This API User Agreement (the “Agreement”) applies to your access and use of any application programming interface (each, the “API”) that Digi-Key Corporation (“DigiKey”) makes available and all data, images, text, and other information or content transmitted through the API (the “DigiKey Data”).
PLEASE READ THIS AGREEMENT. By checking the box acknowledging that you agree to this Agreement, or by accessing or using the API or DigiKey Data, you (a) agree on your own behalf personally and on behalf of any entity for which you work or you appear to represent (collectively and individually “you,” “your,” and “user”) to be bound by this Agreement and the Terms & Conditions on the DigiKey.com website (https://www.digikey.com/en/terms-and-conditions), and (b) represent and warrant that you are lawfully able to enter into this Agreement with DigiKey and are authorized to bind the entity for which you work or appear to represent to this Agreement.
1. Permitted Purpose. The API is made available by DigiKey to enable you to access DigiKey Data to present it within (i) your public website (“Your Site”), (ii) any other public website expressly approved by DigiKey, as described in Section 2 below (a “Downstream Website”), and (iii) your internal software application to automate and enhance your purchasing of products from DigiKey (“Internal Application”), in each case as approved by DigiKey and in ways that complement and enhance DigiKey’s own services (“Permitted Purposes”). DigiKey’s failure to immediately terminate any user of the API for a non-permitted purpose shall in no way be construed as a waiver of its ability to terminate such user later or any other user.
2. Access and Approval. To gain access to any API, you must have a My DigiKey account with DigiKey, register in the DigiKey API developer portal (the “Portal”), and create a token which identifies you as a user of the API, as instructed in the Portal. Once you have created a token, you have access to DigiKey’s standard API. To obtain access to an enhanced-access feed API, you must email api.contact@digikey.com to request such access. Approval, if provided, will be granted by return email. In addition, to display or facilitate the display of any DigiKey Data on a Downstream Website, prior approval must be obtained from DigiKey. To request approval to display or facilitate the display of any DigiKey Data on a Downstream Website, you must email api.contact@digikey.com requesting such approval and approval, if provided, will be granted by return email. DigiKey may approve or reject requests for access to an enhanced-access feed API and requests to share DigiKey Data with a Downstream Website, in its sole discretion. “Your Site” as used in the remainder of this Agreement includes Your Site and any approved Downstream Website.
3. Limited License
3.1. License Grant. Subject to the terms and conditions of this Agreement, DigiKey grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable (unless expressly approved by DigiKey), personal, royalty-free license during the Term to:
3.1.1. access the API and display DigiKey Data on Your Site and in the Internal Application, as applicable to you, solely for the Permitted Purpose;
3.1.2. access and use, solely for the Permitted Purpose, any library of code samples, developer tools, or other software that DigiKey makes available to you (“Software”) to assist you in connecting to and using the API;
3.1.3. access any documentation, specifications, and other materials, digital or otherwise, related to the API as necessary for your use of the DigiKey Data for the Permitted Purpose (“Documentation”) as permitted by DigiKey; and
3.1.4. display the DigiKey trademark, as provided and approved by DigiKey (the “DigiKey Mark”) with the display of DigiKey Data on Your Site or in your Internal Application, as applicable, during the Term. You must clearly and conspicuously attribute DigiKey as the source of all DigiKey Data.
3.2. Limitations. You may not use and shall not use the API, DigiKey Data, Software, Documentation, or the DigiKey Mark for any purposes beyond the scope of the license granted in this Agreement. Without limiting the foregoing and except as expressly set forth in this Agreement, you shall not at any time, and shall not permit others to: (i) copy, modify, or create derivative works of the API, in whole or in part; (ii) modify or create derivative works of the DigiKey Data or Documentation (except modifications requested by DigiKey to the DigiKey landing page URL included in DigiKey Data to facilitate tracking), (iii) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the API or Documentation; (iv) distribute or disclose DigiKey Data to any third parties (other than displaying DigiKey Data on Your Site or in your Internal Application for the Permitted Purpose); (v) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the API, in whole or in part; (vi) remove any proprietary notices from the API or the DigiKey Data; (vii) use the API in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law; (viii) combine or integrate the API or DigiKey Data with any software, technology, services, or materials not authorized by DigiKey; (ix) modify, obscure or otherwise disable the functioning of links to DigiKey or third-party applications or websites provided within the DigiKey Data, or (x) omit, modify, or obscure text, images, artwork, logos, copyright or similar notices of any DigiKey Data, provided however, that with graphic images, you may re-size such images while maintaining the same relative proportions of the image.
3.3. Reservation of Rights. DigiKey reserves all rights not expressly granted to you in this Agreement. Except for the limited licenses expressly granted under this Agreement, nothing in this Agreement grants to you or any third party, by implication, waiver, estoppel, or otherwise, any intellectual property rights or other right, title, or interest in or to the API, DigiKey Data, Software, Documentation, DIGIKEY trademark, or other DigiKey intellectual property.
3.4. License to DigiKey. Solely to the extent that it is necessary for DigiKey to allow you to use the API and provide you with DigiKey Data, you grant to DigiKey a limited, non-exclusive, non-sublicensable, worldwide, royalty-free license to copy and use Your Website or the Internal Application, or the relevant portions thereof.
4. Performance Data and Confidentiality. Any data derived from DigiKey Data, any data pertaining to performance or analysis of DigiKey Data on Your Website, and any data pertaining to clicks from Your Website to DigiKey’s website based on use of DigiKey Data (“Performance Data”) shall be the property of, and along with the API, the Documentation, and the Software, confidential information of DigiKey (“Confidential Information”). You shall not disclose the Confidential Information to any person or entity, except to your employees who have a need to know the Confidential Information for you to use the API and DigiKey Data as permitted by this Agreement. Notwithstanding the foregoing, you may disclose Confidential Information to the limited extent required by applicable law, regulatory authority, or order of a court of competent jurisdiction or other governmental body (“Compelled Disclosure”), provided that you: (i) give prompt written notice to DigiKey of such Compelled Disclosure when legally permissible; (ii) reasonably cooperate with DigiKey in seeking a protective order or otherwise preventing or restricting such disclosure; and (iii) only disclose that portion of Confidential Information required to comply with the Compelled Disclosure. On the expiration or termination of the Agreement, you shall promptly return to DigiKey all copies, whether in written, electronic, or other form or media, of the Confidential Information, or destroy all such copies and certify in writing to DigiKey that such Confidential Information has been destroyed. Your obligations of non-disclosure with regard to Confidential Information will expire three years following the date of termination of this Agreement.
5. Additional Restrictions
5.1. Use Restrictions. You may not, and agree that you will not: (a) use the API or DigiKey Data in a way that is competitive to or inconsistent with DigiKey’s services; (b) aggregate, in any way, any DigiKey Data with third party content or data without distinction (that is, without identifying DigiKey Data as data obtained from DigiKey); (c) fail to attribute DigiKey Data appropriately to DigiKey; (d) bulk download DigiKey Data, attempt to execute a bulk download of DigiKey Data, provide a means to bulk download DigiKey Data, or otherwise use a bulk download operation in connection with DigiKey Data; (e) use the API, DigiKey Data, or Documentation to update or create your own database of information; (f) display DigiKey Data in a manner that could reasonably imply an endorsement, relationship or affiliation with or sponsorship between you or a third party and DigiKey beyond your permitted use of the API under this Agreement; (g) use the API in a manner that impacts or otherwise interferes with the functionality or proper working of the API or DigiKey’s servers or impacts other websites or applications using the API; (h) use the API, Documentation, Software, or DigiKey Data in any manner or for any purpose that may violate any law or regulation, or any right of any person including, but not limited to, intellectual property rights, rights of privacy, data protection rights, or which otherwise may be harmful (in DigiKey’s sole discretion) to DigiKey, its providers, its suppliers, end users of its websites, or your end users; (i) use the API for the benefit of any DigiKey competitors or for the purpose of providing those competitors with access to the API, Documentation, Software, DigiKey Data, or Performance Data; or (j) hack or break any security mechanism on the API, Documentation, Software, or DigiKey Data or pose a security to risk to DigiKey or any users of its services.
5.2. Website Restrictions. The API may not be used with, and DigiKey Data may not be displayed on, any web page that: does not have as their principal purpose driving sales of DigiKey products and services; promotes or contains sexually explicit materials; contains hateful, violent, offensive, or defamatory content, or any other content deemed unsuitable or harmful to the reputation of DigiKey; promotes discrimination, or employs discriminatory practices, based on race, sex, religion, nationality, disability, sexual orientation, or age; promotes or undertakes illegal activities or otherwise violates applicable laws, ordinances, rules, regulations, orders, and other requirements of any governmental authority that has jurisdiction over you, including, but not limited to, laws that govern marketing email; includes “DigiKey” or any other trademark of DigiKey, or a variation or misspelling thereof, in the URL to the left of the top-level domain name; or infringes on DigiKey’s or any other person’s or entity’s intellectual property, privacy, data protection or other rights.
6. Service Level Objectives, Downtime, and Throttling. You understand and agree that from time to time the API may be inaccessible, unavailable or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic updates, maintenance procedures or repairs; or (iii) causes beyond the control of DigiKey or which are not reasonably foreseeable by DigiKey, including, without limitation, interruption or failure of telecommunication or digital transmission links, hostile network attacks, the unavailability, operation, or inaccessibility of websites or interfaces, network congestion or other failures. You acknowledge and agree that DigiKey has no control over the availability of the services on a continuous or uninterrupted basis. The API allows a limited number of requests per second. The threshold will be set based on usability and business requirements, as determined by DigiKey in its sole discretion. Exceeding this threshold will result in a ten-minute suspension of your account. During this suspension, you will receive a “403 Forbidden” error message with each attempted call to the API.
7. Request for Information. You acknowledge and agree that DigiKey may monitor Your Website to confirm compliance with this Agreement and that DigiKey may request information from you related to your use of the API, DigiKey Data, Documentation and/or Software and your compliance with this Agreement, and you shall provide to DigiKey the information requested in a timely manner. Should you fail to provide responsive information, or if DigiKey, in its sole discretion, determines that you are not complying with this Agreement, DigiKey may terminate this Agreement with or without notice to you. Upon such termination for any reason, you shall immediately cease using the API and DigiKey Data, promptly remove from Your Website and the Internal Application, as applicable, all DigiKey Data, and delete all DigiKey Date in your possession or control.
8. Additional Obligations and Representations
8.1. You are responsible for ensuring that your Application and calls to the API are compatible with the API.
8.2. You agree that you will not: (i) send or initiate any email or other electronic messages that in any way suggest or imply or mislead or are likely to mislead a recipient into believing that we were the sender or sponsor of such email or electronic message or procured you or induced you to send such email or electronic message; (ii) forward, redistribute or otherwise repurpose any email or other electronic messages that we send our customers or (iii) send or initiate any email in violation of any applicable laws, rules or regulations and other requirements of any governmental authority that has jurisdiction over you.
8.3. When promoting Your Website the following guidelines must be followed: (i) you must not give the impression that you are, or represent, DigiKey through use of phrases such as ‘Official Site’; (ii) you must not engage in any pay per click, keyword or ad word campaigns using any DigiKey trademark or DigiKey Data (such as, without limitation, a DigiKey part number) unless you receive the prior written approval from DigiKey, which approval may be withheld at our sole discretion; (iii) you must not engage in marketing practices that are illegal, misleading, deceptive, or violate the rights of any third party; and (iv) you must ensure that all copy used for search and keyword purposes is appropriate and entirely truthful and accurate and does not contain any claims that could be construed to be false or misleading. You agree that, following notice from DigiKey, you will promptly remove any search listing containing copy and/or creative components that DigiKey, in its sole discretion, deems inappropriate for any reason.
8.4. You represent and warrant: (i) that you are solely responsible for the development, operation, and maintenance of Your Website and Internal Application, as applicable, including without limitation, the accuracy, appropriateness and completeness of all content therein; (ii) that you have the necessary rights and licenses, consents, permissions, waivers and releases to use and display the Your Website; (iii) Your Website and the Internal Application, as applicable to you, do not, in whole or in part, violate, misappropriate or infringe any rights of DigiKey or any third party, including intellectual property rights; (iv) Your Website and Internal Application, as applicable to you, do not contain any viruses or malicious, deleterious, or harmful code and will not introduce into the API or DigiKey’s system or network any virus or malicious, deleterious, or harmful code; and (vi) that you will conduct your business in a professional manner and in a way that does not reflect unfavorably on the goodwill and reputation of DigiKey.
9. Term and Termination. The term of this Agreement (“Term”) will begin once you agree to this Agreement as set forth at the beginning of this Agreement. The Agreement will remain in effect until terminated by you or DigiKey in accordance with this Section 9. Either you or DigiKey may terminate this Agreement at any time, with or without cause, by giving the other party written notice of termination. In addition, DigiKey may suspend your account without notice upon 90 or more consecutive days of inactivity. DigiKey may terminate the Agreement if you have your account suspended three times in accordance with this section. Upon termination of this Agreement by either party the licenses granted in this Agreement shall immediately terminate and you agree to cease all use of the API, DigiKey Data, Documentation, Software, and the DigiKey Mark, and to return to DigiKey or destroy or delete all copies of the DigiKey Data, Documentation, Software, and any other related materials provided to you by DigiKey within your possession or control. You agree to promptly provide DigiKey with proof of satisfaction of your termination obligations upon request. Termination of the Agreement does not relieve either party of any liability for any breach of, or liability accruing under, the Agreement prior to termination. Any terms of this Agreement that by their nature are intended to continue beyond the termination of this Agreement will survive termination (including, without limitation, Sections 4, 7, 8, 10, 11, 14, 15, 16, 17, 19, 20, 22, and 23).
10. Intellectual Property Ownership; Feedback. You acknowledge that, as between you and DigiKey, DigiKey owns all right, title, and interest, including all intellectual property rights, in and to the API, the DigiKey Data, Performance Data, Documentation, Software, and the DigiKey Mark. If you or any of your employees, contractors, and agents recommends to DigiKey any changes to the API, DigiKey Data, Performance Data, Documentation, or Software including without limitation, new features or functionality relating thereto (“Feedback”), all such Feedback is and will be treated as non-confidential, and you hereby assign to DigiKey on your own behalf, and on behalf of your employees, contractors, and agents, all right, title, and interest in, and DigiKey is free to use, without any attribution or compensation to you or any third party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although DigiKey is not required to use any Feedback.
11. Publicity. You shall not create, publish, distribute, display or disseminate any materials (e.g. press releases or marketing material) that make reference to DigiKey without first submitting such material to DigiKey and receiving DigiKey’s prior written consent, which may be withheld in DigiKey’s sole discretion.
12. Modification. You agree that DigiKey may modify this Agreement at any time by posting a revised version of the Agreement in the Portal. The revised terms shall be effective upon posting. By continuing to use the API and/or DigiKey Data after the effective date of any revisions to this Agreement, you agree to be bound by the revised Agreement. It is your responsibility to check the Portal regularly for changes to this Agreement.
13. Relationship of Parties. Nothing in this Agreement creates any type of joint venture, partnership, employment relationship, franchise, sales relationship, or agency relationship between you and DigiKey and you shall make no representation to the contrary.
14. Indemnification. You agree to indemnify, defend and hold DigiKey, its affiliates and licensors, each of their business partners (including third party sellers on websites operated by or on behalf of us) and each of their respective employees, officers, directors and representatives, harmless from and against any and all claims, losses, damages, liabilities, judgments, penalties, fines, costs and expenses (including reasonable attorneys’ fees), arising out of or in connection with any claim or demand arising out of or relating to (i) your use of the API, DigiKey Data, Documentation, Software, Performance Data, or the DigiKey Mark in a manner not authorized by this Agreement and/or in violation of applicable law, (ii) Your Website or your Internal Application, or the combination of Your Website or your Internal Application with other applications, content or processes, including but not limited to any claim involving infringement or misappropriation of third-party rights and/or the use, development, design, manufacture, production, advertising, promotion and/or marketing of Your Website or your Internal Application, (iii) your breach of any term or condition of this Agreement, or (iv) you or your employees’ or personnel’s negligence or willful misconduct. DigiKey will promptly notify you of any claim subject to indemnification; provided that DigiKey’s failure to promptly notify you shall not affect your obligations hereunder except to the extent that DigiKey’s failure to promptly notify you delays or prejudices your ability to defend the claim. DigiKey reserves the right, at DigiKey’s option and in DigiKey’s sole discretion, to assume full control of the defense of claims with legal counsel of DigiKey’s choice. You may not enter into any third-party agreement that would, in any manner whatsoever, constitute an admission of fault by DigiKey or bind DigiKey in any manner, without DigiKey’s prior written consent. In the event DigiKey assumes control of the defense of such claim, DigiKey will not settle any such claim requiring payment from you without your prior written approval, which shall not be unreasonably withheld.
15. Disclaimer of Warranties. THE API, DIGIKEY DATA, SOFTWARE, DOCUMENTATION, DIGIKEY TRADEMARKS, CONFIDENTIAL INFORMATION, AND ANY AND ALL TECHNOLOGY, SOFTWARE, FUNCTIONS, CONTENT, IMAGES, MATERIALS AND OTHER DATA OR INFORMATION PROVIDED BY DIGIKEY OR OUR LICENSORS IN CONNECTION THEREWITH (COLLECTIVELY THE “SERVICE OFFERINGS”) ARE PROVIDED “AS IS.” DIGIKEY AND OUR LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO THE SERVICE OFFERINGS. DIGKEY AND ITS LICENSORS DISCLAIM ALL WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE. DIGIKEY AND ITS LICENSORS DO NOT WARRANT THAT THE SERVICE OFFERINGS WILL FUNCTION AS DESCRIBED, WILL BE UNINTERRUPTED OR ERROR FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT THE DATA YOU STORE WITHIN OR IN CONNECTION WITH THE SERVICE OFFERINGS WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED. DIGKEY AND ITS LICENSORS SHALL NOT BE RESPONSIBLE FOR ANY SERVICE INTERRUPTIONS, INCLUDING, WITHOUT LIMITATION, SUSPENSIONS, POWER OUTAGES, SYSTEM FAILURES OR OTHER INTERRUPTIONS. NO ADVICE OR INFORMATION OBTAINED BY YOU FROM DIGIKEY OR FROM ANY THIRD PARTY OR THROUGH THE API SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
16. Limitation of Liability. DIGIKEY AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU OR ANY OTHER PARTY 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 LOSSES (EVEN IF DIGKEY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) IN CONNECTION WITH THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY SUCH DAMAGES RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE API, DIGKEY DATA, SOFTWARE, OR DOCUMENTATION; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR WEBSITE OR YOUR INTERNAL APPLICATION; OR (iv) THE ACCURACY OF THE INFORMATION RETRIEVED VIA THE API. IN ANY CASE, DIGIKEY’S AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL BE LIMITED TO ONE THOUSAND DOLLARS ($1,000). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.
17. Disputes. This Agreement is governed by the laws of the State of Minnesota without regard to any conflict of law provisions. The 1980 United Nations Convention on Contracts for the International Sale of Goods, the United Nations Convention on the Limitation Period in the International Sale of Goods, and the Uniform Computer Information Transactions Act, and any implementations thereof in various jurisdictions and any subsequent revisions thereto, shall not apply to this Agreement. Any controversy or claim arising out of or relating to this Agreement or your use of the API, DigiKey Data, Software, Documentation, or Performance Data (a “Dispute”) shall be settled by arbitration under the rules provided by the American Arbitration Association (AAA), and you hereby waive any right you may otherwise have to a jury trial. A single arbitrator shall preside over any arbitration, and such arbitrator shall, in his or her sole discretion, determine the arbitrability of any alleged Dispute. Any arbitration shall be conducted in Minneapolis, Minnesota. To the fullest extent permitted by applicable law, no arbitration under this Agreement will be joined to an arbitration involving any other party subject to this Agreement or a similar agreement, whether through class arbitration proceedings or otherwise. Judgment on an award rendered by an arbitrator may be entered in any state or federal court within or without the State of Minnesota. Notwithstanding the foregoing, in lieu of or addition to any other remedies available to DigiKey, DigiKey may seek injunctive or other relief in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement, misappropriation or violation of DigiKey’s intellectual property or proprietary rights or rights in confidential information (including, without limitation, Confidential Information). You hereby irrevocably consent to non-exclusive jurisdiction and venue of the state and federal courts of the State of Minnesota with respect to any such court action seeking injunctive or other relief. You further acknowledge that DigiKey’s rights in its intellectual property and confidential information (including, without limitation, Confidential Information) are of a special, unique, extraordinary character, giving those rights peculiar value, the unauthorized use, disclosure, or loss of which cannot be readily estimated and may not be adequately compensated for in monetary damages.
18. Entire Agreement. This Agreement along with the Terms & Conditions posted on DigiKey.com constitute the entire agreement between you and DigiKey regarding the subject matter of this Agreement and supersedes any and all prior or contemporaneous representation, understanding, agreement, or communication between you and DigiKey, whether written or oral, regarding such subject matter. Where any term of DigiKey’s Terms & Conditions posted on DigiKey.com conflicts with any term of this Agreement, this Agreement shall control and supersede those any such conflicting terms with respect to the subject matter of this Agreement.
19. Notice. Except as otherwise set forth herein, both parties must send all notices relating to this Agreement to: (a) for DigiKey, via registered mail, return receipt requested or via an internationally recognized express mail carrier to: DigiKey, Digital Marketing Department, 701 Brooks Avenue South, Thief River Falls, MN 56701, USA; and (b) for You, notices will be communicated via the email address of record for you on file with DigiKey in your My DigiKey account, or other reasonable communication means. It is your responsibility to keep your email address current and periodically check the Portal for new notices. For email, you will be deemed to have received any email sent to any such email address, upon our sending of the email, whether or not you actually receive the email.
20. Assignment. You may not assign, delegate, or otherwise transfer (including, without limitation, by subcontract, merger, change of your ownership, or operation of law) this Agreement, in whole or in part, or any rights or obligations under this Agreement, without the prior written consent of DigiKey. Any assignment, delegation, or transfer in violation of the foregoing shall be void. DigiKey may assign this Agreement and its rights and obligations under this Agreement.
21. Force Majeure. Neither party shall be liable by reason of any failure or delay in the performance of its obligations under this Agreement for any cause beyond the reasonable control of such party, including but not limited to electrical outages, failure of internet service providers, default due to internet disruption (including without limitation denial of service attacks), riots, insurrection, acts of terrorism, war (or similar), fires, flood, earthquakes, explosions, and other acts of God.
22. Waivers. The failure by DigiKey to enforce any provision of this Agreement shall in no way be construed to be a present or future waiver of such provision nor in any way affect DigiKey’s right to enforce such provision thereafter. All waivers by us must be in writing to be effective.
23. Export Compliance and Restrictions. You shall, in connection with your use of the API, Documentation, Software, and DigiKey Data, comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations, the International Traffic in Arms Regulations, and country-specific economic sanctions programs implemented by the Office of Foreign Assets Control.