12. General Terms

a) Applicable Law

  1. United States. If you reside in the United States, Texas state law governs the interpretation of these API Terms and applies to claims for breach of it, regardless of conflict of laws principles. The laws of the state where you live govern all other claims, including claims under state consumer protection laws, unfair competition laws, and in torts.
  2. Outside the United States. If you reside in any other country, the laws of that country apply.

b) Support. Because the Token Metrics APIs are provided "as is," we may not provide support services. You are solely responsible for the quality of your Application and for providing support for your Application.

c) Assignment and Delegation. You may not assign or delegate rights or obligations under these API Terms, including in connection with a change of control. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under these API Terms, fully or partially, without your notice.

d) Reservation of Rights. Token Metrics reserves all rights not expressly granted herein. You acknowledge that all intellectual property rights within the Token Metrics APIs and Token Metrics Offerings remain the property of Token Metrics. Nothing within these API Terms will act to transfer any of these intellectual property rights to you.

e) Token Metrics and you are independent contractors. Nothing in this Agreement shall be construed as creating an employer-employee relationship, processor-subprocessor relationship, a partnership, or a joint venture between the parties.

f) No Waiver. Either party's failure to act concerning a breach of these API Terms does not waive either party's right to act concerning that breach or subsequent similar or other breaches.

g) Survival. Sections of these API Terms that, by their terms, require performance after the termination or expiration of these API Terms will survive, such as, for example, the rights and requirements of Section 4 of these API Terms.

h) Modifications. We may modify these API Terms at any time with or without individual notice. Any modifications will be effective upon your continued use of the Token Metrics APIs.

i) Entire Agreement. These API Terms and any documents incorporated into these API Terms by reference constitute the entire agreement between you and us regarding the Token Metrics APIs and supersede all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy, or precedent, concerning the subject matter of these API Terms. If any provision of these API Terms is found to be illegal, void, or unenforceable, the unenforceable provision will be modified to render it enforceable to the maximum extent possible.