Terms of Service

1. Definitions

1. "Company" means Axis Legacy Group, LLC.
2. "Service" means AntiqueTrack™.
3. "Customer Content" means all data, text, images, audio, video, and other materials provided by the Customer through use of the Service.
4. "Documentation" means user guides, help materials, training materials, and technical documentation provided by the Company.
5. "Order" means any ordering document or online subscription selection.
6. "Schedule" means any pricing or service schedule published by the Company.
7. "Software" means the hosted software made available as part of the Service.
8. "Services" means the SaaS platform, hosting, updates, and support expressly provided by the Company.
9. "Subscription Term" means the period during which the Customer has access to the Services, renewing quarterly unless canceled with at least 30 days’ notice.

2. License Grant

1. The Company grants the Customer a non-exclusive, non-transferable, revocable right to access and use the Services solely for internal business purposes.
2. This Agreement is a services agreement. No software is delivered or licensed for local installation.

3. Customer Responsibilities

1. The Customer agrees to comply with all applicable laws and Company policies.
2. The Customer shall not misuse the Services, reverse engineer the Software, or use the Services to build a competing product.
3. The Customer grants the Company a limited license to use Customer Content solely to provide the Services.
4. Technical Support Limitations:
   1. The Company provides support only for the core functionality of the Services as described in the Documentation.
   2. The Company does not provide setup, configuration, troubleshooting, or support for third-party hardware, including but not limited to barcode scanners, label printers, thermal printers, Bluetooth printers, or peripheral devices.
   3. Selection, configuration, and operation of third-party hardware is solely the responsibility of the Customer.

4. Ownership and Intellectual Property

1. The Customer retains ownership of Customer Content.
2. The Company retains all rights, title, and interest in the Software, Services, and Documentation.
3. Third-party technologies are governed by their respective licenses.

5. Orders and Payment

1. Fees are invoiced according to the applicable Schedule and are non-refundable.
2. All fees are payable in USD within five (5) days of invoice.
3. The Company may modify fees upon renewal with prior notice.

6. Term and Termination

1. This Agreement continues until terminated.
2. Either party may terminate for material breach not cured within five (5) days of notice.
3. The Company may suspend or terminate Services for non-payment.
4. Upon termination, the Customer has thirty (30) days to retrieve Customer Content.

7. Warranties and Disclaimers

1. The Company warrants that the Services will materially conform to the Documentation.
2. The Services are provided “as is” and “as available.”
3. The Company does not guarantee uninterrupted or error-free operation.
4. The Company makes no warranty regarding third-party hardware or device compatibility.

8. Limitation of Liability

1. The Company’s total liability shall not exceed the fees paid by the Customer in the three (3) months preceding the claim.
2. The Company is not liable for indirect, incidental, consequential, or punitive damages.

9. Indemnification

Each party agrees to indemnify and hold the other harmless from claims arising from its breach of this Agreement or negligence.

10. Confidentiality

All confidential information shall be kept confidential and not disclosed to third parties.

11. Non-Disparagement and False Statements

1. The Customer agrees not to make or publish false, misleading, or defamatory statements about the Company, the Services, or its personnel.
2. This does not prohibit good-faith private complaints made directly to the Company or truthful statements required by law.
3. The Customer acknowledges that shop owners may impose operational requirements on vendors, including inventory, labeling, or barcoding, and agrees not to attribute such shop-level decisions to the Company.
4. Violation of this section constitutes a material breach and may result in immediate termination and legal remedies.

12. Arbitration

Any dispute shall be resolved by binding arbitration in Knoxville, Tennessee. The arbitrator shall be mutually selected by the parties or appointed under AAA rules.

13. Miscellaneous

1. Neither party may assign this Agreement without written consent.
2. Notices shall be delivered by certified mail or overnight courier.
3. Force majeure events excuse performance.
4. This Agreement is governed by the laws of the State of Tennessee.
5. This Agreement constitutes the entire agreement between the parties.

By checking the box, you agree to these Terms of Service.