Chimnie Data API - Terms of Use

1. Acceptance of Terms

By accessing and using the Chimnie API (the "API"), you (the “Customer”) are agreeing to be bound by these Terms of Use, all applicable laws and regulations, and any other applicable policies, terms and guidelines established by Chimnie. If you do not agree with any of these terms, you are prohibited from using or accessing this API. Chimnie may revise these Terms of Use at any time without notice. By using this API you are agreeing to be bound by the then current version of these Terms of Use.

2. Modification of Terms

Chimnie reserves the right, at its sole discretion, to modify or replace these Terms of Use at any time. If a revision is material, we will provide at least 30 days notice prior to any new terms taking effect. Material changes will be determined at our sole discretion. By continuing to access or use our API after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorised to use the API.

3. API License Grant

Chimnie hereby grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the API solely for the purposes of developing, testing, and supporting your application, and for integrating your application with the services provided by Chimnie, in accordance with these Terms of Use and any other guidelines provided by Chimnie. This licence is subject to your compliance with all the terms and conditions contained herein. You may not use any API Transactions stored for Business Use for Website Use and may not store any API Transactions served for Website Use for Business Use.

4. Usage Limits

As a single-user API, the usage limits pertain to the number of credits available for your account. By using the Chimnie API, you agree to adhere to this limit, with the possibility of purchasing additional credits to increase it. Any attempt to bypass these limits in any other way may result in temporary or permanent suspension of your access to the API.

5. User Responsibilities

You are solely responsible for all activities that occur under your account and for ensuring your use of the API is in compliance with all applicable laws and regulations. You agree not to engage in any activity that interferes with or disrupts the services provided by Chimnie. You must also adhere to the guidelines and best practices provided by Chimnie in the API documentation while using the API.

6. Data Ownership and Privacy

All data accessed through the Chimnie API remains the property of Chimnie or its content suppliers. You agree to adhere to all applicable data protection and privacy laws, including but not limited to GDPR, while accessing or using data from the API. You must also comply with any additional privacy policies or guidelines provided by Chimnie pertaining to the data accessed or used through the API.

7. Termination

Chimnie reserves the right to suspend or terminate your access to the API at any time, for cause, including, but not limited to, a breach of these Terms of Service or any abuse of the API. In the event of such suspension or termination, you will not be entitled to any refund of any unused credits. You may also discontinue your use of the API at any time. If you choose to do so, any remaining credits will be kept for your future use for a period of 24 months. After this period, any remaining credits will be forfeited. Upon termination, all rights granted to you under these Terms of Use will cease immediately, and you must cease all use of the API and delete any data obtained through the API.

8. Disclaimer of Warranties

Chimnie provides the API in accordance with the Service Level Agreement (SLA) provided separately. Except as expressly provided in the SLA, the API is provided on an "as is'' and "as available" basis without any warranties of any kind, either expressed or implied, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

9. Limitation of Liability

To the fullest extent permitted by applicable law, Chimnie shall not be liable for any direct, indirect, incidental, special, consequential or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from your access to or use of, or inability to access or use, the API.

10. Indemnification

You agree to indemnify, defend, and hold harmless Chimnie (a trading name of Little Chimney Limited), its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the API, including, but not limited to, any use of the API's content, services, and products other than as expressly authorised in these Terms of Use.

11. Governing Law

These Terms of Use shall be governed by and construed in accordance with the laws of England, without regard to its conflict of law principles. Any disputes arising out of or in connection with the API, these Terms of Use, or in connection with the use of the API shall be resolved in accordance with the laws of England.

Appendix 1

Chimnie Data for Business Use

1 Summary of key terms

To help you understand this Agreement we have set out below a summary of some of the key terms. Please note this summary is not a substitute for the terms of this Agreement which you should read in full.

• This Agreement covers digital Products and/or Services comprising components of Chimnie data, for Business Use. Business Use means internal business use only.

• In particular, this Agreement covers datasets which you create using Licensed Data, and which may comprise the full Address Record extracted from Chimnie Datasets.

• Licences are annual and apply per data component supplied per User in the case of Data Solutions comprising postal addresses and UPRN.

• You may not use any API Transactions purchased for Business Use for Website Use and vice versa.

• Third party terms apply.

2 Licensed Use and relevant licence rights that may be granted to Customers

2.1 Customer’s Licensed Use

2.1.1 The Customer’s Licensed Use is a non-exclusive, non-transferable licence for the following use only for the duration of the Customer’s licence.

2.1.2 For the avoidance of doubt, and save as otherwise agreed, the Customer may only use Data created by it which has benefitted from, relied on or made any use of Licensed Data (including, without limitation, where the Customer has created such Data by modifying, re-formatting, analysing or performing searches, look ups and/or enquiries using the Licensed Data) for its Licensed Use.

2.1.3 Your Customers are in all cases entitled to benefit from the Open Identifiers Policy, enabling them to extract Open Identifiers from the Licensed Data that you licence to them, and use such Open Identifiers, in accordance with the Open Identifiers Policy.

3 Licenced Data

3.1 Your Licensed Data

3.1.1 The Licensed Data is each of the following Datasets that are from time to time specified in the Online Ordering Service as being your Licensed Data under this Agreement:

Chimnie PropSense
Chimnie Core
Chimnie Plus
Chimnie Premium

3.2 Third Party and Dataset Specific Terms

3.2.1 Each of the Chimnie Datasets contains IPR owned, in part, by Royal Mail. Accordingly, the Chimnie Datasets are subject to the additional specific terms set out in the Royal Mail PAF Licence. The Customer acknowledges that certain Chimnie Datasets include third-party data, such as data owned by Royal Mail. Use of these datasets is subject to additional specific terms as set out in the Royal Mail PAF Licence. It is the Customer’s responsibility to familiarise themselves with these terms, as they may impose additional restrictions and obligations. In the event of any conflict between the terms of the Royal Mail PAF Licence and this Agreement, the terms of the Royal Mail PAF Licence will take precedence with respect to the Royal Mail data. The Customer agrees to comply with all such third-party terms and acknowledges that failure to do so may result in termination of this Agreement and potential legal action by the affected third party.

3.2.2 Where there is any conflict between the terms of the Royal Mail PAF Solutions Provider Licence and the terms of the Agreement, the Royal Mail PAF Solutions Provider Licence shall take precedence.

4 Term and Renewal of this Agreement

4.1 Commencement Date: The date of the Customer’s first request made to the Chimnie API as the commencement date for this Agreement.

4.2 Initial Term: Data requested for Business Use is Licensed for a period of 1 year from the time of the API request, or from a date agreed within a Contract, dated no more than 1 year from the time of delivery of the Data to the Customer. The Licence shall apply to the Address Records purchased by the Customer within a Contract or acquired through use of Chimnie API tokens.

4.3 Renewal Period: A period of time whose duration is the same number of years as the Initial Term, or such other period of time as may be agreed between you and us.

4.4 Renewal: This Agreement will automatically expire on the expiry of the Initial Term (or the then current Renewal Period), unless the Agreement and Licence have been otherwise renewed in accordance with the Agreement.

5 Conditions of Use

You may supply Products and/or Services to Customers on the basis of the relevant Customer’s Licensed Use and subject to the following conditions:

5.1 Customer Created Analytics Data and Cleansed Data

5.1.1 Save as otherwise agreed in writing, you shall assign IPR in Customer Created Analytics Data and/or Cleansed Data to us to the extent they were created using Licensed Data and, in turn, we grant you the right to use such data for your own Licensed Use and to retain it in perpetuity solely for your own Licensed Use. Those provisions of this Agreement intended to survive termination or expiry shall survive the termination or expiry of the Agreement and/or Contract.

5.1.2 While the underlying data remains the property of Chimnie or its content suppliers, the intellectual property rights in any data derived or generated by users through the use of Chimnie data (referred to as 'Derived Data') will be jointly owned by the Customer and Chimnie. The Customer is granted a non-exclusive, royalty-free, perpetual licence to use Derived Data for their internal business purposes. If the Customer wishes to use Derived Data for purposes beyond the scope of this licence, including commercial reuse or external distribution, the Customer must obtain written consent from Chimnie and agree to any additional terms as required by Chimnie.

5.1.3 If the Customer wishes to use Customer Created Analytics Data and/or Cleansed Data for a purpose outside their Licensed Use (including commercial reuse), please contact us for appropriate terms.

5.2 Restrictions on Resale or Redistribution

The Customer shall not resell, redistribute, or otherwise make available the Chimnie data or any Derived Data to any third parties, except as expressly permitted under these Terms of Use or with prior written consent from Chimnie. This restriction applies to both the original data obtained from the API and any data or products that incorporate or are derived from the Chimnie data. Any approved redistribution or resale must comply with all applicable laws and regulations, and the third party receiving the data must agree to be bound by terms that are no less restrictive than those contained in this Agreement.

6 Customer Contractor Rights

Licensed Data may be sublicensed to Customer Contractors solely for the purpose of the Customer Contractor providing, or tendering to provide, the Customer with goods or services for the Customer’s Licensed Business Use.

6.1 Digital Form

6.1.1 If the Customer provides the Customer Contractor with Licensed Data in a digital form, the Customer shall ensure the Customer Contractor enters into a formal written agreement (before it has access to any Licensed Data) which contains provisions equivalent to those within this agreement (which shall include obligations in relation to copyright and database right acknowledgments).

6.2 Sharing of Licensed Data between Customer Contractors

6.2.1 The Customer may grant its Customer Contractors the right to supply and receive copies of Licensed Data in a digital form to and from other Customer Contractors provided that:

a) both Customer Contractors are licensed by the Customer for the Licensed Data being supplied and/or received;

b) the goods or services which each Customer Contractor is providing, or tendering to provide to the Customer shall each form part of a larger project or related series of works required by the Customer;

c) a Customer Contractor uses copies of Licensed Data supplied by another Customer Contractor solely for the purpose of providing or tendering to provide goods or services to the Customer as part of the Customer’s Licensed Use;

d) the use by a Customer Contractor of Licensed Data supplied by another Customer Contractor shall be governed by its agreement with the Customer, referred to in paragraph 6.1;

e) a Customer Contractor shall not receive any direct or indirect payment, credit or money’s worth for the supply of the Licensed Data to another Customer Contractor; and

f) a Customer Contractor shall, prior to supplying any Licensed Data to another Customer Contractor, obtain written confirmation from the Customer that:

i) the other Customer Contractor is licensed by the Customer for the Licensed Data being supplied; and

ii) the goods or services which each Customer Contractor is providing, or tendering to provide to the Customer, each forms part of a larger project or related series of works required by the Customer.

6.3 Paper Copies

6.3.1 If the Customer provides the Customer Contractor with Licensed Data in paper form (referred to in this paragraph 6.3 as Paper Copies), the Customer shall not be required to enter into a formal written agreement with the Customer Contractor provided that the Customer ensures that:

a) the Customer Contractor uses the Paper Copies solely for the purposes of providing, or tendering to provide, the Customer with goods or services for the Customer’s Licensed Use;

b) the Paper Copies only cover an area that is proportionate to the amount of goods or services that the Customer Contractor is engaged to provide;

c) the Customer Contractor is not permitted to and shall not copy, sub-license, distribute, sell or otherwise make available the Paper Copies to third parties in any form;

d) the Customer Contractor destroys or returns to the Customer all such Paper Copies immediately upon:

i) its completion of the tender or provision of goods or services referred to in paragraph 6.3.1a); or

ii) expiry or termination of this Agreement or Contract, whichever is the sooner, and provides, at the Customer’s request, a sworn statement by a duly authorised person that it no longer holds any such Paper Copies;

e) neither the Customer nor the Customer Contractor shall receive any direct or indirect payment, credit or money’s worth for the supply of Paper Copies; and

f) the Paper Copies contain a statement stipulating that the Customer Contractor is permitted to use the Paper Copies solely for the purpose of assisting it with the delivery to the Customer of the goods or services it is engaged to provide.

6.3.2 The Customer may permit its Customer Contractor to supply Paper Copies to any third party provided that the Customer Contractor ensures that:

a) such third party is engaged to provide:

i) all or part of the works that the Customer Contractor is engaged to provide to the Customer (referred to in this paragraph 6.3.2 as the Works);

ii) part of a larger project (which also includes the Works); or

iii) works which, together with the Works, are part of a series of works required by the Customer, and uses the Paper Copies solely for the purpose of providing the works described in paragraphs i), ii) or iii) above to the Customer for the Customer’s Licensed Use;

b) such third party agrees to comply with terms no less onerous than those set out in paragraphs 6.3.1a) to f) with respect to its use of Paper Copies under paragraph 6.3.2a) above. For the purposes of this paragraph, references in paragraphs 6.3.1a) to f) to:

i) Customer shall mean Customer Contractor;

ii) Customer Contractor shall mean the third party to whom Paper Copies are supplied under this paragraph; and

iii) Agreement or Contract shall mean the licence between the Customer and its Customer Contractor.

6.4 Liability for Customer Contractors

6.4.1 Your liability to us shall extend to and include acts and omissions of Customer Contractors.

7 Customer Data

7.1 Where a Customer creates Data in accordance with this Agreement using or in conjunction with Licensed Data, and

7.1.1 does not comprise Free to Use Data or Customer Created Analytics Data; and

7.1.2 does not incorporate or infringe any IPR in the Licensed Data,

7.2 the terms of the Agreement do not apply to such Data.

7.3 Examples of Data that this paragraph applies to may be found on our Website.

Appendix 2

Chimnie Data for Online Viewing

8.1 Conditions of use

8.1.1 Chimnie Data stored by the Customer for Internal Business Use shall not be shared with any 3rd Party.

8.1.2 You shall use reasonable endeavours to ensure that your Customers are unable to store Cached Data for more than 24 hours after the end of any Session or Transaction.

8.1.3 You may not digitise features or symbols from any of our Datasets.

8.1.4 You may permit your Customers to create Free to Use Data and Customer Created Analytics Data and to hold such data on a perpetual basis, but only for the purposes of their Licensed Use.

8.1.5 Your Customers are in all cases entitled to benefit from Open Identifiers, enabling them to extract Open Identifiers from the Licensed Data that you make available to them, and use such Open Identifiers, in accordance with the Open Identifiers Policy.

8.1.6 You shall ensure that your Customers and their End Users are unable to print, download, store or extract the Licensed Data other than where expressly permitted in this Agreement.

8.2 Third Party Terms

8.2.1 Each of the Chimnie Datasets contains IPR owned, in part, by Royal Mail. Accordingly, the Address Datasets are subject to the additional specific terms set out in the Royal Mail PAF Licence. Where there is any conflict between the terms of the Royal Mail PAF Licence and the terms of this Agreement, the Royal Mail PAF Licence shall take precedence.

Appendix 3

Definitions & interpretation

9.1 Definitions in the Framework apply unless otherwise stated in these terms.

Address Record: An individual UPRN (Unique Property Reference Number) with all associated attribution within a Chimnie Dataset.

API (Application Programming Interfaces): Allows the creation of applications for access to OS Data.

Chimnie Datasets: Refers to Chimnie Core API, Chimnie Plus API, Chimnie Premium API and Chimnie PropSense Database.

Customer Created Analytics Data: Data created by Customers using Licensed Data for analysis or in response to a query, capable of being linked to a Feature or Feature Attribution within Licensed Data, but not copying the Licensed Data in whole or in significant part.

Data Component solutions: Datasets created or obtained containing Licensed Data, along with additional fundamental information not derived from Licensed Data.

Open Identifiers: Any UPRNs contained in the Licensed Data.

UPRN (Unique Property Reference Number): A unique identifier for every addressable location in Great Britain.

USRN (Unique Street Reference Number): An 8-digit unique identifier for every street in Great Britain.

User: An individual authorised by a Customer to use a Product and/or Solution.

9.2 Ancillary Rights, Commencement Date, Licensed Data, Products and/or Services and Term shall have the meanings given to them in the remaining Clauses of this Agreement.

9.3 Cleansed, PAF Data, Postcode, Royal Mail, Transaction, Transaction Management System, Website Transactions and Website Use shall have the meanings given to them in the Royal Mail PAF Licence.

9.4 References to a Clause or Appendix are to a Clause or Appendix of this Agreement, unless a clause of the Framework is specifically referred to.

9.5 The terms of this Agreement are common to all types of datasets and Products and/or Services licensed under this Agreement, save where specifically stated otherwise.