Terms of Service
Updated April 17, 2026
These Terms of Service (this "Agreement") explain the terms and conditions by which you may access and use web-based, hosted, and any other platforms and services (collectively, "Services") provided by AXIL (referred to herein as "AXIL", "us", or "we"). The Services shall include www.AXIL.pro, a web-based user interface (the "Interface").
This Agreement contains important information, including a binding arbitration provision and class action waiver, both of which impact your rights as to how disputes will be resolved. Please read this Agreement carefully. By accessing or using any of the Services, you indicate that you have read, understand, and agree to be bound by this Agreement in its entirety, which may be modified from time to time in our sole and absolute discretion in accordance with Section 2 below. If you do not agree, then you are not authorized to access or use any of our Services.
To access or use any of our Services, you must be able to form a legally enforceable agreement with us. Accordingly, you represent and warrant to us that:
you have full right, power, and authority to enter into and comply with the terms of this Agreement on behalf of yourself and/or any other entity on whose behalf you may access the Interface or use the Services.
you or the entity on whose behalf that you access the Services will be effectively bound by this Agreement, and such Agreement will be enforceable against you or such entity in accordance with its terms.
your entry into and performance of this Agreement will not conflict with or contravene any legally enforceable instrument by which you are, or any other entity on whose behalf you may access the Interface or use the Services is, bound.
none of (i) you; (ii) any affiliate of any entity on behalf of which you are entering into this Agreement; (iii) any other person having a beneficial interest in any entity on behalf of which you are entering into this Agreement (or in any affiliate thereof); or (iv) any person for whom you are acting as an agent or nominee in connection with this Agreement is (A) a country, territory, entity or individual named on an OFAC list as provided at http://www.treas.gov/ofac, or any person or entity prohibited under the OFAC programs, regardless of whether or not they appear on the OFAC list, or on any list pursuant to European Union ("EU"), United Kingdom ("UK") and/or British Virgin Islands regulations; or (B) a senior foreign political figure, or any immediate family member or close associate of a senior foreign political figure.
your access and use of any of our Services will not violate or contravene any applicable laws or regulations, and that you will not access or use any of our Services to conduct, promote, or otherwise facilitate any activity that is prohibited by any law, rule, or regulation applicable to us or to you.
This Agreement contains important information, including a binding arbitration provision and class action waiver, both of which impact your rights as to how disputes will be resolved. Please read this Agreement carefully. By accessing or using any of the Services, you indicate that you have read, understand, and agree to be bound by this Agreement in its entirety, which may be modified from time to time in our sole and absolute discretion in accordance with Section 2 below. If you do not agree, then you are not authorized to access or use any of our Services.
To access or use any of our Services, you must be able to form a legally enforceable agreement with us. Accordingly, you represent and warrant to us that:
you have full right, power, and authority to enter into and comply with the terms of this Agreement on behalf of yourself and/or any other entity on whose behalf you may access the Interface or use the Services.
you or the entity on whose behalf that you access the Services will be effectively bound by this Agreement, and such Agreement will be enforceable against you or such entity in accordance with its terms.
your entry into and performance of this Agreement will not conflict with or contravene any legally enforceable instrument by which you are, or any other entity on whose behalf you may access the Interface or use the Services is, bound.
none of (i) you; (ii) any affiliate of any entity on behalf of which you are entering into this Agreement; (iii) any other person having a beneficial interest in any entity on behalf of which you are entering into this Agreement (or in any affiliate thereof); or (iv) any person for whom you are acting as an agent or nominee in connection with this Agreement is (A) a country, territory, entity or individual named on an OFAC list as provided at http://www.treas.gov/ofac, or any person or entity prohibited under the OFAC programs, regardless of whether or not they appear on the OFAC list, or on any list pursuant to European Union ("EU"), United Kingdom ("UK") and/or British Virgin Islands regulations; or (B) a senior foreign political figure, or any immediate family member or close associate of a senior foreign political figure.
your access and use of any of our Services will not violate or contravene any applicable laws or regulations, and that you will not access or use any of our Services to conduct, promote, or otherwise facilitate any activity that is prohibited by any law, rule, or regulation applicable to us or to you.
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Our Services
1.1. Services and Proposals
The specific deliverables and service outcomes associated with the Services that we may offer will be set forth in a written proposal from us to you that will govern our service delivery, performance, and payment obligations (each, a "Proposal"). In the event of any conflict between the terms of this Agreement and the terms of any applicable Proposal, such Proposal will control.
1.2. Other Services
We may from time to time offer additional services, and such additional services shall be considered a Service as used herein, regardless of whether such product is specifically described in this Agreement.
1.3. Restrictions on Use of Our Services
Except as expressly permitted by this Agreement, you can neither directly nor indirectly (a) use any of our Confidential Information (as defined herein) to create any service, software, documentation, or data that is similar to, or competes with, any aspect of the Services; (b) disassemble, decompile, reverse-engineer, or use any other means to attempt to discover any underlying ideas, algorithms, trade secrets or other proprietary information therein; (c) use any routines, tools, methodologies, processes, protocols, simulations, technologies, and all other tangible or intangible materials (including hardware, software, documentation, methodologies, and data) provided or used by or on behalf of AXIL in providing the Services; including all improvements, updates, and derivatives thereof (collectively, the "AXIL Materials") for any reason other than as contemplated and permitted by this Agreement; (d) encumber, sublicense, transfer, rent, lease, time-share, or use the Services for the benefit of any third party without our prior written consent; (e) copy, distribute, manufacture, adapt, create derivative works of, translate, localize, port, or otherwise modify any aspects of the Services; (f) use or allow the transmission, transfer, export, re-export, or other transfer of any product, technology, or information that it obtains or learns pursuant to this Agreement (or any direct product thereof) in violation of any export control or other laws and regulations of any pertinent jurisdiction; or (g) permit any third party to engage in any of the following on your behalf.
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Modifications of this Agreement or Our Services
2.1. Modifications of this Agreement
We reserve the right, in our sole and absolute discretion, to modify or amend this Agreement from time to time. If we make any material modifications, we will refresh the date at the top of this Agreement and maintain a current version of this Agreement at https://www.AXIL.pro/TOS. All modifications will be effective when they are posted, and your continued accessing or use of any of the Services shall indicate your acceptance of such modifications. You waive any right you may have to receive specific notice of such modifications. If you do not wish to be bound by any such modifications, then you must stop accessing and using all of our Services.
2.2. Modifications of Services
We reserve the right, with or without notice to you, to: (a) modify, substitute, eliminate, or enhance any Service; and (b) review, modify, filter, disable, delete, or remove any and all content and information from any Service. However, we have no obligation to update any Service, except as may be set forth in a separately executed agreement between you and us specifically for the provision of such Services. You agree that it is your responsibility to monitor changes to the Services that may affect you.
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Intellectual Property Rights
3.1. Intellectual Property Rights in General
We own all intellectual property and other rights in each of our Services and their respective contents, to the extent not otherwise designated by such Service or Service component. Subject to the terms and conditions of this Agreement, we grant to you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to access and use our Services solely in a manner contemplated by this Agreement. You agree that you will not use, modify, distribute, tamper with, reverse engineer, disassemble, or decompile any of our Services for any purpose other than as expressly permitted by this Agreement. You have no other rights in any of our Services except those expressly granted to you by this Agreement.
By using any of our Services, you grant us a worldwide, non-exclusive, sublicensable, royalty free license to use, copy, and modify any content, including text, materials, images, files, communications, code, comments, feedback, suggestions, ideas, concepts, questions, data, or otherwise ("Customer Materials") that you make available to us for the purpose of our providing the Services to you. Such license will also extend to any third-parties that we retain to assist us in providing the Services to you and only for the purposes contemplated by this Agreement or any applicable Proposal. You (and your licensors) will otherwise retain all right, title, and interest in the Customer Materials.
You grant to us a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license (with the right to sublicense) to use, copy, modify, or create derivative works based upon any suggestions or feedback that you provide to us on the Services for any purpose. You represent and warrant that you have all requisite rights, licenses, consents, permissions, powers, and authorities necessary to grant the rights that you grant herein for any Customer Materials that you provide to us in connection with your use of our Services. You further represent and warrant that such content does not contain any material subject to any intellectual property rights of another except those for which you have obtained the proper authorization and right to use, post, and grant the corresponding licenses to us as described above.
By using any of our Services, you grant us a worldwide, non-exclusive, sublicensable, royalty free license to use, copy, and modify any content, including text, materials, images, files, communications, code, comments, feedback, suggestions, ideas, concepts, questions, data, or otherwise ("Customer Materials") that you make available to us for the purpose of our providing the Services to you. Such license will also extend to any third-parties that we retain to assist us in providing the Services to you and only for the purposes contemplated by this Agreement or any applicable Proposal. You (and your licensors) will otherwise retain all right, title, and interest in the Customer Materials.
You grant to us a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license (with the right to sublicense) to use, copy, modify, or create derivative works based upon any suggestions or feedback that you provide to us on the Services for any purpose. You represent and warrant that you have all requisite rights, licenses, consents, permissions, powers, and authorities necessary to grant the rights that you grant herein for any Customer Materials that you provide to us in connection with your use of our Services. You further represent and warrant that such content does not contain any material subject to any intellectual property rights of another except those for which you have obtained the proper authorization and right to use, post, and grant the corresponding licenses to us as described above.
3.2. Generalized Knowledge.
Notwithstanding any other provision contained herein; you acknowledge and agree that we may (a) use and disclose aggregate and/or anonymized measures pertaining to the Services and all usage and performance measures thereof; (b) reuse all generalized knowledge, experience, know-how, works, and technologies (including ideas, concepts, processes, and techniques) related to or acquired during provision of the Services; provided, however, that we will not use such information nor display it in a manner that directly identifies you; and (c) use, store, copy, create derivatives of, or archive data provided by you or on your behalf, including any aggregate data derived from your use of our Services (even those uses in which you submit your information for purposes of running a simulation), to create anonymized compilations, reports, and analyses of any data that you submit to us (including any data that you make available to us for purposes of running a simulation); and also to create, develop, and enhance algorithms, machine learning inputs, and any other pertinent applications in connection with our provision of our Services. All such described uses and derivatives as set forth above will be deemed as Confidential Information of AXIL.
3.3. Additional Rights
We reserve the right to cooperate with any law enforcement, court, or other governmental authority that requests or directs that we disclose information or content that you provide in connection with your use of the Services.
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Other Responsibilities
4.1. Prohibited Activity
You agree not to engage in, or attempt to engage in, any of the following categories of prohibited activity in relation to your access and use of the Services:
Intellectual Property Infringement. Activity that infringes upon or violates any copyright, trademark, service mark, patent, right of publicity, right of privacy, or other proprietary or intellectual property rights under any applicable law.
Cyberattack. Activity that seeks to interfere with, circumvent or compromise the integrity, security, or proper functioning of any computer, server, network, personal device, smart contract or other information technology system, including activities such as the deployment of viruses, exploitations of any source code or smart contract (including operations that may be technically permitted by a smart contract but may nevertheless be a violation of this Agreement and the law), or denial of service attacks.
Fraud and Misrepresentation. Activity that seeks to defraud us or any other person or entity, including the provision of any false, inaccurate, or misleading information in order to unlawfully obtain property or consent from another.
Market Manipulation. Activity that violates any applicable, law, rule, or regulation pertaining to the integrity of trading markets.
Securities, Derivatives and Virtual Assets Violations. Activity that violates any applicable law, rule, or regulation concerning the issuance or trading of securities, derivatives or virtual assets, including the unregistered offering of securities, the unauthorized offering or trading of leveraged or margined commodity-, equity-, or index-based derivatives to any person, and unauthorized provision of financial services in relation to offering or trading of virtual assets.
Unlawful Conversion of Property. Buying, selling, or transferring stolen, fraudulently obtained, or otherwise unlawfully obtained property.
Data Mining or Scraping. Activity that involves data mining, scraping, or similar data extraction methods used for gathering and extracting information from any of our Services.
Intellectual Property Infringement. Activity that infringes upon or violates any copyright, trademark, service mark, patent, right of publicity, right of privacy, or other proprietary or intellectual property rights under any applicable law.
Cyberattack. Activity that seeks to interfere with, circumvent or compromise the integrity, security, or proper functioning of any computer, server, network, personal device, smart contract or other information technology system, including activities such as the deployment of viruses, exploitations of any source code or smart contract (including operations that may be technically permitted by a smart contract but may nevertheless be a violation of this Agreement and the law), or denial of service attacks.
Fraud and Misrepresentation. Activity that seeks to defraud us or any other person or entity, including the provision of any false, inaccurate, or misleading information in order to unlawfully obtain property or consent from another.
Market Manipulation. Activity that violates any applicable, law, rule, or regulation pertaining to the integrity of trading markets.
Securities, Derivatives and Virtual Assets Violations. Activity that violates any applicable law, rule, or regulation concerning the issuance or trading of securities, derivatives or virtual assets, including the unregistered offering of securities, the unauthorized offering or trading of leveraged or margined commodity-, equity-, or index-based derivatives to any person, and unauthorized provision of financial services in relation to offering or trading of virtual assets.
Unlawful Conversion of Property. Buying, selling, or transferring stolen, fraudulently obtained, or otherwise unlawfully obtained property.
Data Mining or Scraping. Activity that involves data mining, scraping, or similar data extraction methods used for gathering and extracting information from any of our Services.
4.2. Compliance and Tax Obligations
One or more of our Services may be unavailable or inappropriate for use in your jurisdiction. By accessing or using any of our Services, you acknowledge and agree that you are solely and entirely responsible for complying with all laws and regulations that may apply to you. Your use of our Services may result in various tax consequences pertaining to your income, capital gains, value-added, sales, or purchases of goods and services. It is solely your responsibility to determine the applicability of any taxes to your access and use of the Services. You alone will be responsible for appropriately reporting and paying any applicable tax obligations.
4.3. Release of Claims
You acknowledge and agree that you assume all risks in connection with your access and use of any of our Services. You further expressly waive and release us from any and all liability, claims, causes of action, losses, or damages ("Losses") arising from or in any way relating to your use of any of our Services.
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Confidential Information
5.1. When Information is Confidential
We both acknowledge and agree that during the course of our Agreement, one, the other, or both of us may transmit to the other sensitive nonpublic information that pertains to business, operational, technical, or financial affairs of each other ("Confidential Information"). Either of us may designate Confidential Information as such verbally or in writing. However, once designated as such by the person transmitting the Confidential Information (the "Discloser"), the recipient must hold such Confidential Information in the strictest confidence and not disclose such Confidential Information to any third-party without the Discloser's express prior written approval. For purposes of this Agreement, Confidential Information will not include any such information that: (i) the receiver previously had in its possession lawfully and without violating any applicable confidentiality obligations; (ii) is generally known to the public, and is not so because the receiver violated any applicable confidentiality obligations; and (iii) is independently developed by the receiver without having violated any confidentiality obligations in the process of development.
5.2. How Confidential Information must be Protected
Once such Confidential Information is received, the receiver will not use less than a commercially reasonable standard of care to protect the Confidential Information from unauthorized disclosure. Such Confidential Information shall not be used for any purposes other than those contemplated by this Agreement. The Confidential Information shall only be shared with the recipient's employees, advisors, contractors, consultants, and agents (its "Representatives") whom agree to be bound by confidentiality obligations at least as stringent as those contained in this Agreement. The recipient shall be responsible for any unauthorized disclosure of Confidential Information by any of its Representatives.
5.3. Return or Destruction of Confidential Information
Upon the request of the Discloser or upon termination of this Agreement, the recipient shall promptly return to the Discloser or destroy any Confidential Information in its possession, except where the recipient is required by law or internal policy to retain copies of such Confidential Information. The confidentiality obligations of this Agreement shall continually apply to any such retained Confidential Information.
5.4. When Confidential Information can be Disclosed Without Permission
The recipient may disclose such Confidential Information if (in the sole and exclusive opinion of its legal counsel) it is compelled to do so by a competent governmental authority; provided, however, that upon notice of any such compulsion, the recipient shall (to the extent legally permissible) promptly notify the Discloser of such compulsion and provide commercially reasonable cooperation with the Discloser in lawful efforts to preserve confidential treatments of such Confidential Information.
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Disclaimers
6.1. ASSUMPTION OF RISK – GENERAL
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. BY ACCESSING AND USING ANY OF OUR SERVICES, YOU REPRESENT AND WARRANT THAT YOU ARE SUFFICIENTLY FINANCIALLY AND TECHNOLOGICALLY SOPHISTICATED TO UNDERSTAND AND COMPETENTLY ASSUME THE INHERENT RISKS ASSOCIATED WITH USING CRYPTOGRAPHIC AND BLOCKCHAIN-BASED SYSTEMS, AND THAT YOU HAVE A FUNCTIONAL KNOWLEDGE OF THE USAGE AND INTRICACIES ASSOCIATED WITH DIGITAL ASSETS, DIGITAL ASSET PLATFORMS, AND DIGITAL ASSET MARKETS. WE DO NOT OWN OR CONTROL ANY OF THE UNDERLYING SOFTWARE OR HARDWARE THROUGH WHICH BLOCKCHAIN NETWORKS ARE FORMED AND OPERATED.
YOU ACKNOWLEDGE AND UNDERSTAND THAT DIGITAL ASSET MARKETS ARE NASCENT AND HIGHLY VOLATILE DUE TO CERTAIN FACTORS INCLUDING BREADTH OF ADOPTION, SPECULATION BY PARTICIPANTS, TECHNOLOGICAL PROGRESS AND LIMITATIONS, CYBERSECURITY, AND LAWS AND REGULATIONS.
YOU ACKNOWLEDGE AND UNDERSTAND THAT DIGITAL ASSET MARKETS ARE NASCENT AND HIGHLY VOLATILE DUE TO CERTAIN FACTORS INCLUDING BREADTH OF ADOPTION, SPECULATION BY PARTICIPANTS, TECHNOLOGICAL PROGRESS AND LIMITATIONS, CYBERSECURITY, AND LAWS AND REGULATIONS.
6.2. NO WARRANTIES
EACH OF OUR SERVICES, AND ANY REFERENCES TO THIRD-PARTY PROTOCOLS, TOKENS OR CONTENTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE FULLY DISCLAIM ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND PERTAINING TO OUR SERVICES OR THE PROTOCOL, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PURPOSE. YOU ACKNOWLEDGE AND AGREE THAT YOU USE EACH OF OUR SERVICES AT YOUR OWN RISK. WE NEITHER REPRESENT NOR WARRANT THAT ACCESS TO EACH OF THE SERVICES WILL BE CONTINUOUS, UNINTERRUPTED, TIMELY, OR SECURE; OR THAT ANY OF OUR SERVICES WILL BE FREE FROM ERRORS, DEFECTS, VIRUSES, OR OTHER HARMFUL ELEMENTS. NO ADVICE, INFORMATION, OR STATEMENT THAT WE MAKE SHOULD BE TREATED AS CREATING ANY WARRANTY CONCERNING ANY PRODUCT. WE DO NOT ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY ADVERTISEMENTS, OFFERS, OR STATEMENTS MADE BY ANY THIRD-PARTY CONCERNING OUR SERVICES.
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Indemnification
YOU AGREE TO HOLD HARMLESS, RELEASE, DEFEND, AND INDEMNIFY US AND OUR DIRECTORS, MANAGERS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, AND SUBSIDIARIES FROM AND AGAINST ALL LOSSES ARISING FROM: (A) YOUR ACCESS AND USE OF ANY OF OUR SERVICES; (B) YOUR VIOLATION OF ANY TERM OR CONDITION OF THIS AGREEMENT, THE RIGHT OF ANY THIRD-PARTY, OR ANY APPLICABLE LAW, RULE,OR REGULATION; (C) ANY OTHER PARTY'S ACCESS AND USE OF ANY OF OUR SERVICES WITH YOUR ASSISTANCE USING ANY DEVICE OR ACCOUNT THAT YOU OWN OR CONTROL; AND (D) ANY DISPUTE BETWEEN YOU AND (I) ANY OTHER USER OF THE SERVICES, OR (II) ANY OF YOUR OWN CUSTOMERS OR USERS.
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Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT UNDER NO CIRCUMSTANCES SHALL WE OR ANY OF OUR DIRECTORS, MANAGERS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, OR SUBSIDIARIES BE LIABLE TO YOU FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE PROPERTY, WHICH MAY ARISE OUT OF OR RELATE TO YOUR ACCESS, USE, OR INABILITY TO ACCESS OR USE ANY OF THE SERVICES, NOR WILL WE BE RESPONSIBLE FOR ANY LOSSES RESULTING FROM UNAUTHORIZED ACCESS OR MODIFICATION, CYBERATTACK, OR MALICIOUS CODE EXPLOIT INVOLVING ANY OF THE SERVICES OR THE INFORMATION CONTAINED THEREIN, REGARDLESS OF WHETHER BASED IN CONTRACT, TORT, ORSTATUTE; AND REGARDLESS OF WHETHER ANY AUTHORIZED REPRESENTATIVE OF AXIL HAS BEEN ADVISED OF OR HAD KNOWLEDGE OF THE POSSIBILITY OF SUCH RESPONSIBILITY OR POTENTIAL DAMAGE, LOSS, OR INJURY. TO THE FULLEST EXTENT PROVIDED BY LAW, OUR TOTAL LIABILITY TO YOU FOR ANY DAMAGES, REGARDLESS OF THE FORM OF ACTION AND THE THEORY OF LIABILITIES, SHALL NOT EXCEED THE LOWEST OF (1) US$100, (2) TOTAL VALUE OF ALL FEES OR CHARGES PAID TO US DURING THE DURATION OF YOUR USE OF THE SERVICES, OR (3) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES WHERE SUCH REMEDY OR PENALTY CANNOT BE WAIVED OR REDUCED PURSUANT TO THIS AGREEMENT.
WE ASSUME NO LIABILITY NOR RESPONSIBILITY FOR ANY UNAUTHORIZED ACCESS OR MISUSE OF ANY SERVER OR DATABASE UNDER OUR CONTROL, INCLUDING ANY SUCH UNAUTHORIZED ACCESS OR MISUSE OF THE DATA CONTAINED THEREIN.
WE ASSUME NO LIABILITY TO YOU OR ANY OTHER PARTY FOR ANY LOSSES THAT MAY ARISE AS A RESULT OF ANY TRANSACTIONS THAT YOU ENGAGE IN IN CONNECTION WITH ANY OF OUR SERVICES. WE FURTHER ASSUME NO LIABILITY FOR ANY THIRD-PARTY CLAIMS PERTAINING TO CUSTOMER MATERIALS.
WE ASSUME NO LIABILITY NOR RESPONSIBILITY FOR ANY UNAUTHORIZED ACCESS OR MISUSE OF ANY SERVER OR DATABASE UNDER OUR CONTROL, INCLUDING ANY SUCH UNAUTHORIZED ACCESS OR MISUSE OF THE DATA CONTAINED THEREIN.
WE ASSUME NO LIABILITY TO YOU OR ANY OTHER PARTY FOR ANY LOSSES THAT MAY ARISE AS A RESULT OF ANY TRANSACTIONS THAT YOU ENGAGE IN IN CONNECTION WITH ANY OF OUR SERVICES. WE FURTHER ASSUME NO LIABILITY FOR ANY THIRD-PARTY CLAIMS PERTAINING TO CUSTOMER MATERIALS.
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Governing Law, Dispute Resolution, and Class Action Waiver
9.1. Governing Law
This Agreement and any action related thereto will be governed and interpreted by and under the laws of the British Virgin Islands without giving effect to any principles that provide for the application of the law of another jurisdiction.
9.2. Dispute Resolution and Waiver of Jury Trial
In the event of a potential Dispute, you agree to first contact us directly by sending an electronic mail message to legal@axil.pro summarizing the issue at hand, stating the nature of your dispute with us, and setting forth what resolution that you would expect from us. If we are unable to come to an informal resolution of such potential Dispute earlier than sixty (60) days after receipt of your electronic mail message, then we both agree to resolve such dispute according to the dispute resolution process set forth below.
All disputes arising out of or in connection with this Agreement (each, a "Dispute") shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance with the said Rules. No award or procedural order made in the arbitration shall be published. You acknowledge and agree that you will resolve all Disputes by binding arbitration. If for any reason any Dispute must necessarily proceed in court rather than arbitration, we both hereby waive any right to a jury trial.
9.3. Class Action Waiver
You must bring any and all Disputes against us in your individual capacity and not as a named plaintiff or class member in any purported class action, collective action, private attorney general action, or other representative proceeding. This provision shall also apply to any purported class arbitration.
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Other Provisions
10.1. Entire Agreement
These terms and conditions constitute the entire agreement between you and us with respect to the subject matter addressed herein. With the exception of any addenda or Proposals expressly identified as such and entered into contemporaneously with this Agreement, this Agreement supersedes any and all prior and contemporaneous agreements, communications, and undertakings pertaining to the subject matter addressed herein.
10.2. Force Majeure
In the event that either party is prevented from performing, or is unable to perform, any of its obligations under this Agreement (except payment obligations) due to any cause beyond its reasonable control including without limitation, fire, explosion, earthquake, storm, flood, labor strike, war, insurrection, riot, act of God or a public enemy, telecommunications failures, cyberattacks, or governmental action; then such affected party's performance of this Agreement shall be extended by the period of time for which the affected party was unable to perform its obligations, or excused in their entirety if such performance cannot be performed in a commercially reasonable fashion thereafter.
10.3. Publicity
You hereby grant to us a limited, non-exclusive license to use your name and standard logo to identify you as one of our current or former customers in any of our marketing or promotional materials.
You hereby acknowledge and agree that neither you nor any of your affiliates shall, without our prior written approval (which we may withhold in our sole and absolute discretion), use in advertising, publicity, announcements or otherwise, our or our affiliates' name, either alone or in combination thereof, any associated logos of the above brands, or any company name, trade name, trademark, service mark, domain name, likeness, image, device, design, symbol or any abbreviation, contraction or simulation thereof owned or used by us or our affiliates.
You hereby acknowledge and agree that neither you nor any of your affiliates shall, without our prior written approval (which we may withhold in our sole and absolute discretion), use in advertising, publicity, announcements or otherwise, our or our affiliates' name, either alone or in combination thereof, any associated logos of the above brands, or any company name, trade name, trademark, service mark, domain name, likeness, image, device, design, symbol or any abbreviation, contraction or simulation thereof owned or used by us or our affiliates.
10.4. Assignment
You may not assign or transfer this Agreement, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer this Agreement without our prior written consent shall be null and void ab initio. We may freely assign or transfer this Agreement. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors, and permitted assigns.
10.5. Independent Contractors
The parties shall be independent contractors under this Agreement, and nothing herein will constitute either party as the employer, employee, agent, or representative of the other party, or both parties as joint venturers or partners for any purpose.
10.6. Not Registered with Any Regulatory Agency; No Fiduciary Duty
We are not registered as a bank, lender, broker, or investment advisor, an exchange, or in any other capacity. You understand and acknowledge that we do not broker trading orders on your behalf or provide any investment advice. We also do not facilitate the execution or settlement of your transactions. Neither us nor our suppliers shall be responsible for investment and other financial decisions, or damages, or other losses resulting from your use of the Services. Nothing in the Service constitutes an offer, solicitation, or advice regarding digital assets or financial products. Any content produced by us has not been subject to audit and is for educational and inspirational purposes only.
Past results are not indicative of future results. Digital assets and on-chain activities involve risk, including possible loss of principal and volatility. You are solely responsible for your decisions. Accessing the Services does not create a client, advisory, or fiduciary relationship with AXIL.
Past results are not indicative of future results. Digital assets and on-chain activities involve risk, including possible loss of principal and volatility. You are solely responsible for your decisions. Accessing the Services does not create a client, advisory, or fiduciary relationship with AXIL.
10.7. Notice
We may provide any notice to you under this Agreement using any customary commercial means, including by public communication channels. Any such notices that we dispatch to you shall become effective upon posting or dispatch.
10.8. Termination
Unless otherwise set forth in an applicable Proposal between you and us, we may terminate or suspend all or any part of the Services immediately, without prior notice or liability, when we deem it appropriate in our sole discretion. We may limit the availability of the Services to any person, geographic area, or jurisdiction in our sole and absolute discretion and may terminate any user's access to the Services at any time and in our sole and absolute discretion. We may suspend or disable your access to the Services if we consider it commercially reasonable to do so, including if you breach any of the terms or conditions of this Agreement. Upon such termination of your access, your right to use the Services will immediately cease.
10.9. Severability
If any provision of this Agreement shall be determined to be invalid, illegal, or unenforceable by any competent governmental authority, then such provision shall be severed from this Agreement and replaced with a mutually agreeable provision which, being valid, legal, and enforceable, most closely approximates the original economic effect and intent of the parties in entering into the prior provision to the fullest extent permitted by applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.
10.10. Non-Solicitation
Subject in all respects to applicable law and regulation pertaining to employment and labor, during the term of this Agreement and for a period of not less than one (1) year thereafter, you shall directly or indirectly solicit, contact or communicate, or attempt to solicit any of our executive or other employee, or solicit, contact or communicate, our current or prospective customer, supplier and/or other business partner for purposes of offering or accepting goods or services competitive with those offered by us or our affiliates, without our express written consent.
10.11. Media Usage
No media releases, public announcements, or public disclosures pertaining to this Agreement, its subject matter, or any of the Services provided hereunder (including in promotional or marketing materials) shall be made by you without the prior written consent of AXIL.