AKWAI TERMS OF SERVICE

 

 

  1. INTRODUCTION

 

In order to use our services, you must agree to all of the terms and conditions included in this terms of service agreement on this page (the "Terms of Service") and to the collection and use of your information as set forth in the Privacy Policy (“Privacy Policy”), which is hereby incorporated by reference into this Terms of Service. Please read this Terms of Service carefully to ensure that you understand each provision. Any capitalized terms not defined herein shall be as defined in our Privacy Policy.

 

If this Terms of Service is considered an offer by AKWAI, then your acceptance is expressly limited to these Terms. If you do not agree to anything in this Terms of Service, then you are not permitted to use the Service and are to cease using the Service immediately.

 

(A) Your Agreement:

 

By using the Services, you signify that you have read, understood, and agree to be bound by all the terms, conditions, consents, disclosures, waivers, rules, policies, procedures, and any other applicable guidelines (all of which collectively referred to as “Terms”) set forth the Terms of Service, Privacy Policy, or anywhere else provided on the Services or by AKWAI. By using the Services, you also confirm one of the following: 

 

(i)  that you are at least 18 years old of sound mind and conscious to enter a binding agreement; 

 

(ii)                if you are younger than 18 but are at least 13 years or older (a “Teen”), that your parent or legal guardian has read and understood this Terms of Service and is of sound mind and conscious and has agreed to bound to all the Terms of this Terms of Service on your behalf; or 

 

(iii)              if you are younger than 13 (a “Child”), that your parent or legal guardian has provided AKWAI with his or her express informed consent of your use of the Services and that such parent or legal guardian is of sound mind and conscious and has read and understood this Terms of Service and has agreed to bound to all the Terms of this Terms of Service on your behalf;

 

(B)   Who We Are:

 

This Terms of Service applies to Akwai LLC (referred to as "AKWAI", “Us”, “We”, “Its”, or “Our”). Certain provisions of this Terms of Service also apply to Our subsidiaries, affiliates, business partners, and any person or entity that directly or indirectly controls, is controlled by, or is under common control with AKWAI, whether by ownership or otherwise, and any and all of their respective agents and representatives, such as owners, directors, officers, and other stakeholders and principals (all of which are collectively referred to as “Affiliates”).

 

(C)   What the Service Is:

 

This Terms of Services governs your use of the online services, websites, and web pages (all of which collectively referred to as the "Site"), mobile services, applications, software, and any other products or services owned, controlled, or offered by AKWAI, and all the content and amazing features provided on or in connection to them (all of which, including the Site, are collectively referred to as the “Services”). 

 

(D)  Who You Are:

 

This Terms of Services applies to any individual, entity, agent, principal, subscriber, account holder, customer, user, visitor, or other who downloads, accesses, uses, visits, posts on, submits to, subscribes to, or otherwise interacts with (all of which are collectively referred to as “uses” in all tenses) the Services (any and all of which are collectively referred to as a “User”) and shall include you, if you use the Service. If a User uses the Service as an agent for or on behalf of someone else, the User also includes the User’s principal. 

 

2.  THE MOBILE APP

 

(A)  Mobile Services:

 

The Services include certain features that are only available by using a mobile device, such as the ability to upload content to the Services via a mobile device, the ability to use the Services from a mobile device, and the ability to access your Account, Profile, AKWAI Score, goals, progress, and other information, Content, and features on the Services, and through an application downloaded and installed on such mobile device. 

 

To the extent you access the Services through a mobile device, your wireless service carrier’s standard charges, data rates, and other fees may apply. In addition, downloading, installing, or using certain Services on a mobile device may be prohibited or restricted by your carrier, and not all of the Services may work with all carriers or devices. 

 

(B)  Mobile Software Requirements:

 

To use the Services on your mobile device, you must have a mobile device that is compatible with the Services’ mobile application software (“Software”).  AKWAI does not warrant or represent that the Software shall be compatible with your mobile device.  

 

(C)   License to Use Mobile Software:

 

AKWAI hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Software for your Account on one mobile device owned or leased solely by you, for your personal use as contemplated under this Terms of Service. Regarding this Software, you shall not: 

 

(i)      modify, disassemble, decompile or reverse engineer the Software; 

 

(ii)    rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Software to any third party or use the Software to provide time sharing or similar services for any third party; 

 

(iii)  make any copies of the Software; 

 

(iv)  remove, circumvent, disable, damage or otherwise interfere with security-related features of the Software, features that prevent or restrict use or copying of any content accessible through the Software, or features that enforce limitations on use of the Software; 

 

(v)    delete the copyright and other proprietary rights notices on the Software; or

 

(vi)  create, share, or otherwise upload any obscene, harmful, explicit, offensive content, as determined by AKWAI’s sole discretion, or any content that is prohibited by law.

 

You acknowledge that AKWAI may from time to time issue upgraded versions of the Software, and may automatically, electronically upgrade the version of the Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the Terms of this Terms of Service shall apply to all such upgrades.  

 

Any third-party code that may be incorporated into the Software is covered by the applicable open source or third-party license, if any, authorizing the use of such code. The foregoing license grant is not a sale of the Software or any copy thereof, and AKWAI and Its third party partners or suppliers retain all rights, titles, and interests in the Software and in any copy of the Software. Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Terms of Service, is void.  

 

3.  YOUR ACCOUNT

 

(A)  Registration:

 

In order to use certain features of the Services, you must register and create an account with AKWAI (an "Account"). In order create an Account, you must provide a valid email address, your first name, last name, and date of birth and agree to this Terms of Service.

 

You shall not use an email address that is already registered to an existing Account, that may be construed as impersonating another person, that might belong to another person, that might violate the intellectual property rights of any person, that is offensive, or that AKWAI rejects for any other reason in AKWAI’s sole discretion.

 

AKWAI reserves the right to suspend or terminate your Account at any time, for any reason, and you agree that AKWAI shall incur no liability for such suspension or termination.

 

(B)   Identity: 

 

When creating an Account, you agree to provide only your true and accurate information and to register as no other person than you. You are prohibited from impersonating any person or entity, or otherwise from misrepresenting yourself, your name, age, or any other information, or your affiliation with any person or entity in connection with AKWAI or the Services. 

 

If you are registering for an Account with AKWAI as an agent for or on behalf of another person, who has consented to you registering for an Account on the person’s behalf, you are to register for the account by using the information of the person you are registering on behalf of, as if the person were registering themselves. 

 

(C)   Password:

 

When you create an Account, AKWAI shall allow you to create a password. AKWAI may refuse to allow Users to create passwords that have already been used by the User, that may be too short or easy to guess, that contain invalid characters, or that We reject for any other reason. 

 

In order to access your Account, you must log-into the Services, which requires you to submit your password. You agree to maintain the confidentiality of any passwords associated with your Account, and agree not to transfer your password, or lend your password or Account or the use of the Services via your Account to any other person, whether a User or a non-User, or third party. 

 

You agree to "log off" or exit from your Account at the end of each session. You agree that you are fully responsible for monitoring all activity with the Services that occurs in connection with your password or Account, and that you are fully responsible for all such activity and the consequences of such activity, whether known or unknown. You agree to immediately notify AKWAI of any unauthorized use of your password or Account or any other breach of security related to your Account or the Service.

 

 

(D)  Profiles:

 

In connection with your Account, you may modify a page on the Services that describes you, your likes, dislikes, long term goals, short term goals, habits, and other related information (your “Profile”) which you can make publicly available via the Services. You may also make publicly available your AKWAI Score, current progress, and past successes relating to the completion of your goals and staying on track toward completing your goals. Once you make information on your Profile publicly available, other Users and Accountability Partners shall be able to view that information, and provide feedback, comment, or directly communicate with you regarding that information. AKWAI reserves the right, at any time and without prior notice, to remove or disable access to your Profile for any reason, including if AKWAI, in Its sole discretion, considers your Profile to be objectionable for any reason or in violation of these Terms of Service.

 

(E)   Accountability Partners:

 

AKWAI allows Users to form self-selected groups of other Users, which helps each other track and take actionable steps toward achieving goals and hold each other accountable to not give up on their goals (an “Accountability Chain”; the individuals in it, “Accountability Partners”). Users may use the Services to send invitations to other Users to join their Accountability Chain, which Users may accept. Users may be members of more than one Accountability Chain. 

 

After receiving and accepting an invitation, you shall be directed to download and install the mobile application and to create an Account with the Services, if you do not already have an Account, or to login, if you are already have an Account. This Terms of Service shall apply to you upon accepting the invitation. You are not obligated to accept an invitation to become a User’s Accountability Partner.  

 

As an Accountability Partner, you may receive non-public information from Users through the Services that would reasonably be understood, under the circumstances, as confidential information, including Personally Identifiable Information of the Users. As an Accountability Partner, you acknowledge and agree to not use any Personally Identifiable Information of a User for any purpose other than for assuming your good faith role as an Accountability Partner. You shall not disclose or permit disclosure of any Personally Identifiable Information of a User to any third parties. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Personally Identifiable Information of a User in order to prevent it from falling into the public domain or the possession of third parties. You agree to notify the User of any actual or suspected misuse or unauthorized disclosure of Personally Identifiable Information of the User's which may come to your attention. 

 

(F)   Your Privacy:

 

The privacy of the information associated with your Account or with your use of the Service is important to AKWAI. Please refer to the Privacy Policy available at www.akwai.com/privacypolicy for information and notices about how AKWAI collects, retains, uses, and shares your Personally Identifiable Information, Anonymous information, and all other information collected in connection with the Services.

 

The Privacy Policy is part of and incorporated into these Terms of Service. The Privacy Policy shall survive termination or cancellation of the Terms of Service and shall last until We eliminate from Our databases information about you that is subject to the policy. Provisions of these Terms of Service that AKWAI deems relevant to the Privacy Policy shall also survive. 

 

You agree that Our Privacy Policy addresses only information that we collect from you through our Services and not to information collected by or through any other website or service; their content and practices are beyond AKWAI’s control.  You agree that your use of, browsing on, or interaction with any third party website or service, including those that may have a link or advertisement on Our Services, are subject to that third party’s own terms, rules and policies. You also agree that this Privacy Policy does not extend to anything that is inherent in the operation of the internet, and therefore beyond AKWAI's control, and is not to be applied in any manner contrary to applicable law or governmental regulation. 

 

4.  CONTENT ON THE SERVICE

 

(A) You Agree that AKWAI Owns the Service:

 

The Services are owned by AKWAI and is protected by copyright, trademark, and other laws of the United States and foreign countries. Except as expressly provided in the Terms of Service, AKWAI and Its licensors exclusively own or control all right, title, and interest in and to the Services, including all associated intellectual property rights. You shall not remove, alter or obscure any copyright, trademark, or other proprietary rights notices incorporated in or accompanying the Service.

 

Regarding all trademarks, service marks, logos, trade names, and designs, whether registered or unregistered, used in connection with the Services, those are also owned by AKWAI or Its third party licensors. You may not use or display any such trademarks, service marks, logos, trade names, or designs owned by AKWAI or Its third party licensors without the appropriate owner's prior written consent.

 

Unless otherwise expressly authorized in this Terms of Service or in the Services, you shall not display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer, or transmit for any commercial purposes, any portion of the Services, use of the Services, or access to the Services. The Service is for your personal use and shall not be used by you for direct commercial endeavors.

 

This site is protected by U.S. copyright laws, and may be protected by the copyright laws of other countries and jurisdictions. Except as specifically permitted below, any copy, reproduction, display, performance or retransmission of the contents of this site is strictly prohibited. Any use of "AKWAI” or any other trademarks, trade names, or logos in which AKWAI or AKWAI’s Affiliates and licensors do business is strictly prohibited, absent AKWAI’s prior written consent. In addition, the names, trade names, and trademarks of third parties, including AKWAI’s promotional partners, that appear on this site are proprietary to their respective owners and may be used only with their express written permission.

 

If you would like to use, copy, upload or retransmit any of Our proprietary materials, you may email AKWAI at permission@akwai.com to request written permission. The contents of Our Site or Services may contain documents, images, information and other materials not proprietary to AKWAI, such as photographs, clip art, film clips, musical passages, audio track or sound effects elements, or the names, trade names, trademarks, logos or designations of third parties. Any use whatsoever of any these nonService materials is strictly prohibited, unless the prior written permission of the appropriate third parties has been secured.

 

(B) What is Content:

 

A variety of information, advice, animations, audio, charts, comments, data, designs, goals, graphics, graphs, habits, images, layouts, letters, marks, messages, music, names, pages, photographs, posts, research, recommendations, scores, software, sound, steps, templates, text, themes, videos, and other material and content (collectively “Content”) are available through the Services. 

 

Some of the Content available through the Services is owned, licensed, or otherwise supplied or made available through the Services by AKWAI, AKWAI’s Affiliates, service providers, or licensed third parties (“AKWAI Content”). Some of the Content available through the Services is provided by Users (“User Content”), such as User’s opinions, views, or any other material, including Your Content (defined below), that are entered, uploaded, published, submitted, posted, transmitted, or otherwise made available (any of which to be considered “provide”, “provides”, or “provided”) via post, direct message, or any other means to the Service or any computer or server operated by AKWAI or Its Affiliates. 

 

While AKWAI strives to keep AKWAI Content accurate, complete, and up-to-date, AKWAI cannot and does not guarantee, and is not responsible for, the accuracy, completeness, or timeliness of any Content, whether AKWAI Content or User Content. AKWAI makes no representation that any Content is appropriate or available for use at locations outside of the United States.

 

(C) Links to Third Parties:

 

Our Services may contain links to other websites, media, or informational sources that can be clicked or accessed to redirect the User away from the Services. This may include, without limitation, links to partners that may use our Services or AKWAI's logo as part of a co-branding agreement, banner or graphic advertisements provided third party advertisers, or links to third party research or publications that AKWAI has no affiliation with. 

 

AKWAI will attempt to make these such links clear and distinguished from AKWAI’s links, which direct Users between webpages on the Site or pages within the Services, so that you know that clicking such link shall cause you to leave our Services or open a new web browser window or browser tab. 

 

AKWAI shall have no liability or responsibility for any third party websites or Content. Neither AKWAI nor Its Affiliates make any endorsements, representations, or warranties whatsoever regarding the accuracy, reliability, quality, timeliness, completeness, merchantability or fitness of purpose of the content, information, advice, opinions, products, or services made available in such third party materials or on or through such third party websites. AKWAI disclaims any association to or affiliation with any third party research, researchers, publications, or other information that may be provided as a link on the Services. You hereby agree to defend, indemnify, and hold harmless AKWAI for the practices employed by any website or service, whether or not linked to or from the Services, including the information or Content contained therein, and agree that your use of such website or service, including clicking or accessing the link, is done so entirely at your own risk. 

 

With regard to Content or third party links provided on the Services that refer to scientific research or a publication regarding information of a factual nature, AKWAI disclaims any ownership interest, association, or affiliation with such research or publication or the copyright of such research or publication and makes no representation as to having conducted such research or creating such publication. You agree that AKWAI’s quotation of or linking to any, if any, such research or publication is within the scope of fair use and for the sole purpose of providing Users with a means of seeking further factual knowledge through the third party.

 

(D)  You Agree that the Content Does Not Provide Medical Advice:

 

The Content of the Services, including AKWAI Content and User Content, are for informational purposes only. Content may provide general information relating to health topics, such as exercise and wellness, for informational purposes only. The Content or any other information is not intended to be a substitute for professional medical advice, judgment, diagnosis, or treatment of any health condition or problem. The use of Our Services does not create an express or implied physician-patient relationship. The User should not rely on Content or information provided by Our Services to diagnose or treat any health problem or medical condition. Always seek the advice of a certified physician or other qualified health care provider with any question you may have regarding a medical condition or health related problem.  

 

If you think you may have a medical emergency, call your doctor or 911 immediately. Never disregard, avoid, or delay in obtaining medical advice from your physician or other qualified health care provider because of something you have read on the Services. AKWAI does not recommend or endorse any specific test, physician, products, procedures, opinions, or other information that may be mentioned on the Services. Reliance on any Content is solely at your own risk.

 

(E)   You Agree that Content is Not Other Professional Advice:

 

The Content available through the Service is provided with your acknowledgement that neither AKWAI nor Its Affiliates or Users are engaged in rendering any medical, counseling, legal, accounting, tax, or any other professional such services or advice. Such Content, whether AKWAI Content or User Content, if it exists within the Service, is intended solely as general information. It is not intended as such professional advice, or to be used as a professional recommendation for any individual problem. It is also not intended as a substitute for any such professional advice or service from a qualified professional familiar with your unique facts. Always seek the advice of an appropriate professional regarding any question or issues you encounter that requires such professional advice.

 

(F)   You Agree that AKWAI is Licensing the AKWAI Content on a Limited Basis:

 

AKWAI Content is protected by copyright under both United States and foreign laws. Under the Terms of this Terms of Service, AKWAI hereby grants you a nonexclusive, nontransferable, revocable, limited license to view, download, copy and print AKWAI Content, including AKWAI Content retrieved from the Services only for your personal, noncommercial use, provided that you do not remove or obscure any copyright notice, trademark notice, or other proprietary rights notices displayed on or in connection with the AKWAI Content. You have no rights in or to the AKWAI Content, and you may not use it, except as permitted under this Terms of Service. 

 

You may not use any AKWAI Content in any other manner other than as provided in this Terms of Service without the prior written permission of AKWAI. If you are granted written permission to use AKWAI Content for a purpose other than as permitted by this Terms of Service, then you must retain all copyright and other proprietary notices and information contained in the original AKWAI Content on any permitted copy you obtain of that Content. 

 

The use or posting of the AKWAI Content on any other website or in a networked computer environment for any purpose without written permission is expressly prohibited. You may not sell, transfer, assign, license, sublicense, or modify the AKWAI Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the AKWAI Content in any way for any public or commercial purpose without AKWAI written permission. All rights not expressly granted in these Terms of Service are expressly reserved for AKWAI.

 

(G)  You Agree that AKWAI is Not Responsible for User Content:

 

AKWAI does not guarantee or warrant the any aspect of any User Content and is under no obligation to review, prescreen, edit, remove, or modify Content in all instances. You agree to evaluate and bear all risks associated with User Content, including without limitation, the Content’s use and any attention to or reliance on the accuracy, completeness, timeliness, or usefulness of Content. Under no circumstances shall AKWAI be liable for any loss of damage caused by your reliance on any Content. 

 

Users are required to review all User Content before Users provide User Content to the Services. AKWAI does not have any obligation to any User Content. AKWAI makes no claims to ownership of User Content, including Your Content (defined below) and Users shall continue to retain all respective ownership rights in their respective User Content and the right to use their respective User Content as you the User sees fit. You agree that AKWAI is not responsible for and not liable for any User Content. Any opinions, advice, statements, or other information expressed or made available by Users or third parties are those of the respective User or other third party and not of AKWAI. AKWAI does not endorse and is not responsible for the accuracy or reliability of any opinion, advice or statement made on the Services.

 

AKWAI may, in AKWAI’s sole discretion and without undertaking any duty, monitor, filter, prescreen, refuse, move, edit, alter, add material to, delete, or do anything else to User Content without prior notice, in whole or in part, for any or no reason, such as for violating this Terms of Service or that is objectionable, offensive, or potentially illegal or harmful to AKWAI or others. 

 

(H)  You Agree to the Rights and Responsibilities Regarding Content You Provide:

 

User Content that is provided to the Service by you is “Your Content,” including Content that you provide under a separate agreement between you and AKWAI. You are responsible for all Your Content. Your Content may not infringe, misappropriate, or violates any third party's patent, copyright, trademark, trade secret, moral rights, or other intellectual property rights, or rights of publicity or privacy. By providing Your Content, you represent and warrant to AKWAI that Your Content is not subject to any confidentiality obligation to any third party, that you have all necessary permission to provide Your Content, and that Your Content shall not contain any confidential, non-public, personal details regarding yourself or any third party. You agree that AKWAI is not responsible for and not liable for any of Your Content. However, you hereby grant to AKWAI and Its Affiliates a worldwide, nonexclusive, perpetual, transferable, fully sub-licensable, royalty-free right and license all of the following:

 

(i)                  To use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform, and publicly display, in whole or in part, Your Content that is provided in the public areas of the Service or worldwide via the Service or otherwise, and to incorporate it in other AKWAI Content or Services in any form, media, or technology now known or later developed or for the purpose for which you provided Your Content or for informational, promotional, or other related purposes by AKWAI.

 

(ii)                To use Your Content that you provide in the user-to-user private communication tools and features of the Service to facilitate your user-to-user private communication within the Services, and; 

 

You represent and warrant that you own or otherwise control any and all rights in and to Your Content and that public posting and use of Your Content by AKWAI or AKWAI’s service providers shall not infringe or violate the rights of any third party in any manner.

 

If you are the owner of a United States copyright and you believe that your copyrighted work has been copied on the Services, and is accessible through the Services, in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please notify AKWAI’s copyright agent, as set forth in the Digital Millennium Copyright Act of 1998 (“DMCA”). Please provide AKWAI’s copyright agent the following, in accordance to the DMCA:  

 

(i)                  An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; 

 

(ii)                A description or identification of the copyrighted work or other intellectual property that you claim is being infringed; 

 

(iii)              A description or identification of where the material that is claimed to be infringing is located on the Service; 

 

(iv)              Your address, telephone number, and email address, and other information reasonably sufficient to allow AKWAI to contact you; 

 

(v)                A written statement by you that you have a good faith belief that the disputed use of the material, in the manner complained of, is not authorized by the copyright owner, its agent, or law; and 

 

(vi)              A written statement by you, made under penalty of perjury, that the above information in your notice is accurate, and that you are the copyright or intellectual property owner or are authorized to act on behalf of the copyright or intellectual property owner.

 

Our agent for notice of claims of copyright or other intellectual property infringement can be reached as follows: by email at copyright@akwai.com. 

 

For clarity, only DMCA notices should go to the AKWAI designated copyright agent. Any other feedback, comments, requests for technical support or other communications should be directed to AKWAI's customer service through info@akwai.com.

 

AKWAI reserves the right to terminate at Its sole discretion any Account or right of access to the Services for copyright infringement, for even one infringement. It is AKWAI’s policy to terminate any Account of a User deemed to be a repeat infringer. 

 

5.  INTERACTION WITH THE SERVICE

 

(A) AKWAI Reserves the Right to Control the Service:

 

We grant you permission to use the Services and all its amazing features subject to your compliance with all the Terms in this Terms of Service agreement. You may use the Services when and as available. As currently configured, We intend to supply a variety of Content that We hope shall allow you to better achieve your goals, but We are not undertaking an obligation to supply or allow any particular Services and AKWAI reserves the right, in Its sole discretion, to change, add to, or discontinue Its Services or any part of Its Services at any time and without prior notice. 

 

If AKWAI changes, adds to, or discontinues the Services or parts of the Services, the change shall have no effect on your agreement to this Terms of Service. AKWAI also reserves the right to, temporarily or permanently, restrict or block access to all or any part of the Services for some or all Users or jurisdictions from time to time without notice; AKWAI also reserves the right to charge fees, but AKWAI shall give notice prior to doing so. If We have other services that have their own terms and conditions, then those services are not subject to this Terms of Service. 

 

Your use of the Service and the relating licenses granted hereunder are conditioned upon your strict adherence to the conditions listed below regarding actions strictly forbidden in connection with using the Services:

 

(A)    Do No Harm to Others:

 

You must comply with all applicable laws and regulations while using the Services, interacting with AKWAI, and in providing Your Content. You are prohibited from using the Services to provide any infringing, threatening, false, misleading, abusive, harassing, libelous, defamatory, vulgar, obscene, scandalous, inflammatory, pornographic, offensive, or profane material or Content. You may not provide Content that promotes discrimination, bigotry, racism, hatred, harassment, or harm against any individual or group. 

 

You shall not provide Content that is violent or threatening or promotes violence or actions that are threatening to any other person or Content that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or otherwise be harmful to AKWAI, Users or others or their respective property or other rights. You shall not provide Content that promotes or encourages illegal or harmful activities or substances, such as activities that promote or provide instructional information regarding the manufacture or purchase of illegal weapons or illegal substances, or any conduct that would violate any applicable law or regulation or would give rise to civil liability. You shall not contact anyone who has asked not to be contacted, or make unsolicited contact with anyone for any commercial purpose. You shall not stalk or otherwise harass anyone. You shall not post non-local or otherwise irrelevant Content, or repeatedly post the same or similar Content. You shall not defame any person, User, AKWAI, AKWAI Affiliate, or third party under any circumstances, whether or not related to or via the Services; you agree that you shall not make any disparaging statements about AKWAI, Its Affiliates, or the Services at any time, for any reason, and under any circumstances, whether offline on through the Services.

 

We shall fully cooperate with any law enforcement authorities or any court order requesting or directing AKWAI or a service provider to disclose the identity of anyone posting or transmitting any such information or materials and We reserve the right voluntarily to do so.

 

(B)    Do Not Interfere with Other Users:

 

You are prohibited from restricting or inhibiting any other person from use of the Services and from interfering with or disrupting the operation of the Services or the servers or networks used to make the Services available or violating any requirements, procedures, policies, or regulations of such networks. 

 

(C)     Do Not Misrepresent Yourself: 

 

Even if you provide your true and accurate information upon creating your Account, you are prohibited from using the Services to misrepresent yourself as any moderator or Affiliate of AKWAI or any other person or third party, or falsely stating or otherwise misrepresenting your affiliation with any person or entity in connection with the Services; or stating or implying that We endorse any statement you make or any Content you provide. All of Your Content on the Service or in communications with other Users must be true to the best of your knowledge and not misleading.

 

You may not provide Content that is fraudulent, false, misleading, or deceptive. You may not forge any Transmission Control Protocol/Internet Protocol packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive, or false source-identifying information.

 

(D)    Hacking is Not Allowed:

 

You may not access, tamper with, or use non-public areas of the Services that you have not expressly been granted access to, AKWAI’s computer systems, or the technical delivery systems of AKWAI’s providers. You may not attempt to probe, scan, or test the vulnerability of any AKWAI system or network or breach any security or authentication measures. You may not avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by AKWAI or any of AKWAI's providers or any other third party to protect the Services. You may not interfere with, or attempt to interfere with, the access of any User, host or network, such as by sending a virus, overloading, flooding, spamming, or mail-bombing the Services. You are prohibited from using the Services or User Content to post or transmit any virus, worm, Trojan Horse, Easter egg, time bomb, spyware, or other computer code, file, or program that is harmful or invasive or may damage or hijack the operation of, or to monitor the use of or data in, any hardware, software, or equipment.

 

You may not attempt to access or search the Services through the use of any engine, software, tool, agent, device, or other mechanism (including spiders, robots, crawlers, data mining tools or the like) other than tools that access or search the Services through software or search agents provided by AKWAI or other generally available third party web browsers (such as Microsoft Internet Explorer, Mozilla Firefox, Safari or Opera). You may not attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services. You are prohibited from modifying, adapting, translating, reverse engineering, decompiling, or disassembling any portion of the Services. 

 

(E)     Profiting from the Service is Not Allowed:

 

You are prohibited from using the Services to advertise or perform any commercial or for-profit solicitation or services, or otherwise exploiting any Content, User Content, or any part of the Services or the Services itself for any commercial or profit-making purpose, including without limitation sending any unsolicited or unauthorized advertising or promotional materials, email, junk mail, spam, chain letters, or any other form of solicitation. You may not provide Users with medical, counseling, legal or other professional services or advice.

 

(F)     Harvesting Information from the Service is Not Allowed:

 

You are prohibited from using the Services to violate the privacy rights of others or to harvest or collect any Personally Identifiable Information of other Users of the Services without their express prior permission.

 

(G)    You Must Follow All Export Laws:

 

You may not use the Services or export Content in violation of United States export laws and regulations. The Service may not be used or otherwise exported or re-exported to any country to which the United States has embargoed goods or to anyone on the United States Treasury Department's list of specially designated nationals or on the United States Commerce Department's table of Deny Orders. 

 

(H)    You Understand the Service is a Public Area:

 

The Services are a public service with no private areas. If you choose to make any of your Personally Identifiable Information or other information publicly available through your use of the Services, Your Content, your Profile, or in your communications with other Users or otherwise, you do so at your own risk. Please refer to the Privacy Policy for more information regarding how User information is collected, retained, and used by AKWAI and the Service.

 

You represent and warrant that Your Content to the Service shall be non-confidential and AKWAI shall not be liable for any use or disclosure, whether by AKWAI or Users, of Content. You acknowledge and agree that your relationship with AKWAI or with a User is not a confidential relationship.

 

(I)      You Understand AKWAI is Not Responsible for the Action of Other Users:

 

You understand that AKWAI does not routinely screen Its Users, inquire into the background of its Users, or attempt to verify information provided by any User. In the event you have a dispute with one or more Users, you release AKWAI and AKWAI Affiliates from any and all claims, demands, or damages (actual or consequential) of every kind and nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way connected with such disputes. By using the Services, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of other Users or other third parties shall be limited to a claim against the particular User or third party who caused you harm. You agree not to attempt to impose liability on or seek any legal remedy from AKWAI with respect to such User or third party's actions or omissions.

 

(J)      You Understand the Service Only Provides a Platform:

 

The Services includes, among other things, a platform which enables Users to better achieve their goals and provides templates that help Users to set goals, identify steps or habits, and keep track of their regular progress. Each User is solely responsible for selecting their goals, templates, and the steps or habits to achieve them. 

 

You are not required to stay on track, obtain a certain minimum AKWAI Score, or set or achieve any number of goals or steps toward achieving goals as a condition to using the Services. Users may set goals and steps to achieve goals at their sole discretion and make progress toward achieving those goals at their own pace and at their sole discretion. 

 

(K)    Your License Agreement for Using Specific Applications:

 

Your use of the Services and the relating licenses granted hereunder are also conditioned upon your strict adherence to the letter and spirit of the various applicable guidelines and end user licenses associated with your use of the Services. AKWAI may modify such guidelines in Its sole discretion at any time. 

 

(L)     AKWAI Reserves the Right to Take Action:

 

AKWAI reserves the right to investigate and prosecute violations of any of these Terms to the fullest extent of the law and may involve and cooperate with law enforcement authorities in prosecuting Users who violate this Terms of Service. You acknowledge that AKWAI has no obligation to, but has the right to monitor your access to or use of the Services or to review or edit any Content for any reason, at any time. 

 

(M)  You May Help AKWAI Enforce These Terms:

 

If you are aware of any User activities or User Content that violate these Terms of Service, other than copyright infringement (see above), please contact AKWAI at tattletale@akwai.com. Please provide as much detail as possible, including a copy of the Content or activity, the location where it can be found, and the reason you believe such User activities or User Content should be removed. Please note that filing a complaint shall not guarantee its removal. We only shall remove User Content in AKWAI’s sole discretion.  

 

6.  PAYMENT AND FEES

 

(A)  Right to Charge Fees: 

 

The Use of the Services is free. You acknowledge that AKWAI reserves the right to charge for any portion of the Services and to change Its fees (if any) from time to time in Its discretion. Certain aspects of the Services may be provided for a fee or other charge at a later time. If AKWAI offers additional features or Content, upgrades, subscriptions, products, or other offers in the future, or decides in Its sole discretion to charge a fee for the use of the Services in the future, AKWAI shall provide notice of those offerings or changes. 

 

AKWAI grants to Users the sole discretion in the decision whether to make a purchase within the Services, if such offers are provided within in the Service, and grants Users the sole discretion to cease or terminate their use of the Services in accordance to this Terms of Service if they choose to not use the Services upon being charged a fee for their Use.

 

If you elect to use paid aspects of the Service, you agree to the pricing and payment terms.  Any change to AKWAI’s pricing or payment terms shall become effective in the billing cycle following notice of such change to you as provided in this Terms of Services.

 

(B)  Refund Policy:

 

There are no refunds for cancelling your Account. In the event that AKWAI suspends or terminates your Account or this Terms of Service for any reason, including but not limited to breach of this Terms of Service, you understand and agree that you shall be entitled to and receive no refund or exchange for any purchased Content, features, products, or offers or unused time on a subscription, any portion of license or subscription fees, any portion of fees or payments paid to AKWAI, any content or data associated with your account, or for anything else, unless required otherwise by law.

 

DISCLAIMER OF WARRANTIES

 

(A)  Use of the Service is “As Is:”

 

The Service, all Content, and all aspects of the Services are provided on an “as is” and “as available” basis with all the faults, and the entire risk as to satisfactory quality, performance, accuracy, effort, and results is with you.

 

(B)  No Warranties Regarding Your Use of the Service:

 

AKWAI makes no representations or warranties whatsoever that the Services shall meet your requirements or satisfaction. AKWAI disclaims any warranties for viruses, bugs, or other harmful code or components that a third party may embed in or attach to the Services without AKWAI’s knowledge or consent. AKWAI disclaims any warranties that access to the Service shall be uninterrupted, timely, secure, or error-free, or that defects (if any) shall be corrected. 

 

Neither AKWAI nor anyone involved in the creation or delivery of the Services, or whose materials or information appear on this site, shall have any liability (whether based on contract, tort, statute or otherwise) for any costs, losses, damages (whether direct, indirect, compensatory, special, lost profits, liquidated, consequential or punitive), arising out of or in connection with your access to, browsing of, or use of the Services or any of the contents of the Services. Also, there are no warranties of title, quiet enjoyment, or lack of infringement.

 

(C)   No Warranties Regarding Your Goals:

 

AKWAI makes no representations or warranties whatsoever that any goal, template, habit, steps or any other feature of the Services, shall have any impact, positive or negative, on a User’s quality of life, health, habits, knowledge, job, pay, personal outlooks, education, well-being or any of the countless other results, reasons, or intentions for which a User might set a goal or change a habit. You agree AKWAI is under no obligation to verify or confirm any representations with respect to goals, templates, habits, or steps offered by other Users through the Services. 

 

AKWAI makes no guarantee that Users shall stay on track or achieve their goals, and is not responsible for the performance of Users or success of Users in achieving their goals, for goals that are impossible or impractical to achieve, for maintaining a User’s Goal Progression Log, for a User’s inaccurate reporting or inputs regarding their success toward a goal, or for a User’s AKWAI Score, nor does AKWAI have control over the quality, suitability, reliability, of goals or the steps and habits related to achieving goals. Users are responsible for their own life habits and behaviors and for staying on track. 

 

You agree that your Accountability Partners are not responsible for any of the Terms of this section either and that an Accountability Partner’s acceptance of your invitation to your Accountability Chain does not constitute any representation or warranty.

 

AKWAI makes no representations or warranties whatsoever that a User shall receive positive feedback or recognition (such as the feature or Content in the Services called “Joy”) from any other User or Accountability Partner or that the experience of receiving Joy or any other feedback from any other User shall cause any emotional reaction in the User, whatsoever, whether positive, negative, or neutral, or have any other personal effect on the User whatsoever. 

 

AKWAI is not responsible for the nature of feedback, opinion, views, or comments, whether positive, negative, or neutral, received by anyone, whether or not by a User and whether or not through the Services, regarding the User’s results, AKWAI Score, goals, success, progress, habits, steps, or any other material or Content related to the User’s use of the Service, or for your personal reaction to such feedback.

 

(D) No Express or Implied Warranties Made:

 

Neither AKWAI nor any of Its Affiliates make any commitment or warranty and each expressly disclaims all (if any) statutory or implied warranties, conditions, or duties of any kind, whether express or implied, including,  without limitation, any warranties of merchantability, fitness for a particular purpose, non-infringement; or of results, accuracy, validity, completeness of information, functionality, or availability; of negligence, reasonable care, or effort; of privacy or security, of indemnity; of misrepresentation, defamation, pornography, obscenity, or similar material; of any created by trade usage, course of dealing, or course of performance; or any other express or implied warranty included in this Terms of Service. 

 

Some Jurisdictions do not allow the disclaimer of implied warrantied. In such jurisdictions, some of the foregoing disclaimers may not apply to you insofar as they relate to implied warranties. If any duty cannot be disclaimed, you agree that the duty shall be measured by willful misconduct. 

 

LEGAL LIMITATIONS

 

(A)  Limitations of Liability:

 

To the full extent allowed by law and except for damages for infringement of AKWAI Content, you agree to release, discharge, indemnify, and hold harmless AKAWAI and AKWAI’s Affiliates and service providers from and against any Claims, causes of action, duty, expenses, liability, and any special, consequential, direct, indirect, incidental, punitive, or substitute procurement of substitute products or services, or any other such damages, including without limitation, legal, expert, and consultant fees and costs, however caused, such as by lost profits or opportunity, loss of privacy or security of data, failure to meet any duty (including but not limited to any duty of good faith or of lack of negligence or of workmanlike effort), or for any cause whatsoever and on any theory of liability, whether for breach of contract, tort (including negligence and strict liability or product liability), or otherwise, arising or resulting, directly or indirectly, from or related to any injuries, damages, or losses to you or any person from any aspect of your use of or participation in the use of the Services or the activities on the Services; the inability to use the Service; the cost of procurement of substitute services, items, or websites; unauthorized access to or alteration of your transmissions of data; the statements or conduct of any third party on or off the Services; any Content or other material relating to the Services; or to any breach of this Terms of Service by AKWAI or AKWAI’s Affiliates or service providers, even if they (including AKWAI) have been advised of the possibility of such damages and even in the event of fault, tort (including negligence), strict liability, product liability, or misrepresentation.

 

You agree that AKWAI is not liable for the defamatory, offensive, or illegal conduct of Users or third parties, whether or not such conduct was conducted through the Services, offline, in-person, or any other means or medium. 

 

These limitations shall apply whether or not AKWAI has been advised of the possibility of such damages and notwithstanding any failure of essential purpose of any limited remedy. In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitations may not apply to you.

 

(B)  Force Majeure:   

 

Neither AKWAI nor AKWAI’s service providers or Affiliates shall be liable in any amount for failure to perform any obligation under these Terms of Service if such failure is caused by the occurrence of any unforeseen contingency beyond Our or their reasonable control, including, without limitation, Internet outages, communications outages, fire, flood, or war.

 

There shall be occasions when the Services shall be interrupted whether for maintenance, upgrades, or emergency repairs or otherwise and you agree that AKWAI shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Service. AKWAI is not responsible for any disruption inherent in the operation of the Internet.

 

(C)   Exclusive Remedy:

 

You agree that your sole remedy for any breach of these Terms of Service (including the Privacy Policy) or any cause of action of any nature (including tort) relating to the Terms of Service or Privacy Policy, AKWAI, the Service, or AKWAI Content, or any AKWAI Affiliates or service providers of AKWAI, shall be at AKWAI’s option:

 

(i)                  Substitution or replacement of all or part of the Services or AKWAI Content that gives rise to damages incurred by you in reasonable reliance on AKWAI; or 

 

(ii)                The amount of direct damages actually incurred by you in reasonable reliance, which amount shall not exceed the amount actually paid by you to AKWAI for the item, product, feature, or other offer of the Services giving rise to your damages, if such exists.

 

You agree that the damage exclusions in this Terms of Service and this limitation of liability shall apply even if any remedy fails of its essential purpose.

 

(D) Exceptions:

 

Where a court of competent jurisdiction does not allow the exclusion or limitation of liability of certain liabilities or damages, AKWAI’s liability and that of AKWAI’s Affiliates or service providers shall be limited to the fullest extent permitted by applicable law. 

 

DISPUTE RESOLUTION

 

Read this section carefully because it requires the parties to arbitrate their disputes and limits the manner in which you can seek relief from AKWAI. 

 

(A)  You Agree to Provide Notice:

 

In the event that you have a claim, dispute, or controversy arising out of or in connection with or relating to this Terms of Service, or the breach or alleged breach of the Terms of Service (collectively, “Claims”) with AKWAI, you agree to provide AKWAI with written notice of the Claim within thirty (30) days of the first inception of the Claim and to give, in good faith, AKWAI every opportunity and effort and reasonable time needed to resolve such Claim with you, and that you shall not seek, pursue, or take any other action of any kind outside of such notice, except to cooperate and assist AKWAI in Its effort to resolve your Claim, until AKWAI has entirely exhausted such effort. 

 

Except to AKWAI or the arbitrator, as provided by the Terms in this Terms of Service, you agree that you shall not disclose your Claim, details of your claim, or the nature of your Claim to any person, User, third party, media provider, or to the general public, by any means or medium, whether online, in-writing or in-person, or any other means, at any time, whether or not the Claim has been resolved and whether before, during, or after the Claim’s resolution, or whether your disclosure would have been conveyed in a positive or negative light.  

 

(B)  You Agree to Arbitration:

 

In the event that AKWAI has been unable to resolve a Claim after sixty (60) days following receipt of notice of such Claim, you and AKWAI agree to resolve such Claim by binding arbitration by Judicial Arbitration and Mediation Services (“JAMS”) under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. 

 

A party seeking arbitration must file the written demand for arbitration within sixty (60) days following receipt of your notice of such Claim. The arbitration must commence within forty-five (45) days of the date on which a written demand for arbitration is filed. 

 

The arbitration shall be conducted in Phoenix, Arizona.  The arbitrator’s decision and award shall be made and delivered within sixty (60) days of the conclusion of the arbitration and within six (6) months of the selection of the arbitrator. 

 

The award rendered by the arbitrator may include the costs of arbitration, reasonable attorney’s fees, and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction, but shall not include damages in excess of the limitation on actual compensatory, direct damages set forth in the Terms of Service and shall not multiply actual damages or award punitive damages or any other damages that are specifically excluded under the Terms of Service, and each party hereby irrevocably waives any claim to such damages. The arbitrator may, in his or her discretion, assess costs and expenses against any party to a proceeding. Any party refusing to comply with an order of the arbitrators shall be liable for costs and expenses, including attorneys’ fees, incurred by the other party in enforcing the award.  

 

Nothing in this section shall prevent either party from seeking injunctive or other equitable relief from the court as necessary to prevent the actual or threatened infringement, misappropriation, or violation of that party’s data security, intellectual property rights or other proprietary rights.  The provisions of this arbitration section shall be enforceable in any court of competent jurisdiction.

 

(B)  You Agree to the Apply the Law of Arizona:

 

This Terms of Service, including the Privacy Policy, and all performances, Claims, or causes of action of every nature, such as contract, tort, or strict liability, and the resolution of any dispute related to these Terms of Service or the Service shall be governed by and construed in accordance with the laws of Arizona, without giving effect to any principles of conflicts of law. Any legal action or proceeding between AKWAI and you relating to the Terms of Service or the Services shall be brought exclusively in Phoenix, Arizona, United States, and you agree to submit to the personal and exclusive jurisdiction of such courts and agree to accept service by mail.

 

(C)  You Agree to the Waive Class Action and Right to Jury Trial:

 

All Claims and causes of action must be brought in the by AKWAI’s or your individual capacity, and not as a plaintiff or class member in any purported class action, collective action, private attorney general action, or other representative proceeding. This waiver applies to class arbitration, and, unless AKWAI agrees otherwise, the arbitrator may not consolidate more than one person’s claims. You also agree that, by entering into this agreement, that you and AKWAI are each waiving the right to a trial by jury or to participate in a class action, collective action, private attorney general action, or other representative proceeding of any kind. If this section of the Terms of Service is deemed invalid and unenforceable by a court of competent jurisdiction, then all Terms relating to arbitration (above) shall also be deemed unenforceable.

 

TERMINATION/CANCELLATION

 

This Terms of Service may be terminated by AKWAI or you at any time, without notice, for any or no reason. Termination of your Account, by AKWAI or by you, and your cessation from use of the Services, is evidence of such termination of this Terms of Service. AKWAI may give notice of termination or cancellation prior to such termination or cancellation, but is under no obligation to do so. 

 

Upon termination or cancellation, your right to use the Services shall immediately cease and AKWAI may immediately deactivate or delete your Account, Account information, password, all related information and files associated with it, and all Your Content and AKWAI may, at Its sole discretion, bar any further or future access to the Services or terminated information or files. Licensees of User Content may keep and use them under the licenses you granted. You agree to keep for your files your own copies of all User Content or other information that is yours and acknowledge that shall not provide information or files to you after any termination or cancellation.

 

The Terms of this Terms of Service that, by their intent or meaning, are intended to survive such termination, such as Terms relating to disclaimer of warranties, limitations of liability, and indemnification, shall survive any termination of these Terms of Service and any termination of your use of the Services and shall continue to apply indefinitely. 

 

SEVERABILITY

 

(A)  Entire Agreement:

 

This Terms of Service and Privacy Policy, together with any amendments, addendums, and additional agreements you may enter into with AKWAI in connection with the Services, shall constitute the entire agreement between you and AKWAI with respect to your use of the Services. The headings and titles in these Terms of Service do not supplant or alter the text of these Terms of Service.

 

(B)  Unenforceability:

 

If any Term of this Terms of Service is deemed to be invalid or unenforceable by a court of competent jurisdiction, you agree that you and AKWAI shall endeavor every attempt and effort to give effect to the intent reflected in that provision, while also honoring the allocation of risks hereunder, and the invalidity of such Term shall not affect the validity of the remaining Terms of this Terms of Service, which shall remain in full force and effect. 

 

If any Term of this Terms of Service is deemed to be invalid or unenforceable by a court of competent jurisdiction because it is overly broad, AKWAI and the User agree that the court limit the Term to the extent required by applicable law and enforce the balance of the Terms of Service. You agree that you and AKWAI shall endeavor every attempt and effort to give effect to the intent reflected in that provision, while also honoring the allocation of risks hereunder, and the remaining provisions contained in the Terms of Service shall retain their full force and effect.

 

(C)   No Waiver:

 

No waiver of any provision or Term of this Terms of Service shall be deemed a further or continuing waiver of such provision or Term or any other term. Any failure by AKWAI to assert or enforce any right or provision under this Terms of Service or applicable laws shall not constitute a waiver of such right or provision. AKWAI reserves all rights not expressly granted under this Terms of Service. 

 

ASSIGNMNET

 

This Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by any User, but may be assigned by AKWAI without restriction.  Any attempted transfer or assignment in violation of this Term shall be null and void.

 

NOTICES

 

"Written" or "in writing" in this Terms of Service means an electronic record, such as an email, or nonelectronic record, such as a paper letter, except as otherwise noted. You agree that We may provide you with notices in connection with the Services by email or such other manner We deem appropriate. For more information regarding email communications from AKWAI or that are related to the Services, please refer to the Privacy Policy.

 

CONTACT INFORMATION

 

If you have any questions or concerns with respect to these Terms of Service or the Services you may contact AKWAI at terms@akwai.com.

 

MODIFICATION OF TERMS OR SERVICES

 

This Terms of Service may be modified from time to time. AKWAI reserves the right, in Its sole discretion, to modify, change, amend, or update this Terms of Service, including the Privacy Policy, at any time and without prior notice. If AKWAI amends these Terms of Service, it shall update this posting on the Services and specify the effective date of the new version of the Terms of Service and notify Users of any material changes to the Terms of Service by email or through the Services.

 

User who fails to terminate their Account or continues to use the Services after the effective date of a subsequent Terms of Service, consents to the subsequent amended version of the Terms of Service, including the Privacy Policy, by nature of their continued use or non-termination. Past Users, without a current Account, agree to be bound by the Terms of Service that was in effect at the time such User was using the Services, until the User’s future use of the Services. 

 

You should regularly check to see if a new version of the Terms of Service has been posted each time you use the Services. If the amended Terms of Service are not acceptable to you, your only recourse is to cease using the Services.

 

This Terms of Service was last modified on, and is effective as of June 29, 2021.

 

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