Device Access Sandbox Terms of Service

The Smart Device Management APIs and tools ("SDM API") enable the interconnection and communication of your devices and services with Google's devices and services.

These terms of service include legal terms that we require all developers to accept and implement on an ongoing basis as a condition of accessing and using the SDM API and any documentation, materials, code, data, including User Data (defined below), and other materials made available to you by Google (collectively with the SDM API, the "Device Access Developer Materials") to develop a client for use in connection with the SDM API ("Client").

(A) We may refer to "Google" as "we", "our", or "us" in the Terms. Google may use its affiliates in connection with the performance of its obligations and exercise of its rights under these Terms.

(B) The Terms apply to you, your subsidiaries and affiliates, your agents, any service provider(s) you work with, and both your and their employees, representatives, agents, and suppliers, if any (collectively "you").

(C) Access to the SDM API is not guaranteed upon your acceptance of these terms and Google reserves the right to accept or reject your Client at its sole discretion.

Applicable Terms.
1. Incorporation by Reference. To the extent applicable, the following terms are incorporated by reference into these Terms:
  1. Google APIs Terms of Service. By accessing or using SDM API, you are agreeing to the Google APIs Terms of Service at https://developers.google.com/terms (or any other URL as Google may provide) and the additional terms, policies and guidelines stated or referenced in this document, including the Device Access Policies (the "Device Access Additional Terms"). The Device Access Additional Terms do not limit or amend the Google API Terms of Service unless expressly stated. Collectively, we refer to the Google APIs Terms of Service, the Device Access Additional Terms, any other applicable terms listed in this Section 1.1, any accompanying API documentation, and any applicable policies and guidelines as the "Terms." You agree to comply with the Terms and agree that the Terms control your relationship with us.
  2. Google API Services: User Data Policy. When you request access to Google user data using the SDM API, the Google API Services: User Data Policy at https://developers.google.com/terms/api-services-user-data-policy governs the use of the SDM API, including any collection and use of Google user data using the SDM API ("User Data Policy"). The Device Access Additional Terms do not limit or amend the Google API Services: User Data Policy unless expressly stated.
  3. Device Access Policies. All of your products, services, or materials must comply with technical guidelines and policies for SDM API available at https://developers.google.com/nest/device-access/policies which may be updated from time to time by Google (the "Device Access Policies").
  4. Terms for Other Product(s). If at any time your Services use other Google products or services ("Other Google Product(s)"), then the Google Terms of Service at https://policies.google.com/terms and Nest Terms of Service at https://support.google.com/googlenest/answer/9327735 and terms for those Other Google Product(s) will also apply. The use of third-party products or services is subject to their applicable terms.
  5. Any branding terms provided by Google (if applicable).
2. Order of Precedence. To the extent there are any conflicts, the following order of precedence will apply:
  1. Other Google Product(s)' terms of service;
  2. Device Access Policies;
  3. other agreements between the parties covering the same subject;
  4. all other Device Access Additional Terms;
  5. Google API Services: User Data Policy; and
  6. Google APIs Terms of Service.
3. All Other Terms are Void. Google objects to any additional or different terms in your terms of service or other documents, including any of your API terms of service (if applicable). Those other terms of service and documents will be considered material alterations to these Terms and are void.
General Definitions.
1. "Google Nest Devices" means Google Nest branded products such as the Nest thermostats, Nest security cameras, Nest doorbell cameras, and any products listed at https://developers.google.com/nest/device-access/get-started#activate_a_supported_device.
2. "including" means "including but not limited to".
3. "User Data" means user information collected by your Client, including any PII, device usage information, or other information derived from access to or use of any of the SDM API and other Device Access Developer Materials.
4. "Your Content" means all content made available by you to Google through the SDM API in connection with your Client necessary to set up an SDM API connection and other content you make available through any developer console, APIs, SDKs, and tools.
5. "Your Services" means (a) your products, services, and technology, including Your Content; and (b) the products, services, and destinations to which you direct users through your Client.
6. Any examples in these Terms are illustrative and not the sole examples of a particular concept.
The SDM API.
1. For Personal Use Only.
  The Device Access Developer Materials and your Client are for your personal use only. You will not and will not authorize any third party to use the Device Access Developer Materials or your Client for any commercial purpose.
2. API Features.
  Our communications to you and the terms of the SDM API, or any features of SDM API and Device Access Developer Materials may contain confidential information. If you receive any materials or communications that are marked confidential or that would normally be considered confidential under the circumstances, then you will not disclose it to any third party without Google's prior written consent. Google confidential information does not include information that you already rightfully knew, that becomes public through no fault of your own, that you independently developed, or that was lawfully given to you by a third party. You may disclose Google confidential information when compelled to do so by law if you provide us reasonable prior notice, unless a court orders that we not receive notice.The terms of the SDM API, or any features of SDM API and Device Access Developer Materials are subject to confidentiality obligations under the Non-Disclosure Agreement you entered into with Google.
  
  No party acquires any intellectual property rights under this agreement except the limited rights necessary to use the confidential information in connection with the SDM API. Further, each party recognizes that the other party may in the future develop or purchase products or services related to or similar to the subject matter of confidential information disclosed under the Direct Access program. Accordingly, recipient of the information may use Residuals for any purpose, including use in the acquisition, development, manufacture, promotion, sale, or maintenance of products and services; provided that this right to Residuals does not represent a license under any intellectual property and/or proprietary rights of disclosing party. The term 'Residuals' means information that is retained in the unaided memories of recipient or recipient's employees or contractors as permitted herein who have had access to the disclosing party's confidential information. Memory is unaided if the recipient or recipient employee or contractor has not intentionally memorized the confidential information for the purpose of retaining and subsequently using or disclosing it.
3. Compliance with Applicable Laws.
  You will use the Device Access Developer Materials only as permitted by and in accordance with all applicable laws, including laws regarding the import or export of data or software, privacy, and any video recording, biometric data or audio recording laws that require you to give notice or obtain consent from third parties. You will not use the Device Access Developer Materials to encourage or promote illegal activity.
4. Approval, Audit and Suspension/Termination.
  1. Audit. Google reserves the right to audit any Client for compliance with these Terms. You consent to those audits which may include Google accessing and using your Client, for example to identify stability or security issues that could affect Google or its customers. You will cooperate if Google or its partners seek to gather information about you or Your Services to verify identity, to confirm compliance with requirements, for quality assurance purposes, or as required to use the SDM API.
  2. Suspension and Termination. In addition to any rights Google has under Google APIs Terms of Service, Google may immediately suspend or terminate access to the SDM API or other Device Access Developer Materials by you or your Client without notice if we determine, in our discretion, that you are causing stability or security issues or are otherwise in violation of these Terms. Google's audit right in this Section 3.4 survives the termination of the Terms.
5. Ownership and License.
  1. Your Content. You represent and warrant that you have the necessary rights to provide Your Content and to grant all necessary licenses.
  2. Device Access Developer Materials. By using the Device Access Developer Materials, you do not acquire ownership of any rights in any of the Device Access Developer Materials, or any data, content, or information that is transmitted or accessed through the SDM API.

Updates to the SDM API. We reserve the right to modify or update any or all of the Device Access Developer Materials at any time, for any reason, and without notice to you, though we will try to provide as much prior notice as possible. We may add or remove functionalities or features at our discretion, and we do not guarantee that your Client will function with any future or modified versions of any Device Access Developer Materials.

Additional Obligations.
You acknowledge that the Device Access Developer Materials may allow you to control Google Nest Devices and software or gain access to certain information, which may impact the safety of Google customers and end users of Google's products and services. Depending on how you use the Device Access Developer Materials, you could harm persons or damage or destroy Google Nest Devices or the homes and personal property of end users. In using the Device Access Developer Materials, you must take steps to design and test your Clients to ensure that your Clients do not present risks of personal injury or death, property damage, or other losses. You must implement all reasonable security measures in accordance with all applicable laws to ensure that no third party may gain unauthorized access to any User Data or Google product and service. You must design your Client so that any failure of any security measure included in your Client, and/or any Google product or service does not cause personal injury, death, property damage, or other losses. If you choose to use the Device Access Developer Materials, you assume all risk that your use of the Device Access Developer Materials causes any damage, harm, injury, or loss, including to the end users of your Client or other Google customers or end users. You agree that you are solely responsible for any damage, harm, injury, or loss arising from or relating to your Client, any authorized or unauthorized use of your Client, or your use of the Device Access Developer Materials and you agree to defend and indemnify Google and its subsidiaries and affiliates from all such damage, harm, injury, or loss.