Allxon Terms of Service
The Allxon Terms of Service is entered into by Allxon Inc. (“Allxon”) and the entity or person agreeing to these terms (the "Customer"), and governs the Customer's access to and use of the Services. This Agreement is effective upon the Customer’s signing. If you are accepting on behalf of the Customer, you represent and warrant that (i) you have full legal authority to bind the Customer to this Agreement; (ii) you have read and understand this Agreement; and (iii) you agree, on behalf of the Customer, to this Agreement.
1. Server Level Commitment
1.01. Definitions
The following definitions shall apply to the Allxon Terms of Service.
I. “Uptime”: means the availability of Allxon services for an officially registered user to log into Allxon Portal.
II. “Scheduled Downtime”: means any time that Allxon notifies the Customer of a period of downtime by five (5) business days prior to the commencement of such Scheduled Downtime.
III. “Emergency Maintenance”: means any maintenance support where Allxon may temporarily limit or suspend the availability of all or part of Allxon services at any given time when necessary for reasons of public safety, security, or emergency. In the event where maintenance could not have been reasonably planned in advance as scheduled downtime, Allxon will use its best efforts to notify the Customer as soon as possible.
IV. Software Update: means the update or upgrade of Allxon Agent, Allxon Portal and/or the web interface.
V. Free Trial: means a certain period of time in which the Customer has access to Allxon’s paid features provided by Allxon.
1.02. Allxon Server Level Availability
Allxon commits to use all reasonable efforts to ensure that the Allxon Portal log-in web interface is available for the Customer at the level of 99.5% of the time in any calendar month. This does not include any scheduled downtime and emergency maintenance time. In the event the Customer experiences issues of unavailable services due to Allxon’s failure to provide Services, the Customer will be eligible to receive the Service Credit described above.
1.03. Allxon server level commitment does not include downtime caused by the devices (either hardware or software) used by the Customer and does not include end point internet connection failure.
1.04. Service Credit will be calculated at each following month of the affected month and totaled with financial credit or refunded back to the Customer. The aggregate maximum number of Service Credit to be issued by Allxon to the Customer for any and all unavailable service period that occur in a single calendar month shall not exceed 50% of the total invoice amount for the affected month.
2.01 Data Backups
Customer data is stored in a redundant database cluster which provides both high availability and failover protection. In the unlikely event that these systems should fail, Allxon will make commercially reasonable efforts to restore customer data. Data will be restored from the most recent nightly backup within a 72-hour period.
All device status data and execution result is stored for up to 1 month for Starter Users and until the subscription expires for those with Growth and Premium plans.
2.02 Customer’s Compliance with Data Protection
The Customer acknowledges that Allxon will receive the technical information, including but not limited to logs generated by the Customer’s device(s). Allxon does not use this mechanism to collect personal data. Allxon is the only service provider for Allxon services and it is the Customer’s sole responsibility to comply with all applicable data protection laws and regulations to process the information when using Allxon services.
2.03 Data Usage
Only Allxon generated packages are permissible onto Allxon website platform (such as Allxon Portal and the alike) and shall not exceed 4 GB per package. For any misuse or violation of the Services, Allxon reserves the right to terminate the Agreement.
Customers shall not excessively involve API calls or data traffic as compared to Allxon’s great majority of customers. Scripts with unintended spikes and growth in data traffic, or misconfiguration can cause the excessive use of API calls and data usage. In an event Allxon Inc. determines the Customer has exceeded the usage comparatively, Allxon will inform and give the Customer notice, and closely monitor the Customer’s usage pattern. Once Allxon has informed the Customer of excessive usage and the Customer resumes excess data activity for 5-days, or the usage pattern reoccurs more than 3 times within a 6-month period, Allxon. Inc reserves the right to terminate the Agreement for material breach.
3. Customer’s Responsibility
The Customer is responsible for the following:
I. The Customer is responsible for internet access. Allxon is not responsible for the reliability or performance of any connections which are not owned or operated by Allxon, including, but not limited to any applications or software provided by any third parties.
II. The Customer is responsible for their own password and account security. The Customer is responsible for the control and management of their authorized personnel who have the right to access Allxon services. The Customer should cancel the right of account and password by any person if such person is no longer an authorized personnel of the Customer.
III. While using Allxon, the Customer is responsible for third-party applications that do not contain malicious or illegal activities against the service and shall indemnify, defend, and hold Allxon, its affiliates, and employees harmless against any and all claims, expenses, losses, and liabilities (including the reasonable attorney’s fees) that may be imposed on, incurred by, or asserted by any third party against Allxon arising out of or relating to the Intellectual Property Rights infringement. Allxon Inc. serves as a website platform provider and does not guarantee the applications distributed by the Users in the website platform will not infringe any third party’s Intellectual Property Rights (including but not limited to the copyright, trademark rights and/or patent rights). In the event of malicious activity, Allxon reserves the right to deny service and to block or remove malicious applications, software, data, or activities immediately.
IV. The Customer is responsible for all uploaded content and may not utilize the website platform for personal data storage, and instead for business related uses only.
V. The Customer is responsible for ensuring all updates and package deployments onto target edge device(s) are compatible and free from viruses. Allxon is not held responsible for any device damages or harm caused by the deployment of packages deployed by the User. Any packages deployed that cause the target edge device(s) to stop working will be at the Customer’s own loss and expense.
VI. The Customer is responsible for reporting any interruption of the service availability as soon as possible.
VII. The Customer is responsible for requesting Allxon Service Credit as described in Section 1.01-V.
4. Support Level Commitment
4.01. Definitions
“Technical support” covers only incidents relating to abnormal or undocumented operation of a service provided by Allxon. For the purpose of this Support Level Commitment, “Product” means Allxon Agent software, Allxon Portal and the connection between agent and portal, and “Support” includes creating accounts, enrolling devices, verifying, and responding to customer issues.
4.02. Operating Hours and Language Support
Technical Support is available upon scheduled in appointments during regular working days and hours, from Monday to Friday 09:00 to 18:00 Taiwan local time, excluding Taiwan public holidays.
Technical Support is provided in English, Mandarin Chinese, and Japanese.
4.03. Submitting A Case
I. For security reasons, only registered account contacts with Allxon are authorized to report incidents through the support system provided by Allxon.
II. When reporting a case, to ensure proper diagnostics of the issue being reported, the Customer should provide as much detail as possible. The Customer should provide details including, but not limited to, a clear definition of the problem, what is the expected behavior, what are the resources (by providing device serial number) involved for the reported problem, steps previously taken to resolve the issue, when the issue first started occurring, and the severity of the issue being reported.
III. When reporting a case, ensure the impacted devices are turned on and connected to the Internet.
IV. In attempt to resolve an issue reported on older versions of the licensed Product, Allxon may ask the Customer to reproduce the event on the latest available version of the licensed software before proceeding with the investigation. Should the issue remain reproducible on the latest version, and no workaround is possible, Allxon will provide the software correction (or "hotfix") only to the latest version of the licensed Product.
V. While investigating an issue reported, Allxon may need to temporarily add a test player/software to the Customer's network to help identify the issue. Allxon shall not be responsible for additional bandwidth usage incurred as a result of the investigation. This additional bandwidth usage may be a result of, but is not limited to, application error report submissions or the retrieval of system logs.
VI. Technical Support is available for Products installed on a certified device model and operating system (“OS”).
VII. Should the Customer require Product usability assistance or training, it may be made available by Allxon for an extra charge and is subject to Allxon’s availability.
4.04. Response Time
| Priority Level | Criteria | Response Time |
|
Critical |
No service available |
1 working day |
|
Urgent |
Functionality is impacted or performance is significantly degraded, impacting many users or Players, with no reasonable workaround. |
5 working day |
4.05. Support Exclusions
I. Technical Support does not include incidents resulting from issues with non-Allxon infrastructure. This includes, but is not limited to, command related issues, hardware related issues, network related issues, and/or OS related issues.
II. Technical Support does not include Product help or Product usability issues defined within Allxon’s documentation.
4.06. Customer’s Responsibility
I. The Customer technical contact will provide Allxon appropriate and sufficient information to help identify and solve incidents such as, but not limited to, device serial number, release, environment, OS, nature of question or problem, diagnostic information, description of the situation, number of devices affected, and any actions taken. The Customer technical contact will also provide documentation such as error messages, files, or screen dumps if required.
II. Only registered account contacts are eligible for Product support. The Customer is responsible for registering appropriate contacts by providing the contact’s full name, email address, and phone number. The Customer is also responsible for communicating account changes (i.e. adding or removing authorized contacts, or updates to contact information) by opening a case with Allxon as defined in Section 4.03-I.
III. All third-party applications running on systems associated to an incident must be disclosed in sufficient detail in the report sent to Allxon Support. If Allxon determines a third-party application is interfering with Allxon services, the incident may be rejected at Allxon’s discretion.
IV. The Customer acknowledges that when Allxon carries out Technical Support, Allxon may need to access the Customer’s devices either on-site or remotely. The Customer should provide necessary assistance and cooperation for Allxon to provide Technical Support and should ensure that the third-party software used in the Customer’s device does not intervene with Allxon’s Technical Support.
V. Upon receiving Allxon’s notice of Software Update, the Customer should accept the update within the period recommended by Allxon. If the Customer does not complete the Software Update within Allxon’s recommended period, Allxon may remotely carry out the Software Update in order to optimize Allxon services.
4.07. Allxon’s Responsibility
Allxon reserves the right to modify the following within a 30-day period, and Allxon will give Customers fourteen (14) days’ advance notice:
I. Product minimum requirement changes
II. Allxon client applications that are no longer supported by Allxon Cloud
III. Changes to the Allxon Terms of Service
IV. Above responsibilities exclude Allxon Portal/Agent update
4.08. Standard Service Charges
For all service charges, please refer to the official signed Agreement with Allxon.
5.01. Use of Service
5.01. (1) Access
Allxon service is available for purchase on a subscription basis. Customers may choose to upgrade their free service to a paid Subscription Service at any time by contacting Allxon directly to place an Order. For details about Subscription plans, pricing, and Subscription terms, please refer to the official signed agreement with Allxon or contact Allxon directly. During the Subscription Term, Allxon will provide Customers access to use the Subscription Services as described in this Agreement and the applicable Order. Allxon may also recommend and provide Customers access to use new Free Services at any time by assisting with the activation in the Customer’s Allxon account. Allxon might provide some or all elements of the Subscription Services through third party service providers. You may provide access and use of the Subscription Service to your Affiliate Users or allow them to receive Consulting Services purchased under this Order; provided that, all such access, use, and receipt by your Affiliate Users are subject to and in compliance with this Agreement, and you will at all times remain liable for your Affiliates' compliance with the Agreement.
5.01. (2) Additional Features
The Customer may subscribe to additional features of the Subscription Service by placing an additional Order or activating the additional features from within Customer’s Allxon account (given this option is made available by Allxon). This Agreement also applies to all additional Order(s) and all additional features that the Customer activates from within the Customer’s Allxon account.
5.01. (3) Limits
The limits that apply to the Customer will be specified in the Customer’s Order and this Agreement. These limits may also be designated only from within the product itself for Allxon’s free subscriptions.
Customer must be 18 years of age (or 20 years of age, if you are subject to the laws of Japan) or older to use the Subscription Service.
5.01. (4) Downgrades
Depending on the terms and conditions of the Customer’s purchasing order, the Customer may be entitled to downgrade their subscription service. The subscription downgrade will take effect on the next annual or monthly billing date.
5.01. (5) Modifications
Allxon may modify the Subscription Service from time to time, including adding or deleting features and functions, in effort to improve the Customer’s experience. Allxon has the right to change, suspend, and cease providing Services and provide Customers fourteen 14 days’ advance notice, at least 30 days ahead, if necessary. Allxon also has the right to modify the Terms at any time by publishing the changes onto Allxon’s official website. Allxon may also notify the Customer by sending the Customer an email that either (a) specifies the changes in the email, or (b) includes links to the official website that specifies the changes, and the change(s) will become effective in accordance and in the timeframe described in that email or on the website. The Customer is obligated to keep the Customer’s email address correct and current by updating it through Allxon’s official website and acknowledges that this is the method of communication that Allxon will use for this purpose. Failure to keep the Customer’s email address correct and current may result in the email not reaching the Customer, but the Customer will still be bound by any changes if the Customer continues to use the Services.
5.01. (6) Customer Support
If the Customer is on Allxon’s paid Subscription Service Plan, Allxon will designate a dedicated Customer Success Team member to support any questions inquired by the Customers. Customers can contact the Customer Success member directly. Responses will be provided during regular operating hours.
5.01. (7) Prohibited and Unauthorized Use
Allxon may immediately terminate or suspend all or a portion of the Customer’s Account and/or access to the Service if (a) the Customer uses the Subscription Service in any way that violates the terms of this Agreement, (b) for any purpose or in any manner that is unlawful or prohibited by Allxon’s Terms of Service, or (c) if the Customer is legally prohibited from receiving or using the Subscription Service under the laws of the country in which the Customer resides,
5.01. (8) No Sensitive Information
THE CUSTOMER ACKNOWLEDGES THAT THE SUBSCRIPTION SERVICES ARE NOT DESIGNED TO PROCESS OR MANAGE SENSITIVE INFORMATION AND ACCORDINGLY THE CUSTOMER AGREES NOT TO USE THE SUBSCRIPTION SERVICE TO COLLECT, MANAGE, OR PROCESS SENSITIVE INFORMATION. ALLXON WILL NOT HAVE AND WE SPECIFICALLY DISCLAIM ANY LIABILITY THAT MAY RESULT FROM THE CUSTOMER’S USE OF THE SUBSCRIPTION SERVICE TO COLLECT, PROCESS, OR MANAGE SENSITIVE INFORMATION.
5.01. (9) Free Trial
If the Customer is invited to a free trial by either entering the promotion codes offered by Allxon or a Free Trial enabled by Allxon directly, Allxon will make the applicable Subscription Service available to the Customer on a trial basis free of charge until/or earlier than the date of (a) the end of the free trial period (if not terminated earlier) or (b) the start date of paid subscription. Unless the Customer purchases a subscription to the applicable Subscription Service before the end of the free trial, Allxon reserves the right to revoke or restrict access to the Customer’s stored Content, delete the Customer’s stored Content, or terminate the Customer’s Account.
5.01. (10) Legacy Products
If you have a legacy Allxon product, some of the features and limits that apply to that product may be different to those that appear in the Allxon User Manual. If you have legacy Allxon products, Allxon may choose to move you to our then-current products at any time.
5.02. Fees
5.02. (1) Subscription Fees
The Subscription Fee will remain fixed during the initial term of the Customer's subscription unless (i) the Customer exceeds 2 MB per day of log collection and/or a maximum of 2 GB per OTA transfer, or (ii) exceeds the limit of the seats purchased for Fleet Provisioning, or (iii) other applicable limits (see the 'Limits' section above), (iv) the Customer upgrades products or base packages, (v) the Customer subscribes to additional features or products, including additional usage upgrades, add-ons or additional Contacts, or (vi) if other agreements were stated in the Customer’s Order. Allxon may also choose to increase/decrease the Customer’s fees upon written notice to the Customer.
5.02. (2) Fee Adjustments at Renewal
Upon renewal, Allxon may increase the Customer’s fees up to our then-current list price. If this increase applies to the Customer, Allxon will notify the Customer at least thirty (30) days in advance of the Customer’s renewal and the increased fees will apply at the start of the next renewal term. If the Customer does not agree to this increase, either party can choose to terminate the Customer’s subscription at the end of the Customer’s then-current term, which is listed under the Customer’s subscription plan shown on Allxon Portal by giving the notice required in the ‘Notice of Non-Renewal’ section below.
5.02. (3) Payment Against Invoice
If the Customer is paying by invoice, we will invoice the Customer 90 days before the beginning of the Subscription Term and each subsequent Billing Period, and other times during the Subscription Term when fees are payable. All amounts invoiced are due and payable within thirty (30) days from the date of the invoice, unless otherwise specified in the Order Form.
5.02. (4) Payment Information
The Customer will keep the Customer’s contact information, billing information, and credit card information (where applicable) up to date. The Customer may make changes shown on the Customer’s Billing Page within the Customer’s Allxon account, by contacting the Allxon Customer Success Team. All payment obligations are non-cancelable and all amounts paid are non-refundable, except by mutual consent. All fees are due and payable in advance throughout the Subscription Term. If you are an Allxon Solutions Partner that purchases on behalf of a client, you agree to be responsible for the Order Form and to guarantee payment of all fees.
5.02. (5) Taxes
The Customer is responsible for any Taxes and will pay Allxon for the Services without any reduction for Taxes. If Allxon is obligated to collect or pay any Taxes, the Taxes will be invoiced to the Customer and the Customer will pay such Taxes to Allxon, unless the Customer provides Allxon with a timely and valid tax exemption certificate in respect of those Taxes.
The Customer will provide Allxon with any applicable tax identification information that Allxon may require under applicable law to ensure its compliance with applicable tax regulations and authorities in applicable jurisdictions. The Customer will be liable to pay (or reimburse Allxon for) any taxes, interest, penalties, or fines arising out of any mis-declaration by the Customer.
5.03. Term and Termination
5.03. (1) Term and Renewal
The Customer’s initial subscription period will be specified in the Order and will be listed under the Customer’s account in Allxon, and/or, unless otherwise specified in the Customer’s Order, the Customer’s subscription will automatically renew for the shorter of the subscription period or one year.
5.03. (2) Notice of Non-Renewal
Unless otherwise specified in the Customer’s Order, to prevent renewal of the Customer’s subscription, the Customer may give written notice of non-renewal to Allxon. The deadline for sending this notice varies depending on the Allxon product and edition you have subscribed to.
If the Customer decides not to renew, the Customer may send a non-renewal notice to the Allxon Customer Success Team to indicate that the Customer no longer wants to renew. The auto-renew will be turned off by accessing the provided billing details in the Customer’s Allxon account, or by following the steps here, as applicable.
5.03. (3) Early Cancellation
The Customer may choose to cancel the Customer’s subscription early at the Customer’s convenience provided that, Allxon will not provide any refunds of prepaid fees or unused Subscription Fees, and the Customer will promptly pay all unpaid fees due through the end of the Subscription Term. See the 'Notice of Non-Renewal' section for information on how to cancel the Customer’s subscription.
5.03. (4) Termination for Cause
Either party may terminate this Agreement for cause, as to any or all Subscription Services: (i) upon thirty (30) days’ notice to the other party of a material breach if such breach remains uncured at the expiration of such period, or (ii) immediately, if the other party becomes the subject of a petition in bankruptcy or any other proceedings relating to insolvency, cessation of business, liquidation or, assignment for the benefit of creditors.
Allxon may also terminate this Agreement for cause on thirty (30) days’ notice if Allxon determines that the Customer is acting, or has acted in a way that has or may negatively reflect on or affect us, our prospects, or our customers.
5.03. (5) Suspension
5.03. (5) A. Suspension for Prohibited Acts
Allxon may suspend any User’s access to any or all Subscription Services without notice for:
(i) the use of the Subscription Service in a way that violates applicable local, state, federal, or foreign laws, regulations, or the ALLXON TERMS OF SERVICE,
(ii) the repeated instances of posting or uploading material that infringes or is alleged to infringe on the copyright or trademark rights of any person or entity.
Allxon may, without notice, review and delete any Customer Data or Customer Materials that we determine in good faith violate these terms, provided that, Allxon has no duty (unless applicable laws or regulations provide otherwise) to prescreen, control, monitor, or to edit the Customer’s Data or Customer Materials.
5.03. (5) B. Suspension for Non-Payment
Allxon will provide the Customer with notice of non-payment of any amount due. Unless the full amount has been paid, Allxon may suspend your access to any or all of the Subscription Services ten (10) days after such notice. Allxon will not suspend the Subscription Service while the Customer is disputing the applicable charges reasonably and in good faith, and is cooperating diligently to resolve the dispute. If a Subscription Service is suspended for non-payment, Allxon may charge a re-activation fee to reinstate the Subscription Service.
5.03. (5) C. Suspension for Present Harm
(i) is being subjected to denial of service attacks or other disruptive activity,
(ii) is being used to engage in denial of service attacks or other disruptive activity,
(iii) is creating a security vulnerability for the Subscription Service or others,
(iv) is consuming excessive bandwidth, or
(v) is causing harm to us or others, then Allxon may, with electronic or telephonic notice to Customer, suspend all or any access to the Subscription Service.
Allxon will try to limit the suspension to the affected portion of the Subscription Service and promptly resolve the issues causing the suspension of the Subscription Service. Nothing in this clause limits our right to terminate for cause as outlined above, if Allxon determines that the Customer is acting, or has acted, in a way that has or may negatively reflect on or affect us, our prospects, or our customers.
5.03 (5) D. Suspension and Termination of Free Services
Allxon may suspend, limit, or terminate their Free Services for any reason at any time without notice. Allxon may terminate the Customer’s subscription to the Free Services due to the Customer’s inactivity.
5.03 (6) Effect of Termination or Expiration
If the Customer’s paid subscription is terminated or expires, Allxon will continue to make available to the Customer Allxon’s Free Services, however, this may not be the case if the Customer’s Service was terminated for cause.
The Customer will continue to be subject to this ALLXON TERMS OF SERVICE for as long as the Customer has access to an Allxon account.
Upon termination or expiration of this Agreement, the Customer will stop all use of the Subscription Service and Allxon Content. If the Customer terminates this Agreement for cause, Allxon will promptly refund any prepaid but unused fees covering use of the Subscription Service after termination. If Allxon terminates this Agreement for cause, the Customer will promptly pay all unpaid fees due through the end of the Subscription Term. Fees are otherwise non-refundable.
6. Miscellaneous Provisions
6.01. Legitimacy
It is the Customer’s sole responsibility to comply with all laws and regulations and shall not infringe the intellectual property rights, including but not limited to copyright, confidential corporate dealings, proprietary information, organizational contacts, and business secrets, of any third party when uploading any data, program, and software via and while using Allxon services. The Customer shall not upload any data, program, or software comprising computer viruses or malware of any kind, if so, the Customer shall be liable to all damage caused by the action.
6.02. Disclaimer
Except as expressly provided for in the Agreement, Allxon does not make and expressly disclaims to the fullest extent permitted by applicable law (a) any warranties of any kind, whether expressed, implied, or statutory, or otherwise including warranties of merchantability, fitness for a particular use, title, non-infringement, error-free, or uninterrupted use of the Services or Software and (b) any representations about content or information accessible through the Services.
7. Limitation of Liability
Except where prohibited by law, in no event will Allxon be liable to the Customer for any indirect, consequential, exemplary, incidental, or punitive damages, including lost profits, even if Allxon has been advised of the possibility of such damages.
If, notwithstanding the other provisions of these Allxon Terms of Service, Allxon is found to be liable to the Customer for any damages or loss, which arises out of or is in any way connected with the Customer’s use of the services, or the Site, or any Content, Allxon’s liability shall in no event exceed the greater of (1) the total of any purchase or subscription, or similar fees with respect to any service or feature of or on Allxon paid in the three months prior to the date of the initial claim made against Allxon, or (2) USD$100.00. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to the Customer.
8. Governing Law and Jurisdiction
The Customer agrees that all matters relating to the Customer’s access to or use of the services or the Site, including all disputes, will be governed by the laws of the Republic of China (R.O.C.) without regard to its conflicts of laws provisions. The Customer agrees to the personal jurisdiction by and venue in Taipei, Republic of China (R.O.C.), and waive any objection to such jurisdiction or venue.
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Last Updated： June 30, 2022