Last updated: June 12, 2023
The following Terms of Service govern your use of the content available at or through the API2Cart website (the “Site”) and the API2Cart service (the “Service”), owned by MagneticOne and operated by API2Cart.
By using the Site and/or the Service, you irrevocably agree that such use is subject to these Terms of Service. If you are entering into these Terms of Service on behalf of an entity, you represent that you have the authority to bind such entity, its affiliates and all users who access our Services through your API2Cart Account to these Terms of Service.
If you do not agree to these Terms of Service, you may not use the Site or the Service. Violation of any of the terms below will result in the termination of your API2Cart Account.
- “Service” means API2Cart service, namely, unified shopping cart API to connect and transfer data from/to different shopping carts due to the Terms of Service and the Service Level Agreement of the API2Cart.
- “Site” means API2Cart website at the following link: https://api2cart.com/ .
- “Account” means API2Cart Account registered by the API2Cart user according to the Account Terms mentioned in these Terms of Service.
- “You” (your, yours, etc.) means the visitor of the Site, the applicant for the API2Cart Service, the API2Cart user of the Service.
- “We” (us, our, etc.) or “API2Cart” also known as MagneticOne (dba API2Cart).
- “API2Cart trademarks” means “API2Cart”, “api2cart.com” and API2Cart logos and such other names, logos, trade names, trademarks, service marks, trade dress, design marks, brands, copyrights in any designs and other copyrightable subject matter of API2Cart.
- All other definitions shall be used in the meaning given at the following link: https://api2cart.com/faqs/api-glossary/.
1. GENERAL TERMS
1.1. Acceptance of Terms
1.1.2. The failure of MagneticOne to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service incorporate the entire agreement between you and MagneticOne and govern your use of the Service, superseding any prior agreements between you and MagneticOne (including, but not limited to, any prior versions of the Terms of Service).
1.1.3. You may not assign your API2Cart user’s rights or obligations under these Terms of Service without MagneticOne’s prior express written consent. However, API2Cart in its sole discretion, shall have the right to assign, in full or in part, its rights and obligations under these Terms of Service to (a) any entity resulting from any merger, acquisition, consolidation or other reorganization of API2Cart, (b) any legal entity controlling API2Cart, or owned or controlled, directly or indirectly, by API2Cart, (c) any affiliate, representative office, division, or subsidiary company of API2Cart, or (d) any legal entity which shall acquire all or part of the business and (or) assets of the API2Cart.
1.1.4. Should a provision of these Terms of Service be invalid or become invalid then the legal effect of the other provisions shall be unaffected. A valid provision is deemed to have been agreed which comes closest to what the parties intended commercially and shall replace the invalid provision. The same shall apply to any omissions.
1.2. Modification of Terms
1.2.1. MagneticOne reserves the right, at its sole discretion, to modify, add or remove portions of these Terms of Service at any time. Any modifications, such as augmentation or enhancement of the current Service, including the release of new tools and resources, shall be subject to the Terms of Service. Your continued use of the Service shall constitute acceptance of the Terms of Service as modified.
1.3. Copyright, Content Ownership, Trademarks.
1.3.1. We claim no intellectual property rights over the data you provide to the Service. Your profile and data uploaded remain yours. When taking part in surveys or providing testimonials, you agree to allow MagneticOne to publish the Data without your prior consent.
1.3.2. API2Cart does not pre-screen Data, but API2Cart and its designee have the right (but not the obligation) in their sole discretion to refuse or remove any Data that is available via the Service.
1.3.4. You recognize MagneticOne’s right, title, and interest in and to all API2Cart trademarks used by MagneticOne and agree not to engage in any activities or commit any acts, directly or indirectly, that may contest, dispute, or otherwise impair the MagneticOne’s right, title, and interest therein, nor shall you cause diminishment of value of API2Cart trademarks through any act or representation.
1.3.5. MagneticOne shall own all worldwide right, title, and interest (including copyright and other proprietary or intellectual property rights) in and to the Code Content of the API2Cart Service.
1.3.6. You understand and agree that MagneticOne’s API2Cart Service is proprietary software offered on a monthly basis for a fee and delivered as a SaaS (Software as a Service) model only. API2Cart Service may not be transferred, altered, copied or duplicated in any way or for any reason and may only be used by you if you pay for API2Cart Service usage according to these Terms of Service.
2. SERVICE SPECIFIC TERMS
2.1. Acceptance of Service
2.1.1. Your use of the Service is at your sole risk. The Service is provided on an "as is" and "as available" basis and API2Cart disclaims all warranties, express or implied, including but not limited to, implied warranties of merchantability, fitness for a particular purpose, informational content, system integration, enjoyment and non-infringement.
2.1.2. You understand that MagneticOne uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.
2.1.3. You understand that the technical processing and transmission of the Service, including your Data, may be transferred unencrypted and involve:
i) transmissions over various networks;
ii) changes to conform and adapt to technical requirements of connecting networks or devices. This does not include payment information, which is transferred encrypted.
By payment information no transaction-specific data but only order total, payment method, currency, payment status, and order status are meant.
2.1.4. You expressly understand and agree that MagneticOne shall 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 (even if MagneticOne has been advised of the possibility of such damages) resulting from:
i) the use or the inability to use the Service;
ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Service;
iii) unauthorized access to or alteration of your transmissions or data;
iv) statements or conduct of any third party on the Service.
2.1.6. MagneticOne does not warrant that the Service will meet your specific requirements, be uninterrupted or error-free.
2.1.7. MagneticOne reserves the right, but not the obligation, to verify the correctness, authority and legality of your use of the Service. Upon reasonable notice from API2Cart to the user of API2Cart Service, the user will provide API2Cart or its agents access to, from time to time, user's facilities, records, Account in order for API2Cart to determine whether the user is in compliance with the provisions of these Terms of Service, provided, however, such audit or inspection shall be exercised so as not to unreasonably interfere with user’s business. If such inspection discovers a material breach of these Terms of Service by the user of API2Cart Service, then the user shall pay the reasonable cost of the audit and inspection.
2.1.8. MagneticOne’s maximum aggregate liability to you arising out of or in connection with these Terms of Service is limited to the total amount of the fees paid by you to MagneticOne under these Terms of Service.
2.2. Modification of Service
2.2.1. MagneticOne reserves the right to modify or terminate the Service with 14 calendar days prior notice.
2.2.2. We may, but have no obligation to, remove Data and Accounts containing Content that we determine in our sole discretion is unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
2.2.3. All prices for the Service can be changed with prior notice. API2Cart will notify customers 30 calendar days in advance about any price changes
2.2.4. MagneticOne shall not be liable to you or to any third party for any modifications, price change, suspension or discontinuance of the Service.
2.3. User Obligations
2.3.1. You must not modify, adapt or hack the Service or modify another website so as to falsely imply that it is associated with the Service, MagneticOne as a company, or any other MagneticOne service or product.
2.3.2. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, usage of the Service, or access to the Service without written permission from MagneticOne.
2.3.3. You may not use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Site.
2.3.4. You must not upload, post, host, or transmit unsolicited e-mail, SMS, or spam messages through or to the Service, or on the Site.
2.3.5. You must not transmit any worms or viruses or any code of a destructive nature through the Service or Site. You must not misuse the Site or the Service by knowingly introducing any type of malicious software (namely, “web crawlers”, “web robots”, “back door,” “drop dead device,” “time bomb,” “Trojan horse,” “virus,” “worm,” “spyware”, or “adware”, or other code which is malicious or technologically harmful, as such terms are commonly understood in the software industry) or any other code designed or intended to have, or capable of performing or facilitating, any of the following functions: disrupting, disabling, harming, or otherwise impeding in any manner the operation of, or providing unauthorized access to, the Service, or the Site, or a computer system, or network, or other device on which such code is stored or installed. You must not attempt to gain unauthorized access to the Service, or the Site, or the server on which the Site is stored or any server, computer, or database connected to the Site or the Service. You must not attack the Site via a denial-of-service attack or a distributed denial-of-service attack. In the event of such a breach, your right to use the Site will cease immediately. We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other malicious software that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Site or the Service, or to your downloading of any material posted on the Site, or on any website linked to the Site.
2.3.6. If you become aware of any issues with the Service that result in the improper functioning of the Service, you are bound to inform API2Cart instantly. If no such notice is provided, the Service cannot be held responsible for the due consequences.
2.3.7. API2Cart guarantees the highest Service security standards, therefore you are obliged to follow the highest level of security and control of any third-parties or hostile software on your part. Any kind of inobservance of the rules will result in our inability to provide with high-level service, for which API2Cart shall not be held responsible.
2.3.8. You shall not perform the following actions when using the Service or the Site, because your performance of any of the following actions is a violation of this Terms of Service:
1) Receiving, processing, storing or disseminating through the Service any information data that: violates applicable law; infringe anyone's intellectual property rights; violate the rights and legitimate interests of third parties; contain materials of erotic, pornographic or offensive nature; contribute to incitement to religious, racial or ethnic hatred.
2) Committing acts that violate the rights, freedoms, honor and dignity of any person. Illegal collection, systematization, storage or dissemination of personal information.
3) Registration of the Account on behalf of or instead of another person without its proper legal authority. Allowing to use the Account to third parties. Attempt to obtain or gain access to the Account of another user of the Service in any way, including, but not limited to, by deception, abuse of trust.
4) Attempt to obtain or obtaining of unauthorized access to the Site, Service, or its software code.
2.4. Account Terms
2.4.1. When registering a new Account you are bound to meet the following terms:
i) You must be legally adult (at the age of majority) or older to use the Site or the Service.
ii) You must be a human. Accounts registered by any automated methods are not permitted.
iii) You must provide your legal full name, a valid email address, and any other information requested in order to complete the signup process and provide all the necessary details to the support center.
iv) You are responsible for maintaining the security of your Account and the accompanying password (the Password). API2Cart cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
v) You are responsible for all the Data posted and activity that occurs under your Account.
vi) You may not use your Account for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
2.4.2. After you have subscribed to the Service, these Terms of Service serve as a web services agreement between you (the “Company”) and API2Cart (the “Developer”), unless you and API2Cart sign another contract.
2.4.3. Verbal, physical, written or other abuse (including threats of abuse or retribution) of any MagneticOne customer, employee, member, or officer will result in immediate Account termination.
2.4.4. MagneticOne, in its sole discretion, has the right to suspend or terminate your Account and refuse any and all current or future use of the Service by reason of evading paying for the Service by creating more than one Account. Such termination of the Service will result in the deactivation or deletion of your Account or your access to the Account, and the forfeiture and relinquishment of all Content in your Account.
2.4.5. By providing API2Cart with the Account information for any of your stores, you are agreeing to allow API2Cart to login to your Account, view all Account information, modify any other settings deemed necessary for automated interaction and otherwise compatibility with the Service and/or send a data to/from the stores on your behalf. API2Cart does not know, keep or in any other manner get full access to your login and password information, but can only access your Account with your sole permission.
2.4.6. A breach or violation of any of the Account Terms as determined in the sole discretion of MagneticOne will result in immediate Account termination.
2.4.7. Your Account can be automatically deactivated if it was not active for a period of 90 calendar days. After you have received an email notification with information about the deletion you have 7 calendar days to follow the instructions (sign in or make API call) to keep the Account active.
2.5. Support Terms
2.5.1. Technical support is available via email and/or live chat. Guaranteed response period is 24 hours (business days only). Actual response period may vary.
2.5.2. Complaints about the accuracy of extracted data can be accepted within 30 calendar days after the API request was completed. During this period, emergence, change, or destruction of data in the database can take place due to store usage. All these changes may distort the results of the API requests. Therefore, API2Cart must not be held responsible for any of the above mentioned issues.
2.5.4. You must provide a timely response to the requests from the Service Support Team. If we do not hear from you for 10 calendar days, we consider the issue in question exhausted. In this case, we reserve the right to act on the problem using our own judgement or based on the previous agreement.
2.6. API Service Terms
2.6.1. The Service does not guarantee proper data extraction of the custom data, fields or information handled by third-party modules and/or contributions. API2Cart supports standard shopping cart database schemes by default. We provide no service for duplicated systems (emulations, forks, tweaks and other).
2.6.2. By these Terms of Service you agree not to change, modify, add, or remove portions of Bridge Script source code as it is owned by MagneticOne. You agree not to use, reproduce, modify, adapt, publish, or translate the Bridge Script source code into any form, medium, or technology now known or later developed throughout the universe.
2.7. Payment and Refund Terms
2.7.1. All the prices for the Service are provided in US currency (USD). API2Cart pricing plans can be found here: https://api2cart.com/pricing/ .
2.7.2. The Service is billed in advance. Before making any purchase, please take time to test our free trial and see if the Service is convenient for you. API2Cart has no obligation to refund the charges once the plan or package is paid. However, you can cancel your current subscription anytime you want.
2.7.3. If you exceed one or more of the limits of your Subscription Plan, you have 1 calendar month to either optimize your integration with the API2Cart API or upgrade. Once you reach the limits the following month one more time, your Account will be suspended.
2.7.4. If your automatic payment ever fails, you have 7 calendar days to fix payments or your Account will be suspended.
2.7.5. In case data returned at a client’s request is not correct due to the API’s misfunction and has caused loss of revenue, this has been verified and confirmed by API2Cart engineers and can't be resolved within 5 business days since first reported by the customer, API2Cart will provide a refund for the last 30 calendar days of using the Service. Please fill the Refund Request Form to initiate the refund procedure.
2.7.6. The Account will be immediately suspended after the refund.
2.7.7. Refund requests will be under review up to 10 calendar days from the moment of application. The refund request must include the reason for a refund (e.g., tech issues explained in detail with specified logs and API requests that were used for a check by our tech team).
2.7.8. API2Cart does not provide refunds if the issues with the Service were not investigated by API2Cart tech engineers. The refund is also not provided for issues that were declared more than 30 calendar days after they occurred.
2.7.9. API2Cart does not provide refunds if the subscription fee was charged by mistake on the customer's side (e.g., accounting or billing error, some force majeure). If you have problems with your billing, please notify API2Cart 2 working days or more prior to the date of charge.
If you disagree with the provision above, you can still request a refund, providing the documents, screenshots, etc., that confirm the wrong payment. API2Cart team will review the request and respond within 10 calendar days.
2.8. Refunds are exclusive of transaction fees.
2.8.1. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for the payment of all additional financial contributions, excluding only United States (federal or state) taxes.
According to the Supreme Court South Dakota v. Wayfair, Inc. decision, all companies with online sales within the U.S. territory are required to register for tax collection. API2Cart takes payments via PayPro Global, which takes care of collecting sales tax. In case the purchaser provides PayPro with their Retail Certificate fully completed and signed/sealed, they will be able to refund the sales tax. Fill out tax exemption certificate not to API2Cart, but to PayPro, as the latter proceeds API2Cart payments.
3. CONFIDENTIALITY. NON-SOLICITATION. NON-COMPETITION.
3.1. “Confidential Information” means API2Cart’s non-public proprietary information, technical data, trade secrets, or know-how, including, but not limited to, business plans, research, product plans, products, services, customer lists, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to the other party (“the Recipient”) in connection with the performance of these Terms of Service, which is confidential and valuable information, which API2Cart desires to protect against disclosure or competitive use, or which is in written form and designated as “proprietary” or “confidential”, or is disclosed orally and is designated either orally or in writing as being “proprietary” or “confidential”. Obligations of confidentiality with respect to any trade secret shall survive for as long as such Confidential Information is considered a trade secret due to applicable legislation.
3.2. The Recipient shall treat API2Cart’s Confidential Information confidentially and with at least the same degree of care it uses to prevent the disclosure of its own Confidential Information, but in no event less than reasonable care. In addition, the Recipient shall use the Confidential Information of API2Cart solely in the performance of its obligations under these Terms of Service and not disclose it, except to authorized employees, or contractors of the Recipient or its affiliates, its legal counsel and its accountants (provided that the Recipient contractually obligates them to a duty of confidentiality no less restrictive that the duty imposed by this section 3 and remains jointly and severally liable for any breach of confidentiality by them). The Recipient shall promptly notify API2Cart of any actual or suspected misuse or unauthorized disclosure of API2Cart’s Confidential Information. The Recipient shall not disclose API2Cart’s Confidential Information obtained through the contractual relations between the parties (if otherwise is not agreed in writing between the Recipient and API2Cart). Notwithstanding the foregoing, the Recipient may disclose Confidential Information as required by applicable law or by proper legal or governmental authority.
3.3. The restrictions on disclosure of Confidential Information shall not apply to information which was:
(i) generally available to the public at the time of disclosure, or later available to the public other than through fault of the Recipient;
(ii) already known to the Recipient prior to disclosure pursuant to these Terms of Service, as evidenced by contemporaneously maintained written records; or
(iii) obtained at any time lawfully from a third-party not bound by any obligation of confidentiality and under circumstances permitting its use or disclosure to others. The burden of proof in establishing that any Confidential Information is subject to any of the foregoing exceptions will be borne by the Recipient.
3.4. The user shall not solicit API2Cart’s employees during the term of the contractual relations between the parties.
3.5. You shall not use API2Cart’s Confidential Information (especially trade secrets) obtained through the contractual relations between the parties to provide similar information services to third parties (if otherwise is not agreed in writing between the Recipient and API2Cart).
3.6. After the termination of the contractual relations between the parties, you shall promptly return to API2Cart all copies, whether in written, electronic, or other form or media, of the MagneticOne’s Confidential Information, or destroy all such copies.
3.7. If you (any of your employees or contractors) send any feedback communications to APICart by email, chat, or otherwise, suggesting changes to the APICart Service, including without limitation, new features or functionality relating thereto (hereinafter - “Feedback”), API2Cart may use such Feedback without any limitations.
3.8. In consideration of the API2Cart's Services purchased by the user, the user agrees that API2Cart may use the name and logo to identify the user as a customer of API2Cart on API2Cart's website, and as a part of a general list of API2Cart customers for use and reference in API2Cart's promotional and marketing materials. The user agrees that API2Cart may issue a press release identifying the user as an API2Cart customer and describing the nature of the Services provided.
4. GOVERNING LAWS. DISPUTE RESOLUTION.
4.1. These Terms of Service shall be governed by the laws of Ukraine. These Terms of Service shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods.
4.2. If not settled by the negotiations, any dispute, controversy or claim arising out of or relating to this Terms of Service, including the conclusion, interpretation, execution, breach, termination or invalidity thereof, shall be settled by the International Commercial Arbitration Court at the Ukrainian Chamber of Commerce and Industry in accordance with its Rules. The number of arbitrators shall be one. The place of arbitration shall be Kyiv, Ukraine. The language to be used in the arbitral proceedings shall be English.
5. TERMS. TERMINATION.
5.1. These Terms of Service shall become effective on the date you (1) first use the Site, or (2) you first click “I agree” with this Terms of Service, or (3) first use the API2Cart Service, or (4) enter into the Agreement with API2Cart, and shall remain in effect until your use of the API2Cart Service is terminated due to this Terms of Service or the Agreement.
5.2. Types of Termination. This Terms of Service may be terminated:
5.2.1. By either party on provision of thirty (30) calendar days written notice to the other party.
5.2.2. By either party for a material breach of any provision of this Terms of Service by the other party, if the other party’s material breach is not cured within ten (10) calendar days of receipt of written notice thereof.
5.2.3. In other cases provided by these Terms of Service and (or) the Agreement.
5.3. Upon expiration or earlier termination of these Terms of Service and (or) the Agreement, you shall immediately discontinue use of the API2Cart Service. Following the termination of these Terms of Service and (or) the Agreement for any reason, you shall promptly pay API2Cart for already rendered API2Cart Services before the effective date of the expiration or termination.
6. SANCTIONS. ANTI-CORRUPTION.
6.1. You confirm that you, your legal entity, any of its directors, beneficial owners (1) is not subject to any sanctions imposed by: the National Security and Defense Council of Ukraine, the President of Ukraine, the Verkhovna Rada of Ukraine, or another state body for imposing sanctions in accordance with the legislation of Ukraine, the Security Council of the United Nations, the USA, the European Union, the United Kingdom of Great Britain and Northern Ireland; and (2) does not fall under the Law of Ukraine "On Sanctions", the Law of Ukraine "On Prevention and Counteraction to Legalization (Laundering) of Proceeds from Crime, Financing of Terrorism and Financing of Proliferation of Weapons of Mass Destruction", and relevant Decisions of the National Security and Defense Council of Ukraine "On the application, abolition and amendment of personal special economic and other restrictive measures (sanctions)", other regulations of Ukraine on sanctions; and (3) is not registered in the country or territory that is the subject of sanctions or the government of which is the subject of sanctions (including, but not limited to, the Russian Federation, the Republic of Belarus, the DNR, LNR, Crimea, Myanmar (Burma), Cuba, Iran, Libya, North Korea, Sudan, Syria) (hereinafter referred to as "Sanctions"). If API2Cart finds that you are under any of the Sanctions, then API2Cart has the right to immediately unilaterally terminate any contractual relations with you by sending an email, without any negative consequences for API2Cart.
6.2. Each party acknowledges that it is aware of, understands and has complied and will comply with, all applicable U.S. and foreign anti-corruption laws, including without limitation, the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act, and similarly applicable to parties anti-corruption and anti-bribery laws (hereinafter referred to as “Anti-Corruption Laws”). Each party agrees that no one acting on its behalf will give, offer, agree or promise to give, or authorize the giving directly or indirectly, of any money or other thing of value, including travel, entertainment, or gifts, to anyone as an unlawful inducement or reward for favorable action or forbearance from action or the exercise of unlawful influence (a) to any governmental official or employee (including employees of government-owned and government-controlled corporations or agencies or public international organizations), (b) to any political party, official of a political party, or candidate, (c) to an intermediary for payment to any of the foregoing, or (d) to any other person or entity in a corrupt or improper effort to obtain or retain business or any commercial advantage, such as receiving a permit or license, or directing business to any person.
If there are any questions regarding these Terms of Service, please contact us.