Apexti Atlas

Apexti Terms of Service Agreement

Effective Date: Nov 9th 2023

Last Updated Date: Nov 9th 2023

PLEASE READ THIS TERMS OF SERVICE AGREEMENT (THE “TERMS OF SERVICE”) CAREFULLY. THIS TERMS OF SERVICE, APPLIES TO (A) THE WEBSITE MADE AVAILABLE BY APEXTI (“APEXTI” “WE,” OR “US”) AVAILABLE AT https://www.apexti.com/ (THE “WEBSITE”), AND (B) THE PRODUCTS, SERVICES, FEATURES, TECHNOLOGIES, AND/OR FUNCTIONALITIES PROVIDED BY APEXTI VIA THE WEBSITE.

BY ACCESSING OR USING OUR SERVICES IN ANY WAY, BY CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION PROCESS AND/OR BROWSING THE WEBSITE YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS OF SERVICE, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH APEXTI, AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE TERMS OF SERVICE PERSONALLY OR ON BEHALF OF ENTITY YOU HAVE NAMED AS THE USER, AND TO BIND THAT ENTITY TO THE TERMS OF SERVICE. THE TERM “YOU” REFERS TO YOU AS AN INDIVIDUAL AND ANY LEGAL ENTITY THAT YOU HAVE NAMED AS A USER AT THE TIME OF REGISTRATION FOR THE SERVICES.IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF SERVICE YOU MAY NOT ACCESS OR USE ANY OF THE SERVICES.

THE TERMS OF SERVICE INCLUDE (1) YOUR AGREEMENT THAT APEXTI HAS NO LIABILITY REGARDING THE SERVICES (SECTION 2); (2) YOUR AGREEMENT THAT THE SERVICES ARE PROVIDED “AS IS” AND WITHOUT WARRANTY (SECTION 9); (3) YOUR CONSENT TO RELEASE APEXTI FROM LIABILITY (SECTION 7.4); AND (4) YOUR AGREEMENT TO INDEMNIFY APEXTI FOR YOUR USE OF, OR INABILITY TO USE, THE SERVICES (SECTION 8).

THESE TERMS OF SERVICE REQUIRE THE USE OF ARBITRATION (SECTION 13.1) ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

Your use of, and participation in, certain Services may be subject to additional terms (“Supplemental Terms”) and such Supplemental Terms will either be listed in the Terms of Service or will be presented to you for your acceptance when you sign up to use the supplemental Service. If the Terms of Service are inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Service. The Terms of Service and any applicable Supplemental Terms are referred to herein as the “Agreement.”

PLEASE NOTE THAT THE TERMS OF SERVICE ARE SUBJECT TO CHANGE BY APEXTI IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, Apexti will make a new copy of the Terms of Service available at the Website and any new Supplemental Terms will be made available from within, or through, the affected Service on the Website. We will also update the “Last Updated” date at the top of the Terms of Service. If we make any material changes, and you have registered with us to create an Account (as defined in Section 3.1 (Registering Your Account) below) we will also send an e-mail to you at the last e-mail address you provided to us pursuant to the Terms of Service. Any changes to the Terms of Service will be effective immediately for new users of the Services and will be effective thirty (30) days after posting notice of such changes on the Website for existing Registered Users, provided that any material changes shall be effective for Registered Users who have an Account with us upon the earlier of thirty (30) days after posting notice of such changes on the Website or thirty (30) days after dispatch of an e-mail notice of such changes to Registered Users (as defined in Section 3.1 (Registering Your Account) below). Apexti may require you to provide consent to the updated Terms of Service in a specified manner before further use of the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Services. Otherwise, your continued use of the Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.

Blockchain Data
Access to the Website
2.1 License.Subject to these Terms of Service, Apexti grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Services solely for your own personal or internal business use.
2.2 Certain Restrictions.The rights granted to you in these Terms of Service are subject to the following restrictions: (a) you shall not copy, license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services, whether in whole or in part, or any data, content or other materials (“Apexti Content”) displayed on the Services; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services; (c) you shall not access, use, copy or scrape any Apexti Content or aspect of the Services in order to develop, promote, enhance or build another website, product, or service or to train any algorithms or technology platforms; and (d) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Services shall be subject to these Terms of Service. All copyright and other proprietary notices on the Services (or on any Apexti Content displayed on the Services) must be retained on all copies thereof.
2.3 Modification.Apexti reserves the right, at any time, to modify, suspend, or discontinue the Services (in whole or in part) with or without notice to you. You agree that Apexti will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Services or any part thereof.
2.4 No Support or Maintenance.You acknowledge and agree that Apexti will have no obligation to provide you with any support or maintenance in connection with the Services.
REGISTRATION.
3.1 Registering Your Account.In order to access certain features of the Services you may be required to become a Registered User. For purposes of the Terms of Service, a “Registered User” is a user who has registered an account on the Services (“Account”), or has a valid account on the social networking service (“SNS”) through which the user has connected to the Services (each such account, a “Third-Party Account”).
3.2 Access Through a SNS.If you access the Services through a SNS as part of the functionality of the Services, you may link your Account with Third-Party Accounts, by allowing Apexti to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Apexti and/or grant Apexti access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating Apexti to pay any fees or making Apexti subject to any usage limitations imposed by such third-party service providers. By granting Apexti access to any Third-Party Accounts, you understand that Apexti may access, make available and store (if applicable) any information, data, text, and/or other content or materials accessible through the Services (collectively, “Content”) that you have provided to and stored in your Third-Party Account (“SNS Content”) so that it is available on and through the Services via your Account. Unless otherwise specified in the Terms of Service, all SNS Content shall be considered to be Your Content (as defined in Section 4.1 (Types of Content)) for all purposes of the Agreement. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your Account on the Services. Please note that if a Third-Party Account or associated service becomes unavailable, or Apexti’s access to such Third-Party Account is terminated by the third-party service provider, then SNS Content will no longer be available on and through the Services. You may disable the connection between your Account and your Third-Party Accounts by contacting legal@apexti.com. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS, AND APEXTI DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO IT BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH THIRD-PARTY ACCOUNTS. Apexti makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality or noninfringement, and Apexti is not responsible for any SNS Content.
3.3 Registration Data.In registering an account, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Services by minors. You may not share your Account or password with anyone, and you agree to (y) notify Apexti immediately of any unauthorized use of your password or any other breach of security; and (z) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or Apexti has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, Apexti 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). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account per platform or SNS at any given time. Apexti reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Services if you have been previously removed by Apexti, or if you have been previously banned from any of the Services.
3.4 Your Account.Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of Apexti.
3.5 Necessary Equipment and Software.You must provide all equipment and software necessary to connect to the Services, including but not limited to, a computer or mobile device that is suitable to connect with and use the Services. You are solely responsible for any fees, including Internet connection fees, that you incur when accessing the Services.
RESPONSIBILITY FOR CONTENT.
4.1 Types of Content.You acknowledge that all Content is the sole responsibility of the party from whom such Content originated. This means that you, and not Apexti, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available ( “Make Available”) through the Services (“Your Content” ), and that you and other Registered Users of the Services, and not Apexti, are similarly responsible for all Content that you and they Make Available through the Services ( “User Content” ). Similarly, you are responsible for independently verifying any Content relating to any Data Producer, and doing your own diligence prior to relying on any such Content.
4.2 Storage.Unless expressly agreed to by Apexti in writing elsewhere, Apexti has no obligation to store any of Your Content that you Make Available on the Services. Apexti has no responsibility or liability for the timeliness, deletion, mis-delivery or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services. Certain Services may enable you to specify the level at which such Services restrict access to Your Content. You are solely responsible for applying the appropriate level of access to Your Content. If you do not choose, the system may default to its most permissive setting. You agree that Apexti retains the right to create reasonable limits on Apexti’s use and storage of the Content, including Your Content, such as limits on file size, storage space, processing capacity, and similar limits described on the Website and as otherwise determined by Apexti in its sole discretion.
4.3 Interactions with Other Users and Content.You are solely responsible for your interactions with other Registered Users and any other parties with whom you interact; provided, however, that Apexti reserves the right, but has no obligation, to intercede in such disputes. You agree that Apexti will not be responsible for any liability incurred as the result of such interactions. The Services may contain User Content provided by other Registered Users. Apexti is not responsible for and does not control User Content. Apexti does not approve, endorse or make any representations or warranties with respect to, User Content. You use all User Content and interact with other Registered Users at your own risk. YOU ACKNOWLEDGE AND AGREE THAT APEXTI PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD APEXTI LIABLE, FOR THE CONDUCT OF OTHER USERS INCLUDING THIRD PARTIES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
Ownership.
5.1 Ownership of the Services.Except with respect to Your Content and User Content, you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Services and Apexti Content are owned by Apexti or Apexti’s suppliers. Neither these Terms of Service nor your access to the Services transfers to you or any third party any right, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 2.1. Apexti and its suppliers reserve all rights not granted in these Terms of Service. There are no implied licenses granted under these Terms of Service.
5.2 Your Content.Apexti does not claim ownership of Your Content. However, when you as a Registered User post or publish Your Content on or in the Services, you represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Your Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content.
5.3 License to Your Content.You grant Apexti a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of operating and providing the Services to you and to our other Registered Users. Please remember that other Registered Users may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the Services. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You agree that you, not Apexti, are responsible for all of Your Content that you Make Available on or in the Services. You may not post or submit for print services a photograph of another person without that person’s permission.
5.4 Username.Notwithstanding anything contained herein to the contrary, by submitting Your Content to any comments, or any other area on the Services, you hereby expressly permit Apexti to identify you by your username (which may be a pseudonym) as the contributor of Your Content in any publication in any form, media or technology now known or later developed in connection with Your Content.
5.5 Feedback.You agree that submission of any ideas, suggestions, documents, and/or proposals to Apexti ( “Feedback” ) is at your own risk and that Apexti has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Apexti a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Services and/or Apexti’s business.
Fees.Apexti may make the Services available for free during the initial stages of our platform and Services. You acknowledge and agree that Apexti, in its sole discretion, may begin charging for its Services, in which case you will receive prior notice and have the opportunity to cease use of the Services prior to incurring any such fees.
Third-Party Links & Ads; Other Users
7.1 Third-Party Links & Ads.The Services may contain links to third-party websites and services, and/or display advertisements for third parties (collectively, “ Third-Party Links & Ads”). You use all Third-Party Links & Ads at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads.
7.2 Advertising Revenue.Apexti reserves the right to generate advertising revenue in connection with the display of Third-Party Links & Ads on the Services, and you acknowledge and agree that Apexti has no obligation to you in connection therewith (including, without limitation, any obligation to share revenue received by Apexti as a result of such advertising and/or your purchases related to or in connection with such advertising).
7.3 Other Users.Your interactions with other users of the Services are solely between you and such users. You agree that Apexti will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any other user, including without limitation any dispute related to or arising from the information made available on the Services or related to Data Producers and their products or services, we are under no obligation to become involved.
7.4 Release.You hereby release and forever discharge Apexti (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Services (including any interactions with, or act or omission of, other users of the Services or any Third-Party Links & Ads). IN CONNECTION WITH THE FOREGOING, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, OR ANY SIMILAR LAW OR RULE OF ANY JURISDICTION, WHICH STATES IN SUBSTANCE: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
Indemnification.You agree to indemnify and hold harmless Apexti (and its officers, employees, and agents), including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Services, (b) your violation of these Terms of Service or (c) your violation of applicable laws or regulations. Apexti reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Apexti. Apexti will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Disclaimer of Warranties and Conditions
THE SERVICES, INCLUDING THE PLATFORM AND ANY CONTENT THEREIN, ARE PROVIDED ON AN “AS-IS'' AND “AS AVAILABLE” BASIS, AND APEXTI (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE WEBSITE WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.
FROM TIME TO TIME, APEXTI MAY OFFER NEW “BETA” FEATURES OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT APEXTI’S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES OR TOOLS.
APEXTI MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO ANY DATA PRODUCERS. YOU ACKNOWLEDGE AND AGREE THAT APEXTI IS NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD APEXTI LIABLE, FOR THE CONDUCT OR OMISSIONS OF THIRD PARTIES, INCLUDING DATA PRODUCERS AND OPERATORS OF EXTERNAL SITES OR ANY OTHER USERS OF THE SERVICES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND TRANSACTIONS WITH OTHER USERS AND DATA PRODUCERS. YOU ARE RESPONSIBLE FOR REVIEWING ALL APPLICABLE TERMS AND POLICIES ASSOCIATED WITH A DATA PRODUCERS PRODUCTS OR SERVICES, AND CONDUCTING YOUR OWN DILIGENCE BEFORE PROCEEDING WITH ANY TRANSACTION WITH OR USING ANY DATA OR RELATED SERVICES FROM ANY SUCH DATA PRODUCER OR OTHER THIRD PARTY.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
Limitation on Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL APEXTI (OR OUR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES, INCLUDING THE PLATFORM OR ANY CONTENT THEREIN, EVEN IF APEXTI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THESE TERMS (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS ($50) OR, IF WE START CHARGING FEES FOR THE SERVICES, THE TOTAL AMOUNT OF FEES PAID TO APEXTI BY YOU DURING THE TWELVE-MONTH PERIOD PRIOR TO THE ACT, OMISSION, OR OCCURRENCE GIVING RISE TO SUCH LIABILITY. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THESE TERMS.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
Term and Termination.Subject to this Section, these Terms of Service will remain in full force and effect while you use the Services. We may suspend or terminate your rights to use the Services at any time for any reason at our sole discretion, including for any suspected or actual use of the Website in violation of these Terms of Service. Upon termination of your rights under these Terms of Service, your right to access and use the Website will terminate immediately. Apexti will not have any liability whatsoever to you for any termination of your rights under these Terms of Service. Even after your rights under these Terms of Service are terminated, the following provisions of these Terms of Service will remain in effect: Section 1, Sections 2.2 through 5, and Sections 3 through 13.
For US-Based Users Only.The Services can be accessed from countries around the world and may contain references to Services that are not available in your country. These references do not imply that Apexti intends to announce such Services in your country. The Services are controlled and offered by Apexti from its facilities in the United States of America. Apexti makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
General
- (a) Applicability of Arbitration Agreement.You agree that any dispute, claim, or request for relief relating in any way to your access or use of the Services, or to any aspect of your relationship with Apexti, will be resolved by binding arbitration, rather than in court, except that (a) you may assert claims or seek relief in small claims court if your claims qualify,; and (b) you or Apexti may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents).This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement.
- (b) Arbitration Rules and Forum.The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your dispute or claim or request for relief to Michael A. Barr, United Corporate Services, 3458 Lakeshore Drive, Tallahassee, FL 32312. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or request for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Apexti will pay them for you. In addition, Apexti will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for disputes, claims, or requests for relief totaling less than $10,000 unless the arbitrator determines the claims are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
- (c) Authority of Arbitrator.The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to, any assertion that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Apexti. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and these Terms of Service (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
- (d) Waiver of Jury Trial.YOU AND APEXTI HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Apexti are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 13.1(a)(a) (Application of Arbitration Agreement) above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
- (e) Waiver of Class or Other Non-Individualized Relief.ALL DISPUTES, CLAIMS, AND REQUESTS FOR RELIEF WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of this section’s limitations as to a given dispute, claim, or request for relief, then such aspect must be severed from the arbitration and brought into the State or Federal Courts located in the State of New York. All other disputes, claims, or requests for relief shall be arbitrated.
- (f) 30-Day Right to Opt Out.You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the address in Section 13.7 below, within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your email address (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
- (g) Severability.Except as provided in Section 13.1(e) (Waiver of Class or Other Non-Individualized Relief), if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
- (h) Survival of Agreement.This Arbitration Agreement will survive the termination of your relationship with Apexti.
- (i) Modification.Notwithstanding any provision in this Agreement to the contrary, we agree that if Apexti makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing Apexti at the address provided in Section 13.7, below.
13.2 Export.The Services may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Apexti, or any products utilizing such data, in violation of the United States export laws or regulations.
13.3 Disclosures.Apexti is located at the address in Section 13.7. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
13.4 Electronic Communications.The communications between you and Apexti use electronic means, whether you use the Services or send us emails, or whether Apexti posts notices on the Website or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Apexti in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Apexti provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.
13.5 Entire Terms.These Terms of Service constitute the entire agreement between you and us regarding the use of the Services. Our failure to exercise or enforce any right or provision of these Terms of Service shall not operate as a waiver of such right or provision. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation.” If any provision of these Terms of Service is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms of Service will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Apexti is that of an independent contractor, and neither party is an agent or partner of the other. These Terms of Service, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Apexti’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Apexti may freely assign these Terms of Service. The terms and conditions set forth in these Terms of Service shall be binding upon assignees.
13.6 Copyright/Trademark Information. Copyright © 2023 Apexti, Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Services are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
13.7 Contact Information:Apexti, Inc. Email:legal@apexti.com