API Terms

DAYFORCE API ACCESS RIGHTS AGREEMENT

By using the Dayforce API, you are agreeing to be bound by this API Agreement. If you are acting on behalf of a company or legal entity, you represent that you have authority to bind such entity to this API Agreement. If you have entered into a different agreement with Dayforce concerning the use of the Dayforce API, this agreement will not apply.

1. DEFINITIONS. As used in this Dayforce API Access Rights Agreement:

  • 1.1. “API Agreement” means this Dayforce API Access Rights Agreement, which incorporates by reference the Dayforce Privacy Policy, Dayforce Website Terms of Use, and Dayforce End User Terms of Use, any of which may be amended from time to time.
  • 1.2. “API Data” means any data that is uploaded, posted, transmitted, or otherwise made available via the Dayforce API.
  • 1.3. “API Documentation” means any documentation, resources, or information that Dayforce publishes about the Dayforce API.
  • 1.4. “Dayforce” means Dayforce US, Inc. and any of its affiliates or subsidiaries.
  • 1.5. “Dayforce API” means Dayforce’s web service API.
  • 1.6. “Dayforce Client” means a customer of Dayforce that has a subscription or rights to use the Dayforce Platform.
  • 1.7. “Dayforce Platform” means Dayforce’s HCM platform and related products and services.
  • 1.8. “Dayforce Marks” means any trademarks, registered or unregistered, that are owned by Dayforce.
  • 1.9. “Third Party Integration” means any integration with the Dayforce API that is developed by you, as well as any integration with the Dayforce API that is developed by a third party and used by you.

2. LICENSE GRANT.

  • 2.1. Subject to the terms and conditions set forth herein, you are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Dayforce API.

3. LICENSEE OBLIGATIONS.

  • 3.1. When developing or using any Third Party Integration, or using the Dayforce API, you shall:
    • 3.1.1.Implement robust security measures to protect the Dayforce API and any API Data.
    • 3.1.2.Follow all applicable API Documentation when developing, testing, implementing, or using any Third Party Integration.
    • 3.1.3.Use the API to access data from a Dayforce Client where the Client has provided explicit, verifiable consent for that data use. Dayforce is not liable for unauthorized access resulting from misrepresented or revoked consent.
    • 3.1.4.Limit your use, processing, and retention of API Data to the minimum necessary to achieve the specific purposes authorized by the Dayforce Client.
    • 3.1.5.You must promptly notify Dayforce and affected Dayforce Clients of any actual or suspected data breach involving API Data, and cooperate with Dayforce in investigating and mitigating the breach.

4. LICENSEEE PROHIBITIONS

  • 4.1. You will refrain from the following:
    • 4.1.1.Reverse engineering, decompiling, or disassembling the Dayforce API or the Dayforce Platform.
    • 4.1.2.Developing, creating, or offering any product or service that directly competes with any version of the Dayforce Platform.
    • 4.1.3.Coping or storing API Data, except as permitted by the API Agreement or authorized by a Dayforce Client.
    • 4.1.4.Representing that Dayforce has recommended or approved you as a trusted third party to support the Dayforce Platform, unless Dayforce has provided written consent.
    • 4.1.5.Representing that your Third Party Integration is developed, created, offered, or approved by Dayforce.
    • 4.1.6.Using any Dayforce marks to promote your Third-Party API.
    • 4.1.7.Transmitting any viruses or other computer programming that may damage, interfere with, or expropriate the Dayforce API or API Data.
    • 4.1.8.Exceeding or circumventing any limitations on access, calls, and use of the Dayforce API or otherwise using the Dayforce API in a manner that reasonably constitutes excessive or abusive usage.
    • 4.1.9.Utilizing API Data or API Documentation to train any artificial intelligence model or system.
    • 4.1.10. Using the Dayforce API in violation of any law or regulation, or rights of any other person or third party, including but not limited to intellectual property rights and rights of privacy, or in any manner inconsistent with this API Agreement or other Dayforce policies or agreements to which you are subject, whether directly or indirectly.

5. INTELLECTUAL PROPERTY

  • 5.1. Dayforce owns all rights, title, and interest, including all intellectual property rights, in and to the Dayforce Platform, Dayforce API, and Dayforce Marks. Except for the express license granted herein, Dayforce does not grant you any right, title, or interest in the Dayforce Platform, Dayforce API, and Dayforce Marks.
  • 5.2. To the extent permitted by applicable law, you retain all rights, title, and interest in and to your Third Party Integration, excluding any Dayforce intellectual property, information, content, or technology incorporated therein. Nothing in these Terms transfers ownership of Dayforce’s intellectual property to you. Notwithstanding the foregoing, you agree that Dayforce may analyze, evaluate, and use your Third Party Integration to improve or enhance its products and services. This includes incorporating concepts, functionality, or techniques derived from your Third Party Integration.

6. FEEDBACK

  • 6.1. If you choose to provide any suggestions, comments, ideas, or other feedback related to the Dayforce API, you hereby grant to Dayforce a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, fully paid-up, sublicensable, and transferable license to use, reproduce, modify, distribute, display, and otherwise exploit the feedback for any purpose, without restriction and without any obligation or compensation to you.

7. INDEMNITY

  • 7.1. You will indemnify and hold Dayforce harmless from and against any and all third-party claims, damages, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or in connection with: (a) your use of the Dayforce API; (b) your use of API Data, (c) your Third Party Integration; or (d) your violation of applicable law or rights of a third party.

8. LIMITATION OF LIABLITY

  • 8.1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL DAYFORCE BE LIABLE FOR ANY 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 DAYFORCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL DAYFORCE’S TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE API TERMS, THE DAYFORCE API, OR YOUR USE OF THE DAYFORCE API EXCEED ONE HUNDRED U.S. DOLLARS (US $100), REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE.

9. WARRANTIES

  • 9.1. THE DAYFORCE API IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. DAYFORCE EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. DAYFORCE DOES NOT WARRANT THAT THE DAYFORCE API WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY API DATA OR API DOCUMENTATION WILL BE ACCURATE OR REL IABLE. YOU ASSUME ALL RISKS ASSOCIATED WITH YOUR USE OF THE DAYFORCE API.

10. MISCELLANEOUS

  • 10.1. Dayforce reserves the right to monitor any use of the Dayforce API, including Third Party Integrations, to ensure compliance with this API Agreement, Dayforce Client Agreements, Dayforce Policies, and applicable laws or regulations.
  • 10.2. This API Agreement is not intended to, nor does it constitute or create a joint venture, partnership, or other relationship of any kind except as specifically described in this API Agreement. Neither party shall have authority to bind the other. and neither party shall be authorized to make representations to any third party regarding the other party or its products or services.
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  • 10.3. Dayforce may suspend or terminate your access to the Dayforce API or your Third-Party Integration at any time for any reason, without notice.
  • 10.4. Dayforce may limit your access to the Dayforce API or use of your Third-Party API, if, in Dayforce’s sole discretion, such use may negatively affect the ability to provide the Dayforce Platform or Dayforce API.
  • 10.5. Violation of the API Agreement may result in immediate termination of this API Agreement, without notice. Upon termination, all rights and licenses granted to you will terminate. Any API Data in your possession must be promptly destroyed. Upon request, you must verify such destruction.
  • 10.6. Any terms and conditions of this API Agreement that by their nature are intended to survive termination or expiration of this Agreement shall so survive.
  • 10.7. Any provision of this API Agreement which is unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.
  • 10.8. Headings in this API Agreement are for ease of reference only and will not affect its interpretation.
  • 10.9. This API Agreement shall be governed by the laws of the state of Minnesota if the Territory is the United States and/or Mexico; the province of Ontario if the Territory is Canada, and all federal laws applicable therein; the laws of England if the Territory is the United Kingdom or the Republic of Ireland; the laws of New South Wales if the Territory is Australia, and all federal laws applicable therein; or the laws of New Zealand if the Territory is New Zealand.

 

Effective Date: November 14, 2025

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