Developer Terms

Last updated

22 April 2024

Welcome to Teya Developer, Teya’s developer portal! We are happy that you have chosen to integrate with Teya through our platform (“Developers Portal”). 

The terms and conditions set out here (“Developers Portal Terms”) govern your use of Teya’s software development kit files, tools, programs and utilities, as well as any plug-in or other application programming interfaces (“APIs”), sample code (including runtimes and libraries) and related documentation (collectively “Developer Tools”). 

When you use Developers Portal, you also agree to the Teya General Terms and the Data Processing Addendum, which are incorporated into these Developers Portal Terms by reference, including any amendments made from time to time. If you do not understand any provisions of these Developers Portal Terms, please contact us before using Developers Portal.  

Unless otherwise defined herein, capitalised terms have the same meaning as in the Teya General Terms. To the extent that there is a conflict between these Developers Portal Terms and the terms referenced above, these Developers Portal Terms will prevail.   

For information about how we treat your information, please see our Privacy Policy. 

1. Definitions

Affiliate: means any entity that directly or indirectly controls, is controlled by or is under common control with the subject entity, where “control” means having the direct or indirect ownership of, or right to exercise, more than 50% of the voting interests of the subject entity;  

Data: as defined in the Teya General Terms;  

Data Protection Law: means (i) the Data Protection Act 2018 and any successor legislation: and (ii) for so long as and to the extent that the law of the European Union has legal effect in the UK, the General Data Protection Regulation ((EU) 2016/679) and any other directly applicable EU regulation relating to privacy; 

Integrated Service: means the applications, websites, products or services you operate and offer that interact with Developer Tools; 

Intellectual Property Rights: means all intellectual and industrial property rights of any kind (whether created prior to, on or after your access to the Teya APIs or Developer Tools) including, without limitation, patents, rights in any invention, discovery or process, copyright and related rights, moral rights, trade marks, service marks, and domain names, rights in designs, utility models, trade or business names, confidential information, know-how, rights in computer software, database rights, topography rights, passing-off rights, rights in get-up and rights in goodwill (in each case, whether registered or unregistered) and including applications for any of the foregoing and the right to apply therefore and all renewals or extensions of such rights and all similar or equivalent rights or forms of protection which subsist now or in the future, in each case in any part of the world; 

Non-Teya Service: means a service, feature, software or product that is inter-operable with an Integrated Service and which may be provided by you, a third party (including an Affiliate) or Teya (on behalf of a third party, including an Affiliate); 

Teya: means Teya Services Ltd. (company number: 12271069), registered at Third Floor, 20 Old Bailey, London, United Kingdom, EC4M 7AN; and 

Teya Customers: means customers who are signed up to receive one or more Teya services. 

2. Using Developers Portal

Through Developers Portal, you may use Developer Tools to access certain types of Data, to the extent required for your Integrated Service, and use certain Teya APIs and Teya Services in connection with your Integrated Service. In certain instances, your access to Data may, in addition to limitations set out below, be subject to Teya Customers’ approval. You are solely responsible for, and Teya disclaims all liability for, your Integrated Service. Please note that a Teya Account is necessary to access and use Teya’s APIs and the Developer Tools, as further set out in the Teya General Terms.  

Your use of the Developer Tools and Data are subject to certain limitations on access, calls and use as set out in these Developers Portal Terms, the Teya documentation accompanying such Developer Tools, or as otherwise provided to you by Teya. Teya reserves the right to withdraw or alter at any time previously granted authorisations related to Data you may access via the Developer Tools. You will not misrepresent or mask either your identity or the nature of your Integrated Service when using the Developer Tools or developer accounts. If we believe that you have attempted to exceed or circumvent these limitations, your ability to use Developer Tools and Data may be temporarily or permanently suspended. 

If your Integrated Service enables Teya Customers to access their Data, Teya reserves the right to require you to enable such Teya Customers to log into their Teya Account via the Oauth protocol. Where we require you to enable Teya Customers to log into their Teya Accounts, Teya Customers without a Teya Account shall be given the opportunity to create a new Teya Account as provided by Teya. You will not solicit or store Teya passwords or any other information that can be used (by you or others) to identify a Teya Account holder or access their Data. 

You will use the Developer Tools and operate the Integrated Services through your access to the Developer Tools only as permitted by Applicable Law (including without limitation laws regarding the import or export of data or software, privacy or local laws). You will not use Developer Tools to encourage or promote illegal activity. You will only access the applicable Developer Tools following the implementation instructions and other requirements specified in the documentation for such Developer Tools, or as otherwise provided by us from time to time. 

You are fully responsible for the security of data on your site and processed via your Integrated Service. You agree and warrant that you and your Integrated Service will at all times, at your effort and expense, be compliant with Data Protection Law (along with any replacements or updates to such laws), the Payment Card Industry Data Security Standard (PCI DSS) and the Payment Application Data Security Standard (PA-DSS), as applicable. At Teya’s request, you will promptly provide us with documentation evidencing your compliance with PCI DSS and/or PA-DSS. You will use and access the Developer Tools in accordance with the documentation and instructions provided by Teya and in no circumstances will you store, process or transmit any cardholder’s account number, expiration date, or CVV2 except as described in that documentation. Further, you may not disclose card information to any third party, other than in connection with processing card transaction requested by a customer in accordance with the Integrated Service and in a manner consistent with PCI DSS and Applicable Law. 

You provide Teya with a paid-up, royalty-free, revocable, worldwide, non-exclusive, non-transferable license to use your Integrated Services for testing, review or other related purposes to ensure that your Integrated Service complies with these Developers Portal Terms. You may revoke this license at any time by providing written notice to us. If you revoke this license, these Developers Portal Terms will immediately terminate. 

If your Integrated Service is provided at a fee to your customers, the fees you charge will be identified separately from the fees Teya charges for its Services. 

Where available, Teya APIs may be used to facilitate your collection of fees from Teya Customers. You are responsible for clearly and accurately describing the fees you collect from Teya Customers and you will notify them prior to making any changes to those fees. If you are utilising Teya APIs in order to charge fees from Teya Customers on a per-transaction basis, then you authorise Teya to act as your agent for the limited purposes of holding, receiving, and disbursing payments, consisting of and/or sourced from such Teya Customers’ payment processing proceeds. You acknowledge and agree that Teya does not act on your behalf or on the Teya Customers’ behalf as money transmitter or a money services business (as those terms are commonly construed under Applicable Law) or in any other similar capacity except as expressly provided in these Developers Portal Terms. You acknowledge and agree that you will be solely responsible for collecting and remitting to any taxing authority any sales, value-added or similar taxes for your Integrated Service.

3. Prohibitions related to Data and Developer Tools

You will not, nor will you permit another party, without the express consent of the relevant owner, to: 

(a) scrape, build databases, store, or otherwise create permanent copies of Data accessed or obtained through the Developer Tools, except as necessary to enable an intended usage of your Integrated Service;  

(b) copy, translate, modify, create derivative work of, sell, lease, sublicense, distribute or publicly display any Data; or 

(c) make statements or represent yourself or your Integrated Service as an agent of Teya. Additionally, you and your Integrated Service will clearly identify its purpose to the Teya Customers and not mislead or deceive Teya Customers with respect to how your Integrated Service performs on behalf of Teya Customers or what Data your Integrated Service may access and manipulate.  

You will not, nor will you permit another party to: 

(a) sell, rent, lease, sublicense, redistribute or syndicate access to Developer Tools or to Content other than your own; or 

(b) create a service that functions substantially the same as Developer Tools or any Teya Service.

4. Feedback, accountability and intellectual property rights

Your feedback is important to us. 

You also acknowledge that as between you and us, we own all right, title and interest in and to Developer Tools, and Teya Services (and any derivative works or enhancements thereof), including but not limited to all Intellectual Property Rights therein. You agree not to do anything inconsistent with such ownership. Any rights not expressly granted herein are withheld. 

Subject to the above, as between you and Teya, you retain all worldwide right, title and interest in and to your Integrated Service, including but not limited to all Intellectual Property Rights therein. 

During the term of these Developers Portal Terms, you and your Affiliates may provide feedback to Teya or its Affiliates. You grant, on behalf of yourself and your Affiliates, to Teya and its Affiliates a perpetual, worldwide, non-exclusive, irrevocable, royalty-free license to make use of such feedback for any purpose, including developing, improving, manufacturing, promoting, selling and maintaining the Teya Services.  

5. Fees

Teya’s APIs and Developer Tools are currently provided free of charge. However, Teya reserves the right to introduce Fees for its Services related to the Teya APIs and Developer Tools upon notice to you. If you access and use paid Teya APIs or Developer Tools, you agree to pay the Fees for the Teya APIS or Developer Tools you have purchased and any applicable Taxes as set forth on our website, in your Teya Account settings, or as otherwise provided by us by the payment date we specify to you.

6. Privacy and Data Protection

Each party shall comply with all applicable requirements of Data Protection Law and shall be liable for its own acts and/ or omissions under Data Protection Law. This section is without prejudice to a party's rights and obligations under Data Protection Law. 

Each party shall: (a) ensure that it has in place and maintains all necessary consents and permissions to transmit to, and otherwise share, Personal Data with the other party for the purposes of these Developers Portal Terms; (b) notify the other party promptly if it receives a request or notice from a data subject exercising its right under the Data Protection Law or from a regulator or regulatory body with respect to the processing of Personal Data in relation to these Developers Portal Terms and, in which case, each party shall provide such information, access, cooperation and assistance as the other party may reasonably request; and (c) provide such information, cooperation and assistance as the other party may require reasonably to assist it to comply with its own obligations under the Data Protection Law (including by completing questionnaires and due diligence exercises promptly, completely and accurately).

7. Third-Party Services

Where you use any Non-Teya Service, and there is an exchange of data between you and the provider of such product or service, this is solely between you and the Non-Teya Service provider. We shall not be responsible for any statements, offers or other information made available from the Non-Teya Service and we cannot guarantee the performance, accuracy, integrity or quality of any Non-Teya Service. 

We cannot guarantee the continued availability of the Developer Tools (and may modify them and/or cease providing them in whole or in part without entitling you to any refund, credit, or other compensation) if, for example and without limitation, the Non-Teya Service provider ceases to make available, or changes, the Non-Teya Service. 

8. Disclaimer of Warranty

Developer Tools are provided on an “as is” and “as available” basis. Use of the Developer Tools is at your own risk. To the maximum extent permitted by Applicable Law, the Developer Tools are provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability or satisfactory quality, fitness for a particular purpose, or non-infringement. No advice or information, whether oral or written, obtained by you from Teya or through any Developer Tool will create any warranty not expressly stated herein.  

Without limiting the foregoing, Teya, its processors, its providers, its licensors (and their respective subsidiaries, Affiliates, agents, directors, and employees) do not warrant that the Developer Tools: 

(a) are accurate, reliable or correct;  

(b) that Developer Tools will meet your requirements;  

(c) will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or  

(d) are free of viruses or other harmful components.  

Any Data downloaded or otherwise obtained through the use of the Developer Tools are downloaded at your own risk and you will be solely responsible for any damage to your property or loss of data that results from such download. 

9. General

These Developers Portal Terms do not limit any rights that Teya may have under trade secret, copyright, patent, or other laws.  

For the avoidance of doubt, provisions around general terms not covered in these Developers Portal Terms, including but not limited to term and termination, restrictions and unauthorised or illegal use, intellectual property, data, taxes, indemnification, limitation of liability, warranties, severability, force majeure, and disputes, shall be governed by the Teya General Terms.