Akafay: software license and service agreement

This Software License and Service Agreement (“Agreement”) is entered into by and between:

  • Akafay (“Company”), Customer (“Customer”), and Merchant (“Merchant”).

This Agreement governs the licensing, use, and provision of Company Akafay’s software and related services. By using the software or services, the Customer and Merchant agree to the terms and conditions outlined below.


1. Definitions

1.1 Software: The proprietary software provided by Akafay, including updates, enhancements, and associated documentation.

1.2 Services: The support, maintenance, and additional offerings provided by Akafay in connection with the Software.

1.3 Customer: The end-user of the Software and Services.

1.4 Merchant: A business entity that collaborates with the Company to facilitate transactions or services through the Software.


2. License Grant

2.1 Scope: Akafay grants the Customer and Merchant a non-exclusive, non-transferable, and revocable license to use the Software in accordance with this Agreement.

2.2 Restrictions: The Software shall not be copied, modified, distributed, or used for any purpose other than as explicitly authorized under this Agreement.

2.3 Ownership: The Software and all associated intellectual property rights remain the sole property of Akafay.


3. Service Provision

3.1 Support and Maintenance:

  • Akafay will provide technical support and regular updates to ensure the Software functions as intended.
  • Support will be available during standard business hours or as specified in the service level agreement.

3.2 Service Availability:

  • The Software and Services are designed for high availability but may experience occasional downtime due to maintenance or unforeseen issues.
  • Akafay will notify the Customer and Merchant of scheduled maintenance in advance.

3.3 Modifications:

  • Company reserves the right to update or modify the Software and Services at its discretion to improve functionality or comply with regulatory requirements.

4. Customer and Merchant Responsibilities

4.1 Customer:

  • Ensure all information provided during registration is accurate and up to date.
  • Use the Software in compliance with applicable laws and regulations.

4.2 Merchant:

  • Ensure transactions facilitated through the Software are conducted fairly and transparently.
  • Maintain compliance with industry standards and regulatory requirements relevant to their business.

4.3 Both Parties:

  • Protect login credentials and ensure authorized access only.
  • Notify Company immediately of any security breaches or unauthorized use.

5. Fees and Payments

5.1 Fees: The Customer and Merchant agree to pay the fees specified in the applicable pricing schedule or service order.

  1. Late Payments: Late payments may incur interest charges as specified in the pricing schedule.

6. Confidentiality

6.1 Definition: Confidential information includes, but is not limited to, the Software, documentation, business strategies, and any non-public information shared during the term of this Agreement.

6.2 Obligations:

  • All parties agree to protect the confidentiality of shared information and not disclose it to third parties without prior written consent.

7. Term and Termination

7.1 Term: This Agreement shall remain in effect until terminated by either party.

7.2 Termination:

  • The Company may terminate the Agreement if the Customer or Merchant breaches any terms.
  • The Customer or Merchant may also terminate.

7.3 Effect of Termination:

  • Upon termination, all access to the Software and Services will cease.
  • The Customer and Merchant must return or destroy any proprietary materials provided by the Company.

8. Limitation of Liability

8.1 Akafay shall not be liable for indirect, incidental, or consequential damages arising from the use of the Software or Services.

8.2 Total liability under this Agreement shall not exceed the fees paid by the Customer and Merchant in the 12 months preceding the claim.


9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the FDRE, without regard to its conflict of law principles.


10. General Provisions

10.1 Entire Agreement: This Agreement constitutes the entire understanding between the parties regarding the subject matter.

10.2 Amendments: Changes to this Agreement must be made in writing and signed by authorized representatives of all parties.

10.3 Severability: If any provision of this Agreement is found to be invalid, the remaining provisions shall remain in full force and effect.