Akou

Terms

THIS AGREEMENT is dated August 1st 2019

PLEASE READ CAREFULLY BEFORE ACCESSING AKOU FROM THIS WEBSITE.

This end-user licence agreement ("EULA") is a legal agreement between you ("End-user" or "you") and SHYFT LTD (AKOU) of 38 Upper Clapton Road, London, E5 8BQ ("Licensor", "us" or "we") for use of AKOU. AKOU is a social network platform that allows users to map out their connections and better understand their social networks ("AKOU").

We licence use of AKOU, which is accessible via this website to you on the basis of this EULA. We do not sell AKOU to you. We remain the owners of the AKOU at all times.

In order to use AKOU you must be at least 18 years or older and be currently residing in North American, the United Kingdom or any EU country. You warrant that any information you provide to us is correct, accurate and complete and you agree to ensure that such information is kept up-to-date.

Important notice:

By accessing AKOU from this website, creating an account or using the platform you agree to the terms of the licence which will bind you. The terms of the licence include, in particular, the privacy policy defined in condition 1.3 and limitations on liability in condition 6.

If you do not agree to the terms of this licence, we will not license the usage of AKOU to you and you must stop accessing it immediately.

Agreed Terms

ACKNOWLEDGEMENTS
1. The terms of this EULA apply to AKOU or any of the services accessible through AKOU ("Services"), including any updates or supplements to AKOU, unless they come with separate terms, in which case those terms apply. If any open-source software is included in AKOU or any Service, the terms of an open-source licence may override some of the terms of this EULA.
2. We may change these terms at any time by sending you an email with details of the change or notifying you of a change when you next log onto the website to access Company. The new terms may be displayed on-screen and you may be required to read and accept them to continue your use of the Services.
3. The terms of our privacy policy from time to time, available at Privacy Policy are incorporated into this EULA by reference and apply to the Services. Additionally, by using AKOU or any Service, you acknowledge and agree that internet transmissions are never completely private or secure. You understand that any message or information you send using AKOU or any Service may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted.
4. By using AKOU or any of the Services, you consent to us collecting and using technical information about the device on which you are accessing AKOU and any related software, hardware and peripherals for Services that are internet-based or wireless to improve our products and to provide any Services to you.
5. Any words following the terms including, include, in particular or for example or any similar phrase shall be construed as illustrative and shall not limit the generality of the related general words.
GRANT AND SCOPE OF LICENCE
1. In consideration of you agreeing to abide by the terms of this EULA, we grant you a non-transferable, non-exclusive licence to use AKOU, subject to these terms and the Privacy Policy, incorporated into this EULA by reference. We reserve all other rights.
LICENCE RESTRICTIONS
1. Except as expressly set out in this EULA or as permitted by any local law, you agree:
  1. not to copy AKOU except where such copying is incidental to normal use of Company, or where it is strictly necessary for the purpose of back-up or operational security;
  2. not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify Company;
  3. not to make alterations to, or modifications of, the whole or any part of AKOU itself, or permit AKOU or any part of it to be combined with, or become incorporated in, any other programs;
  4. not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of AKOU or attempt to do any such thing except to the extent that (by virtue of section 296A of the Copyright, Designs and Patents Act 1988) such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of AKOU with another software program, and provided that the information obtained by you during such activities:
    1. is used only for the purpose of achieving inter-operability of AKOU with another software program;
    2. is not unnecessarily disclosed or communicated without our prior written consent to any third party; and
    3. is not used to create any software that is substantially similar to Company;
  5. to include our copyright notice on all entire and partial copies you make of AKOU on any medium; and
  6. to comply with all technology control or export laws and regulations that apply to the technology used or supported by AKOU or any Service ("Technology"), together the "Licence Restrictions".

ACCEPTABLE USE RESTRICTIONS
1. You must:
  1. not use AKOU or any Service in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this EULA, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into AKOU, any Service or any operating system;
  2. not infringe our intellectual property rights or those of any third party in relation to your use of AKOU or any Service (to the extent that such use is not licensed by this EULA);
  3. not transmit any material that is defamatory, offensive or otherwise objectionable in relation to your use of AKOU or any Service;
  4. not use AKOU or any Service in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; and
  5. not collect or harvest any information or data from any Service or our systems or attempt to decipher any transmissions to or from the servers running any Service
INTELLECTUAL PROPERTY RIGHTS
1. You acknowledge that all intellectual property rights in the AKOU platform and its Technology anywhere in the world belong to us or our licensors, that rights in AKOU are licensed (not sold) to you, and that you have no rights in, or to, AKOU or the Technology other than the right to use each of them in accordance with the terms of this EULA.
2. You acknowledge that you have no right to have access to AKOU in source-code form.
Warranty
1. AKOU is provided on an “as is” basis, we do not warrant you your use of AKOU or the Services will be uninterrupted or error-free.
2. All warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from this EULA.
LIMITATION OF LIABILITY
1. You acknowledge that AKOU has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of AKOU meet your requirements.
2. We only supply AKOU for your internal use. You agree not to use AKOU for any commercial or resale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
3. Our maximum aggregate liability under or in connection with this EULA (including your use of any Services) whether in contract, tort (including negligence) or otherwise, shall in all circumstances be limited to LIMITATION ON LIABILITY. This does not apply to the types of loss set out in condition 6.4.
4. Nothing in this EULA shall limit or exclude our liability for:
  1. death or personal injury resulting from our negligence;
  2. fraud or fraudulent misrepresentation; and
  3. any other liability that cannot be excluded or limited by English law.
TERMINATION
1. We may terminate this EULA immediately by written notice to you:
  1. if you commit a material or persistent breach of this EULA which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so; and
  2. if you breach any of the Licence Restrictions or the Acceptable Use Restrictions.
2. On termination for any reason:
  1. all rights granted to you under this EULA shall cease;
  2. you must immediately cease all activities authorised by this EULA, including your access of AKOU and your use of any Services;
  3. you must immediately delete or remove AKOU from all devices, and immediately destroy all copies of AKOU in your possession, custody or control and certify to us that you have done so;
EVENTS OUTSIDE OUR CONTROL
1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this EULA that is caused by any act or event beyond our reasonable control, including failure of public or private telecommunications networks ("Event Outside Our Control").
2. If an Event Outside Our Control takes place that affects the performance of our obligations under this EULA:
  1. our obligations under this EULA will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control; and
  2. we will use our reasonable endeavours to find a solution by which our obligations under this EULA may be performed despite the Event Outside Our Control.
OTHER IMPORTANT TERMS
1. This EULA, and any documents referred to in it, constitute the whole agreement between us and you and supersedes any previous arrangement, understanding or agreement between us relating to AKOU.
2. You acknowledge and agree that in accepting the terms of this EULA you have not relied on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether in writing or not) of any person (whether party to this agreement or not) relating to AKOU, other than as expressly set out in this agreement.
3. We may transfer our rights and obligations under this EULA to another organisation, but this will not affect your rights or our obligations under this EULA.
4. You may only transfer your rights or obligations under this EULA to another person if we agree in writing.
5. If we fail to insist that you perform any of your obligations under this EULA, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
6. Each of the conditions of this EULA operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.
7. Please note that this EULA, its subject matter and its formation, are governed by English law. You and we both agree that the courts of England will have non-exclusive jurisdiction.

THIS AGREEMENT has been entered into on the date stated at the beginning of it.