API usage charter 

Preamble 

This API Usage Charter (the “API Charter” or the “Charter”) governs the legal terms and conditions under which ISAGRI, a simplified joint-stock company, with a share capital of €5,100,000, having its registered office at Avenue des Censives – BP 50333 – 60026 Beauvais - France - (+33) 3 44 06 40 00, registered with the Beauvais Trade and Companies Register under number 327 733 432 (hereinafter the “Publisher”), authorizes access to, use and exploitation of its application programming interfaces (“APIs”) by any duly authorized natural or legal person (hereinafter the “User”). 

The Charter applies to any use of the APIs. It supplements, where applicable, the General Terms and Conditions. In the event of any conflict, the contractual provisions shall prevail over this Charter. 

 

Article 1 – Definitions 

For the purposes hereof, the following terms shall have the meanings set forth below: 

  • API: Software interface, protocol or service enabling access to certain functionalities, data or services of the Publisher’s solutions. 

  • API Key: Unique identifier issued by the Publisher upon subscription, required to perform requests. 

  • Documentation: All technical specifications, integration guides, diagrams, data model descriptions and other resources published by the Publisher. 

  • Application: Any solution, software, tool, platform or service developed or operated by the User integrating the APIs. 

  • Data: Any information, including personal data, accessible or transmitted via the APIs. 

 

Article 2 – Purpose 

The purpose of this Charter is to define the conditions of access to, use and operation of the APIs, as well as the respective rights and obligations of the User and the Publisher. 

 

Article 3 – Conditions of Access to the APIs 

3.1 Prior Authorization

Access to the APIs shall be subject to: 

  • the creation of a developer account; 

  • acceptance of this Charter; and 

  • prior validation by the Publisher. 

The Publisher reserves the right to refuse access without any obligation to provide reasons. 

3.2 Personal Nature of API Keys 

API Keys are strictly personal, non-transferable, and associated with a defined scope of use. 
The User assumes full responsibility for all operations carried out using its API Keys. 

 

Article 4 – License to Use 

4.1 License Granted

Subject to compliance with the Charter, the Publisher grants the User a limited, non-exclusive, non-transferable and revocable license allowing access to and use of the APIs solely for the purposes of: 

  • technical integration with the Publisher’s products; 

  • development of compatible applications; 

  • data exchanges consistent with the intended purposes. 

4.2 Restrictions

Without the Publisher’s prior express written authorization, the User is prohibited from: 

a) modifying, copying, reproducing, disassembling, decompiling, reverse engineering or attempting to extract the source code; 
b) using the APIs for purposes competing with the Publisher’s solutions; 
c) circumventing security measures, quotas, rate limits or control systems; 
d) performing massive, systematic or automated data extraction; 
e) redistributing the APIs or providing indirect access to third parties; 
f) using the APIs in a manner likely to affect the security, availability or integrity of the Publisher’s systems. 

  

Article 5 – User Obligations 

The User undertakes to: 

  1. use the APIs in accordance with the Documentation and security best practices; 

  1. implement reasonable measures to protect API Keys and transmitted data; 

  1. immediately notify the Publisher of any security breach or unauthorized use; 

  1. ensure that its Applications do not introduce malicious code, vulnerabilities or security breaches; 

  1. comply with all applicable laws and regulations, particularly those relating to personal data protection (GDPR) and intellectual property. 

 

Article 6 – Personal Data 

Where the use of the APIs involves the processing of personal data: 

  • the Publisher and the User shall each act as independent data controllers for processing activities carried out within their respective scopes, unless otherwise stipulated, and shall comply with all formalities associated with such capacity; 

  • any transmission of personal data must be carried out through secure means and in compliance with confidentiality obligations. 

 

Article 7 – Intellectual Property 

All APIs, Documentation, data models, diagrams, trademarks, logos and, more generally, any materials provided by the Publisher shall remain its exclusive property. 
No ownership rights are transferred to the User. 
Any unauthorized reproduction, distribution or disclosure is strictly prohibited. 

 

Article 8 – Quotas, Availability and Maintenance 

8.1 Quotas and Limitations

The Publisher may define quotas or technical limitations, including in relation to: 

  • the number of calls; 

  • frequency; 

  • volume of data processed; 

  • accessible functionalities. 

The Publisher undertakes to inform the User, within a reasonable period, of any substantial modification to quotas or technical limitations. Any excess may result in automatic suspension or throttling of the service, subject to prior notification to the User, except in cases of emergency or risk to service security. 

8.2 Maintenance and Changes

The Publisher may modify, enhance, withdraw or deprecate all or part of the APIs. 
The Publisher shall endeavor to provide reasonable prior notice for major changes, without guaranteeing the maintenance of previous versions. 

 

Article 9 – Warranties and Liability 

9.1 Publisher’s Warranties

The APIs are provided “as is.” 
The Publisher does not warrant: 

  • the absence of errors or vulnerabilities; 

  • continuous or uninterrupted availability of the services; 

  • the suitability of the APIs for the User’s specific needs. 

9.2 Limitation of Liability

The Publisher’s liability shall be limited to proven direct damages, up to the total annual fees paid for the use of the APIs. 

Indirect damages (including loss of data, loss of revenue, reputational harm, etc.) as well as damages resulting from non-compliant use by the User are excluded. 

9.3 User’s Liability

The User shall be solely responsible for the development, operation and performance of its Application, as well as for any damage caused to the Publisher’s systems or to third parties as a result of its use of the APIs. 

 

Article 10 – Suspension and Termination 

The Publisher may suspend or immediately terminate access to the APIs in the event of: 

  • breach of the Charter; 

  • security risk; 

  • repeated exceeding of quotas; 

  • fraudulent or unlawful use; 

  • termination of the main contract, where applicable. 

The User must cease all use of the APIs as from the effective date of termination. 

 

Article 11 – Confidentiality 

Technical, commercial, security or performance-related information provided by the Publisher shall be deemed confidential. The User undertakes not to disclose such information, except where required by law. 

 

Article 12 – Amendments to the Charter 

The Publisher may amend the Charter at any time; such amendments shall become effective upon their publication on the Developer Portal. 

 

Article 13 – Governing Law and Jurisdiction 

The Charter shall be governed by French law. 
Any dispute relating to its interpretation or performance shall fall within the exclusive jurisdiction of the courts of Beauvais (France), subject to mandatory legal provisions to the contrary.