API License and Terms

These API Terms of Service ("Terms") govern your access to and use of the Nautical Commerce API ("API") provided by Nautical Commerce, Inc. ("Nautical Commerce"). By accessing or using the API, you agree to be bound by these Terms and the Terms of Service (www.nauticalcommerce.com/legal/terms)

These Terms apply to all users of the API, including merchants, sellers, and developers of applications ("Apps") integrating with Nautical Commerce.

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Defined Terms

“API” shall mean the application programming interface provided by Nautical Commerce for accessing its platform services.

“API key” shall mean the Key that allow you to make authenticated requests to the Nautical API.

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

“App Store” shall mean the online marketplace provided by Nautical where Merchants or Sellers can browse, purchase, and integrate Apps with the Services. The App Store includes a variety of apps and services designed to enhance and extend the functionality of the Services.

“Buyer” shall mean the marketplace customers who purchase products or services on the marketplace that uses the Services.

“Custom App” shall mean a non-public application created on the Nautical Commerce platform that utilizes API and Key to interact with the platform. Custom Apps are specifically designed for private use by a particular Merchant Store and are not made available to the general public through the Nautical Commerce App Store.

“Dashboard” shall mean the administrative interface provided by Nautical, also referred to as the Admin Portal, which is accessed by the operating users of Sellers or Merchants. The Dashboard includes all administrative tools, settings, and functionalities necessary for managing and operating the marketplace on the Nautical platform. This interface is distinct from the APIs and Storefront, and constitutes the primary Services offered by Nautical for marketplace administration and management purposes.

“Developers” shall mean an individual or entity that develops, owns or operates one or more Application(s) that accesses or uses the Nautical API

“Documentation” refers to the supporting documentation to the Terms of Service and the Order Form, including, but not limited to, the Acceptable Use Policy, the Data Processing Addendum, and the API License and Terms.

“Merchant”, “Customer” (also referred to as Marketplace Operators and Marketplace Admins) shall mean the individuals, affiliates or entities that manage and operate the Services.

“Public App” shall mean an application listed on the Nautical Commerce App Store that is available for use by any Merchant Store authorized to access and utilize the application. Public Apps are developed to be publicly accessible and can be installed and used by any marketplace operator or seller with appropriate permissions.

“Seller” shall mean the companies or individuals selling products or services through the Merchant’s marketplace that uses the Nautical Services.

“Service Providers” shall mean any third-party entities or individuals that you engage to perform specific services on your behalf in connection with your use of the Nautical Commerce platform. Service Providers may include, but are not limited to, developers, consultants, or other vendors who assist in the development, maintenance, or operation of your Custom Apps or Public Apps, and who have access to Merchant Data.

“We”, “Us”, “Our”, “Nautical” shall mean the contracting party and platform services provider Nautical Commerce, Inc.

“You”, “Your” shall mean the individual End User of the Nautical services or the business entity utilizing the Nautical services that you are an End User of, and any of its affiliates.

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1.  API Access and Use

1.1 If you are using the Nautical Commerce API on behalf of an entity, you represent and warrant that you have the authority to bind that entity to these Terms, and all references to “you” include that entity.

1.2 Eligibility and Registration: To access the API, you must register for an API Key. Nautical Commerce may refuse registration or revoke access at its discretion.

1.3 Permission: If you use Custom App API Key, you may only do so with express authorization from the account owner of the relevant Merchant Store and solely to provide your Application’s service to that Merchant.

1.4 API Key Issuance and Management: API Keys are issued upon registration and must be used in all API requests. You are responsible for maintaining the confidentiality of your API Key and any activities that occur under it. You must:

1. Keep your API Key and login information secure.
2. Not share your API Key with any third party.
3. Only access the API using the API Key provided to you.

1.5 Use of Service Providers: You may use a service provider in connection with your Application’s service only if they:

1. Sign an agreement with you to protect Merchant Data, consistent with Nautical Commerce’s API Terms, Terms of Service and Documentation.
2. Use Merchant Data solely to provide services to your Application.
3. Keep Merchant Data secure and confidential.

1.6 You must ensure compliance by any service provider and will be responsible for any breach of these Terms by them. You must provide a list of your service providers to Nautical Commerce or the Merchant if requested.

1.7 Permitted Uses: You may use the API to integrate your applications, manage marketplace operations, and facilitate transactions as allowed by your role (e.g. Marketplace Operator, Seller, or App Developer).

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2. Restrictions

2.1 You are responsible for ensuring that your employees, contractors, agents, affiliates and Service Providers will comply with API restrictions.

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

2.3 You may not use or access the Nautical Commerce API or Services to monitor their availability, performance, or functionality, or for any benchmarking purposes.

2.4 You may not engage in any activity that interferes with, disrupts, harms, or accesses in an unauthorized manner the servers, security, networks, data, applications, or services of Nautical Commerce or any third party. Interference with any service feature used in connection with Nautical Commerce Checkout without our express written authorization is prohibited.

2.5 You may not bypass or attempt to bypass technological measures designed to prevent direct database access, nor create tools or products to do so.

2.6 You may not modify, translate, reverse engineer, disassemble, decompile, copy, attempt to discover the source code, or create derivative works of the Nautical Commerce API, Merchant data, any Merchant Store, the Services, or any part thereof, except where such restriction is expressly prohibited by applicable law.

2.7 You may not use the API in any manner that violates any law or regulation.

2.8 You may not use the API to create a product or service that competes with Nautical Commerce. 

2.9 You may not use the API to transmit harmful or illegal content.

2.10 You may not develop Applications that excessively burden the Nautical Commerce system, distribute spyware, adware or other commonly objectionable programs;

2.11 You may not falsify or alter any unique identifier in, or assigned to, your Application, nor obscure or alter the source of queries coming from an Application.

2.12 You may not include code in any Application that performs operations unrelated to the services provided by the Application. This includes, but is not limited to, embedding code for activities such as cryptocurrency mining, even if you have obtained consent from the Merchant or End User.

2.13 You may not create or distribute any Application primarily designed to share, sell, or disclose Merchant Data to third parties. Any third party receiving Merchant Data must agree to these Terms or another agreement approved by Nautical Commerce. Nautical Commerce will decide the "primary purpose" of the Application.

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3. Data Usage and Privacy

3.1 Data Collection and Use: Nautical Commerce may collect and use data from your use of the API as described in our Privacy Policy.

3.2 User Privacy and Confidentiality: You must respect the privacy and confidentiality of data accessed through the API. This includes data related to other users, sellers, and customers.

3.3 Data Ownership and Rights: Data created or provided by you remains your property. However, you grant Nautical Commerce a non-exclusive, worldwide, royalty-free license to use this data as necessary to provide the API and associated services.

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4. Rate Limits and Quotas

4.1 Rate Limiting: Nautical Commerce imposes rate limits on API requests to ensure fair usage and platform stability. Exceeding these limits may result in temporary suspension of access.

4.2 Quota Management: You are responsible for monitoring your API usage and ensuring it stays within the allocated quotas. Nautical Commerce may provide tools to help you manage this.

4.3 Consequences of Exceeding Limits: If you exceed the API rate limits or quotas, your access may be throttled or suspended. Repeated violations may lead to permanent revocation of API access.

4.3 You agree not to attempt to circumvent, bypass, or otherwise undermine any rate limiting mechanisms or restrictions imposed by Nautical Commerce on the API. Any attempts to exceed these limits or interfere with the API’s functionality are strictly prohibited.

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5. Termination

5.1 Termination by You: You may terminate your use of the API at any time by ceasing all access and use.

5.2 Termination by Nautical Commerce: Nautical Commerce may terminate or suspend your access to the API for any reason, including violation of these Terms.

5.3 Effect of Termination: Upon termination, your access to the API will cease, and you must delete any data obtained through the API.

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6. Modifications

6.1 Nautical Commerce reserves the right to modify, update, or discontinue the availability of any part of the API or Services at any time, with or without notice. Changes may include, but are not limited to, removing or limiting access to specific APIs, removing features, imposing fees, or setting and enforcing usage limits. We may release new versions of the API and require you to use these versions at your own cost.

6.2 Updates may affect how your Application interacts with the API, and you must implement any necessary changes. Your continued use of the API following any update or modification constitutes acceptance of the changes.

6.3 Modifications to these Terms will be posted within the API documentation or on our website. If you do not agree with the modified Terms, you should discontinue use of the API. Your continued use of the API constitutes acceptance of the modified Terms.

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7. Beta Services

7.1 From time to time, Nautical Commerce may, at its sole discretion, invite you to try pre-release or beta features that are in development and not yet available to all users (“Beta Services”). These Beta Services are separate from the standard Services and may come with additional terms and conditions, which Nautical Commerce will provide prior to your use of the Beta Services. 

1. All Beta Services and related discussions and materials are considered confidential and are subject to the confidentiality provisions of this agreement. You agree not to make any public statements or disclose your participation in the Beta Services without Nautical Commerce’s prior written consent. 
2. Nautical Commerce makes no guarantees regarding the functionality of the Beta Services and may discontinue them at any time at its sole discretion. Nautical Commerce will not be liable for any harm or damage arising from or in connection with the Beta Services. 
3. The Beta Services may differ from the final version, and Nautical Commerce may choose to modify, release, or not release a final version at its sole discretion.

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8. Feedback

8.2 Any feedback you provide, including suggestions, ideas, or reviews, will not be confidential or entitled to compensation. By submitting feedback, you waive any rights to it, allowing us to use and modify it as we see fit, without needing further permission from you or any third party.

8.3 All feedback is provided "as is" without any warranty. By submitting feedback, you grant Nautical Commerce a nonexclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid-up license to use your feedback for any purpose. This does not affect our right to develop, acquire, license, market, promote, or distribute products or services that may compete with yours.

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9. Intellectual Property

9.1 Service and API: The Service, the Nautical Commerce API, and all associated software, documentation, and information are proprietary to Nautical Commerce.

9.2 Additional Property: This includes hardware, equipment, devices, templates, tools, documents, processes, methodologies, know-how, websites, and any additional intellectual or other property used by or on behalf of Nautical Commerce.

9.3 Proprietary Rights: All copyrights, trademarks, patents, trade secrets, and any other proprietary rights inherent therein and related thereto (collectively, "Nautical Commerce Property") will be and remain the sole and exclusive property of Nautical Commerce.

9.4 Assignment of Rights: If any Nautical Commerce Property does not automatically vest in Nautical Commerce, the Developer hereby transfers and assigns all rights, title, and interest in such property to Nautical Commerce upon creation, including the right to sue and recover for past, present, and future violations.

9.5 Ownership of Merchant Data

As between the Developer and Nautical Commerce, Nautical Commerce shall own all right, title, and interest in any Merchant Data received as a result of a Merchant’s installation or use of an Application. Such Merchant Data shall be subject to the Nautical Commerce Terms of Service and Privacy Policy.

9.6 Application Ownership

Nautical Commerce does not acquire ownership of your Application. By using the Nautical Commerce API, you do not acquire ownership of any rights in the Nautical Commerce APIs or the content accessed through the APIs.

9.7 Nautical Commerce Trademarks

Nautical Commerce grants the Developer a limited, revocable, non-exclusive, non-sublicensable, and non-transferable license to display the Nautical Commerce trademarks for the sole purpose of notifying Merchants that the Application is compatible with the Service. The Developer acknowledges and agrees that:

1. Nautical Commerce’s trademarks will be used only as permitted hereunder.
2. The trademarks must be used in a lawful manner and in compliance with all guidelines provided by Nautical Commerce.
3. The trademarks are and shall remain the sole property of Nautical Commerce.
4. Nothing in these Terms confers any right of ownership in the trademarks to the Developer, and all use of the trademarks will inure to the benefit of Nautical Commerce.
5. The Developer shall not contest the validity of any Nautical Commerce trademarks or use any term or mark confusingly similar to any Nautical Commerce trademarks now or in the future.

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10. Privacy and Compliance

10.1 Follow Laws: Comply with all relevant privacy and data protection laws.

10.2 Get Consent: Obtain necessary consent before processing any data. Get additional consent if processing changes.

10.3 Keep Data Accurate: Keep stored data up to date. Make corrections or deletions as required.

10.4 Data Retention: Implement retention policies. Delete data if a user stops using your app, uninstalls it, closes their account, or requests deletion.

10.5 Privacy Statement: Provide a clear privacy policy to users, as protective as the Nautical Commerce Privacy Policy.

10.6 Merchant Consent: Get consent from Merchants before accessing their data. Provide them with a compliant Merchant Agreement and privacy policy.

Proper Data Use:

10.7 No Competitive Use: Do not use Merchant or Customer data for competitive benchmarking. Only contact Customers if you have their consent or obtained their information elsewhere.

10.8 Restrict Data Sharing: Do not share data with third parties unless necessary for your app’s services or authorized by the Merchant. Do not include Merchant Data in search engines.

10.9 Report Data Breaches: Notify Nautical Commerce of data breaches within 24 hours. Remedy the breach, investigate, and cooperate with Nautical Commerce.

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11. Disclaimer of Warranties

11.1 The use of the Services is at your sole risk. Service is provided "as is" and "as available" without any warranties of any kind, express or implied, including but not limited to:

Implied warranties of title, non-infringement, merchantability, and fitness for a particular purpose.

Any warranties implied by any course of performance, usage of trade, or course of dealing.

11.2 Nautical Commerce does not warrant that the Services will be uninterrupted, timely, secure, or error-free.

11.3 Nautical Commerce does not warrant that the results that may be obtained from the use of the Services will be accurate or reliable.

11.4 Nautical Commerce is not responsible or liable for any Developers, including uptime guarantees, outages, or failures.

11.5 Nautical Commerce does not control the transfer of information or Customer Data over third-party communications facilities or infrastructure.

11.6 The Services may be subject to limitations, delays, and other problems inherent in the use of the Internet or electronic communications.

11.7 Nautical Commerce is not responsible for delays, delivery failures, or other damage, loss, or liability resulting from such problems.

11.8 Nautical Commerce does not warrant that the quality of any products, services, information, or other materials purchased or obtained by you through the Services will meet your expectations, or that any errors in the Services will be corrected.

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12. Limitation of Liability and Indemnity

12.1 You expressly understand and agree that, to the extent permitted by applicable laws, Nautical Commerce and its suppliers will not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses, arising out of or relating to the use of or inability to use the Service or these API Terms (however arising, including negligence).

12.2 In no event shall either party, nor its directors, employees, agents, partners, suppliers, or content providers, be liable under contract, tort, strict liability, negligence, or any other legal or equitable theory with respect to the subject matter of the Terms of Service or API Terms for any lost profits, data loss, cost of procurement of substitute goods or services, or special, indirect, incidental, punitive, or consequential damages of any kind whatsoever, including but not limited to, bugs, viruses, trojan horses, or the like (regardless of the source of origination).

12.3 Furthermore, for any direct damages, the aggregate liability of Nautical Commerce to the customer under the Terms for any reason will be limited to $100 USD

12.4 Disputes are governed by the Terms of Service.

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13. General Terms

13.1 Nautical Commerce reserves the right to monitor your API usage to ensure quality, enhance services, and verify compliance with these terms. This may involve accessing and using your Application to identify potential security issues. You must not obstruct this monitoring. Nautical Commerce may employ technical methods to bypass any obstruction and can suspend your API access without notice if you are found to be violating these terms.

13.2 Nautical Commerce may audit your Application, systems, and records to ensure compliance with these Terms. If requested, you must provide proof that your Application complies with these Terms, including requests to delete Merchant Data.

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14. Contact Information

If you need assistance or have any questions regarding the use of the Nautical Commerce API, please contact our support team through support@nauticalcommerce.com

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