Data Services Agreement

Scope and services

ZipLabs delivers data either as API-delivered data or as flat-file deliveries. This agreement governs your access to and use of that data.

Term and renewal

The agreement runs for the fixed period stated in your order. There is no automatic renewal — an extension needs a new written order signed by both parties.

Data licence

Licence grant

You receive a limited, revocable, non-exclusive, non-transferable and non-sublicensable licence to use the data for your internal business purposes and to display it to your authorised end users.

API credits

On credit-based plans each request decrements your balance. When credits are exhausted, requests are rate-limited or rejected. There are no overage charges.

Caching and display

You may cache data only for as long as needed to perform permitted operations. Display follows the single end-user rule: one user per API match event, with no bulk re-serving.

Prohibited uses

• Resale or sublicensing.
• Bulk downloading.
• Reverse engineering.
• Scraping.
• Removing proprietary notices.
• Building a competing product.

These restrictions flow down to anyone you permit to access the data.

FCRA notice

ZipLabs is not a consumer reporting agency and the data is not a consumer report. You may not use it to determine eligibility for employment, credit, housing or insurance.

Sanctions and PADFA

You may not transfer data to foreign adversary jurisdictions or entities, consistent with the Protecting Americans’ Data from Foreign Adversaries Act of 2024.

Privacy, subject requests and transfers

Processing of personal data is governed by our privacy policy. You are responsible for honouring data subject requests you receive, and for relaying to us any request that concerns our data.

Where required, the parties will execute a Data Processing Agreement and the EU Standard Contractual Clauses under Commission Implementing Decision (EU) 2021/914.

Fees, taxes and billing

Fees and billing cadence are set out in your order. Invoices are due on receipt unless stated otherwise.

Overdue amounts accrue interest at 1.5% per month, or the maximum permitted by law.

Fees exclude taxes. You are responsible for sales, use, VAT and GST; we remain responsible for our own income taxes.

All sales are final unless ZipLabs agrees otherwise in writing.

Confidentiality

Each party protects the other’s confidential information with at least reasonable care, uses it only to perform under this agreement, and returns or deletes it on request, subject to legal exceptions.

Intellectual property

ZipLabs owns all rights in the data and related intellectual property. You own your own data. No rights are granted beyond those stated here.

Warranties and disclaimers

The data is provided as is and as available. To the maximum extent permitted by law, ZipLabs disclaims all warranties, including merchantability, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted or error-free operation.

Indemnification

By ZipLabs

We will defend you against third-party claims that authorised use of the data infringes intellectual property rights. This does not cover claims arising from use outside the agreed scope, unauthorised modification, combination with incompatible materials, or continued use after we provide a replacement.

By you

You will indemnify ZipLabs against claims arising from your breach of law or of this agreement, including the FCRA and sanctions restrictions, from data or content you supply, and from unauthorised sharing or failures of your own security.

Mitigation

We may procure rights, modify or replace an affected feature, or terminate it with a proportionate refund of prepaid fees.

Limitation of liability

Aggregate liability is capped at the fees paid or payable in the six months preceding the claim. The cap does not apply to payment obligations, breaches of the licence and use restrictions, or indemnification duties.

Neither party is liable for indirect, incidental, consequential, special or exemplary damages, or for lost profits.

Termination and data deletion

Either party may terminate for cause if the other materially breaches and fails to cure within 30 days, or on repeated breach or insolvency.

On expiry or termination all licences cease, and you must delete the data and our confidential information.

ZipLabs may seek injunctive relief for an actual or threatened breach of the licence and use restrictions, or for competitive misuse or scraping.

Force majeure

Neither party is liable for delay or failure, other than a payment obligation, caused by events beyond reasonable control — including natural disasters, war, labour action, and power or internet failures.

Regulatory change

If a change in law materially increases cost or requires changes to the Services, the parties will negotiate modifications in good faith. If no agreement is reached within 30 days, either party may terminate the affected portion without penalty.

Publicity

ZipLabs may use your name and logo as a factual client reference. Case studies require mutual written consent.

Miscellaneous

You may not assign this agreement without our prior written consent, except in a merger or sale of assets to a party that is not a direct competitor. Notices go to the contacts in your order, and email is acceptable.

This agreement is the entire agreement between the parties and may be amended only in writing signed by both.

It is governed by the laws of India, and the courts at Bengaluru, Karnataka have exclusive jurisdiction.