API Licence Agreement

This API Licence Agreement ("Agreement") is a legally binding contract between you ("Licensee", "you") and Estate Systems Limited trading as Mastdata ("Mastdata", "we", "us"), registered in England and Wales. It governs your access to and use of the Mastdata application programming interface, data feeds, and associated resources ("API").

BY ACCESSING OR USING THE API YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT IN FULL. IF YOU DO NOT AGREE, YOU ARE NOT AUTHORISED TO ACCESS OR USE THE API. This Agreement takes effect on the date you first access the API.

This Agreement is supplemental to and should be read alongside Mastdata's Terms of Use and Privacy Policy, which are incorporated by reference. In the event of conflict between this Agreement and those documents, this Agreement shall prevail in respect of API use.

"API" means the Mastdata application programming interface, including all endpoints, data feeds, documentation, and associated software made available by Mastdata.

"API Data" means any data, content, or outputs obtained through or derived from use of the API, including mast location data, coverage data, signal data, line-of-sight calculations, and planning application data.

"Credentials" means any API key, token, certificate, or user identifier issued by Mastdata to enable access to the API.

"Internal Use" means use solely within your own organisation for your own operational purposes, by your own employees and contractors acting on your behalf, and expressly excludes any use that makes API Data available to any third party or the public.

"Permitted Use" has the meaning given in clause 3.1.

Subject to your compliance with the terms of this Agreement and payment of any applicable fees, Mastdata grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the API solely for Internal Use.

Mastdata will issue you with Credentials to enable access. Credentials remain the property of Mastdata. You must keep them confidential and must not share, transfer, or disclose them to any third party.

This licence does not include any right to use Mastdata's trademarks, trade names, or branding except as expressly set out in this Agreement.

Permitted Use. You may use the API to: (a) query Mastdata datasets for the purpose of internal desktop planning, survey preparation, network analysis, and operational decision-making; (b) display API Data within internal tools and systems accessible only to your own employees and contractors; and (c) incorporate API Data into internal reports and documents for your own business use.

Prohibited Use. You must not, without Mastdata's prior written consent: (a) make API Data available to any third party or to the public, whether directly, through your own API, or through any application, website, or service accessible to persons outside your organisation; (b) sell, license, transfer, or redistribute API Data in whole or in part; (c) use API Data to create any product, dataset, database, or service for commercial sale or distribution; (d) cache, store, or accumulate API Data beyond what is operationally necessary for the session in which it is retrieved, and in any event for no longer than 24 hours; (e) use API Data to train, fine-tune, or evaluate any machine learning model, AI system, or algorithm; (f) aggregate, combine, or cross-reference API Data with other data sources to create a derivative dataset for distribution or commercial use; (g) use the API or API Data in any manner that competes with Mastdata's products or services; or (h) permit any third party to access the API using your Credentials.

Attribution. Where your application or internal report displays API Data, you must display the attribution "Powered by mastdata.com" adjacent to that data in a font size no smaller than the data itself. Any proposed variation to this requirement requires Mastdata's prior written approval.

You must not use any automated means including robots, scrapers, or scripts to access the API except through the documented API interface provided by Mastdata.

You must not attempt to circumvent any rate limits, access controls, or security measures applied by Mastdata to the API.

Data Retention. You may only retain API Data for as long as your Mastdata licence remains active and current. Upon expiry, cancellation, suspension, or termination of your licence for any reason, you must immediately cease all use of API Data and permanently delete any API Data stored or held by you or on your behalf, including any copies, extracts, or derivative outputs. Continued retention of API Data beyond the period of an active licence is a material breach of this Agreement.

Mastdata retains all rights, title, and interest in and to the API, API Data, and all intellectual property rights associated with them. Nothing in this Agreement transfers any ownership of intellectual property to you.

You acknowledge that the datasets and data products made available through the API are proprietary to Mastdata and represent a substantial investment. Any unauthorised use, redistribution, or reproduction is a material breach of this Agreement and may constitute an infringement of Mastdata's database rights under the Copyright and Rights in Databases Regulations 1997.

Any improvement, modification, or derivative work that you create using or incorporating API Data remains subject to Mastdata's underlying intellectual property rights. This Agreement does not grant you any rights in any such improvement or derivative beyond the limited Internal Use licence set out in clause 2.1.

This Agreement commences on the date you first access the API and continues until terminated.

Mastdata may terminate this Agreement or suspend your access to the API at any time: (a) immediately, without notice, if you breach any provision of this Agreement or Mastdata's Terms of Use; (b) immediately, without notice, in the event of a security incident, system degradation, or emergency affecting the Mastdata platform; or (c) for any other reason, on not less than 14 days' written notice where practicable.

You may terminate this Agreement at any time by notifying Mastdata in writing and ceasing all use of the API.

On termination or expiry of this Agreement or your Mastdata licence: (a) all licences granted under this Agreement immediately cease; (b) your Credentials will be revoked; (c) you must immediately cease all use of API Data and permanently delete all API Data in your possession or control, including any copies, extracts, cached data, or derivative outputs, regardless of the medium or system in which they are held; (d) upon request, you must provide Mastdata with written confirmation that all API Data has been deleted; and (e) clauses 4, 6, 7, 8, 9, 10, and 11 survive.

Mastdata does not warrant uninterrupted or error-free availability of the API. Mastdata reserves the right to modify, limit, suspend, or withdraw access to the API at any time for reasons including maintenance, security, stability, or operational necessity.

Mastdata may rate-limit your API usage at its discretion. Exceeding rate limits may result in temporary suspension of access.

Mastdata may change the technical specification, endpoints, or authentication method of the API at any time. Where practicable, Mastdata will provide reasonable advance notice of material changes. Mastdata is not obliged to maintain backward compatibility.

You are responsible for the security of your own systems, your use of the API, and any API Data you store or process.

THE API AND API DATA ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. MASTDATA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, TIMELINESS, OR NON-INFRINGEMENT.

Mastdata does not warrant the accuracy, completeness, or currency of any API Data. Mast location data, coverage data, and signal data are derived from various sources and may not reflect the current state of physical infrastructure. You should not rely on API Data as the sole basis for any regulatory, planning, or safety-critical decision.

Mastdata does not warrant that the API will be free from errors, vulnerabilities, or interruptions.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, MASTDATA SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE API, HOWSOEVER CAUSED AND WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, EVEN IF MASTDATA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Subject to clause 8.3, Mastdata's aggregate liability to you under or in connection with this Agreement shall not exceed the total fees paid by you to Mastdata in the 12 months immediately preceding the event giving rise to the claim.

Nothing in this Agreement shall limit or exclude either party's liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded or limited by applicable law.

You shall indemnify, defend, and hold harmless Mastdata, its officers, employees, and agents against any and all claims, losses, liabilities, damages, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) your use of the API or API Data in breach of this Agreement; (b) your making API Data available to any third party or the public; (c) your breach of any applicable law or regulation; or (d) any claim by a third party arising from your use of the API.

Each party shall comply with its obligations under the UK General Data Protection Regulation (UK GDPR), the Data Protection Act 2018, and any applicable data protection legislation.

The API is designed to deliver infrastructure and coverage data about physical assets. It is not designed or intended to process personal data. You must not submit any personal data to the API.

Mastdata may process data relating to your use of the API (including usage logs, access records, and query patterns) for internal business purposes including billing, account management, technical support, security monitoring, and product development. Please see our Privacy Policy for further information.

You agree to keep confidential and not disclose to any third party: (a) your Credentials; (b) any non-public technical documentation or specifications provided by Mastdata; and (c) the terms of this Agreement.

The confidentiality obligations in this clause do not apply to information that: (a) is or becomes publicly available other than through your breach; (b) you already possessed before receiving it from Mastdata; (c) you receive from a third party lawfully and without restriction; or (d) you are required to disclose by law or court order, provided you give Mastdata prompt written notice where permitted.

Governing Law. This Agreement shall be governed by and construed in accordance with the laws of England and Wales. Each party irrevocably submits to the exclusive jurisdiction of the courts of England and Wales.

Entire Agreement. This Agreement, together with Mastdata's Terms of Use and Privacy Policy, constitutes the entire agreement between the parties relating to the API and supersedes all prior agreements, understandings, and representations.

No Assignment. You may not assign or transfer any right or obligation under this Agreement without Mastdata's prior written consent. Mastdata may assign this Agreement without restriction.

Amendments. Mastdata may update this Agreement at any time. Continued use of the API following notice of an update constitutes acceptance of the revised terms.

Severability. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

No Waiver. Failure by Mastdata to enforce any provision of this Agreement shall not constitute a waiver of its right to enforce that provision in future.

Independent Contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship between the parties.

Notices. Notices under this Agreement shall be in writing and delivered by email (with confirmation of receipt) or by post to the registered address of the relevant party.