DrugBank Terms of Service

Updated: August 29, 2016

This website, drugbank.com (the "Site"), is owned and operated by OMx Personal Health Analytics Inc. ("OMx", "we" or “us”). By using the Site, services provided on the Site, or content we make available to you through the services (collectively, the "Services"), you agree to be bound by the following Terms of Service, as updated by us from time to time (collectively, the "Terms"). Please read them carefully. If you don’t agree to these Terms, you may not use the Services.

DrugBank is a unique bioinformatics and cheminformatics resource owned by The Governors of the University of Alberta (the “University”) that combines detailed drug data with comprehensive drug target information (the “DrugBank Data”). Dr. David Wishart and the Metabolomics Innovation Centre are the originators of DrugBank. OMx is the exclusive licensor of the DrugBank Data, as defined herein, and has the right and authority to make use of, redistribute, and license the DrugBank Data, in whole or in part.

1) Signing up

In order to use the Services, you must register for a DrugBank API account (“Account”). When you use our application program interfaces (APIs), each request to an API must include one of your Account's unique API keys.

Please carefully guard the security of your Account and monitor use of your API keys. You are responsible for all use of the Services under your Account, whether or not authorized, including any use of your API keys. At our discretion, we may make limited exceptions to this policy for unauthorized use of your Account if you notify us of the problem promptly.

Any online service or application that you develop using the Services must use reasonable security measures to protect your users’ information and the DrugBank Data. You must promptly report any security deficiencies in, or intrusions to, your online services or applications to OMx via email to info@omx.io. In order to use the Services, you must be either 18 years of age or older, or at least 13 years of age and possess parental or guardian consent to agree to these Terms. By registering for an Account or providing personal information on the site, you represent that you are either 18 years of age or older or are at least 13 years old and possess parental or guardian consent.

If you are entering into this agreement and agreeing to these Terms on behalf of your company or another legal entity, you represent that you have the authority to bind that entity to these Terms, in which case "you" will mean the entity you represent.

2) Our services

We will make the DrugBank API Services available to you in accordance with our Service Level Agreement. Subject to these Terms, we grant you a limited, non-exclusive, non-assignable, non-transferable, revocable license to:

• Use the Services to develop online services and online, desktop, or mobile applications; and
• Make the Services available to end users in connection with their use of your online services and online, desktop, or mobile applications.

If you have not subscribed to a paid plan, you may only use the Services for evaluation and development purposes, and not for commercial applications.

If you subscribe to one of our paid plans, your use of the Services is restricted to developing online services and online, desktop, or mobile applications that make use of the DrugBank Data, subject to these Terms.

If you require a bulk download of DrugBank Data or wish to produce a derivative dataset, please contact us at info@omx.io or visit https://www.drugbank.com/data to obtain information about a DrugBank Commercial Data License.

3) Drug Information APIs

Our collection of APIs includes the Drug API, Drug Products API, Drug Name Search API, and Drug-Drug Interaction API (collectively, the “Drug Information APIs”). You may access the DrugBank Data hosted by OMx only through our APIs.

You must access DrugBank Data only and directly through the Drug Information APIs. You may cache Drug Information on end-user devices (e.g., laptops, smartphones, or tablets) for offline use, but each device must populate its cache using direct requests to the Drug Information APIs and content from a cache may only be consumed by a single end user.

4) Prohibited Uses

You may not redistribute DrugBank Data, including from a cache, by proxying, or by using a screenshot or other static image instead of accessing DrugBank Data through the Drug Information APIs. Scraping or downloading DrugBank Data in bulk is strictly prohibited, but downloading DrugBank Data for offline caching on a single end user’s device is acceptable. You may not combine DrugBank Data with other information for the purpose of producing a derivative dataset for commercial distribution.

If you require a bulk download of DrugBank Data or wish to produce a derivative dataset, please contact us at info@omx.io or visit https://www.drugbank.com/data to obtain information about a DrugBank Commercial Data License.

You may not use results from the DrugBank API to:

a. develop a general database of drug information, drug-drug interactions, drug targets, or to develop any other general purpose drug information database; or b. develop or test another drug information application or API.

5) End Users

You must provide the following disclaimer to all end users in connection with their use of your online services and online, desktop, or mobile applications:

The DrugBank Data is intended for educational and scientific research purposes only and you expressly acknowledge and agree that use of the DrugBank Data is at your sole risk. There is no warranty on the accuracy of the DrugBank Data, and reliance on the DrugBank Data shall be at your sole risk. DrugBank Data is not intended as a substitute for professional medical advice, diagnosis or treatment.

6) Drug-Drug Interactions Search API, Drug Indication Search API and Drug Search API

Results from Drug-Drug Interactions Search API, Drug Indication Search API and Drug Search API may not be stored.

For other use cases or additional rights, please contact us about an Enterprise Plan. (https://www.drugbank.com/contact?ref=terms_enterprise_plan)

7) DrugBank on mobile

For all mobile applications that use the Services, you must:

• Limit use of your application to users who are at least 13 years of age.
• Comply with all local laws, regulations and requirements related to information access or sharing.

• You must provide the following disclaimer to all end users in connection with their use of your mobile application:

  The DrugBank Data is intended for educational and scientific research purposes only and you expressly acknowledge and agree that use of the DrugBank Data is at your sole risk. There is no warranty on the accuracy of the DrugBank Data, and reliance on the DrugBank Data shall be at your sole risk. DrugBank Data is not intended as a substitute for professional medical advice, diagnosis or treatment.

8) Unlawful and other unauthorized uses

You agree to comply with all applicable laws, regulations, and third party agreements in your use of the Services.

You may not use the Services in any manner that could damage, disable, overburden or impair our servers or network, the Services or interfere with any other party's use of the Services. You may not attempt to gain unauthorized access to the Services or computer systems or networks through hacking, password mining or any other means.

You may not use the Services to:

1. Create a false identity or otherwise attempt to mislead others as to the identity or origin of any communication;
2. Interfere with or attempt to gain unauthorized access to any computer network;
3. Install or transmit viruses, trojan horses, worms, malware or any other malicious code or program that is designed or intended to disrupt, damage or limit the function of the Services;
4. Infringe on any proprietary right of any party, including patent, trademark, trade secret, copyright, right of publicity or other rights;
5. Violate the privacy of any third party;
6. Engage in any other activity deemed by OMx to be in conflict with the spirit or intent of these Terms.

You may not modify, create derivative works from, reverse engineer, or attempt to derive any source code from the Site’s software, except as expressly permitted by a written license from us.

9) End users and notification

You may not allow your end users or other third parties to use the Services in any way that would violate these Terms and you agree to take reasonable efforts to prevent such use. You agree to promptly notify OMx in writing if you become aware of any misappropriation or unauthorized use of the Services.

You may not allow access to the Drug Information APIs to any third parties. Anyone who wants access to the Drug Information APIs must agree to be bound by these Terms and create an Account.

10) Documentation

In addition to the requirements above, you agree to adhere to the policies posted on this Site in conjunction with the Services, including accompanying documentation. Those policies are incorporated by reference into these Terms.

11) Charges and payment

Some of the subscription plans and Services require payment. We may charge your credit card on an ongoing basis in advance of providing Services or as needed for prepayments for your subscription fee, any applicable sales taxes, and any other charges you may incur in connection with your use of the Services. The subscription fee is billed in full on the first day of each billing period, unless and until you cancel your subscription.

If your account exceeds the API calls allowed by your subscription plan, we may charge you overage fees at the end of your billing period. Overage rates vary by plan. You agree to pay overage fees for all usage including requests that result from unexpected traffic.

We are not responsible for any bank fees, interest charges, finance charges, over draft charges, or other fees resulting from charges billed by OMx. Currency exchange settlements will be based on agreements between you and the provider of your credit card.

All charges are non-refundable unless expressly stated otherwise, or otherwise provided by applicable law.

12) Ownership: Our content and third party content

Other than your content, all content displayed on the Site or accessible through the Services, including text, images, software or source code, are the property of OMx and/or third parties and are protected by Canadian and international copyright laws. Logos and product names appearing on or in connection with the Services are proprietary to OMx or our licensors. You may not remove any proprietary notices or product identification labels from the Services.

13) Feedback

You agree that we may freely exploit and make available any and all feedback, suggestions, ideas, enhancement requests, recommendations or other information you provide relating to the Services.

14) Publicity

During the term of this agreement, you hereby grant us a worldwide, non-exclusive, royalty-free, non-transferable license to use your trademarks, service marks, and logos for the purpose of identifying you as an OMx customer. These will be used to promote and market our services. If you prefer we not use your logo, name or other trademarks or service marks, please let us know and we will respect your decision and not make use of them.

15) Account cancellation or suspension

We value you as a customer and don’t want you to leave, but you may cancel your subscription at any time. Please note, however, that we do not give pro-rated refunds for unused time if you cancel during the middle of a billing cycle.

The limited license granted by these Terms terminates automatically, without notice to you, if you breach any of these Terms. Upon termination of the limited license, you agree to immediately destroy any materials downloaded from the Services.

In addition, OMx may cancel or suspend your account for any reason by providing you thirty days’ advance notice. Upon cancellation or suspension, your right to use the Services will stop immediately and you shall have no further rights to access or make use of any portion of the DrugBank Data. You may not have access to data that you stored on the site after we cancel or suspend your account. You are responsible for backing up your own data that you use with the Services. If we cancel your account in its entirety without cause, we will refund to you on a pro-rata basis the amount of your payment corresponding to the portion of your service remaining right before we cancelled your account.

16) Changes to services or terms

We may modify these Terms and other terms related to your use of the Services (like our Privacy Policy or Service Level Agreement) from time to time, by posting the changed terms on the Site. All changes will be effective immediately upon posting. Please check these Terms periodically for changes. Your continued use of the Services after we post of changes constitutes your binding acceptance of the new terms.

We may change the features and functions of the Services and Drug Information APIs. It is your responsibility to ensure that calls or requests you make to the Services are compatible with the then-current Drug Information APIs. We attempt to avoid changes to our APIs that are not backwards compatible, but such changes may occasionally be required. If that happens, we will use reasonable efforts to notify you prior to deploying the changes.

17) Release Indemnification

By using the Services, you agree to limit your legal remedies to claims against third parties, excluding the University and OMx, who have caused you harm.

To the maximum extent permitted by law, you agree to indemnify and hold harmless the University and OMx, their affiliates and their respective directors, officers, employees and agents from and against any and all claims, losses, damages, costs and expenses, including legal fees and disbursements, incurred by the University and OMx arising out of:

• Your use of the Services;
• Your violation of these Terms;
• Your end users’ use of the Services in or through an application or service you provide; and
• Content you or your end users submit, extract or transmit through the Services.

18) Disclaimers

THE DRUGBANK DATA AND THE SERVICES ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND. THE UNIVERSITY AND OMX MAKE NO REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE DRUGBANK DATA AND THE SERVICES AND SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE UNIVERSITY AND OMX EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO THE DRUGBANK DATA AND THE SERVICES INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, OF SATISFACTORY QUALITY, RELIABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY AND NON-INFRINGEMENT.

The University and OMx make no representation or warranty to you that the information provided or accessible directly or through the Services is effective, accurate, reliable or correct; that the Services will meet your requirements; that the Services will be available at any particular time or location; that the Services will function in an uninterrupted manner or be secure; that any defects or errors will be corrected; or that the Services are free of viruses or other harmful components. You assume full responsibility and risk of loss resulting from any use of the DrugBank Data and the Services or other material obtained from the Site.

The DrugBank Data is intended to be used only as general education and scientific reference tools. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF DRUGBANK DATA IS AT YOUR SOLE RISK. THE UNIVERSITY, OMX AND THEIR AFFILIATES DO NOT WARRANT THE ACCURACY OF THE DRUGBANK DATA. YOU ACKNOWLEDGE THAT THE UNIVERSITY AND/OR OMX ARE NOT PROVIDING MEDICAL, DIAGNOSTIC OR ANY OTHER ADVICE THROUGH THE SERVICES OR BY PROVIDING ACCESS TO THE DRUGBANK DATA. THE DRUGBANK DATA IS NOT INTENDED AS A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT.

19) Limitation of liability

THE UNIVERSITY AND OMX WILL NOT BE LIABLE FOR ANY DAMAGES OR LOSSES ARISING FROM YOUR USE OF THE SERVICES OR THE DRUGBANK DATA ARISING UNDER THESE TERMS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE UNIVERSITY AND OMX BE LIABLE TO YOU FOR ANY LOSS OF PROFITS, INTERRUPTION TO BUSINESS, HARM TO REPUTATION, USE OF DATA, OR FOR ANY INCIDENTAL, DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, HOWEVER ARISING, THAT RESULT FROM (I) YOUR USE OR INABILITY TO USE THE SERVICES; (II) THE SERVICES GENERALLY OR THE SOFTWARE OR SYSTEMS THAT MAKE THE SERVICES AVAILABLE; (III) ANY DEFECT, ERROR OR FAILURE TO PERFORM WITH RESPECT TO THE SERVICES OR THE DRUGBANK DATA; OR (IV) ANY INTERACTIONS WITH OTHERS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE UNIVERSITY AND OMX HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH IN THESE TERMS IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. The University and OMx will have no liability for any failure or delay due to matters beyond our reasonable control, including the failure of any integrated or ancillary third-party service used in conjunction with the Services.

20) Intellectual Property Infringement

In the event that the DrugBank Data or Services are found by a court of competent jurisdiction, or any other duly appointed adjudicator, to infringe upon the rights of a third party, OMx shall use its best efforts to:

a. modify the Services and/or the DrugBank Data to become non-infringing, without substantially affecting your use of the Services.

21) Insurance

You shall procure and maintain public liability and product liability insurance in reasonable amounts with a reputable and financially-secure insurance carrier in relation to your use of the Services.

You shall furnish OMx with a copy of the insurance policy complying with this section within 15 days of receiving a written request for same.

22) Arbitration

If any claim, dispute or controversy occurs between you and OMx relating to the interpretation or implementation of any of the provisions of these Terms or the Services, we will first attempt to resolve the dispute with you informally. IF WE CANNOT REACH A RESOLUTION, SUCH DISPUTE SHALL BE RESOLVED BY PRIVATE, CONFIDENTIAL AND BINDING ARBITRATION. Such arbitration shall be conducted by a single arbitrator. The arbitrator shall be appointed by agreement between the parties or, in the absence of an agreement, such arbitrator shall be appointed by a justice of the Court of Queen’s Bench (Alberta) in Edmonton upon the application of any of the parties. Arbitration shall be held in the City of Edmonton. The arbitration shall proceed in accordance with the provisions of the Arbitration Act, RSA 2000. Subject to any right of appeal, the decision arrived at by the arbitrator shall be final and binding.

Notwithstanding this section, OMx shall have the right to seek temporary restraining orders and injunctive relief from a court of competent jurisdiction in any jurisdiction. In no event shall you seek or be entitled to injunctive or other equitable relief.

23) Waiver of Class Proceedings

TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, AND EXCEPT WHERE EXPLICITLY PROHIBITED UNDER STATUTE, YOU HEREBY WAIVE ANY RIGHT YOU MAY HAVE TO COMMENCE OR PARTICIPATE IN ANY CLASS ACTION LAWSUIT AGAINST THE UNIVERSITY OR OMX, INCLUDING THEIR OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AFFILIATES, OR AGENTS, RELATED TO ANY CLAIM, DISPUTE OR CONTROVERSY ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES OR THESE TERMS. Where applicable, you hereby agree to opt out of any class proceeding against the University or OMx otherwise commenced.

24) Governing Law

These Terms and any access to or use of the Services shall be governed by, and construed in accordance with, the laws in force in the Province of Alberta.

25) Severability

If any portion or provision of these Terms shall to any extent be declared illegal or unenforceable at law, then the remainder of these Terms, or the application of such portion of provision in circumstances other than those as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision of the Agreement shall be valid and enforceable to the fullest extent permitted by law.

26) No Assignment

OMx may assign or delegate these Terms, in whole or in part, to any person or entity at any time with or without your consent and without prior notice to you. You may not assign or delegate any rights or obligations under this Agreement, including these Terms, without OMx’s prior written consent, and any unauthorized assignment and delegation is void.

27) Headings and Summaries

The headings, captions and summaries in these Terms are for convenience only and in no way define or describe the scope or content of any provision of these Terms.

28) No Waiver of Covenants

Failure by any party to insist upon the strict performance of any of the covenants, agreements, terms, provisions or conditions contained in these Terms or to exercise any election shall not be construed as a waiver or relinquishment of such covenant, agreement, term, provision or condition but the same shall continue and remain in full force. No waiver shall be deemed to have been made unless expressed in writing.

29) Independent Agents

You acknowledge that we are independent agents under these Terms and no other relationship with the University or OMx is intended, including a partnership, joint venture, employer/employee, franchise or other special relationship.

30) Entire Agreement

These Terms, in combination with all related policies and guidelines (including but not limited to the Privacy Policy and the Service Level Agreement), incorporated by reference, constitute the entire agreement between you and OMx and supersede all prior communications, agreements and understandings, written or oral, with respect to the subject matter of these Terms.

** You acknowledge that you fully understand these Terms of Service and will be bound by these Terms of Service. **

DrugBank Service Level Agreement

The Drug API, Drug Products API, Drug Name Search API, and Drug-Drug Interaction API (collectively, the “Drug Information APIs”, individually, a “DrugBank API”) will be available for paid subscribers 99.9% of the time every month. If OMx does not meet this guarantee, you will be eligible to receive a Service Credit as described below.

Defining unavailability

A DrugBank API will be considered unavailable when it is inaccessible during two or more consecutive 90-second intervals. If a DrugBank API is accessible in some regions but not others, availability for the DrugBank API for the relevant time period will be calculated as the fraction of your DrugBank API requests that are failing worldwide.

Uptime in a month will be calculated across Drug Information APIs based on the uptime of each DrugBank API you use during the month, weighted by the fraction of all your Drug Information API requests accounted for by each DrugBank API during that month. For purposes of this guarantee, a "month" means a calendar month.

Service credits

Service credits are calculated as a percentage of the total charges you owe us for the Services (as defined in the Terms of Service) each month, or your annual fee divided by 12, as follows:

Total Available Uptime (across all APIs) per month	Credit Amount
100% - 99.9%	0%
99.89% - 99%	10%
Less than 99%	25%

To receive a credit, you must contact OMx within 30 days following the end of the unavailability via email at info@omx.io and include the dates and times of unavailability. If we confirm that the uptime percentage in a month covered by your request is below 99.9%, we will issue you the service credit. Service credit is added to the end of your term for the Services, and cannot be exchanged for, or converted to, monetary compensation. The maximum service credit that we will issue for downtime in a month is 25% of the fees you otherwise owe us for that month.

This Service Level Agreement is your sole and exclusive remedy (and our sole liability) for unavailability of the Services.

Limitations

A period of unavailability is excluded from the service level guarantee, and will not count towards unavailability calculations for purposes of service credits, if:

• the unavailability is due to scheduled maintenance, provided we notify you at least 5 days in advance;
• you are in breach of our Terms of Service, or your services agreement with us, as applicable (including your payment obligations to us), or the unavailability is otherwise due to your actions;
• the unavailability is caused by factors outside of our reasonable control, including a force majeure event; internet access problems; blocking, filtering, or censorship of our services by a government or other third party; or other problems beyond our services.