Softchoice Customer Order API

API Access Terms and Conditions

1. Acceptance of Terms

By requesting, obtaining, or using access credentials for Softchoice's Application Programming Interfaces ("APIs"), or by selecting "I Accept," the individual who accepts these Terms and Conditions ("Terms") on behalf of the organization that employs or engages them (the "Customer"), agrees to be bound by these Terms. "You" and "Your" mean the Customer. Acceptance or use of the APIs by any employee, contractor, or agent of the Customer, or through the Customer's credentials, binds the Customer. Each individual accepting these Terms represents that they are authorized to bind the Customer.

2. Grant of Access

Subject to Your compliance with these Terms, Softchoice grants You a limited, non-exclusive, non-transferable, revocable right to access and use the APIs solely for Your internal business purposes and only as expressly authorized by Softchoice. Softchoice and its licensors retain all right, title, and interest in and to the APIs and all data made available through them, including all related intellectual property rights.

3. Authorized Usage

You may only use the APIs to: access data related to your organization; integrate Softchoice services with your internal systems; automate approved business processes; and develop applications that consume the APIs solely for Your own internal use. You must not use the APIs for any unlawful or unauthorized purpose.

4. API Credentials and Security

You are responsible for: protecting all API keys, tokens, certificates, and credentials; restricting access to authorized personnel only; immediately notifying Softchoice of any suspected compromise; disabling access for Your personnel who no longer require API access; implementing appropriate technical and organizational safeguards to protect your own information, including personal information accessed through the APIs. You are liable for all activities conducted through Your credentials.

5. Data Ownership and Usage

You may: use API data solely for approved business purposes; and store API data only as required for legitimate operational needs. You shall not: sell, redistribute, sublicense, or republish API data; use API data for competitive analysis against Softchoice; or share API data with third parties without written authorization.

6. Data Accuracy Disclaimer

You acknowledge that API responses may contain inaccuracies, delays, omissions, duplicate records, or incomplete information, and that You are responsible for validating information before relying upon it. Softchoice aims to publish data updates at least once every 24 hours. Where data is of a historical nature, Softchoice aims to provide up to 24 months of historical data.

7. Rate Limits and Fair Usage

Softchoice may establish and modify rate limits; request quotas; concurrent connection limits and data volume limits. Excessive usage that negatively impacts system performance may result in throttling, suspension, or termination of access.

8. Prohibited Activities

You shall not reverse engineer the APIs; circumvent security controls; attempt unauthorized access to systems or data; perform penetration testing without prior written approval from Softchoice; scrape systems or access information outside supported APIs; introduce malware or malicious code; use APIs in a manner that degrades service for other customers; use the APIs to develop, build, or support any product, service, or application that competes with Softchoice; use the APIs, or any output, data, or functionality derived from them, for the benefit of, or to provide services to, any person or entity other than Yourself, or otherwise make the APIs available to any third party.

9. Service Availability, Versioning, and Changes

Softchoice does not guarantee uninterrupted API availability. Softchoice may conduct maintenance; modify or update APIs at any time; deprecate endpoints; change schemas; or introduce new authentication methods. Reasonable efforts will be made to communicate material changes in advance where practical. You are responsible for maintaining compatibility with current API versions, and deprecated functionality may be removed after notice periods established by Softchoice.

10. Support

Softchoice may provide onboarding assistance and technical support at its discretion. Support does not include: Customer application development; Customer system troubleshooting; custom integrations; or data correction activities. Support levels may vary by customer.

11. Audit and Monitoring

Softchoice may monitor API usage for reasons including but not limited to: security purposes; capacity planning; regulatory compliance; abuse prevention; or troubleshooting. You consent to logging and monitoring of API transactions.

12. Suspension and Termination

Softchoice may suspend or terminate access immediately for reasons including but not limited to: You violate these Terms; security risks are identified; excessive usage adversely impacts services; Your credentials are compromised; continued access creates legal or operational risks; there has been no usage for an extended period of time; or there have been no new sales transactions for 6 months or more.

Upon termination, You shall immediately cease all API usage, disable all API credentials, and promptly delete or destroy all Softchoice data, Confidential Information, and any copies thereof obtained through the APIs.

13. Warranty Disclaimer & Limitation of Liability

SOFTCHOICE PROVIDES THE APIS "AS IS", WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL EXPRESS AND IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, AND NON-INFRINGEMENT, ARE HEREBY EXCLUDED AND EXPRESSLY DISCLAIMED BY SOFTCHOICE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SOFTCHOICE SHALL HAVE NO LIABILITY IN CONNECTION WITH OR RELATING TO THESE TERMS OR USE OF THE APIS, FOR DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO DIRECT, INCIDENTAL, AND CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF USE, DATA, INFORMATION, PROFITS, BUSINESS, OR GOODWILL, HOWEVER CAUSED, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

You acknowledge and agree that the APIs are provided free of charge and that the disclaimers and limitations of liability set out in these Terms reflect a reasonable allocation of risk and are an essential basis on which Softchoice makes the APIs available to You.

14. Indemnification

You agree to defend, indemnify, and hold harmless Softchoice and its affiliates from any third-party claims, damages, losses, costs, and expenses arising from Your use of the APIs or Your applications in violation of these Terms or applicable law; and Your infringement or misappropriation of any third party's intellectual property or other rights.

15. Confidentiality

"Confidential Information" means all non-public information disclosed by Softchoice or made available through the APIs, whether or not marked as confidential, including API data, documentation, and technical information. You shall protect all Confidential Information received through use of the APIs. You must not disclose Confidential Information to any third party except as required by law or with Softchoice's prior written consent.

16. Changes to These Terms

Softchoice may revise these Terms from time to time by posting the updated Terms on its website or the API platform. Continued use of the APIs after publication of revised Terms constitutes acceptance of the updated Terms.

17. General

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. These Terms constitute the entire agreement between the parties regarding the APIs and supersede all prior or contemporaneous agreements. If any provision is held to be unenforceable, the remaining provisions shall remain in full force and effect. You may not assign or transfer these Terms or any rights or obligations hereunder, whether by operation of law or otherwise, without Softchoice's prior written consent. Softchoice may freely assign these Terms. Any purported assignment in violation of this Section is void. No waiver of any provision shall be effective unless in writing, and no failure to enforce any provision shall constitute a waiver.