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Okyo Terms of Service
Last updated: January 28, 2022
Welcome to Okyo. The Terms of Service (“Terms”) are between you and Palo Alto Networks, Inc. or its representatives, affiliates, officers, and directors (collectively, “Palo Alto Networks”, “we”, or “us”) and governs your use of certain Okyo devices (“Products”) and security service subscriptions that are necessary to enable and use our services, including access and use of the Okyo.com website (“Site”), and any other applications, content, products, and services made available by us to you (collectively, “Services”) as well as certain services provided indirectly by us through our service providers (“Additional Services”) (e.g., certain onsite and remote support services).
IF YOU DO NOT AGREE WITH THE TERMS, DO NOT PLACE AN ORDER OR PRE-ORDER, OR USE THE SERVICES OR OUR WEBSITE. REGARDING PRE-ORDERS, YOU ACKNOWLEDGE AND AGREE THAT: (A) PRE-ORDERED PRODUCTS MAY NOT BE NOT IN STOCK AND; (B) OUR ESTIMATES FOR DELIVERY OF PRODUCTS MAY VARY; AND (C) THE ORDER MAY BE CANCELLED AT ANY TIME, AT OUR DISCRETION.
IMPORTANT ARBITRATION NOTICE. THESE TERMS CONTAIN A MANDATORY ARBITRATION CLAUSE AND A CLASS ACTION WAIVER, REQUIRING ANY DISPUTE BETWEEN YOU AND PALO ALTO NETWORKS, SUBJECT TO LIMITED EXCEPTIONS, TO BE RESOLVED BY FINAL AND BINDING INDIVIDUAL ARBITRATION AND REQUIRING YOU TO FOREGO JURY TRIALS, CLASS OR COLLECTIVE ACTIONS OR PROCEEDINGS, AND ALL OTHER TYPES OF COURT PROCEEDINGS OF ANY KIND. UNLESS YOU OPT OUT USING THE OPT-OUT PROCEDURES IN SECTION 1(c) BELOW, YOU WILL BE BOUND BY THIS ARBITRATION AGREEMENT. YOU ACKNOWLEDGE THAT YOU UNDERSTAND AND EXPRESSLY AGREE TO THE MANDATORY ARBITRATION AGREEMENT AND CLASS ACTION WAIVER.
1. Mandatory Binding Arbitration & Class Action Waiver (“Arbitration Terms”)
a. Mandatory Binding Arbitration. It’s in both of our interests to resolve disputes in the quickest and most cost-effective way. Most disputes can be resolved informally and efficiently by contacting us at Support@okyo.com. By agreeing to these Terms, you agree that all disputes, claims, or causes of action arising from or related to the Services or these Terms, or the breach, termination, enforcement, interpretation, or validity thereof (collectively, “Disputes”), will be resolved through binding individual arbitration in accordance with the rules of the American Arbitration Association (“AAA”), and not in a court of law in any jurisdiction, and not in a class, representative, or consolidated action or proceeding, as further set forth below. You and Palo Alto Networks agree that the arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of these Arbitration Terms, including any claim that all or any part of these Arbitration Terms is void or voidable. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. The arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.
b. Class Action Waiver. You understand and agree that, by entering into these Terms, you and Palo Alto Networks are each waiving the right to trial by jury or to participate in any purported class, collective, representative, or consolidated action or proceeding. Unless both you and Palo Alto Networks agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. If any court or arbitrator determines that an arbitration can proceed on a class basis, then the entirety of these Arbitration Terms shall be deemed null and void in its entirety, and the parties shall be deemed to have not agreed to arbitrate Disputes on a class basis.
The arbitrator may award injunctive relief only in favor of you, the individual party seeking relief, and only to the extent necessary to provide relief that is warranted by your individual claim, and not any remedy that affects other Palo Alto Networks customers or users. However, if a court decides that applicable law precludes enforcement of any of this Section’s limitations as to a particular claim for relief or remedy (such as declaratory or injunctive relief), then that claim or remedy (and only that claim or remedy) must be severed from the arbitration and must be brought in the state or federal courts located in Santa Clara County, California, while the remaining claims and remedies (such as individual damages or restitution) will remain and be resolved through binding arbitration. This arbitration provision shall survive termination of these Terms and/or the termination of your Pre-order and/or purchase.
Notwithstanding these Arbitration Terms, you and Palo Alto Networks retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyright rights, trademarks, trade secrets, patents, or other intellectual property rights.
c. 30-Day Opt-Out Procedures. You have the right to opt out of these Arbitration Terms if you don’t agree, but you must do so by notifying Palo Alto Networks within 30 days following the date you first agree to these Terms (unless a longer period is required by applicable law) by providing a written notice (“Opt-Out Notice”) by mail to Palo Alto Networks, 3000 Tannery Way, Santa Clara, CA 95054 or by email to Legal@okyo.com. If mailed, the Opt-Out Notice must be postmarked no later than 30 days following the date you first agree to these Terms. To be effective, the Opt-Out Notice must include: (a) your name, (b) the email address associated with your Product, (c) your mailing address, and (d) a statement that you do not wish to resolve disputes with Palo Alto Networks via arbitration. This notification affects these Terms only; an opt-out notice does not revoke or otherwise affect any previous, future, or other agreement between us.
d. Arbitration Rules, Procedures & Governing Law. The American Arbitration Association (“AAA”) will administer the arbitration and according to its Consumer Arbitration Rules and any supplementary rules then in effect (the “AAA Rules”), except as modified by these Terms. You can see the AAA Rules and filing forms online at www.adr.org. The rules of the arbitral forum will govern all aspects of this arbitration, except to the extent those rules conflict with these Terms. Notwithstanding any choice of law or other provision in the Terms, you and Palo Alto Networks agree and acknowledge that these Arbitration Terms evidence a transaction involving interstate commerce and that the U.S. Federal Arbitration Act, 9 U.S.C. § 1 et seq. (“FAA”), shall govern. If the AAA Rules and FAA are found not to apply to any issue that arises under these Arbitration Terms or the enforcement thereof, then that issue shall be resolved under the laws of California, without regard to its choice of law or conflict of law provisions. In the event of a Dispute, you or Palo Alto Networks must first send to the other party a written notice of the dispute by certified U.S. Mail or by Federal Express (signature required) (“Notice of Arbitration”). Our address for Notice is: Palo Alto Networks Legal Dept, 3000 Tannery Way, Santa Clara, CA 95054. We will send any Notice of Arbitration to you using the contact information you last provided to us. The Notice of Arbitration must: (i) describe the nature and basis of the claim or dispute, (ii) the type and serial number of the Product, if any, (iii) the email address used to activate the Product, if any; and (iv) the desired result (e.g., an amount of money). Both parties must make good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 60 days after the Notice of Arbitration is received, you or Palo Alto Networks may commence an arbitration proceeding. Payment of all filing, administration, and arbitrator fees will be governed by the AAA Rules. Palo Alto Networks will reimburse you for your filing fees for claims totaling less than $10,000, unless the arbitrator finds your Dispute frivolous or brought for an improper purpose. For claims totaling $10,000 or less, you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephone hearing, or in person in Santa Clara, California or at another mutually agreed location. If your claim is above $10,000, the right to a hearing will be determined by the AAA Rules.
e. Confidentiality. You and Palo Alto Networks agree that any arbitration proceedings initiated hereunder shall be kept in strict confidence, meaning that we agree not to disclose any of the underlying facts, circumstances, documents, and other materials relating to such dispute(s), except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or unless otherwise agreed by both parties in writing or as required by law. In addition, we both agree to maintain the other party’s trade secrets or proprietary information as confidential and to protect the confidentiality of any other information (such as private customer information) that is legally protected from disclosure. During the arbitration, the amount of any settlement offer made by you or Palo Alto Networks must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If you win in the arbitration and are awarded an amount higher than the last written settlement amount offered by Palo Alto Networks before the arbitrator was appointed or the award was given, Palo Alto Networks will pay to you the higher of: (i) the amount awarded by the arbitrator, or (ii) $10,000.
f. Severability. Except as provided in Section 1(b) (“Class Action Waiver”), if any provision of these Arbitration Terms or portion thereof is found unenforceable, that provision or portion will be severed and the balance of these Arbitration Terms will remain in full force and effect. For disputes and/or claims related to the Products, these Arbitration Terms apply and supersede any terms regarding dispute resolution in any other agreement between you and Palo Alto Networks.
g. Future Changes to Arbitration Terms. If Palo Alto Networks makes any change to these Arbitration Terms after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), other than a change to our address for Notice of Arbitration, you may reject the change by sending us written notice of such rejection within 30 days of the date such change became effective, as indicated in the “Last Updated” date above, via the process outlined in Section 1(c). It is not necessary to submit a rejection of the future change if you properly opted out of arbitration upon purchase. By rejecting a future change, you agree to arbitrate any dispute between us in accordance with the language of the last Arbitration Terms that you accepted.
2. Privacy and Your Information
3. Site Content
a. Our Site contains content owned, operated, licensed, and/or controlled by us, which we own copyright, trademark, trade secret, or other proprietary rights in and we retain all such rights to ("Site Content"). Site Content may include, but is not limited to, icons, photographs, white papers, product documentation, as well as, technology overviews, software in both source and binary forms, sample code, scripts, APIs, SDKs, which may be available for download on certain parts of the Site.
b. All Site Content, and the compilation and arrangement of the Site Content, are protected by copyright and, where applicable, other intellectual property rights. Except as expressly specified, no portion of the information on this Site may be reproduced, modified, published, uploaded, posted, transmitted, or distributed in any form, or by any means, without our prior written permission, and nothing contained herein shall be construed as conferring by implication, estoppel or otherwise any license or right we may have under any patent, trademark or copyright, or by any third party.
c. All trademarks, logos, and service marks displayed on our Site are the property of Palo Alto Networks or other third parties.
a. Proprietary Rights; Ownership. We own, operate, and retain all right, title and interest in and to the Services including any designs, graphics, software code (including object or source code), products, services (including releases, revisions, updates, or enhancements) and any documentation that is included (marketing materials, purchase information, product packaging, etc.). This includes intellectual property rights such as patent rights (including, without limitation, patent applications and disclosures), inventions, copyrights, trade secrets, moral rights, know-how, data and database rights, and any other intellectual property rights recognized in any country or jurisdiction in the world. Except as expressly authorized by us, you may not make use of any of our documentation. Palo Alto Networks reserves all rights to the Services, including documentation.
b. Feedback. We shall have no obligations to you with regard to its use or disclosure of any input or comments about your use of the Services that you choose to provide (“Feedback”) and you hereby grant us an unrestricted, worldwide, perpetual, irrevocable and fully-paid, royalty-free right to use, reproduce, prepare derivative works of, perform, display, exploit and distribute your Feedback, including any ideas, concepts, know-how or techniques contained in such Feedback, for any and all purposes without limitation, including to improve the Services and create other products and/or services, and to authorize others to do so as well, without attribution. We may, in our sole discretion, remove or delete any Feedback, for any reason, without prior notice. You represent and warrant that you either own or have all the necessary intellectual property rights in your Feedback and that your Feedback does not infringe on the patent, copyright or other intellectual property rights of others.
c. Usage. You must be 18 years old or older and have an active Okyo Garde subscription in order to access and use the Services. The Services or any features within, may not be available in all languages or in all countries or regions. We make no representation that the Services, or any feature and functionality is appropriate or available for use in any particular location. To the extent you choose to use or access such Services, you do so at your own initiative and are responsible for compliance with any applicable laws, including but not limited to applicable local laws and privacy and data collection laws. We and our licensors reserve the right to change, suspend, remove, or disable access to any Services at any time without notice. In no event will we be liable for the removal of or disabling of access to any such Services. We may also impose limits on the use of or access to certain Services, in any case and without notice or liability. Please see the Subscription Terms section for additional terms if you subscribe and pay us directly for the Okyo Garde subscription.
YOU MUST BE AT LEAST EIGHTEEN (18) YEARS OF AGE TO SIGN UP FOR AN OKYO ACCOUNT. WE DO NOT KNOWINGLY COLLECT OR SOLICIT PERSONAL INFORMATION FROM ANYONE UNDER THE AGE OF 18, AND WE DO NOT KNOWINGLY ALLOW SUCH PERSONS TO SIGN UP FOR A USER ACCOUNT. IF YOU ARE UNDER EIGHTEEN (18) YEARS, DO NOT ATTEMPT TO CREATE AN OKYO ACCOUNT OR SEND ANY INFORMATION ABOUT YOURSELF TO US WITHOUT PARENTAL CONSENT. NO ONE UNDER EIGHTEEN (18) YEARS OF AGE MAY PROVIDE ANY PERSONAL INFORMATION TO US WITHOUT CONSENT FROM A PARENT OR LEGAL GUARDIAN. IF WE LEARN THAT WE HAVE COLLECTED PERSONAL INFORMATION FROM AN INDIVIDUAL UNDER EIGHTEEN (18) YEARS OF AGE WITHOUT VERIFICATION OF A PARENT OR LEGAL GUARDIAN’S CONSENT, WE WILL DELETE SUCH INFORMATION. IF YOU BELIEVE THAT WE HAVE ANY INFORMATION FROM OR ABOUT A CHILD UNDER EIGHTEEN (18) YEARS OF AGE, PLEASE CONTACT US AT firstname.lastname@example.org.
e. Unauthorized Access to Your Account. You are responsible for all activities that occur within your account. We encourage you to be safe online and aware of phishing and other means that third parties use to try and access your online information. You are responsible for keeping your username and password safe. You may not allow another person or entity to use your profile nor use the account of another person or entity. Please do not share this information with others and notify us right away of any unauthorized use. We will not be liable to you or any third party for your failure to prevent unauthorized access to your account.
f. Additional Services. Certain onsite services such as installation and troubleshooting, extended phone support services, and other related services may be provided by a professional installation service company (“Company”). The Company may present you with additional terms and conditions to which you will be asked to agree and consent to, for purposes of scheduling and obtaining the requested Additional Services.
a. The Company is not employed, subcontracted, or an agent of ours but we have partnered with the Company to provide Additional Services such as installation and onsite troubleshooting services. The professional technician that will be dispatched will be provided by the Company and is not our employee, subcontractor, and/or agent. We assume no liability for the actions, inactions, or any wrongdoing of service or by the technician or the professional installation company.
b. Please refer to the Okyo Help Center for more information about Okyo Concierge.
g. Restrictions on Use. At all times, you agree to use the Services in accordance with all applicable laws and regulations, these Terms, our marketing assets, any Services and/or Product descriptions and documentation, and any other agreements you have with us. You also agree not to, and acknowledge that you are prohibited from enabling others to:
i. use the Services for any illegal or fraudulent purposes.
ii. distribute, publish, copy, use or sell, or permit others to distribute, publish, copy, use or sell, the Services (except as expressly permitted by these Terms), including embedded software and/or intellectual property. You may not reverse engineer, decompile, disassemble, attempt to derive the source code of, decrypt, modify, or create derivative works from the Services, or any part thereof, except and only to the extent that applicable law or licensing terms governing use of open source components included in the Services may expressly permit.
iii. store or transmit material that may infringe or violate the intellectual property rights or other rights of third parties or use the Services in any manner that is tortious, defamatory, libelous, or invasive of another's privacy.
iv. transmit any, or any material containing, computer viruses, worms, trojan horses or harmful code, files, or programs such as malware or phishing, or by trespass or burdening network capacity.
v. interfere or deny service in any way or form to any other network or computer via the Services, or attempt to gain unauthorized access to the Services, or the accounts of other users, or computer systems or networks connected to the Services, or bypass measures we may use to restrict access to the Services.
vi. remove, alter, or obscure any proprietary, trademark, or copyright notice language that may be included with or contained in the Services.
We are not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive, infringing or illegal messages or transmissions that you may receive as a result of using any part of the Services.
h. Unavailability of Account; Termination. We may, in our sole discretion, terminate, restrict, or suspend your use or access to your account for any reason, including without limitation, breach of these Terms, or cease to provide and maintain the Site, in whole or in part, at any time, for any reason, with or without prior notice, and without liability. Upon doing so, we may retain or delete any information or content that you provided, subject to applicable law and any agreement we may have with you. If we notify you that your access to or use of your account is terminated, you must cease and desist from all access or use immediately.
i. Compatible Devices. Use of the Services may require compatible devices, Internet access, and certain software to meet system and compatibility requirements, and these may require periodic updates. You agree that you are responsible for meeting those requirements for best performance and full functionality. Whether a device is compatible also may depend on software or systems provided or maintained by third parties. Accordingly, devices that are compatible at one time may cease to be compatible in the future. Please be advised that the cost, installation, maintenance, and functioning of all products and services not provided directly or indirectly by us as part of the Services shall be your sole responsibility, which may include, but not be limited to, electricity, electrical wiring, cabling, internet service, telephone service and equipment, personal and business computers and devices, modems, printers, accessories, etc.
j. Data Plan Charges. You acknowledge that many features and Services related to transmit data over WiFi and could impact charges to your data plan, and that you are fully responsible for any such charges and overages.
k. Automatic and Content Updates. We may develop, from time to time, updates, upgrades, and other modifications to improve the Services (including our App) such as content updates like spyware and virus definitions, anti-spam and firewall rules, URL and website lists, and vulnerability data. These may be automatically uploaded and installed without providing additional notice or receiving additional consent. You agree and consent to automatic updates. If you do not consent to automatic updates, you should stop using the Services. Your continued use of the Services is confirmation of your agreement to the Terms and any change or update that we make to the terms over time.
l. Accuracy of Content. We will make reasonable efforts to accurately display the attributes of the Services being offered and sold. We do not warrant that product descriptions or other content is accurate, complete, or error free. We also reserve the right to limit quantities and to revise, suspend, or terminate an event or promotion at any time without notice.
m. Reliability of Services. You acknowledge and agree that the Services, including any mobile or push notifications, are not 100% reliable and available, or error-free. We do not offer any uptime guarantees for the Services and you agree that you are not entitled to any refunds in the case that the Services are suspended temporarily or without notice for security reasons, system failures, repair or maintenance, or other reasons. The quality and performance of the Services may be impacted by multiple extraneous factors, for which Palo Alto Networks is not responsible for, such as: insufficient coverage, power outages, environmental conditions or interference, non-payment of applicable fees or Service termination, limited radio frequency channels, system capacity, updates, upgrades, repairs required, and/or priority access by emergency personnel in the event of a disaster or emergency (“Service Interruptions”). While we use commercially reasonable efforts to notify you of Service Interruptions, we cannot guarantee that you will be notified prior, or at all. YOU AGREE TO NOT USE OR RELY ON THE SERVICES FOR ANY LIFE SUPPORT, LIFE CRITICAL, OR SAFETY PURPOSES, SUCH AS 911 OR EMERGENCY SERVICES, OR ANY OTHER SUCH ACTIVITIES IN WHICH THE FAILURE OF THE SERVICES COULD LEAD TO DEATH, PERSONAL INJURY OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
n. Hardware Service Model. Our Okyo Service Model is described on our Legal page. By submitting a pre-order or order, you acknowledge and agree that you will have reviewed the Okyo Service Model including how repairs and replacements may be offered and completed.
o. WARNING: Proposition 65. The Product can expose you to chemicals including 1,3-Butadiene, which is known to the State of California to cause cancer, birth defects or other reproductive harm. For more information go to www.P65Warnings.ca.gov.
p. Evaluation or Beta Offerings. From time to time, we may include new and/or updated Products, Services and/or features in the Services for your use and which permit you to provide feedback. You understand and agree that your use of any evaluation features is voluntary and we are not obligated to provide them to you. Without limiting any other provision of these Terms, these evaluation features are provided on an “as is” basis and you acknowledge and agree that all use is at your sole risk.
a. Limited License. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the software, including, but not limited to, our code, embedded code, and third party software, documentation, interfaces, content, fonts and any data that came with your Services (“Okyo Software”), and (i) install and use a copy of our App obtained from a reputable mobile marketplace on a mobile device that you control and own; and (ii) to access and use the Services only in connection with your subscription. We and our licensors retain ownership of the Okyo Software itself and reserve all rights not expressly granted to you. You agree that the terms of this License will apply to any Okyo-branded Software or App that may be distributed by us for or built-in the Product, unless such software or App is accompanied by a separate license, in which case you agree that the terms of that license will govern your use of that software or App.
b. Updates. At our discretion, we may make available future Okyo Software updates. Such Okyo Software updates, if any, may not necessarily include all existing software features or new features that we release for newer or other models of the Services. These Terms will govern any Okyo Software updates provided by us, unless such Okyo Software update is accompanied by a separate license, in which case you agree that the terms of that license will govern. By using the Okyo Software, you agree that we may download and install automatic Okyo Software updates.
c. Restrictions. You may not (i) copy, create or modify derivative works based on the Services; (ii) distribute, lease, lend, rent transfer, or sublicense the Services to any third party (unless expressly authorized by us); (iii) decompile, disassemble, or reverse engineer the Services; or (iv) allow or make the functionality of the Services available to third parties, except and only to the extent that applicable law expressly permits. This License does not grant you any rights to use our proprietary interfaces and other intellectual property in the design, development, manufacture, licensing or distribution of third party devices and accessories, or third party software applications, for use with the Services.
6. Subscription Terms
a. If you purchase and/or subscribe to the Services directly from us, or via a third-party partner authorized by us, then this Section applies.
b. Automatic Renewals. The Services are subscription-based and will automatically renew for varying terms (annually, every three-years, or monthly depending on your selection). The Service includes a mesh-enabled router, which requires an active subscription to function. If your subscription is not active, your mesh-enabled router will not broadcast a WiFi signal.
c. Subscription Term. You will have the ability to choose the subscription plan and/or tier, Additional Services, and the duration of your subscription term at checkout. Following your purchase, we will send a confirmation email that summarizes your purchase, including subscription and applicable Service terms. You agree that your transaction is complete when we send the email confirmation.
d. Pricing. We reserve the right to offer an introductory or special price for a limited time. Our pricing, including any subscription renewal price, is subject to change, but we will always notify you in advance. We cannot confirm the availability or price of an item until you place your order. Despite our best efforts, sometimes an item may not be available, the offer may have been misstated, or an item may be mispriced. For any of these reasons, we may cancel your order or contact you for instructions on the order.
e. Purchases; Recurring Transactions. If you purchase from us, we, our third-party payment processor, or financing partners (as applicable) will store your payment information. If applicable, we will automatically charge your payment method that is on file near the subscription renewal date, until you cancel or we terminate your access to or use of the Services in accordance with these Terms. Any time after your purchase, you may cancel your subscription or edit your subscription settings by contacting us at:
Support@okyo.com. By agreeing to these Terms and electing to purchase the Service, you acknowledge that your subscription has recurring payment features and you accept responsibility for all payment obligations.
We, or our third-party payment processor, reserve the right to: (i) verify payment methods prior to completing your purchase; (ii) obtain and continue using updated credit card account information electronically, when applicable, from the card brands, (iii) retry failed payments to complete transactions, including but not limited to, retrying failed cards with different and/or extended expiration dates and, (iv) change or amend authorized third parties to assist with payment processing. We reserve the right to correct, or to instruct our payment processors or financing partners to correct, any errors or mistakes, even if payment has already been requested or received. In all cases, you are personally responsible for any applicable state, federal, or other taxes that may be associated with your purchase of the Services. We also reserve the right to collect any sales taxes applicable to the Services.
f. Financing. We may offer financing to assist with your purchase, you agree to abide by the terms of the financing agreement with our financing partner governing your purchase, which will be provided to you separately. We may treat your failure to abide by the terms of your financing agreement with our financing partner as a breach of these Terms.
g. Cancellation. You can cancel or terminate your subscription at any time, but the hardware will not function unless you have an active subscription. Please contact us at Support@okyo.com to cancel the automatic renewal of your subscription.
h. Returns and Refunds. Please review our full returns and refunds policy.
i. Taxes. We are required to charge applicable sales taxes based on state and local laws. Generally, the tax rate is based on the type of product or service purchased and where your purchase is shipped, delivered, or picked up. If sales tax applies, the order total during your checkout will reflect the estimated tax. The final sales tax charged on your order will be calculated at the time of shipment. Shipping charges may also be subject to tax in certain states.
j. Shipping, Delivery, Title, and Risk of Loss. We will pack and ship your Product in accordance with standard practices. Shipping and handling charges may be an additional cost unless otherwise expressly indicated at the time of sale. Products are shipped by a third party carrier pursuant to a shipment contract. As a result, title to the Products and risk of loss will pass to You upon our delivery of the Products to the carrier. You acknowledge that all scheduled shipment dates are estimates only. We will make reasonable efforts to meet the scheduled shipment dates, but in no event will we be liable for any loss, damage, or penalty resulting from any delay in shipment or delivery. At this time, the Services are only available within the United States and Canada. If your shipping address is outside of those jurisdictions, your order will be cancelled.
k. Termination. Subject to these Terms, your license to access and use the Services is effective until terminated, at which time you must cease access to and use of the Services. Your license rights will terminate automatically or otherwise cease to be effective without notice from us if you fail to comply with any of these Term(s) or any other terms of the applicable license(s).
7. General Terms
a. Modification to the Terms. We reserve the right to change these Terms on an ongoing basis at any time. If the Terms are materially modified with respect to your rights and obligations, we may require that you consent to the modifications in order to continue using the Services. Material modifications are effective immediately upon acceptance; immaterial modifications are effective immediately upon publication. Disputes arising under the Terms will be resolved in accordance with the version of Terms that was in effect at time the dispute arose.
b. Modification to the Services. We reserve the right to make changes or discontinue the Services at any time (including by modifying, limiting, or discontinuing certain features and functionality), temporarily or permanently, without notice to you. To the fullest extent permitted under law, we are not liable for any change to the Services or any suspension or termination of your access to or use of the Services.
c. Third Party Features or Content. The Services may include third-party tools, features and functions or may allow you to access content on a third-party website. Such features, functions or content may be subject to third-party terms of service and privacy policies. Third party services are not under our control and we are not responsible for their content and/or use of your information. You acknowledge that you assume all risk arising from your use of third party resources and agree that we are not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such third party materials or web sites. We do not warrant, endorse, assume, and will not have any liability or responsibility to you or any other person for any third-party services, third party materials or web sites, or for any other materials, products, or services of third parties. Third party materials and links to other websites are provided solely as a convenience to you.
d. Digital Millennium Copyright Act (“DMCA”) and Trademark Infringement. If you have an intellectual property rights-related issue, please contact us with the following information in writing:
i. Identification of the work that you claim has been infringed;
ii. An electronic or physical signature of the intellectual property owner or of a person authorized to act on behalf of the owner;
iii. Identification of the material that is claimed to be infringing and provide a link (where available) to where it is located;
iv. Information reasonably sufficient to allow us to contact you, such as your address, telephone or mobile number, and email address;
v. A statement made under penalty of perjury, that the above information is accurate, and that you are the owner or are authorized to act on behalf of the owner. The above information must be submitted to our DMCA agent at the following:
Office of the General Counsel Palo Alto Networks, Inc. 3000 Tannery Way Santa Clara, CA 95054 Attn: Copyright Agent Email: DMCA@paloaltonetworks.com
e. Indemnity. To the fullest extent of the law in your jurisdiction, you agree to indemnify and hold harmless Palo Alto Networks and its affiliates and subsidiaries (and their respective officers, directors, employees and agents) from any claims, demands, liabilities, damages, losses, costs and expenses, including without limitation, reasonable attorneys’ fees, arising out of or connected to: (i) your unauthorized use or misuse o, the Services; (ii) your the breach of any portion of these Terms; or (iii) your violation of any law or regulation; (iv) your violation of the rights of any third party, in connection with your access to or use of the Services.
f. DISCLAIMER OF WARRANTY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, (1) THE SERVICES AND ALL CONTENT ON THIS SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND (2) PALO ALTO NETWORKS EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS RELATED TO THE SERVICES AND ALL MATERIALS AND CONTENT RELATED THERETO AND THE SITE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PALO ALTO NETWORKS MAKES NO WARRANTIES THAT THE SERVICES OR ANY PORTION OF THE SERVICES WILL: (I) MEET YOUR REQUIREMENTS; (II) BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (III) THAT RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; (IV) MEET YOUR EXPECTATIONS; (V) NOT HAVE OR PRODUCE ANY ERRORS AND THAT THEY WILL BE CORRECTED; AND/OR (VI) IN RELATION TO THE PAYMENT OF ANY REFUNDS, THE TIMELINESS OF SUCH PAYMENT WILL MEET YOUR EXPECTATIONS. YOU AGREE YOU ARE USING THE SERVICES AT YOUR OWN DISCRETION AND RISK, AND WE ARE NOT RESPONSIBLE FOR DAMAGES TO YOUR PROPERTY OR DATA LOSS, INCLUDING ANY CONTENT. NO ADVICE OR INFORMATION, SPOKEN ORALLY OR IN WRITING THAT IS OBTAINED BY YOU FROM ANY SOURCE WILL CREATE ANY WARRANTY REGARDING OUR ENTITIES AND/OR SERVICES THAT IS NOT STATED EXPRESSLY IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGES THAT MAY RESULT FROM ACCESSING OR USING THE SERVICES. IN ADDITION, PALO ALTO NETWORKS MAKES NO REPRESENTATION OR WARRANTY ABOUT ANY THIRD-PARTY PRODUCTS.
g. LIMITATION OF LIABILITY; DISCLAIMER OF DAMAGES. SOME STATES AND COUNTRIES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE BELOW LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE, IN NO EVENT WILL PALO ALTO NETWORKS BE LIABLE TO YOU FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT, INCIDENTAL, OR SIMILAR DAMAGES, INCLUDING ANY LOST PROFITS, LOST DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF THE USE OR INABILITY TO ACCESS OR USE THE SERVICES OR THE SITE, OR OTHERWISE IN CONNECTION WITH THESE TERMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT PALO ALTO NETWORKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO CASE SHALL PALO ALTO NETWORKS OR ITS LICENSORS’ TOTAL AGGREGATE LIABILITY ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICES, THE SITE, OR OTHERWISE IN CONNECTION WITH THESE TERMS EXCEED THE LESSER AMOUNT THAT YOU PAID TO PALO ALTO NETWORKS FOR THE AFFECTED SERVICES IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM, OR ONE HUNDRED DOLLARS (U.S. $100), SO LONG AS YOU DO NOT OWE ANY PAYMENT OBLIGATIONS TO PALO ALTO NETWORKS, AS APPLICABLE. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. YOU MAY HAVE CERTAIN RIGHTS UNDER APPLICABLE LAWS IN YOUR JURISDICTION AND NOTHING IN THESE TERMS IS INTENDED TO AFFECT THOSE APPLICABLE RIGHTS. Notwithstanding the above, nothing in these terms and conditions shall exclude or limit our liability for damages or losses which may not be lawfully excluded or limited under applicable mandatory law. If the laws in your jurisdiction do not allow the exclusion of certain warranties, terms or conditions or the limitation or exclusion of liability for loss or damage caused by negligence, breach of contract or breach of implied terms, or incidental or consequential damages, only the limitations which are lawful in that jurisdiction will apply to you and our liability and warranty will be limited to the maximum extent permitted by applicable law.
h. Governing Law. Except as otherwise required herein or by law, these terms are governed by the laws of the State of California, United States of America without regard to conflict of law principles. You agree that the United Nations Conventions on Contracts for the International Sale of Goods (1980) is specifically excluded from and does not apply to these Terms. You may not use or export Site Content in violation of U.S. export laws and regulations. Not all products or programs mentioned may be available in your country.
i. Assignment. These Terms, and any rights granted hereunder, may not be transferred or assigned by you, but may be assigned by Palo Alto Networks without restriction.
j. Transfers. We may transfer our rights and obligations under an order to another organization, but this will not affect your rights or our obligations under these Terms.
k. Waiver and Severability of Terms. The failure of any party at any time to require performance of any provision of these Terms shall in no manner affect such party’s right at a later time to enforce the same. A waiver of any breach of any provision in these Terms shall not be construed as a continuing waiver of other breaches of the same or other provisions of these Terms. Except as set forth in Section 1 above (“Dispute Resolution - Binding Arbitration & Class Action Waiver”), if any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision and the other provisions of these Terms remain in full force and effect.
l. Force Majeure. We are not liable or responsible for any failure to perform, or delay in performance of any of our obligations under these Terms that is caused by events outside our reasonable control (“Force Majeure Event”), including, without limitation: (i) unavailability of public or private telecommunication networks, (ii) acts, decrees, legislation, regulations or restrictions of any government, or (iii) strikes, lock-outs or other industrial action, civil commotion, riot, invasion, terrorist attacks or threats of terrorist attacks, war (whether declared or not) or any natural disaster. Our performance under these Terms is deemed to be suspended for the period that Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period.
m. Export Restrictions. You acknowledge the Services and related technical data may be subject to the import and export laws of the United States and laws of any country where related technology is imported or re-exported. You agree to comply with all relevant export control laws, including U.S. trade embargoes and sanctions and security requirements, and applicable country or local laws to the extent compatible with U.S. laws and will not export, re-export, import or otherwise make available any applicable technology against U.S. law nor to any prohibited country, entity, or person for which an export license or other governmental approval is required, directly or indirectly.
o. Survival of Terms. Upon cancellation, discontinuation, or termination of the Services or your account, the following Sections will survive: (i) Mandatory Binding Arbitration & Class Action Waiver, Site Content, Proprietary Rights; Ownership, Feedback, Software License Terms, Termination; Disclaimer of Warranty, Limitation of Liability; Disclaimer of Damages; Governing Law, Assignment, Transfers, Waiver and Severability of Terms, Survival of Terms.
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