| This AxiShow Service Agreement (the "Agreement")
describes the terms and conditions on which AxiShow ("we" or
"our company") offer services to you ("Customer" or "You").
By registering for or using AxiShow services, Customer
agrees to be bound by the following terms and conditions.YOU
AGREE THAT BY USING THE SERVICE YOU REPRESENT THAT YOU ARE
LEGALLY ABLE TO ENTER INTO THIS AGREEMENT. This Agreement
constitutes the entire and only agreement between us and you,
and supersedes all prior or contemporaneous agreements,
representations, warranties and understandings with respect
to the Site, the content, products or services provided by
or through the Site, and the subject matter of this
Agreement. 1. AxiShow Services
Subject to the terms and conditions of this Agreement,
AxiShow makes certain Services available to Customer. For
the purposes of this Agreement: (a) "Customer" (or "you")
means the indidual or business entity that is using or
registering to use the Services, including its employees and
agents; (b) AxiShow "Services" means those electronic or
interactive services offered by AxiShow. AxiShow Online
reserves the right to change or discontinue any of the
Services at any time. Good legal standing that can form
legally binding contracts under applicable law. Customer
hereby represents and warrants that it is duly licensed to
do business and is in good legal standing in the
jurisdictions in which it does business (during the term of
this Agreement) that it is not a competitor of AxiShow, and
that the person agreeing to this Agreement for Customer is
at least eighteen years of age and otherwise capable of and
authorized to enter binding contracts for Customer.
2. Ownership
You acknowledge that all materials (except those uploaded
by users) provided on this Web site, including but not
limited to information, documents, products, logos, graphics,
sounds, gui, software, and services (collectively "Materials"),
are provided either by AxiShow or by their respective third
party authors, developers and vendors (collectively "Third
Party Providers") and the underlying intellectual property
rights are owned by AxiShow and/or its Third Party Providers.
Elements of the Web site are protected by trade dress and
other laws and may not be copied or imitated in whole or in
part. AxiShow, the AxiShow logo and other AxiShow products
referenced herein are trademarks of AxiShow, and may be
registered in certain jurisdictions. All other product names,
company names, marks, logos, and symbols may be the
trademarks of their respective owners.
3. Acceptable Use
You agree to not use AxiShow's Service to:
a. upload, post, email, transmit or otherwise make
available any Content that spreads messages of terror or
depicts torture or death-gui; if serious enough, the content
will be reported to the appropriate legal authority and/or
the member's ISP will be contacted;
b. harm minors in any way, this includes any form of
child pornography; if serious enough, the content will be
reported to the appropriate legal authority and/or the
member's ISP will be contacted;c. upload, post, email,
transmit or otherwise make available any Content that
infringes any patent, trademark, trade secret, copyright or
other proprietary rights of any party.
3.1 Illegality/Adult Content
AxiShow neither sanctions nor permits site content or
the transmission of data that contains illegal or obscene
material or fosters or promotes illegal activity, including
but not limited to, gambling, the offering for sale of
illegal weapons, and the promotion or publication of any
material that may violate hate crimes legislation.
AxiShow reserves the right to immediately suspend or
terminate any account or transmission that violates this
policy, without prior notice.
Further, should Customer violate this policy, AxiShow
will actively assist and cooperate with law enforcement
agencies and government authorities in collecting and
tendering information about Customer, Customer's site, the
illegal or obscene content, and those persons that may have
inappropriately accessed, acquired, or used the illegal or
obscene content.
3.2 Wrongful Conduct
Customer shall not commit or permit wrongful or
damaging acts which justify civil action including, but not
limited to, posting of defamatory, scandalous, or private
information about a person without their consent or
intentionally inflicting emotional distress.
3.3 Access and Interference
Violations or attempts to violate AxiShow systems or
to interrupt AxiShow services are strictly prohibited, and
may result in criminal and civil liability. Examples of
system violations include, without limitation:
(a) Unauthorized access to or use of AxiShow Services,
including any attempt to probe, scan or test the
vulnerability of a system or to breach security or
authentication measures without express authorization of
AxiShow; or (b) Interference with Service to any customer or
network including, without limitation, flooding, or
deliberate attempts to overload a system and broadcast
attacks; or (c) Use of any device, software, or routine to
interfere or attempt to interfere with the proper working of
the Services; or (d) Any action that imposes an unreasonable
or disproportionately large load on AxiShow's infrastructure
Customer shall not decompile, disassemble, decrypt,
extract, reverse engineer or otherwise attempt to derive the
source code of the "software tools" (including the tools,
methods, processes, and infrastructure) underlying the
Services or any other software on the AxiShow Web site.
3.4 Copyright or Trademark Infringement
AxiShow Services may be used only for lawful purposes.
Transmission, distribution or storage of any material in
violation of any applicable law or regulation, including
export control laws, is prohibited. This includes, without
limitation, material protected by patent, copyright,
trademark, service mark, trade secret or other intellectual
property rights. If you use another party's material, you
must obtain prior authorization. By using the Services, you
represent and warrant that you are the author and copyright
owner and/or proper licensee with respect to any hosted
content and you further represent and warrant that no
content violates the trademark or rights of any third party.
AxiShow reserves the right to suspend or terminate a
Customer's transmission(s) that, in AxiShow's discretion,
violates these policies or violates any law or regulation.
3.5 Misuse of System Resources
Customer shall not misuse system resources including,
but not limited to, employing content which consume
excessive CPU time or storage space; utilizing excessive
bandwidth; or resale of access to content hosted on AxiShow
servers.
3.6 Other Activities
Whether lawful or unlawful, AxiShow reserves the right
to determine what is harmful to its Customers, operations or
reputation, including any activities that restrict or
inhibit any other user from using and enjoying the Service
or the Internet.
Please be aware AxiShow reserves the right to cancel
any account or transmission they find in violation of any of
the above policies. If appropriate, AxiShow will refer
complaints to law enforcement authorities, and in such case,
AxiShow will actively assist law enforcement agencies with
the investigation and prosecution of any such activities,
including surrendering Customer account and data information.
Complaints about violators of our Policy should be
sent via e-mail to
.
Each complaint will be investigated
and may result to immediate cancellation of Services without
prior notice.
4. No Warranty
You expressly understand and agree that: (a) your
use of the Service is at your sole risk. AxiShow Services
are provided on an "as is" and "as available" basis. AxiShow
and its suppliers, to the fullest extent permitted by law,
disclaim all warranties, including but not limited to
warranties of title, fitness for a particular purpose,
merchantability and non-infringement of proprietary or third
party rights. AxiShow and its suppliers make no warranties
about the accuracy, reliability, completeness, or timeliness
of our Services, software, or content; (b) AxiShow
makes no warranty that (i) the Service will meet your
requirements, (ii) the service will be uninterrupted,
timely, secure, or error-free, (iii) the results that
may be obtained from the use of the service will be accurate
or reliable, (iv) the quality of any products,
services, information, or other material purchased or
obtained by you through the Service will meet your
expectations, and (v) any errors in the software will
be corrected; (c) any material downloaded or
otherwise obtained through the use of the Service is done at
your own discretion and risk and that you will be solely
responsible for any damage to your computer system or loss
of data that results from the download of any such material;
(d) no advice or information, whether oral or
written, obtained by you from us or through or from the
Service shall create any warranty not expressly stated in
these terms and conditions.
5. Indemnity
You agree to defend, indemnify, and hold harmless
AxiShow, its affiliates, officers, directors, employees and
agents, from and against any claims, actions or demands,
including without limitation reasonable legal fees, alleging
or resulting from your use the Service, or your breach of
this Agreement or other AxiShow policies, terms and
conditions.
6. Limitation of Liability
Your use of AxiShow is at your own risk. If you are
dissatisfied with any aspect of our Service or with these
terms & conditions, or any other rules or policies, your
sole remedy is to discontinue use of the Service. You
expressly understand and agree that AxiShow shall not be
liable for any direct, indirect, incidental, special,
consequential exemplary damages, including but not limited
to, damages for loss of profits, goodwill, use, data or
other intangible losses (even if we have been advised of the
possibility of such damages), resulting from: (I) the use or
the inability to use the Service; (II) the cost of
procurement of substitute goods and services resulting from
any goods, data, information or services purchased or
obtained or messages received or transactions entered into
through or from the Service; (III) unauthorized access to or
alteration of your transmissions or data; (IV) statements or
conduct of any third party on the service; or (V) any other
matter relating to the Service.
7. Modifications to Agreements, Policies or to our
Services
We reserve the right to change this Service Agreement at
any time without notice. We also reserve the right at any
time to modify or discontinue the Service, temporarily or
permanently, with or without notice to you. You agree that
we shall not be liable to you or any third party for any
modification, suspension or discontinuance of the Service.
You acknowledge that we may establish general practices and
limits concerning use of the Service, including the maximum
disk space that will be allotted on AxiShow's servers on
your behalf, and the maximum number of times (and the
maximum duration for which) you may access the Service in a
given period of time. Further, you acknowledge that AxiShow
may change subscription fees at any time without notice.
Changes in subscription fees will take effect on expiration
of any existing Customer subscription.
8. Termination
8.1 Without limiting other remedies, AxiShow may
immediately issue a warning, suspend (i.e., lock out access
and operation of Services for Customer) either temporarily
or indefinitely, or terminate Customer's account and refuse
to provide Services to Customer if: (a) AxiShow believes
that Customer have violated or acted inconsistently with
this Agreement, or any of our policies; or (b) Customer have
failed to pay fees or other payments due to AxiShow; or (c)
AxiShow is unable to verify or authenticate any information
Customer provides to AxiShow; or (d) AxiShow believes that
Customer's actions may cause legal liability for Customer,
AxiShow's other clients, or AxiShow.
AxiShow may also in its sole discretion and at any time
discontinue providing the Service, or any part thereof, with
or without notice. You agree that any termination of your
access to the Service under any provision of these terms and
conditions may be effected without prior notice, and
acknowledge and agree that AxiShow may immediately
deactivate, archive or delete your account and all related
information and data and/or any further access to such data
or the Service. Further, you agree that AxiShow shall not be
liable to you or any third-party for any termination of your
access to the Service.
Upon termination of this Agreement by either Customer or
AxiShow, all of Customer rights under this Agreement, and
AxiShow's provision of Services, will terminate immediately.
8.2 4 ("No Warranty"), 5 ("Indemnity"), 6
("Limitation Of Liability") and this Section 8 will survive
any termination of this Agreement.
9. Miscellaneous
These terms and conditions will be governed by and
construed in accordance with the laws of the Israel,
excluding that body of law governing conflict of laws. Any
legal action or proceeding relating to or arising out of
these Terms or your use of the Web site will be brought in a
federal or state court in Israel, and you submit to the
venue and personal jurisdiction of such court. If any
provision of these Terms is held to be invalid or
unenforceable, such provision will be enforced to the
greatest extent possible and the remaining provisions will
remain in full force and effect. Headings are for reference
purposes only and in no way define, limit, construe, or
describe the scope or extent of such section. AxiShow's
failure to act with respect to a breach by Customer or
others does not waive AxiShow's right to act with respect to
subsequent or similar breaches. No action by Customer
arising under this Agreement may be brought at any time more
than twelve (12) months after the facts occurred upon which
the cause of action arose.
9.1 RelationshipCustomer and AxiShow are
independent contractors, and no agency, partnership, joint
venture, employee-employer or franchiser-franchisee
relationship is intended or created by this Agreement.
9.2 AssignmentCustomer may not assign any of its
rights, or delegate any of its duties, under this Agreement,
and any attempted assignment will be null and void.
9.3 ForceMajure.
Operation of our Services may be interfered with by
numerous factors outside of our control and we shall not be
liable to you for any delay or failure in performance under
this Agreement resulting directly or indirectly from causes
beyond AxiShow's control.
9.4 Interpretation
If any provision of this Agreement is held to be invalid
or unenforceable, such provision shall be struck, as
narrowly as possible, and the remaining provisions shall be
enforced. Headings are for reference purposes only and in no
way define, limit, construe or describe the scope or extent
of such section.
9.5 AxiShow Confidential Information
You represent and warrant to AxiShow that (a) you are not
a competitor of AxiShow, (b) you shall keep publicly
unannounced information and materials pertaining to AxiShow,
pre-release software, testing or testing procedures strictly
confidential and (c) you shall not use any information
gained from access to the AxiShow Web site or use of the
AxiShow Services to compete with AxiShow in its business.
9.6 Exceptions
Except for other agreements or terms appearing on the Web
site, this Agreement set forth the entire understanding and
agreement between us with respect to the subject matter
hereof.
Additional Information
Any questions relating to our Legal Agreements and Policies
may be directed to LEGAL [at] AXISHOW [dot] COM.
Abuse management: Click
here Illegal files will be removed immetiately after
notice. Furthermore we will add them to our file-filter, so
they can't be uploaded again. Just write an e-mail to our
abuse management and send us the exact links to the files.
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