Udemy API Agreement
These API Terms were last updated on December 4, 2018.
To help our instructors and affiliates get the most out of Udemy, we (Udemy, Inc.) offer a set of APIs, developer tools, and associated software (together, the “APIs”). By accessing or using the APIs, you (or the company you represent) agree to be bound by the terms below, which may be updated from time to time, and by any applicable policies and guidelines (collectively, the “Terms”).
1. Registering for the APIs
1.1 Accepting the Terms. You must be at least 18 years of age to use the APIs. You may not access the APIs if you are barred from using or receiving the APIs under the applicable laws of the United States or other countries, including the country in which you reside or from which you use the APIs.
1.2 Use on Entity’s Behalf. If you are using the APIs on behalf of a company or other entity, you represent and warrant that you have full legal authority to bind it to these Terms and acknowledge that all references to “you” in the Terms refer to that entity.
1.3 Updating Your Information. When you register for the APIs, we may require you to submit information about yourself. You must provide and continue to provide accurate and complete information, including a valid email address.
2. Using the APIs & API Data
2.1 Access to APIs. Subject to these Terms, we grant you a non-exclusive, non-transferable, revocable right, without the right of sublicense, to access and use the APIs to create applications, websites, or other tools using the APIs (each, an “App”). When you use the APIs, you do not acquire ownership of any rights to the APIs, nor to any data or content accessed through them (“Content”).
2.2 Permitted Uses. You will comply with all applicable laws, including laws regarding the import or export of data or software, privacy laws, and local laws. You may only access those APIs for which we provide documentation at https://lacounty.udemy.com/developers/ (“Developer Documentation”), and you will comply with all guidelines posted there. Content accessible through the APIs may be subject to intellectual property and data privacy rights. Where it is, you may not use it unless you are permitted to do so by the owner of that content or are otherwise permitted by law.
2.4 Limits and Restrictions. We set and enforce limits on your use of the APIs in our sole discretion. We may change the limits at any time by revising the Developer Documentation. You agree that you will not:
- attempt to circumvent the limitations documented in the Developer Documentation;
- create an App that is for commercial or other non-personal use (except that you may use the Affiliate API for commercial activities authorized under our Affiliate Terms & Conditions;
- create an App that recreates a core functionality of, or replaces, any Udemy product or service in a way that is likely to cause us reputational or financial damage;
- cache or store any personal data, as defined by applicable data privacy laws such as the European Union’s General Data Protection Regulation (GDPR);
- combine or enrich any personal data with data obtained through third-party sources;
- collect, store, or share Udemy account passwords;
- copy, reformat, reverse-engineer, or otherwise modify the APIs or any Udemy product or service; or
- engage in any deceptive, misleading, illegal or unethical activities, or activities that otherwise may be detrimental to the APIs, Udemy, our users, or the public.
2.5 Sharing Apps. You will not share or sell the Apps you develop, except that you may share these Apps with co-instructors and teaching assistants for use in developing, maintaining, or supporting courses for which you are an instructor. Co-instructors and teaching assistants using your App must use their own token for authentication. You will not share any passwords, keys, tokens, secret, or other access credentials that allow you to access the APIs or Content (“Developer Credentials”).
2.6 Security. You will always use and have in effect appropriate administrative, physical, and technical safeguards that (a) meet or exceed industry standards with respect to the sensitivity of the data you are accessing; (b) are compliant with applicable laws and regulations (including data security and privacy laws and regulations), and (c) are designed to prevent unauthorized access, use, processing, storage, destruction, loss, alteration, or disclosure of personal data. You will keep confidential all Developer Credentials that we issue to you. You will work with us to immediately correct any security deficiency, and will immediately disconnect any intrusions or intruder. If your App experiences a security deficiency or intrusion, you will coordinate with us on any public statements (e.g. press, blog posts, social media, etc.) before publishing them.
2.7 Deletion. You must immediately delete all Content if we terminate your use of the APIs, except when doing so would cause you to violate any law or obligation imposed by a governmental authority.
2.8 Monitoring. You agree that we may monitor your use of the APIs to ensure quality, improve our products and services, and verify your compliance with the Terms. You agree to assist us with this monitoring by providing us with information about your App and storage of Content, which may also include access to your App and other materials related to your use of the APIs. If you do not demonstrate full compliance with these Terms, we may restrict or terminate your access to the APIs without notice to you.
3. Rights We Reserve
At any point in the future, we reserve the right to do any of the following: charge fees for access to any of the APIs, offer or cease to offer support for the APIs, modify the APIs and require you to use those subsequent versions, require you to use the API in a different manner, deprecate any API in our sole discretion, or independently develop products or services that may serve the same purpose as your Apps.
If we determine that your use of the APIs or Developer Credentials is against the interests of us or our users, we reserve the right to deactivate any Developer Credentials you have obtained, block your IP address, or otherwise block your use of the APIs.
Any feedback, comments, or suggestions you may provide regarding Udemy or the APIs are entirely voluntary and non-confidential and we will be free to use such feedback, comments, or suggestions as we see fit and without any obligation to you.
5. Term & Termination
These Terms will apply for as long as you use the APIs, until terminated. You may terminate these Terms by discontinuing use of the APIs. We may suspend or terminate your use of all or any of the APIs for any reason and at any time, without liability or other obligation to you.
Upon any termination of the Terms or discontinuation of your access to an API, you will immediately stop using the API and delete any cached or stored Content.
6. Disclaimers & Limitations of Liability
6.1 Warranties. To the extent permitted by law, we provide the APIs “as-is” without warranty of any kind, express or implied, including without limitation any warranty of merchantability, fitness for a particular purpose, or non-infringement. We make no representations or warranties about the suitability, reliability, availability, timeliness, security, or accuracy of the APIs or the Content for any purpose. We are not responsible for delay or failure of our performance of any of the Services caused by events beyond our reasonable control, like an act of war, hostility, or sabotage; natural disaster; electrical, internet, or telecommunication outage; or government restrictions.
6.2 No Indirect Damages. To the extent permitted by law, in no event shall either party be responsible for any indirect, punitive, or consequential damages, including lost profits or business opportunities.
6.3 Limitation of Liability. If, notwithstanding these Terms, we are determined to have any liability to you or any third party, you and we agree that Udemy’s liability will be limited to the amount, if any, that you paid us to use the applicable APIs during the six months prior to the event giving rise to the liability.
You agree to indemnify, defend (if we so request), and hold us harmless, at your expense, against any third-party claims, demands, losses, damages, or expenses (including reasonable attorney fees) arising from (a) your use of the APIs; (b) your violation of these Terms; (c) your violation of applicable privacy laws or regulations; or (d) your violation of any rights of a third party. We will: notify you in writing within thirty (30) days of our becoming aware of any such claim; give you sole control of the defense or settlement of such a claim; and provide you (at your expense) with any and all information and assistance reasonably requested by you to handle the defense or settlement of the claim. You shall not accept any settlement that (i) imposes an obligation on us; (ii) requires us to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on us without our prior written consent.
8. Miscellaneous Legal Terms
8.1 Entire Agreement; Severability. You agree that by registering for, accessing, or using the APIs, you are agreeing to enter into a legally binding contract with Udemy. Any version of these Terms in a language other than English is provided for convenience and you understand and agree that the English language will control if there is any conflict. These Terms (including any agreements and policies linked from these Terms) constitute the entire agreement between you and us. If any part of these Terms is found to be invalid or unenforceable by applicable law, then that provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms will continue in effect.
8.2 Amendment; No Waiver. From time to time, we may update these Terms to clarify our practices or to reflect new or different practices (such as when we add new features). We reserve the right to make changes to these Terms at any time in our sole discretion. If we make any material change, we will notify you using prominent means such as by email notice sent to the email address specified in your account or by posting a notice through our services. Modifications will become effective the day after they are posted unless stated otherwise. Your continued use of the APIs after changes become effective shall mean that you accept those changes. No delay in exercising any right or remedy or failure to object will be a waiver of such right or remedy or any other right or remedy. A waiver on one occasion will not be a waiver of any right or remedy on any future occasion.
8.3 Governing Law. These Terms are governed by the laws of the State of California, USA without reference to its choice or conflicts of law principles. You and we consent to the exclusive jurisdiction and venue of federal and state courts in San Francisco, California, USA.
8.4 Compliance with Laws. We will comply with all applicable U.S. state laws, U.S. federal laws, and international laws in our provision of the APIs. We reserve the right at all times to disclose any information as necessary to satisfy any law, regulation, legal process or governmental request. You will comply with all applicable laws in your use of the APIs and Content, including any applicable data privacy laws and export laws. You will comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. You will not directly or indirectly export, re-export, or transfer the APIs or Content to prohibited countries or individuals or permit use of the APIs or Content by prohibited countries or individuals.
8.5 Relationship of the Parties. You and we agree that no joint venture, partnership, employment, or agency relationship exists between us.
8.6 Branding. Nothing in these Terms gives you a right to use the Udemy name or any of the Udemy trademarks, logos, domain names, and other distinctive brand features.
8.7 Notices. No action, regardless of form, arising out of or relating to these Terms may be brought by either party more than one (1) year after the cause of action has accrued. Any notice or other communication to be given hereunder will be in writing and given by registered or certified mail return receipt requested, or email (by us to the email associated with your account or by you to firstname.lastname@example.org), and shall be deemed delivered as of the date of actual receipt.
8.8 No Assignment. You may not assign or transfer these Terms (or the rights and licenses granted under them). We may assign these Terms (or the rights and licenses granted under them) to another company or person without restriction. Nothing in these Terms confers any right, benefit, or remedy on any third-party person or entity. You agree that your account is non-transferable and that all rights to your account and other rights under these Terms terminate upon your death.
8.9 Injunctive Relief. You acknowledge that the unauthorized use or disclosure of the Content or any Developer Credentials may cause irreparable harm to us or our users. Accordingly, you agree that we will have the right to obtain an immediate injunction against any breach or threatened breach of these Terms, as well as the right to pursue any and all other rights and remedies available at law or in equity for such a breach.
8.10 Survival. The following sections shall survive the expiration or termination of these Terms: 2.6 (Security), 2.7 (Deletion), 3 (Rights We Reserve), 4 (Feedback), 5 (Term & Termination), 6 (Disclaimers & Limitations of Liability), 7 (Indemnification), and 8 (Miscellaneous Legal Terms).