WELCOME TO AKIUS!
PLEASE READ THIS DOCUMENT CAREFULLY.
By using our services, including all associated features and functionalities, websites and user interfaces, as well as all content and software applications associated with our services (collectively, the “Akius Services” or “Services”), or accessing any content, including but limited to music and video available through the Services (the “Content”), you represent and warrant that you are at least 18 years old and of legal age and have all powers required to form a binding contract with Akius and use the Services. If you do not meet such requirement, you must not access the Services and/or Content without the consent of your parent or guardian.
- Legal Agreement
If you do not wish to continue using the Services, you may terminate your account as provided in Section 2.3 below.
- Your Account
2.1. Creation and ownership
In order to use the Services, please register as a user and create your Akius account by connecting through your Facebook account or your Apple ID as instructed on our welcome page.
As a condition to your use of the Services, all information you provide shall be correct, current and complete. We may use the information provided by you to determine the actual and true owner of the User’s account submitted to us (including but not limited to email address and billing information).
In the event of a dispute regarding ownership of a User’s account, we reserve the right to determine ownership to a User’s account based on our reasonable judgment, in our sole discretion, whether or not an independent investigation has been conducted by us. However, if we cannot make such determination (as we may deem in our sole discretion), we reserve the right to avoid doing so and/or suspend a User’s account until the parties disputing such ownership, reach a resolution, without liability to you or to any other party. We may request any documentation that may assist us in determining ownership.
An automatic renewal option may be applied by default to some of our services. Such option may be turned off in your profile page. Unless the automatic renewal is turned off, said services will renew automatically upon expiration of the original period for which you purchased said services , for a period of equal time to the original subscription period and at the applicable price at the time of renewal.
2.3.1. Cancellation by User
If you do not wish your subscription to renew automatically, you must follow the cancellation instructions available on your account prior to the expiration of the ongoing subscription period by clicking here .
2.3.2. Cancellation by Akius
Failure to comply with any of the Akius Terms and/or to timely pay any due fee shall entitle Akius to suspend (until full payment is made) or cancel your account, as well as the provision of any related Services to you.
2.3.3. Consequences of cancellation
After cancellation, you will be allowed to use your subscribed Services until the expiration of the ongoing paid subscription period.
No refund will be due by Akius upon cancellation.
In addition, cancellation may cause loss of certain content, features, or capacity of your account.
Akius shall not be liable in any way for such loss, or for saving a backup of your account and/or content.
2.4. Using our Services
The Services and the Content are the property of Akius or Akius’ licensors. We grant you limited, non-exclusive, revocable permission to make use of the Services, and limited, non-exclusive, revocable permission to make personal, non-commercial use of the Content (collectively, “Access”). This Access shall remain in effect until and unless terminated by you or Akius. You promise and agree that you are using the Services and Content for your own personal, non-commercial use and that you will not redistribute or transfer the Services or the Content.
The Services and Content are not sold or transferred to you, and Akius and its licensors retain ownership of all copies of the Akius software applications and Content even after installation on your personal computers, mobile handsets, tablets, wearable devices, speakers and/or other devices (“Devices”).
You agree to abide by the Akius Terms and not to use the Services, the Content, or any part thereof in any manner not expressly permitted by the Akius Terms. Except for the rights expressly granted to you in the Akius Terms, Akius grants no right, title, or interest to you in the Services or Content.
Third party software (for example, open source software libraries) included in the Services are made available to you under the relevant third party software library’s license terms as published in the help or settings section of our desktop and mobile client and/or on our website.
By purchasing a ticket to an Akius show and otherwise complying with the Akius Terms and any other terms and conditions that Akius may apply to Akius shows from time to time, you may be selected to have your own live video recording appear simultaneously with the artist’s live video recording on Akius users’ devices for a few second prior to the show (the “AK’time”) or during an Akius show.
Your selection by Akius and/or the artist to appear on the AK’time or during the Akius show in no event entitles you to meet the artist in person at any time.
Your participation to the AK’time and/or to an Akius show cannot be transferred, sold or distributed to others.
Users selected to appear during the AK’time and/or and Akius show will be selected at random prior to and during the Akius show from all Akius users owning a ticket to said show. Odds of being selected to appear in the AK’time and/or during an Akius show will depend on the number of ticket holders.
You understand and agree that all artists performing during an Akius show may record any portion of said Akius show including without limitation any portions of the AK’ Time and portions during which you may appear and use and exploit said portions in any manner authorized by Akius.
2.6. Your User Content:
You are responsible for all content uploaded or provided by you, or imported, copied or uploaded, or created by using the Services including without limitation content including your name, image, likeness, appearance, and other personal characteristics and private information, and all materials that incorporate any of the foregoing (“User Content”). By creating, posting or transmitting User Content, you represent and warrant that you are the creator and owner of, or have the necessary licenses, rights, consents, and permissions to use and to authorize us to import, copy, use, publish, import, display, upload, transfer or license your User Content and that such User Content, or its use by Akius, as contemplated by the Akius Terms, does not violate the Akius Terms or any other rights set forth by applicable law, or the intellectual property, publicity, personality, or other rights of others or imply any affiliation with or endorsement of you or your User Content by Akius or any artist, band, label, entity or individual without express written consent from Akius or such individual or entity.
By uploading your User Content onto the Services, you grant Akius, in perpetuity, a worldwide, exclusive, royalty-free, sublicensable and transferable license to exploit your User Content in any and all media, now known or hereafter devised, throughout the universe, in perpetuity, in all configurations as Akius determines and to use your User Content (including to reproduce, distribute, prepare derivative works, display and perform it).
We may remove any User Content that violates the Akius Terms or that we determine is otherwise not appropriate in our sole discretion. Akius is under no obligation to accept any individual as a customer or user and may accept or reject any registration in its sole and complete discretion.
2.5 Additional obligations
Additionally, you agree and undertake to:
– allow Akius to use processor, bandwidth, and storage hardware on your personal computer, mobile handsets, tablets, wearable devices, speaker and/or other devices, in order to facilitate the operation of the Services;
– allow Akius and its business partners to provide advertisement and other information to you;
– to grant Akius a non-exclusive, transferable, sub-licensable, royalty-free, perpetual, irrevocable, fully paid, worldwide license to use, reproduce, make available to the public (e.g. perform and/or display), publish, translate, modify, create derivative works from, and distribute any of your User Content in connection with the Services through any medium, whether alone or in a combination with other content or materials, in any manner and by any means, methods or technology, whether now known or hereafter created. Wherever applicable and permitted by applicable law, you also agree to waive and not enforce any “moral rights” or equivalent rights, such as your right to be identified as the author of any User Content and your right to object to derogatory treatment of such User Content.
2.6 Restriction on Use
You acknowledge and agree that you are solely responsible for (and that Akius has no responsibility to you or to any third party for) any breach of your obligations under the Akius Terms and for the consequences (including any loss or damage which the Company may suffer) of any such breach.
All activities performed by anyone authorized, directly or indirectly and expressly or tacitly, by you to access your Akius account shall be deemed to have been performed on your behalf and in your name and you are hence solely and fully responsible for such activities and their consequences, including but not limited to any prejudice that may be caused.
If you violate the Akius Terms and/or Akius has a reasonable ground to suspect that you have violated the Akius Terms, Akius has the right to suspend or terminate your account and refuse any and all current or future use of the Services (or any portion thereof).
Furthermore you agree not to use the Services or Content to:
- copy, redistribute, reproduce, record, transfer, perform, display to the public, broadcast, or make available to the public any part of the Services or Content, or otherwise make any use of the Services or Content which is not expressly permitted under the Akius Terms or applicable law or which otherwise infringes the intellectual property rights (such as copyright) in the Services or the Content;
- upload, post, email, or otherwise transmit any material that is malicious, unlawful, derogatory, defamatory, obscene, or offensive, such as slurs, epithets, or anything that might reasonably be construed as harassment or disparagement based on race, color, national origin, sex, sexual orientation, age, disability, religious or political beliefs, or other statutorily protected status;
- use the Services to import or copy any local files that you do not have the legal right to import or copy in this way;
- transfer copies of cached Content from an authorized Device to any other Device via any means;
- reverse-engineer, decompile, disassemble, modify, or create derivative works of the Services, Content or any part thereof except to the extent permitted by applicable law;
- use any illegal action to collect login data and/or passwords for other websites, third parties, software or services and/ or provide your password to any other person or using any other person’s username and password;
- phish, collect, upload, or otherwise make available credit card information or other forms of financial data used for collecting payments, unless done in accordance with any applicable law, including, with the PCI DSS standard when applicable;
- upload, insert, collect or otherwise make available within Akius’ application or products (or any part thereof), any malicious, unlawful, defamatory or obscene content;
- circumventing or blocking advertisements in the Services, or creating or distributing tools designed to block advertisements in the Services;
- publish and/or make any use of the Content on any website, media, network or system other than those provided by Akius, and/or frame, “deep link”, “page scrape”, mirror and/or create a browser or border environment around any Content (or any part thereof), except as expressly permitted by Akius, in advance and in writing;
- use any “robot”, “spider” or other automatic device, program, script, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of its data and/or content, or in any way reproduce or circumvent the navigational structure or presentation of any of the Services to obtain or attempt to obtain any materials, documents, services or information through any means not purposely made available by Akius;
- act in a manner which might be perceived as damaging to Akius’ reputation and goodwill or which may bring Akius into disrepute or harm;
- purchase search engine or other pay per click keywords (such as Google AdWords), or domain names that use Akius or any trademarks owned by Akius and/or variations and misspellings thereof;
- impersonate any person or entity or provide false information on the Services, whether directly or indirectly, or otherwise perform any manipulation in order to disguise your identity or the origin of any message or transmittal you send to Akius and/or any other Users;
- falsely state or otherwise misrepresent your affiliation with any person or entity, or falsely express or imply that Akius or any third party endorses you, your business, service or products, or any statement you make;
- reverse look-up, trace, or seek to trace another User, or otherwise interfere with or violate any other User’s right to privacy or other rights, or harvest or collect personally identifiable information about Users without their express and informed consent;
- provide your password or username to any other person;
- disable, circumvent, bypass or otherwise avoid any measures used to prevent or restrict access to the Services, the account of another User(s), or any other systems or networks connected to the Services, by hacking, password mining, or other illegitimate or prohibited means;
- probe, scan, or test the vulnerability of the Services or any network connected to the Services;
- upload to the Services or otherwise use them to design, develop, distribute and/or otherwise transmit or execute, any virus, worm, Trojan Horse, time bomb, web bug, spyware, malware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component;
- take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Services or Akius’ systems or networks connected to the Services, or otherwise interfere with or disrupt the operation of any of the Services, or the servers or networks that host them or make them available, or disobey any requirements, procedures, policies, or regulations of such servers or networks;
22. “stalk” or otherwise harass another;
23. upload, post, email, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation, except in those areas that are designated for such purpose and only to the extent such content is authorized by law;
24. link to, references, or otherwise promote commercial products or services, except as expressly authorized by Akius;
- access to the Services, Users’ accounts, Content, through any means or technology (e.g. scraping and crawling), other than our publicly supported interfaces.
- sell, license, or exploit for any commercial purposes any use of or access to the Content and/or Services, except as expressly permitted by the Akius Terms;
- remove or alter any copyright notices, watermarks, restrictions and signs indicating proprietary rights of Akius and/or any of our licensors, including copyright mark [©], Creative Commons [(cc)] indicators, or trademarks [® or ™] contained in or accompanying the Services and/or Content; or
- violate, attempt to violate, or otherwise fail to comply with any of the Akius Terms or any laws or requirements applicable to your use of the Services.
- access or use our services for benchmarking or similar competitive analysis purposes or in order to build a competitive product or service.
You acknowledge and agree that your failure to abide by any of the foregoing or any misrepresentation made by you herein may result in the immediate termination of your account and/or any Services provided to you – with or without further notice to you, and without any refund of amounts paid on account of any such Services.
- Service Fees
3.1 Paid Services
All applicable prices of the Services will be notified to you prior to your purchase of said Services. Such prices are subject to change at any time by us in our sole discretion. Additionally, to the extent that we offer a promotion in connection with any particular item, the terms of such offer may be set forth in a separate document that shall govern its applicability (and, in the event of a conflict herewith, be considered the governing document). You will be responsible for the prices stated at the time of your transaction, as well as any sales, use, excise, and related taxes that may apply to your purchase, whether at the time of your purchase or at a different time. Payment may only be made with a valid credit, debit card, or use of a bona-fide electronic payment provider accepted by us. By using any such card or payment provider, you are hereby representing and warranting your full right and authority to make such purchase in the manner elected without violating any applicable law, rule, or regulation.
As part of registering or submitting information to receive paid services, you also authorize Akius (either directly or through its affiliates, subsidiaries or other third parties) to request and collect payment (or otherwise charge, refund or take any other billing actions) from our payment provider or your designated banking account, and to make any inquiries Akius or its affiliates may consider necessary to validate your designated payment account or financial information, in order to ensure prompt payment, including for the purpose of receiving updated payment details from your payment, credit card or banking account provider (e.g., updated expiry date or card number as may be provided to us by your credit card company). You may keep a credit card stored with Akius to pay for paid services (“Stored Card”). You will be able to identify each Stored Card by its last four digits.
3.3 Refund Policy
Services purchased on or through Akius are non-refundable, unless provided otherwise. Akius will not refund any amounts paid for non-refundable paid Services.
If, at any time, we record a decline, chargeback or other rejection of a charge of any payable fees on your account (“Chargeback”), this will be considered as a breach of your payment obligations hereunder, and your use of the Services may be automatically disabled or terminated.
In the event a Chargeback is performed, your account may be blocked without the option to re-purchase or re-use it, and any data contained in such account, including any domains, applications may be subject to cancellation.
Your use of the Services will not resume until you re-subscribe, and pay any applicable fees in full, including any fees and expenses incurred by Akius for each Chargeback received (including fees for Services provided prior to the Chargeback, handling and processing charges and fees incurred by the payment processor).
- Third Party Services
The Services are integrated with or may otherwise interact with third party applications, websites, and services (“Third Party Applications”) and third party Devices to make the Services available to you. These Third Party Applications and Devices may have their own terms and conditions of use and privacy policies and your use of these Third Party Applications and Devices will be governed by and subject to such terms and conditions and privacy policies. You understand and agree that Akius does not endorse and is not responsible or liable for the behavior, features, or content of any Third Party Application or Device or for any transaction you may enter into with the provider of any such Third Party Applications and Devices, nor does Akius warrant the compatibility or continuing compatibility of the Third Party Applications and Devices with the Services.
- Intellectual Property and DMCA Notifications
5.1 Akius’ Intellectual Property
All rights, title and interest in and to the Services, including any and all copyrightable materials or any other Content thereof which is or may be subject to any intellectual property rights under any applicable law (including but not limited to copyright, copyrights and trademarks), whether such rights, title and interest are registered or not and wherever those rights may exist (collectively, “Intellectual Property”), and any derivations thereof, are owned by Akius.
You further acknowledge and agree that the Services and any necessary software used in connection with the Services (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that information presented to you through the Services or sponsors is protected by copyrights, trademarks, service marks, patents, or other proprietary rights and laws. Except as expressly authorized by Akius, you agree not to-and not to permit anyone else to-modify, rent, lease, loan, sell, distribute, or create derivative works of, reverse engineer, decompile, or otherwise attempt to extract the source code of the Software or any part thereof, in whole or in part unless expressly permitted or required by law. Software, if any, that is made available to download from the Services is the copyrighted work of Akius and/or its suppliers. Your use of the Software is governed by the Akius Terms.
Subject to your full compliance with the Akius Terms and timely payment of all applicable fees, Akius hereby grants you, upon creating your account and for as long as Akius wishes to provide you access to its services, a limited, personal, non-transferable, non-sublicenseable, and non-exclusive right and license to use the Services and Contents, solely as expressly permitted under the Akius Terms, and solely through the Services.
The Akius Terms do not convey any right or interest in or to Akius’ Intellectual Property (or any part thereof), except only for the limited license expressly granted above. Nothing in the Akius Terms constitutes an assignment or waiver of Akius’ Intellectual Property rights under any law.
We respect the rights of intellectual property holders. If you believe that any content on the Services violates the Akius Terms or your intellectual property rights, you can report such violation to us in accordance with the Digital Millennium Copyright Act (17 U.S.C. §512). In the case of an alleged infringement, please provide the following information:
- A description of the copyrighted work or other intellectual property that you claim has been infringed;
- A description of where the material that you claim is infringing is located on the Services (including the exact URL);
- An address, a telephone number, and an e-mail address where we can contact you;
- A statement that you have a good faith belief that the use is not authorized by the copyright or other intellectual property rights owner, by its agent, or by law;
- A statement by you under penalty of perjury that the information in your notice is accurate and that you are the copyright or intellectual property owner or are authorized to act on the owner’s behalf; and
- Your electronic or physical signature, or that of the person authorized to act on behalf of the owner of the copyright or other right being infringed.
We may request additional information before we remove allegedly infringing material. You may report a copyright violation by providing the above information to our designated agent at: firstname.lastname@example.org
We will terminate the user account of any user who repeatedly submits User Content that violates our intellectual property policies. A repeat infringer is a user who has been notified of infringing activity more than twice and/or has had content removed from the Services more than twice.
Equitable Relief – We may bring a claim related to intellectual property rights, or seek temporary and preliminary specific performance and injunctive relief, in any court of competent jurisdiction, without the posting of bond or other security.
- Disclaimer of Warranties
WE PROVIDE THE SERVICES ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, NON-INFRINGEMENT, OR ANY OTHER WARRANTY – ALL TO THE FULLEST EXTENT PERMITTED BY LAW. WE SPECIFICALLY DO NOT REPRESENT OR WARRANT THAT THE SERVICES (OR ANY PART, FEATURE OR CONTENT THEREOF) ARE COMPLETE, ACCURATE, OF ANY CERTAIN QUALITY, RELIABLE OR SECURE IN ANY WAY, SUITABLE FOR OR COMPATIBLE WITH ANY OF YOUR CONTEMPLATED ACTIVITIES, DEVICES, OPERATING SYSTEMS, BROWSERS, SOFTWARE OR TOOLS (OR THAT THEY WILL REMAIN AS SUCH AT ANY TIME), OR COMPLY WITH ANY LAWS APPLICABLE TO YOU (INCLUDING IN ANY JURISDICTION IN WHICH YOU OPERATE), OR THAT THEIR OPERATION WILL BE FREE OF ANY VIRUSES, BUGS OR OTHER HARMFUL COMPONENTS OR PROGRAM LIMITATIONS. MOREOVER, WE DO NOT ENDORSE ANY ENTITY, PRODUCT OR SERVICE (INCLUDING ANY THIRD PARTY SERVICES) MENTIONED ON OR MADE AVAILABLE VIA THE SERVICES – SO PLEASE BE SURE TO VERIFY THOSE BEFORE USING OR OTHERWISE ENGAGING THEM.
AKIUS MAY, AT ITS SOLE DISCRETION (HOWEVER IT SHALL HAVE NO OBLIGATION TO DO SO), SCREEN, MONITOR AND/OR EDIT ANY USER CONTENT, AT ANY TIME AND FOR ANY REASON, WITH OR WITHOUT NOTICE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE FOREGOING, IN NO CIRCUMSTANCES MAY AKIUS BE CONSIDERED AS A “PUBLISHER” OF ANY USER CONTENT, DOES NOT IN ANY WAY ENDORSE ANY USER CONTENT, AND ASSUMES NO LIABILITY FOR ANY USER CONTENT UPLOADED, POSTED, PUBLISHED AND/OR MADE AVAILABLE BY ANY USER OR ANY OTHER PARTY ON AND/OR THROUGH THE SERVICES, FOR ANY USE BY ANY PARTY, OR FOR ANY LOSS, DELETION OR DAMAGE THERETO OR THEREOF OR ANY LOSS, DAMAGE, COST OR EXPENSE THAT YOU OR OTHERS MAY SUFFER OR INCUR AS A RESULT OF OR IN CONNECTION WITH PUBLISHING, ACCESSING AND/OR RELYING ON ANY USER CONTENT. FURTHERMORE, AKIUS SHALL NOT BE LIABLE FOR ANY MISTAKES, DEFAMATION, LIBEL, FALSEHOODS, OBSCENITY, PORNOGRAPHY, INCITEMENT AND/OR ANY OTHER UNLAWFUL AND/OR INFRINGING USER CONTENT YOU OR ANY OTHER PARTY MAY ENCOUNTER.
YOU ACKNOWLEDGE THAT THERE ARE RISKS IN USING THE SERVICES AND/OR CONNECTING AND/OR DEALING WITH ANY THIRD PARTY SERVICES THROUGH OR IN CONNECTION WITH THE SERVICES, AND THAT AKIUS CANNOT AND DOES NOT GUARANTEE ANY SPECIFIC OUTCOMES FROM SUCH USE AND/OR INTERACTIONS, AND YOU HEREBY ASSUME ALL SUCH RISKS, LIABILITIES AND/OR HARM OF ANY KIND ARISING IN CONNECTION WITH AND/OR RESULTING FROM SUCH INTERACTIONS. SUCH RISKS MAY INCLUDE, AMONG OTHERS, MISREPRESENTATION OF INFORMATION ABOUT AND/OR BY THIRD PARTY SERVICES AND/OR CONTENT, BREACH OF WARRANTY AND/OR CONTRACT, VIOLATION OF RIGHTS, AND ANY CONSEQUENT CLAIMS.
YOU ACKNOWLEDGE THAT AKIUS IS NOT RESPONSIBLE FOR YOUR COMPLIANCE WITH ANY LAW APPLICABLE TO YOUR DIRECT AND/OR INDIRECT USE OF THE SERVICES.
- Limitation of Liability
7.1 To the fullest extent permitted by law in each applicable jurisdiction, Akius, its officers, directors, shareholders, employees, affiliates and/or agents shall not be liable to you for any direct, indirect, incidental, special, punitive, exemplary or consequential damages whatsoever, including but not limited to any damages resulting from:
– the use or the inability to use the Services;
– errors, mistakes, or inaccuracies of or in any Content;
– any action you take based on the information you receive in through or from the Services,
– your failure to keep your password or account details secure and confidential;
– any interruption or cessation of transmission to or from Akius;
– 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 Services;
– any personal injury or property damage related to your use of the Services;
– unauthorized access to or alteration of your transmissions or data;
– the improper authorization for the services by someone claiming such authority;
– statements or conduct of any third party on the services;
– the use or display of any Content or User Content posted, emailed, transmitted, or otherwise made available via the Services;
– events beyond the reasonable control of Akius, including any internet failures, equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, earthquakes, explosions, acts of God, war, terrorism, intergalactic struggles, governmental actions, orders of courts, agencies or tribunals or non-performance of third parties; and/or
– loss of use, data, profits, goodwill, or other intangible losses, resulting from the use or the inability to use any or all of the Services.
You acknowledge and agree that these limitations of liability are agreed allocations of risk constituting in part the consideration for the Services, and such limitations will apply even if Akius has been advised of the possibility of such liabilities.
7.2. If you believe a User or any Third Party Services acted inappropriately or otherwise misused any of the Services, please immediately report such User and/or Third Party Service to us via this form. You agree that your report shall not impose any responsibility or liability upon Akius, and that Akius may consider such report and act upon it, refrain from taking any such action or require additional information or documents before doing so, at its sole discretion.
- Export control
The Services may be subject to U.S. export and re-export control laws and regulations or similar laws applicable in other jurisdictions, including the Export Administration Regulations (“EAR”) maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department’s Office of Foreign Assets Control (“OFAC”), and the International Traffic in Arms Regulations (“ITAR”) maintained by the Department of State. You warrant that you are (1) not located in any country to which the United States has embargoed goods or has otherwise applied any economic sanctions; and (2) not a denied party as specified in any applicable export or re-export laws or regulations or similar laws applicable in other jurisdictions.
You agree to comply with all applicable export and reexport control laws and regulations, including the EAR, trade and economic sanctions maintained by OFAC, and the ITAR. Specifically, you agree that you shall not – directly or indirectly – sell, export, reexport, transfer, divert, or otherwise dispose of any products, software, or technology (including products derived from or based on such technology) received from Akius under the Akius Terms to any destination, entity, or person prohibited by any applicable laws or regulations of the United States or any other jurisdiction without obtaining prior authorization from the competent government authorities as required by those laws and regulations.
- Third party rights
You acknowledge and agree that the owners of the Content and certain distributors (such as app store providers) are intended beneficiaries of the Akius Terms and have the right to enforce the Akius Terms directly against you. Other than as set out in this section, the Akius Terms are not intended to grant rights to anyone except you and Akius, and in no event shall the Akius Terms create any third party beneficiary rights. Furthermore, the rights to terminate, rescind, or agree to any variation, waiver, or settlement of the Akius Terms are not subject to the consent of any other person.
If you have downloaded the Akius app from the Apple, Inc. (“Apple”) App Store or if you are using the Services on an iOS device, you acknowledge that you have read, understood, and agree to the following notice regarding Apple. The Akius Terms are between you and Akius only, not with Apple, and Apple is not responsible for the Services and the content thereof. Akius has no obligation whatsoever to furnish any maintenance and support services with respect to the Services. In the event of any failure of the Services to conform to any applicable warranty, then you may notify Apple and Apple will refund any applicable purchase price for the App to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the Services. Apple is not responsible for addressing any claims by you or any third party relating to the Services or your possession and/or use of the Services, including: (1) product liability claims; (2) any claim that the Services fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third party claim that the Services and/or your possession and use of the Services infringe that third party’s intellectual property rights. You agree to comply with any applicable third party terms, when using the Services. Apple, and Apple’s subsidiaries, are third party beneficiaries of the Akius Terms, and upon your acceptance of the Akius Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce the Akius Terms against you as a third party beneficiary of the Akius Terms. You hereby represent and warrant that (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.
9.1 Changes & Updates
Akius reserves the right to change, suspend or terminate any of the Services or Contents (or any features thereof, or prices applicable thereto), and/or cancel your access thereto (including removal of any materials created by you in connection with the Services) for any reason and/or change any of the Akius Terms with or without prior notice – at any time and in any manner. You agree that Akius will not be liable to you or to any third party for any modification, suspension or discontinuance of those Services.
If any such changes involve the payment of additional fees, we will provide you with a notice of such fees prior to enabling such specific changes. If you fail or refuse to pay such fees, we may (at our sole discretion) cancel your User account (as further explained in Section 2.3 above).
9.2 Governing Law & Jurisdiction; Class Action Waiver
The Akius Terms and the resolution of any dispute related to these Akius Terms shall be construed in accordance with the laws of the State of California. Any dispute between the Company and you related to these Terms and Conditions shall be resolved exclusively by the state and federal courts of the State of California. The Services can be accessed from the United States and other countries worldwide. Since the laws of each State or country may differ, you agree that the statutes and laws of the State of California, without regard to any principles of conflicts of law, will apply to all matters relating to your access to or use of the Services. Akius makes no representation that material on the services is appropriate or available for use in other locations, and accessing this information from territories where the content is illegal is prohibited. Those who choose to access the Services from other locations do so by their own initiative and are responsible for compliance with local laws.
Subject to any applicable law, all disputes between you and Akius shall only be resolved on an individual basis and you shall not have the right to bring any claim against Akius as a plaintiff or a member of a class, consolidated or representative actions (or any other legal proceedings conducted by a group or by representatives on behalf of others).
We may provide you with notices in any of the following methods: (1) via the the Services, including by a banner or pop-up within the Services, your User account or elsewhere; (2) by e-mail, sent to the e-mail address you provided us; and/or (3) through any other means, including any phone number or physical address you provided us. Akius’ notice to you will be deemed received and effective within twenty four (24) hours after it was published or sent through any of the foregoing methods, unless otherwise indicated in the notice.
The Akius Terms, and your use of the Services, do not, and shall not be construed to create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between Akius and you.
9.5 Entire Agreement
Akius may assign its rights and/or obligations hereunder and/or transfer ownership rights and title in the Services and/or Content to a third party without your consent or prior notice to you. You may not assign or transfer any of your rights and obligations hereunder without the prior written consent of Akius. Any attempted or actual assignment thereof without Akius’ prior explicit and written consent will be null and void. In any event, an assignment or transfer pursuant to this Section 9.6 shall not in itself grant either Akius or you the right to cancel any Services or Third Party Services then in effect.
9.7 Severability & Waivers
If any provision of the Akius Terms is deemed by a court of competent jurisdiction to be invalid, unlawful, void, or for any reason unenforceable, then such provision shall be deemed severable and will not affect the validity and enforceability of the remaining provisions. No Waiver of any breach or default of any of the Akius Terms shall be deemed to be a waiver of any preceding or subsequent breach or default.
Any heading, caption or section title contained herein, is provided only for convenience, and in no way defines or explains any section or provision hereof, or legally binds any of us in any way.