These API Terms of Service (“Terms”) are by and between Does the Dog Die, LLC, a Texas limited liability company (the “Company,” “we,” “us,” or “our”), and you (“you,” “your,” or “Licensee”). These Terms, together with our Terms of Use, Privacy Policy, and Pricing Page, expressly incorporated herein by reference, govern your access to and use of the Does the Dog Die? application programming interface.

1. Definitions.

1. “API” means the Does the Dog Die? application programming interface, together with any related API Documentation, materials, or other resources made available to you by the Company (including through doesthedogdie.com (the “Website”)), and any Updates thereto.
2. “API Documentation” means the technical documentation, specifications, guides, and related materials describing the API that the Company makes available to you from time to time (including through the Website).
3. “API Key” means the unique security credentials issued by the Company that enable you to access and authenticate to the API.
4. “Application” (or “Applications”) means any software application, website, service, product, or other offering developed or controlled by you that accesses or interacts with the API.
5. “Community Ratings” means user-contributed content on the Does the Dog Die? platform, including yes/no trigger ratings, user comments, and community-submitted timestamps.
6. “Company Marks” means the Company’s proprietary trademarks, service marks, trade names, logos, and other branding elements that the Company makes available for use in connection with the API under these Terms.
7. “Company Offering” means the Does the Dog Die? platform and related hosted technology and software operated by the Company, including the Website, the underlying databases, Scene Alerts, Community Ratings systems, and all associated functionalities made available to End Users.
8. “Data” means all data made available through the API, including Community Ratings and, where separately licensed, Scene Alerts.
9. “End Users” means the individuals who access or use an interface to obtain information, perform tasks, or receive value.
10. “Scene Alerts” means the professionally produced trigger documentation created by paid contributors, including cue descriptions, trigger timestamps, skip-to timestamps, and associated written descriptions.
11. “Updates” means any updates, bug fixes, patches, modifications, or other error corrections to the API that the Company generally makes available free of charge to all licensees of the API.

2. License; Reservation of Rights; Your Obligations.

2.1 License Grant. Subject to and conditioned on your compliance with these Terms and payment of applicable fees, we hereby grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to: (a) use the API solely for your internal business purposes in developing your Applications that will communicate and interoperate with the Company Offering; and (b) display certain Company Marks in compliance with usage guidelines that we may specify from time to time solely in connection with the use of the API and Your Applications. You acknowledge that there are no implied licenses granted under this Agreement. We reserve all rights that are not expressly granted. You may not use the API for any other purpose without our prior written consent. You must obtain an API Key through the registration process available at https://www.doesthedogdie.com/profile to use and access the API. You may not share your API Key with any third party, must keep your API Key and all log-in information secure, and must use the API Key as your sole means of accessing the API. Your API Key may be revoked at any time by us.

2.2 Non-Exclusive Nature of License. The license granted to you under these Terms is non-exclusive. We retain the unrestricted right to license the API (or any portion or derivative thereof) to any other party, including parties that compete with you or your Applications, and to develop, use, market, distribute, or otherwise exploit products, services, features, or applications that compete with your Applications, in each case without any obligation or liability to you.

2.3 Reservation of Rights. All rights not expressly granted to you in these Terms are reserved exclusively by the Company. Nothing in these Terms shall be construed to transfer, assign, or convey any ownership, title, or intellectual property rights in or to the API, the API Documentation, the Data, the Company Marks, or the Website to you.

2.4 Your Obligations. In exchange for the license granted under this Section 2, you covenant to: (a) keep all API credentials, API Keys, tokens, and related authentication materials strictly confidential, implement industry-standard security measures to protect them, immediately revoke or rotate any compromised credentials, and notify us in writing without delay (and in no event later than 24 hours) of any actual or suspected unauthorized access, use, or disclosure; (b) maintain a clear, publicly accessible privacy policy for your Application that fully and accurately describes all data collection, use, storage, sharing, retention, and deletion practices, complies with applicable privacy laws, and is updated promptly to reflect any material changes; (c) comply at all times with all applicable federal, state, local, and international laws, regulations, and industry standards, including those governing data protection, consumer protection, intellectual property, and export controls; and (d) provide complete, accurate, and up-to-date registration and contact information at all times, and promptly notify us of any changes to such information.

3. Prohibited Uses.

Except as expressly authorized by these Terms, you may not, and may not permit any third-party to:

1. copy, modify, or create derivative works of the API, in whole or in part;
2. rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the API;
3. sell, resell, license, sublicense, distribute, or otherwise make the Data available to any third party as data, except as displayed to End Users within your Application in the ordinary course of its function;
4. reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the API, in whole or in part;
5. use the API, in whole or in part, to train, fine-tune, validate, benchmark, evaluate, test, or otherwise develop, improve, or refine any machine learning model, neural network, classifier, automated detection system, or other algorithmic system, whether or not Data is retained after such use.
6. systematically download, harvest, index, or extract the Data or any substantial portion of it;
7. use automated means to access the API in a manner designed to reconstruct the Data set or any substantial portion of it;
8. circumvent, disable, or attempt to circumvent any rate limit, usage cap, or technical restriction;
9. remove any proprietary notices from the API;
10. use the API in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law;
11. permit any third party to access the API using your credentials.
12. combine or integrate the API with any software, technology, services, or materials not authorized by Company;
13. design or permit Your Applications to disable, override, or otherwise interfere with any Company-implemented communications to end users, consent screens, user settings, alerts, warning, or the like;
14. use the API in any of Your Applications to replicate or attempt to replace the user experience of the Company Offering;
15. access the API through multiple accounts or keys to exceed applicable limits;
16. attempt to cloak or conceal your identity or the identity of Your Applications when requesting authorization to use the API;
17. misrepresent the source, accuracy, or completeness of the Data;
18. modify the Data in a way that materially changes its meaning;
19. use the API and Data in any Application that promotes illegal activity, harassment, or harm;
20. use the API or Data in a manner that violates applicable law;
21. use the API or Data to identify, target, or profile individual contributors or End Users of the Does the Dog Die? Platform; or
22. build or maintain a persistent copy of the Data as a substitute for querying the API; provided, however, that you may cache Data locally solely to improve performance of your Application. Cached Data must be refreshed at least every 30 days and must be deleted upon termination in accordance with Section 14.

You warrant that you will comply with these Terms, all applicable laws, rules, and regulations, and all guidelines, standards, and requirements that may be posted on the Website from time to time. In addition, you will not use the API or Data 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, or other malicious programs or code, counterfeit goods, items subject to US embargo, unsolicited mass distribution of email (“spam”), multi-level marketing proposals, hate materials, hacking, surveillance, interception, or descrambling equipment, libelous, defamatory, obscene, pornographic, abusive, or otherwise offensive content, stolen products, and items used for theft, hazardous materials, or any illegal activities.

4. Export Regulation.

The API may be subject to US export control laws, including the Export Control Reform Act and its associated regulations. You will not, directly or indirectly, export, re-export, or release the API to, or make the API accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You will comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the API available outside the US.

5. Your Applications.

You agree to monitor the use of your Applications for any activity that violates applicable laws, rules, and regulations or these Terms, including any fraudulent, inappropriate, or potentially harmful behavior, and promptly restrict any offending users of your Applications from further use of your Applications. You agree to provide a resource for users of your Applications to report abuse of your Applications. As between you and us, you are responsible for all acts and omissions of your End Users in connection with your Application and their use of the API, if any. You agree that you are solely responsible for posting any privacy notices and obtaining any consents from your End Users required under applicable laws, rules, and regulations for their use of your Applications. All use by you of the Company Marks, if any, will comply with any usage guidelines that we may specify from time to time. You agree that your use of the Company Marks in connection with these Terms will not create any right, title, or interest in or to the Company Marks in favor of you, and all goodwill associated with the use of the Company Marks will inure to the benefit of Company.

6. Attribution.

You must display clear and visible attribution to Does the Dog Die? wherever the Company Offering is displayed in Your Application. Attribution must: (a) use the phrase “Powered by DoesTheDogDie.com” or such other phrase as we approve in writing; (b) be reasonably visible to End Users viewing the Company Offering; and (c) include a hyperlink to https://www.doesthedogdie.com where the medium permits. Attribution requirements may be modified only by written agreement.

7. Intellectual Property Ownership; Feedback.

You acknowledge that, as between you and us: (a) we own all right, title, and interest, including all intellectual property rights, in and to the API, the Company Offering, and the Company Marks and (b) you own all right, title, and interest, including all intellectual property rights, in and to your Applications, excluding the aforementioned rights in Section 7(a). You will use commercially reasonable efforts to safeguard the API and Company Marks (including all copies thereof) from infringement, misappropriation, theft, misuse, or unauthorized access. You will promptly notify us if you become aware of any infringement of any intellectual property rights in the API and Company Marks and will fully cooperate with us, in any legal action taken by us to enforce our intellectual property rights. If you or any of your employees, contractors, agents, or End Users sends or transmits any communications or materials to us by mail, email, telephone, or otherwise, suggesting or recommending changes to the API and/or the Company Offering, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), all such Feedback is and will be treated as non-confidential. You hereby assign to us on your behalf, and on behalf of your employees, contractors, and agents, all right, title, and interest in, and we are free to use, without any attribution or compensation to you or any third party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although we are not required to use any Feedback.

8. No Support; Updates.

These Terms do not entitle you to any support for the API. You acknowledge that we may update or modify the API from time to time and at our sole discretion (in each instance, an “Update”), and may require you to obtain and use the most recent version of the API. Updates may adversely affect how your Applications communicate with the Company Offering. You are required to make any changes to your Applications that are required for integration as a result of such Update at your sole cost and expense. Your continued use of the API following an Update constitutes binding acceptance of the Update.

9. Access Tiers.

9.1 Free Tier; Non-Commercial Use Only. You acknowledge and agree that no license fees or other payments will be due under these Terms in exchange for the rights granted under the Free Tier. You acknowledge and agree that this fee arrangement is made in consideration of the mutual covenants set forth in these Terms, including, without limitation, the disclaimers, exclusions, and limitations of liability set forth herein. Notwithstanding the foregoing, we reserve the right to start charging for access to and use of any features of the API at any time. You may not use the Free Tier in connection with any Application, service, or product that: (a) charges End Users any fee; (b) generates revenue through advertising, sponsorship, affiliate arrangements, or data sales; or (c) is operated for the benefit of a for-profit business. If your Application becomes commercial, then you must upgrade to a Commercial Tier before continuing to use the API.

9.2 Commercial Tier. The Commercial Tier grants a limited, non-exclusive, non-transferable, and revocable right to use Community Ratings solely for the commercial purposes expressly permitted under these Terms, subject to full and timely payment of all applicable fees as set forth on the Pricing Page (or any successor URL designated by us) expressly incorporated herein by reference, and to continuous compliance with these Terms. Any commercial use outside the scope expressly authorized herein, or any failure to pay fees when due, constitutes a material breach and may result in immediate suspension or termination of access to the API without prior notice.

9.3 Scene Alerts and Enterprise Access. Access to, use of, or any rights in Scene Alerts, raw contributor descriptions, bulk data exports, machine-learning training or derivative-model rights, or any other enterprise-level features or data is expressly excluded from these Terms and from any Commercial Tier subscription. Such access or rights may be granted only pursuant to a separate written agreement executed by an authorized representative of the Company. Nothing in these Terms shall be construed as granting, implying, or creating any expectation of such access or rights. Any unauthorized access, attempted access, or use is strictly prohibited and constitutes a material breach of these Terms.

10. Rate Limits and Usage.

We may impose and modify rate limits, monthly call caps, unique-title-per-day caps, and other usage restrictions at our discretion. Current limits are published on the Pricing Page, expressly incorporated herein by reference. We may throttle, suspend, or terminate access without prior notice if we reasonably determine that your usage (a) exceeds applicable limits, (b) threatens the stability, security, or performance of the API, or (c) is consistent with bulk extraction, scraping, or other uses prohibited by law or these Terms.

11. Fees and Payment.

11.1 Fees. To access and use the Commercial Tier, you agree to pay the Company the fees (“Fees”) set forth on the Pricing Page without offset or deduction. Fees are billed monthly in advance. All payments shall be made in U.S. dollars. If you fail to make any payment when due, we may, in addition to all other available remedies, suspend or terminate your access to and use of the Commercial Tier without liability to you or any third party. Fees are non-refundable except as required by applicable law. We may change the Fees upon thirty (30) days’ prior notice. Your continued use of the Commercial Tier after the effective date of any Fee change constitutes your acceptance of the new Fees.

11.2 Taxes. All Fees and other amounts payable by you under these Terms are exclusive of taxes and similar assessments. You are responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by you hereunder, other than any taxes imposed on the Company’s income.

12. Collection and Use of Your Information.

We may collect certain information through the API or the Company Offering about you or any of your employees, contractors, or agents. By accessing, using, and providing information to or through the API or the Company Offering, you consent to all actions taken by us with respect to your information in compliance with the then-current version of our Privacy Policy.

13. Data Accuracy and Disclaimers.

13.1 Nature of the Data. You acknowledge and agree that: (a) Community Ratings are contributed by members of the public and are not verified, reviewed, or guaranteed by us; (b) the Data may be incomplete, inaccurate, out of date, or absent for any given title; (c) the absence of a trigger rating or Scene Alert does not indicate that the corresponding content is absent from that title; (d) trigger categorization is inherently subjective; and (e) Scene Alert timestamps may not align with all versions, cuts, regional edits, or streaming presentations of a title.

13.2 Disclaimer of Warranties. THE API AND THE DATA ARE PROVIDED “AS IS” AND THE COMPANY SPECIFICALLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. THE COMPANY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. THE COMPANY MAKES NO WARRANTY OF ANY KIND THAT THE API, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, INCLUDING THE DATA, WILL MEET YOUR OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY OF YOUR OR ANY THIRD PARTY’S SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.

13.3 Not a Safety or Medical Service. The Data is provided for informational purposes only. It is not a safety service, a medical or mental-health service, or a substitute for professional judgment. You are solely responsible for how you present the Data to End Users and for any representations your Application makes about the Data’s reliability. You must not represent to End Users that the Data is complete, verified, guaranteed, or suitable for any specific medical, therapeutic, or safety purpose.

13.4 Limitation of Liability. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL THE COMPANY BE LIABLE TO YOU OR TO ANY THIRD PARTY UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR (a) 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; OR (b) ANY DAMAGES, IN THE AGGREGATE, IN EXCESS OF FIFTY DOLLARS EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES AND WHETHER OR NOT SUCH LOSS OR DAMAGES ARE FORESEEABLE OR THE COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS MUST BE BROUGHT WITHIN TWO (2) YEARS AFTER THE OCCURRENCE OF THE EVENT GIVING RISE TO SUCH CLAIM.

13.5 Indemnification. Licensee agrees to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees, arising from or relating to (a) your use or misuse of the API or the Data, (b) your breach of these Terms, and (c) the Applications, including any End User’s use thereof. In the event we seek indemnification or defense from you under this provision, we will promptly notify you in writing of the claim(s) brought against us for which we seek indemnification or defense. We reserve the right, at our option and in our sole discretion, to assume full control of the defense of claims with legal counsel of our choice. You may not enter into any third-party agreement that would, in any manner whatsoever, constitute an admission of fault by us or bind us in any manner, without our prior written consent.

14. Term and Termination.

14.1 Term. The term commences when you access the API or acknowledge your acceptance of these Terms by clicking the “I ACCEPT” button, and will continue in effect until terminated as set forth in this Section 14.

14.2 Termination by You. You may terminate at any time by ceasing your access to and use of the API and the Data and, if applicable, cancelling any paid subscription. No refund is due for the remainder of a paid period.

14.3 Termination by Us. We may suspend or terminate any rights granted under these Terms in our sole discretion at any time and for any reason, by providing notice to you or revoking access to the API. Without limiting the foregoing, we will terminate your access to the API: (a) immediately, for breach of these Terms; (b) immediately, if required by law or to protect the API, the Data, or our users; (c) for non-payment, following 10 days’ notice; or (d) for convenience, following 30 days’ notice.

14.4 Effect of Termination. Upon termination for any reason, you must immediately (a) cease all access to and use of the API and Data; (b) remove all Data from your Application; and (c) delete all cached, stored, or retained copies of the Data in your possession or control, and confirm such deletion in writing upon request. No Data may be retained, used, or displayed after termination. Upon termination for any reason, all licenses and rights granted to you under these Terms will also terminate and you must cease using, destroy, and permanently erase from all devices and systems you directly or indirectly control all copies of the API, the Data, and the Company Marks. Any terms that by their nature are intended to continue beyond the termination or expiration of these Terms will survive termination. Termination will not limit any of Company's rights or remedies at law or in equity.

15. Changes to These Terms.

You acknowledge and agree that we have the right, in our sole discretion, to modify these Terms from time to time. We will provide notice of material changes by email to the address associated with your account, and by posting the updated Terms on the Website at least 30 days before they take effect. You are responsible for reviewing and becoming familiar with any such changes, and ensuring your contract information is up-to-date and accurate. Your continued use of the API after the effective date of the updated Terms constitutes acceptance. If you do not agree, then you must terminate your use of the API before the effective date of the updated Terms.

16. Governing Law and Jurisdiction.

These Terms are governed by and construed in accordance with the internal laws of the State of Texas without giving effect to any choice of conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Texas. Except as otherwise set forth herein, any legal suit, action, or proceeding arising out of or related to these Terms or the licenses granted hereunder will be instituted exclusively in the federal courts of the United States or the courts of the State of Texas in each case located in the city of Dallas and County of Dallas, and you irrevocably submit to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

17. Arbitration.

At our sole discretion, we may require you to submit any disputes arising under these Terms, including disputes arising from or concerning its interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Texas law.

18. Miscellaneous.

18.1 Entire Agreement. These Terms, together with our Terms of Use, Privacy Policy, and Pricing Page, constitute the entire agreement and understanding between the parties hereto with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. Where you have entered into a separate written agreement with us (for example, for Scene Alerts, machine learning, or Enterprise access), that agreement controls your access and use of the API.

18.2 Assignment. These Terms are personal to you and may not be assigned or transferred for any reason whatsoever without our prior written consent and any action or conduct in violation of the foregoing will be void and without effect. We expressly reserve the right to assign these Terms and to delegate any of its obligations hereunder.

18.3 Independent Contractors. It is understood and agreed that the legal status of the Company, its agents, officers, employees and service providers under these Terms is that of an independent contractor. Nothing in these Terms creates a partnership, joint venture, agency, employment, or fiduciary relationship between you and the Company, its officers, directors, employees, agents, affiliates, successors, and assigns. You do not have authority to bind, represent, or act on behalf of the Company.

18.4 Notice. Any notices to us must be sent via e-mail, addressed to licensing@doesthedogdie.com, or to our offices located at 539 W. Commerce St #3603, Dallas, TX 75208. Notices directed to our offices must be delivered either in person, by certified or registered mail, return receipt requested and postage prepaid, or by recognized overnight courier service, and are deemed given upon receipt by us. Notwithstanding the foregoing, you hereby consent to receiving electronic communications from us. These electronic communications may include notices about applicable fees and charges, transactional information, and other information concerning or related to the API. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.

18.5 Severability. The invalidity, illegality, or unenforceability of any provision herein does not affect any other provision herein or the validity, legality, or enforceability of such provision in any other jurisdiction. If any provision is held unenforceable, the remaining provisions remain in full force and effect.

18.6 No Waiver. Any failure to act by us with respect to a breach of these Terms by you or others does not constitute a waiver and will not limit our rights with respect to such breach or any subsequent breaches.