Last Updated: September 24, 2021

PLATFORM TERMS OF USE

1. Introduction

   1. Welcome to Apeiromont, a platform brought to you by Apeiromont, Inc. ("we", "us", "our"). We are an incorporated entity under the laws of the State of Delaware in the United States of America.
   2. These platform terms of use (" Platform Terms") apply to all users of Apeiromont, which is made available via our website at apeiromont.com, our software applications and such other technologies which we make available from time to time (collectively the "Platform").
   3. These Platform Terms should be read in conjunction with our Privacy Policy and Cookie Policy, in addition to our Client Terms, Guest Terms and/or Establishment Agreement (as applicable to you), which together make up the " Agreement" between us. By accessing and using Apeiromont, you accept and agree to the terms of this Agreement. If you do not understand or agree with the Agreement, you should not use Apeiromont.
   4. From time to time, we may refine or change aspects of the Agreement and any revised terms or policies will be made available to you through our website and a notification of such changes displayed in a prominent place on the Platform. Please take a moment to read the changes. If you continue to use the Platform after we make the changes, you will be deemed to agree to the changes. If you do not agree to the changes, you should not use the Platform.
   5. Certain words and phrases in these Platform Terms have specific definitions when they start with capital letters. Where a defined term is used, it has the meaning given to it in the relevant clause of these Platform Terms.
   6. If you have any questions about any of the above, please contact us using the contact details at the end of these Platform Terms.

2. Registration

   1. In order to use certain parts of our Platform you may be required to register for an account by providing your name, your email address and password of your choosing.
   2. You must ensure that the details provided by you on registration or at any time are correct and complete. You must inform us immediately of any changes to the information that you provide when registering by updating your personal details to ensure we can communicate with you effectively.
   3. Names, email addresses and profile pictures must not: (i) be obscene or offensive, (ii) infringe any third party rights, or (iii) otherwise (in our absolute discretion) be considered inappropriate.
   4. You may cancel your registration and/or ask us to deactivate your account at any time by submitting a support request. If you do so, you must immediately stop using the Platform. We will delete your account within 30 days of receiving your request (subject to certain data we need to retain for legal and financial record keeping purposes). Once we have deleted your account and such other information, it cannot be recovered. If you wish to obtain a copy of your any data related to your account prior to deletion, please request access to your data in accordance with your rights set out in our Privacy Policy found at our website.

3. Passwords and Security

   1. When you register on the Platform, you will be asked to create a password, which you should keep confidential and not disclose or share with anyone. We will be entitled to treat any action carried out through your account as being carried out by you. You must notify us immediately if you have reason to believe that your account details may have been compromised or used by any other person.
   2. If we have reason to believe that there is or is likely to be any misuse of the Platform or breach of security, we may require you to change your password and/or suspend your account.

4. Using the Platform

   1. If you choose to access our Platform from locations outside the Territory, you are responsible for compliance with local laws.
   2. You are responsible for making all arrangements necessary to access our Platform. In particular, you are responsible for ensuring that your computer and/or portable device is compatible with our Platform.

5. Prohibited Uses

   1. You must not (and you must not cause any other person to):
      1. use any automated system or software to extract content or data from the Platform for commercial purposes, except where you or any applicable third party has entered into a written agreement with us that permits such activity;
      2. interfere with, damage or disrupt, the Platform or any servers or networks connected to the Platform, including by transmitting any worms, viruses, malware, spyware or any other code of a destructive, malicious or disruptive nature. You may not inject content or code or otherwise alter or interfere with the way any page of the Platform is rendered or displayed in a user&39;s browser or device;
      3. access the Platform via a means not authorised in writing in advance by us, including but not limited to, automated devices, scripts, bots, spiders, crawlers or scrapers (except for standard search engine technologies);
      4. attempt to restrict another user of the Platform from using or enjoying the Platform and you must not encourage or facilitate the breach of these Platform Terms by others;
      5. use the Platform for any illegal or unauthorised purpose or in any way that advocates, promotes or assists any unlawful act such as (by way of example only) copyright infringement, computer misuse, or collecting or harvesting any information or data from our systems or servers;
      6. use the Platform in any way or that (i) is defamatory of any other person, (ii) is obscene or offensive, (iii) promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age, or (iv) is likely to harass, upset, embarrass, alarm or annoy any other person;
      7. change, modify, adapt or alter the Platform or change, modify or alter another website so as to inaccurately imply an association with the Platform or us,

6. Intellectual Property

   1. Our Platform and all information, music, images, photographs, videos and other content displayed on our Platform (" Materials") are protected by certain rights. These rights include all patents, rights to inventions, copyright, database rights, performer's property rights, moral rights, trade marks and service marks, business names and domain names, goodwill and the right to sue for passing off or unfair competition, rights in designs and all other intellectual property and proprietary rights, in each case whether registered or unregistered (" Rights"). These Rights either belong directly to us or are licensed to us from their respective owners or licensors.
   2. You may only view, print out, use, quote from and cite the Platform and the Materials for your own personal, non-commercial use and on the condition that you give appropriate acknowledgment to us where appropriate.
   3. We expressly reserve all Rights in and to our Platform and the Materials. In particular, we reserve all Rights in the names "Apeiromont" and "Apeiromont", the "apeiromont.com" domain name and all related domain names, trade marks, logos, brand names and/or trading names appearing on our Platform.
   4. Your use of our Platform and the Materials is subject to the following restrictions. You must not:
      1. copy the Platform except where such copying is incidental to normal use of the Platform, or where it is necessary for the purpose of back-up or operational security;
      2. sub-licence or otherwise make available the Platform in whole or in part (including object and source code), in any form to any person without our prior written consent;
      3. remove any copyright or other proprietary notices contained in the Materials;
      4. use any Materials in any manner that may infringe any of our Rights or the Rights of a third party;
      5. use the Materials in any way that might be illegal or breach these Platform Terms;
      6. reproduce, modify, edit, mix or remix, apply any voiceover or commentary, display, perform, publish, distribute, disseminate, broadcast, frame, communicate to the public or circulate to any third party or exploit our Platform and/or the Materials in any way for any commercial purpose, without our prior written consent;
      7. disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Platform or attempt to do any such thing; or
      8. use the Platform or Materials in any way that is in contravention of any applicable law or regulation or in any manner that will violate the privacy, publicity or personal rights of others or in any defamatory, obscene, threatening, abusive or hateful material including without limitation using the Platform or any Materials in connection or association with any obscene, defamatory, illegal, pornographic material or in relation to products and services that relate to firearms, gambling, pharmaceuticals, pornography or tobacco or otherwise than in accordance with normal standards of decency.
   5. Any use of our Platform or the Materials in a manner not expressly permitted by these Platform Terms may constitute an infringement of our Rights and/or the Rights of our licensors. We and our licensors reserve the right to exercise all rights and remedies available in respect of any infringement of Rights in our Platform or the Materials accessible on it.

7. Uploading Your Content to Our Platform

   1. On certain parts of our Platform, you may be invited to upload materials to our Platform and/or make contact with other users. If you choose to upload such materials, your content must not:
      1. contain any material which is or may reasonably be considered to be threatening, defamatory, obscene, indecent, offensive, pornographic, abusive, liable to incite racial hatred, discriminatory, menacing, scandalous, inflammatory, blasphemous, or in breach of confidence;
      2. be illegal or infringe the Rights of any third party, in any country in the world; and
      3. be technically harmful (by way of example it must not include any computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software or harmful data).
   2. By uploading your content to the Platform, you hereby grant us and our designees, together with users of our Platform an irrevocable non-exclusive licence (which is unlimited in time) to view and use your content without restriction, including by way of example for commercial purposes.

8. Links to Third Party Websites

   1. The Platform (and emails that we send to you in connection with the Platform) may include links to third party websites, applications and/or other digital properties ("Third Party Properties") that are controlled and maintained by third parties. If you decide to visit any Third Party Property or use a service made available through, or purchase products via, a Third Party Property, you do so at your own risk. It is your responsibility to satisfy yourself as to the reputation of the relevant third party and the services they offer. We are not responsible for the content, accuracy or opinions expressed on Third Party Properties. Links that we make available do not imply that we are, or our Platform is, affiliated to or associated with such websites or services.
   2. Your interaction with any Third Party Property is subject to the relevant third party's own terms and policies. In particular, third parties will process your personal data in accordance with their own privacy notices. Please read all applicable terms and polices of the relevant third party before using a Third Party Property and/or using a service made available through, or purchasing products via, a Third Party Property.

9. Availability of the Platform and Disclaimers

   1. We provide the Platform on an "as is" and "as available" basis. We give no warranty that the Platform will be free of defects and/or faults, that defects will be corrected or that the Platform or the server that makes it available are free of viruses or anything else which may be harmful or destructive. To the maximum extent permitted by the law, we exclude all warranties not expressly set out in these Platform Terms, including but not limited to implied warranties of fitness for a particular purpose, accuracy of information, compatibility and satisfactory quality.
   2. We may update some or all of the Platform and/or any of the services and/or content made available through it at any time and for any reason, for example to improve performance, enhance functionality, reflect changes to operating systems or address security issues. Alternatively, we may ask you to update parts of the Platform for these reasons. If you choose not to install such updates or if you opt-out of automatic updates (where applicable) you may not be able to continue using the Platform or functionality may be impaired.
   3. Whilst we will use reasonable endeavours to ensure that the Platform is secure and free of errors, viruses and other malware, we give no warranty or guaranty in that regard and you are responsible for your own security, that of your personal details and your computers. We accept no liability for any disruption or non-availability of the Platform. We are under no obligation to update information on the Platform.
   4. We reserve the right to alter, suspend or discontinue any part (or the whole of) the Platform. These Platform Terms shall continue to apply to any modified version of the Platform unless it is expressly stated otherwise.
   5. Access to the Platform is permitted on a temporary basis and we reserve the right to withdraw access from the Platform for any reason and without notice.

10. Liability

    1. Consumers have certain legal rights when using our Platform. These are also known as "statutory rights" as they are derived from laws such as any applicable Consumer Rights laws. Nothing in these Platform Terms affects these rights. In particular, we do not exclude our liability for:
       1. death or personal injury caused by negligence;
       2. fraud or fraudulent misrepresentation; or
       3. any matter for which it would be illegal for us to limit or exclude our liability.
    2. We will not be liable to you in respect of any losses arising out of any event or circumstance beyond our reasonable control.
    3. You will be responsible for all claims, liabilities, damages, costs and expenses suffered or incurred by us as a result of your breach of these Platform Terms or default in the discharge of your obligations.
    4. Except as stated in clause 10.1, and to the maximum extent permitted by law, we shall not be liable for any of the following:
       1. any business losses, such as loss of profits, income, revenue, anticipated savings, business, contracts, goodwill or commercial opportunities;
       2. loss or corruption of any data, database or software;
       3. any special, indirect or consequential loss or damage.
    5. Except as stated in clause 10.1 or otherwise expressly stated in the Client Terms, Customer Terms or Operator Agreement (as applicable), our maximum liability to you in respect of your use of our Platform or any matter arising under or in connection with these Platform Terms is $500.

11. General Provisions

    1. If any court or competent authority finds that any provision of these Platform Terms (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision will, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of these Platform Terms will not be affected.
    2. You may not assign, sub-license or otherwise transfer any rights under these Platform Terms.
    3. Nothing in these Platform Terms will establish any partnership or joint venture between us, or (except as expressly stated) mean that any party to this Agreement becomes the agent of another third party, nor does the Agreement (except as expressly stated) authorise any party to enter into any commitments for or on behalf of any other third party.
    4. If we fail to exercise any right or remedy under our Platform Terms, our failure does not constitute a waiver of that right or remedy. Any waiver must be in writing and signed by us.
    5. Any notice (other than in legal proceedings) to be delivered in relation to these Platform Terms must be in writing and delivered pre-paid first class post to the registered address or place of business of the notified party, or sent by email to the other party&39;s main email address as notified to the sending Party.
    6. Notices:
       1. sent by post will be deemed to have been received, where posted from and to addresses in the United States, on the second Working Day and where posted from or to addresses outside the United States, on the tenth Working Day following the date of posting;
       2. delivered by hand will be deemed to have been received at the time the notice is left at the proper address;
       3. sent by email will be deemed to have been received on the next Working Day after sending.
    7. Unless the context requires a different interpretation:
       1. all singular words include plural ones and vice versa;
       2. all references to paragraph, sub-paragraphs, schedules or appendices are to the ones in the Agreement;
       3. all references to a person includes firms, companies, government entities, trusts and partnerships;
       4. the term &39;including&39; does not exclude anything not listed;
       5. all references to statutory provisions include any changes to those provisions;
       6. no headings or sub-headings form part of the Agreement.

12. Governing law and Jurisdiction

    1. All matters relating to the Website and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule.
    2. Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the federal courts of the United States or the courts of the state in which the Company is headquartered, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

13. Enquiries & Complaints

    1. If you have an enquiry or complaint about our Platform, please submit a support request. We will try to answer your enquiry or resolve any complaint as soon as possible.