1. Definitions

“Application” or “App” means the software application, website, interface or any other means you use to access the FibreTrace API using the API Credentials, including a Private Application, Custom Application or a Public Application.

“API Client” means the unique Application configuration (including API Credentials) generated through the Partner Account.

“API Credentials” means the credentials that allow you to make authenticated requests to the FibreTrace API.

“Custom Application” means an Application that accesses the FibreTrace API via an API Client and is made available to a single Company.

“Customer” means any individual that visits or transacts on behalf of himself or on behalf of a company, via the website(s).

“Customer Data” means information (including Personal Information) relating to a Customer, including order information, payment information, or account information.

“Developer” means an individual or entity that develops, owns or operates one or more Application(s) that accesses or uses the FibreTrace API.

“Merchant” means an individual or business that uses the Service to sell, supply or track products or services.

“Merchant Agreement” means the agreement entered into between a Developer and the Merchant governing the Merchant’s use of the Developer’s services, including, if applicable, the installation and use of an Application.

“Merchant Data” means information (including Personal Information) relating to a Merchant or their business, financial and product information and any Customer Data.

“Merchant Store” means the Merchant’s data(s) hosted by FibreTrace which may be accessible by other users on the website(s) and to the public, where enabled by the Merchant.

“Merchant Store Admin” means the password protected internal administration sections of the Merchant Store, also referred to as the Merchant Portal.

“Partner” means an individual or entity that has agreed to the terms of the FibreTrace Partner Program (https://www.fibretrace.io/webapp-partners) or other written agreement with FibreTrace relating to access to the FibreTrace API or participation in the Partner Program.

“Partner Account” means a FibreTrace Partner Program account.

“Partner Program” means the resources made available by FibreTrace to Partners.

“Personal Information” means any information relating to a natural person who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, a phone number, an email address, an identification number, location data, an online identifier, or any other information specific to that natural person.

“Public Application” means an Application that accesses the FibreTrace API via an API Client and that is made available to Merchants either via a URL or through the FibreTrace platform that is not a Custom Application.

“Private Application” means an Application that accesses the FibreTrace API via Private API Credentials and is made available to a single Merchant.

“Private API Credentials” means the API Credentials generated through the Merchant Store Admin that provide access via the FibreTrace API to the specific Merchant Store to which such credentials relate.

“Sensitive Personal Information“ means Personal Information that can reveal racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, genetic data, sexual orientation. Sensitive Personal Information also includes biometric data that can uniquely identify a natural person, payment information (including payment card or bank account numbers), and government identifiers that uniquely identify a natural person such as a social insurance number or passport number.

“Service” means the FibreTrace hosted platform available via www.fibretrace.io and any associated websites, products or services offered by FibreTrace.

“FibreTrace API(s)” means all software, including routines, data structures, object classes, protocols, programs, templates, libraries and interfaces, application programming interfaces (APIs), software development kits (SDKs), developer tools, technical documentation, Updates and other related materials, whether tangible or intangible, in whatever form or medium that are made available by FibreTrace or as otherwise provided to you.

“FibreTrace App Store” is where Merchants can view and install Apps on their Merchant Store and is available through www.fibretrace.io.

“FibreTrace Checkout“ means FibreTrace’s checkout experience that allows Customers to enter their shipping information and payment details after adding item(s) to their cart and before placing an order. E.g. Ordering a Hardware Scanner. For clarity, FibreTrace Checkout includes checkouts that occur through the FibreTrace Checkout API.

“FibreTrace Related Entity/ies” means any entity that directly or indirectly controls, is controlled by, or is under common control with, FibreTrace; where “control” means the possession, directly or indirectly, of the power to direct or cause the direction of the management policies of another, whether through the ownership of voting securities, by contract, as trustee or executor, or otherwise.

“FibreTrace Trademarks” means the trademarks, logos, service marks and trade names of FibreTrace and any FibreTrace Related Entities, whether registered or unregistered, including the word mark FibreTrace and the associated logos, that can reasonably considered to represent FibreTrace.

“Updates” means bug fixes, updates, upgrades, enhancements, modifications and new releases or versions of the FibreTrace API.

2 Using the FibreTrace API

You may not use the FibreTrace API and may not accept the Terms & Conditions if (a) you are not of legal age to form a binding contract with FibreTrace, or (b) you are a person barred from using or receiving the FibreTrace API under the applicable laws of the United States or the country in which you are resident or from which you use the FibreTrace API.

If you are accessing or using the FibreTrace API on behalf of an entity, you represent and warrant that you have the authority to bind that entity to the Terms and by accepting the Terms, you are doing so on behalf of that entity (and all references to “you” in the Terms refer to that entity).

Except in the case of Private API Credentials, in order to access and use the FibreTrace API, a Developer must obtain an API Client by registering for a Partner Account and agreeing to and complying with the terms and conditions of the Partner Program Agreement FibreTrace.com/partners or other written agreement with FibreTrace relating to Developer’s access to and use of the FibreTrace API and participation in the Partner Program.

If you are accessing and using the FibreTrace API by Private API Credentials, you may only do so with the express authorization of the account owner for the applicable Merchant Store, and only for the purposes of providing your Application’s service to the Merchant to whom the Private API Credentials relate.

Except as permitted herein, (A) you must keep the API Credentials and all login information for your FibreTrace Account and Partner Account secure, (B) you may not share the API Credentials with any third party, and (C) you will not access the FibreTrace API by any means other than the API Credentials you receive in accordance with sections above. API Credentials are the exclusive property of FibreTrace, and your access to and use of API Credentials is in FibreTrace’s sole discretion.

You are not permitted to use a service provider in connection with providing your Application’s service unless they sign an agreement with you to (A) protect any Merchant Data received from FibreTrace (that is at least as protective as FibreTrace’s terms and policies), (B) limit their use of Merchant Data solely for the purpose of providing their services to your Application (and not for their own purpose or any other purpose), and (C) keep the Merchant Data secure and confidential. You must ensure that any service provider complies with these Terms and any other applicable FibreTrace terms and policies, and you acknowledge and agree that any act or omission by a service provider amounting to a breach of these Terms will be deemed to be a breach by you. If requested, you will provide a list of your service providers to FibreTrace or the Merchant.

Access to certain APIs or SDKs may require a separate written agreement between Developer and FibreTrace.

API License. Subject to the Terms, FibreTrace grants you a worldwide, non-exclusive, royalty-free, non-transferable, non-sublicensable, revocable and limited license to use and make calls to the FibreTrace API solely in connection with developing, implementing and distributing your Application that interoperates or integrates with the Service, and solely in the manner described in the Terms and in the technical documentation contained in the FibreTrace API.

API Restrictions. When using the FibreTrace API, you will (and will ensure that your employees, agents and service providers will):

only use the FibreTrace API (including SDKs) to develop and distribute Applications or content for your use or a Merchant’s use with the Services;

restrict disclosure of the API Credentials, or any part thereof, to your agents, employees, or services providers, who must require access to use, maintain, implement, correct or update your Application in accordance with the Terms, and who are subject to confidentiality obligations the same as or greater than those contained herein;

not distribute, sell, lease, rent, lend, transfer, assign or sublicense any rights granted by the Terms to any third party;

not use or access the FibreTrace API or the Service in order to monitor the availability, performance, or functionality of the FibreTrace API, the Service or any portion thereof or for any similar benchmarking purposes;

not remove or destroy any copyright notices, proprietary markings or confidentiality notices placed upon, contained within or associated with the FibreTrace API;

not engage in any activity that interferes with, disrupts, harms, damages, or accesses in an unauthorized manner the servers, security, networks, data, applications or other properties or services of FibreTrace or any third party. For the avoidance of doubt, interference with any Service feature used in connection with FibreTrace Checkout without FibreTrace’s express written authorization is prohibited;

not circumvent technological measures intended to prevent direct database access, or manufacture tools or products to that effect;

not modify, translate, reverse engineer, disassemble, reconstruct, decompile, copy, or create derivative works of the FibreTrace API, Merchant Data, any Merchant Store, the Services, or any aspect or portion thereof, except to the extent that this restriction is expressly prohibited by applicable law;

not bypass FibreTrace API restrictions for any reason, including automating administrative functions of the Merchant Store Admin;

not, except as authorized by FibreTrace in writing, substantially replicate products or services offered by FibreTrace or any FibreTrace Related Entity, including the FibreTrace API. Subject to the preceding sentence and the parties’ other rights and obligations under the Terms (including confidentiality obligations and any restrictions on use of Merchant Data), each party agrees that the other party may develop and publish Applications that are similar to or otherwise compete with such party’s Applications;

not develop Applications that excessively burden the FibreTrace system, distribute spyware, adware or other commonly objectionable programs;

not develop an Application whose primary purpose is to migrate Merchants off of FibreTrace;

not access or use the FibreTrace API to develop or distribute the Application in any way in furtherance of criminal, fraudulent, or other unlawful activity, or otherwise violate the FibreTrace Acceptable Use Policy;

not request more than the minimum amount of data from a FibreTrace API needed by your Application to provide the Merchant the intended Application functionality, or any data outside any permissions granted by the Merchant;

not falsify or alter any unique identifier in, or assigned to your Application, or otherwise obscure or alter the source of queries coming from an Application;

not include code in any Application which performs any operations not related to the services provided by the Application, whether or not Developer has obtained Merchant consent to do so, and whether or not the Application obtains consent from the end user to do so. For the avoidance of doubt, this prohibited activity includes embedding or incorporating code into any Application which utilizes the resources (including CPU resources) of another computer, including for the purposes of cryptocurrency mining;

automatically sync to the Merchant Store Admin the Customer Data set out below that is collected by the Application on the Merchant Store, and any updates to such data made by the Application on behalf of the Merchant (“Applicable Customer Data”).

This requirement (a) only applies to Public Applications, (b) applies to all Applicable Customer Data collected by the Public Application from the date that it is installed by the Merchant, and (c) does not apply to Sensitive Personal Information relating to Customers.

For more information, please refer to the developer and Partner documentation .

not use an alternative to FibreTrace Checkout for web checkout or payment processing, or register any transactions through the FibreTrace API in connection with such activity, without FibreTrace’s express written authorization;

not use an alternative to FibreTrace Scanning for audits or order processing, or register any transactions through the FibreTrace API in connection with such activity, without FibreTrace’s express written authorization;

not, except with FibreTrace’s prior written consent, develop or distribute any Application that has as its primary purpose the transfer, sharing, selling, disclosing or otherwise providing of Merchant Data to any third party. In addition, any such third party must be bound by these Terms or another written agreement acceptable to FibreTrace addressing the use of Merchant Data. For the purposes of this section, the “primary purpose” of the Application shall be determined by FibreTrace in its sole discretion;

not make Custom Applications or Private Applications available to or for use by more than one Merchant. For the avoidance of doubt, this means that Custom Applications and Private Applications may not be installed by more than one Merchant. For clarity, a Merchant may have more than one Merchant Store. In the event of any breach of this provision, and in addition to all other rights and remedies available to FibreTrace under these Terms and under applicable law, FibreTrace will have the right to: (a) take any action it deems necessary including but not limited to immediately terminating some or all Developer’s rights under these Terms, and (b) determine, in its sole discretion, that the Application is deemed to be a Public Application and subject to both these Terms and the Partner Program Agreement available at https://www.fibretrace.com/partners/; and

not request a Merchant to create webhook subscriptions from the Merchant’s Store Admin. Any webhook subscriptions required by a Partner must be created using a Public Application, Private Application or Custom Application.

API Limits. FibreTrace may set and enforce limits on your use of the FibreTrace API (limiting the number of requests that you may make or the number of Merchants you may serve), in our sole discretion. You agree to, and will not attempt to circumvent such limitations, including those documented here from time to time but limited to no more than one request per second. If you would like to use any FibreTrace API beyond these limits, you must obtain FibreTrace’s express written consent (and FibreTrace may decline such request or condition acceptance on your agreement to additional terms and/or charges for that use). To seek such approval, contact us via the Partner.

Some of the software packages, libraries, or components required by or included in the FibreTrace API are or may become licensed under an open source software license (“Open Source Components”). To the limited extent that the Open Source Component license expressly supersedes the Terms, your use, reproduction and distribution of any such Open Source Components is governed by the terms of the applicable open source software license and not this document.

FibreTrace reserves the right to require Developer to install or update any and all software to continue using the FibreTrace API and the Service. You acknowledge that FibreTrace may make Updates to the FibreTrace API from time to time, and at its sole discretion. You must implement and use the most current version of the FibreTrace API and to make any changes to your Application that are required as a result of such Update, at your sole cost and expense. Updates may adversely affect the manner in which your Application accesses or communicates with the FibreTrace API. Your continued access or use of the FibreTrace API following an update or modification will constitute binding acceptance of the Update.

We may change or discontinue the availability of some or all of the FibreTrace API at any time for any reason with or without notice. Such changes may include removal of features, or the requirements of fees for previously free features. We may also impose limits on certain features and services or restrict your access to some or all of the FibreTrace API. Your continued use of the FibreTrace API following a subsequent release will be deemed your acceptance of modifications.

From time to time, FibreTrace may, in its sole discretion, invite you to use, on a trial basis, pre-release or beta features that are in development and not yet available to the public (“Beta Services”). Beta Services may be subject to additional terms and conditions, which FibreTrace will provide to you prior to your use of the Beta Services. Such Beta Services and all associated conversations and materials relating thereto will be considered Confidential Information of FibreTrace and subject to the confidentiality provisions in these Terms. FibreTrace makes no representations or warranties that the Beta Services will function. FibreTrace may discontinue the Beta Services at any time in its sole discretion. FibreTrace will have no liability for any harm or damage arising out of or in connection with a Beta Service. The Beta Services may not work in the same way as a final version. FibreTrace may change or not release a final or commercial version of a Beta Service in our sole discretion.