronically, and all contracts you make are saved in your company's own account in Docue’s secure storage vault. This means all your contracting needs are taken care of in one place.

Transparent pricing: At Docue, we don't believe in hidden fees buried in the fine print - all of our prices for our subscriptions are transparent and affordable.

Tags: API license agreement template, application programming interface, API licence, api licensing, developer, api license, api use restrictions, api data restrictions

Legislation GB-EAW
Topics Updated by a lawyer: 22 Sept 2023

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