Introduction and Acceptance of Terms

Thank you for selecting the Products and Services offered by Akiba Digital and/or its subsidiaries and affiliates (referred to as “Akiba”, “we”, “our”, or “us”). Review these Terms of Service (“Agreement”) thoroughly. This Agreement is a legal agreement between you and Akiba. By accepting electronically (for example, clicking “I Agree”), installing, accessing, or using the Services, you agree to these terms. If you do not agree to this Agreement, then you may not use the Services.

Access and Use

Subject to payment of all applicable fees set forth in the Sales Order or payment in accordance with an Indirect Sales Order through a Channel Partner (as appropriate) and the terms and conditions of this Agreement, Akiba grants Customer, during the Subscription Term, a non-exclusive, non-transferable right to access and use (and permit Authorized Users to access and use) the Product, Platform, APIs, and applicable Documentation solely for Customer’s and its Affiliates’ internal business purposes in accordance with the Documentation and in the quantity specified in the applicable Invoice or Sales Order. Akiba may update the Product or the APIs from time-to-time in its sole discretion but shall not remove a primary function of the Platform or APIs without providing prior notice to Customer.

Customer shall not (directly or indirectly):

  • Copy or reproduce the Akiba Products or the Documentation except as permitted under this Agreement.
  • Exceed the subscribed quantities, users, or other entitlement measures of the Platform as set forth in the applicable Order.
  • Remove or destroy any copyright, trademark, or other proprietary marking or legends placed on or contained in the Products, Documentation, or Akiba Intellectual Property.
  • Assign, sell, resell, sublicense, rent, lease, time-share, distribute, or otherwise transfer the rights granted to Customer under this Agreement to any third party except as expressly set forth herein.
  • Modify, reverse engineer, or disassemble the Platform, APIs, or other Akiba Products.
  • Except to the limited extent applicable laws specifically prohibit such restriction, decompile, attempt to derive the source code or underlying ideas or algorithms of any part of the Akiba’s Products, attempt to recreate the Platform, APIs, or any Akiba Products or use the Our Products for any competitive or benchmark purposes.
  • Create, translate, or otherwise prepare derivative works based upon the Akiba’s Products, Documentation, or Akiba Intellectual Property.
  • Interfere with or disrupt the integrity or performance of the Akiba’s Products.
  • Attempt to gain unauthorized access to the Products or its related systems or networks, or perform unauthorized penetrating testing on the Akiba’s Products.
  • Use the Akiba’s Products in a manner that infringes on the Intellectual Property rights, publicity rights, or privacy rights of any third party, or to store or transfer defamatory, trade libelous, or otherwise unlawful data.

Customer is solely responsible for ensuring:

  • That only appropriate Authorized Users have access to the Akiba Products,
  • That such Authorized Users have been trained in proper use of the Akiba Products, and
  • Proper usage of passwords, tokens, and access procedures with respect to logging into the Akiba’s Platform, APIs, or any Akiba Product.

Akiba reserves the right to refuse registration of, or to cancel, login IDs that it reasonably believes to violate the terms and conditions set forth in this Agreement, in which case Akiba will promptly inform Customer in writing of such refusal or cancellation.

In addition to the rights set forth in this Agreement, we may suspend Customer's access and use of our Products if there is an unusual and material spike or increase in Customer’s use of the Platform, APIs, or relevant Akiba Products and Akiba reasonably suspects or knows that such traffic or use is fraudulent or materially and negatively impacting the operating capability of our Products.

We will provide notice prior to such suspension if permitted by applicable law or unless Akiba reasonably believes that providing such notice poses a risk to the security of the our Products. Akiba will promptly reinstate Customer’s access and use once the issue has been resolved.

Trial Services. If Customer is using a free trial, a proof of concept version of the SaaS Products, a beta version of the our Products, or using the our Products on any other free-of-charge basis as specified in an Order including any related support services to the extent provided by Akiba in its sole discretion (collectively, “Trial Services”), Akiba makes such Trial Services available to Customer until the earlier of: (i) the end of the free trial or proof of concept period or beta testing period as communicated by Akiba or specified in an Order; (ii) the start date of any purchased version of such Products; or (iii) written notice of termination from Akiba (“Trial Services Period”). Akiba grants Customer, during the Trial Services Period, a non-exclusive, non-transferable right to access and use the Trial Services for Customer’s internal evaluation purposes in accordance with the Documentation and subject to the access and use restrictions set forth in this Agreement. Customer is authorized to use Trial Services only for evaluation and not for any business or productive purposes, unless otherwise authorized by Akiba in writing.

Billing, Payment, and Renewal

Some Services may be free, others may have costs associated. For those with costs, we may charge your payment method for fees or on a subscription basis. You may cancel your subscription subject to provisions in 3.5 (but you may not receive a refund).

We may require payment of fees or a subscription charge for use of the Platform (or certain portions of the Platform) and you agree to pay such fees. If you registered for a trial, you may need to purchase the Platform before the trial ends in order to retain access to any content provided to, or created through, the Platform.

Payments will be billed in South African Rand for clients domiciled in South Africa, and U.S. dollars for Clients outside South Africa. Your account will be charged upon purchase and when you provide your payment information, unless stated otherwise in applicable payment provisions. If your payment information is not accurate, current, and complete, we may suspend or terminate your account. If you do not notify us of updates to your payment information, we may participate in programs supported by your card provider to try to update your payment information, and you authorize us to continue billing your account with the updated information that we obtain.

You may be charged a subscription fee in advance on an annual basis or other recurring interval disclosed to you prior to your purchase. For annual subscriptions, we will send you a reminder with the then-current subscription fee no less than thirty (30) days and no more than sixty (60) days before your subscription term ends, or otherwise as required by applicable law. Akiba may change the price for recurring subscription fees from time to time with notice to you. Price changes will take effect at the start of the next subscription period following the date of the price change. If you do not agree with the price change, you may unsubscribe prior to the price change going into effect.

Your payment to Akiba will automatically renew at the end of the applicable subscription period, but you can cancel a subscription thirty (30) days before the next month. Your subscription continues for the period covered by the subscription fee paid or payable. At the end of each billing period, these terms automatically continue for a further period of the same duration as the previous one, provided you continue to pay the subscription fee in accordance with the pricing plan. You may choose to terminate your subscription at any time by providing one month’s written notice in advance. You will still need to pay all relevant subscription fees up to and including the day of termination.

Subscription cancellations will take effect the day after the last day of the current subscription period. If you cancel in the middle of a subscription period, you will be able to continue to access and use the applicable Service until the end of your subscription period. We do not provide refunds or credits for any cancellations or partial subscription period.

Indirect Orders. If Customer places an Indirect Order, then Akiba grants the rights described in this Agreement in consideration for and subject to: (a) Customer’s agreement to comply with the pricing and payment terms of the Indirect Order, to be separately agreed between Customer and the applicable Channel Partner; and (b) Customer’s agreement to comply with its obligations set forth in this Agreement (including the restrictions on use of the Akiba’s Products). Notwithstanding the foregoing, the final sales price or rate shall be freely and independently determined between the applicable Channel Partner and Customer. For the avoidance of doubt, in the case of such an Indirect Order, any indication in this Agreement of an agreement between Customer and Akiba for the price payable by Customer for such Indirect Order shall be null and void and not form a binding part of this Agreement and the provisions of this Agreement related to payment terms, pricing and/or order procedures shall not apply.

API Use and Licensing

Subject to this Agreement, including the restrictions set forth below, Akiba grants to Customer a non-exclusive, non-transferable, non-sublicensable, worldwide, revocable right and license during the Term (as defined by the Order Form) to:

  • Use and make calls to the API to develop, implement, and distribute Applications solely for Internal Use by Customer in connection with the Services;
  • Use, reproduce, store, distribute, and transmit Service Data to the extent necessary to format and display it through the Applications;

Subject to this Agreement, including the restrictions set forth below, Akiba grants to Customer a non-exclusive, non-transferable, non-sublicensable, worldwide, license during the Term to:

  • Use, reproduce, store, distribute, and transmit Service Data, in each case internally, to the extent necessary to format and display the Service Data internally through the Applications;
  • Use, reproduce, store, distribute, and transmit Service Data, in each case internally, for Customer’s own internal business use and not for the purpose of providing competitive and/or similar products or services to Akiba products and services; and
  • Make derivative works of the Service Data (“Derivatives”) solely for Customer’s own internal business use.

Restrictions and Responsibilities

Customer agrees to use the API, Applications, and the Service Data solely for its own internal business purposes and in accordance with the terms set forth in this Agreement. Any breach of this Agreement will be deemed to be a breach of this Agreement by Customer.

Customer shall not license, sublicense, sell, assign, resell, rent, lease, transfer, distribute or otherwise commercially exploit or make the API, Applications or Service Data available to any third party and will use all commercially reasonable efforts to prevent unauthorised access to, or use of, the API, Applications or Service Data. Customer shall not treat the Service Data with any less care than its own highly sensitive information. Customer shall notify Akiba promptly as soon as it becomes aware of any such unauthorised use and Customer will follow all commercial reasonable instructions from Customer to prevent such unauthorized use from reoccurring.

Customer will comply with all applicable laws in using the API, Applications, and the Service Data.

Access and use of the Service Data is restricted to Customer. Access to the data by Customer shall mean the organisation listed on the Order Form only, and does not include any subsidiaries, parent companies or child companies unless otherwise explicitly defined on the API Order Form. This strictly excludes any third party vendors, wholesale partners, business consultants, any vendor, or any person not under the sole employment of Customer.

Customer must seek and maintain records of permission from their data objects to use the Service Data, in accordance with all relevant legislation, local regulations. The Customer shall implement appropriate technical and organizational measures to ensure that, by default, only personal data which are necessary for each specific purpose of the processing are processed.

In order to use and access the API, Akiba will assign Customer with API credentials (a “Key”). Customer may not share its Key with any third party.

Customer shall keep such Key and all login information secure and shall use the Key as Customer’s sole means of accessing the API.

Customer shall not distribute any materials or insights derived from Service Data to any third party; provided, however, this limitation shall not apply to Customer’s trading strategies, promotions, campaigns, business or strategic plans or any other derivative works resulting from Customer’s use of the Service Data that do not publish or disclose any Service Data.

Customer shall not use the API, Applications or Service Data to create or train any products, services, algorithms, automated recognition, machine learning, statistical models, or inference models (collectively, “Models”) that are competitive with, replicate or offer similar functionality to (a) the products and services offered by Akiba, or (b) any of the Models that are used in connection with the operation of, or offered as part of, the products and services offered by Akiba.

Applications may not use or access the API in order to monitor the availability, performance, or functionality of the API or for any similar benchmarking purposes.

If Akiba believes, in its sole discretion, that Customer has violated or attempted to violate any term, condition or the spirit of this Agreement, the license afforded Customer pursuant to this Agreement may be temporarily or permanently suspended or revoked, with or without notice to Customer.

Customer shall not substantially replicate products or services offered by Akiba, including, without limitation, functions where Akiba offers its own similar function. Subject to the preceding sentence and the parties’ other rights and obligations under this Agreement, each party agrees that the other party will not develop applications that are similar to or otherwise compete with such party’s applications.

Customer shall not, under any circumstances, through Applications or otherwise, repackage or resell the API or Service Data. Customer is not permitted to use the API or data in any manner that does or could potentially undermine the security of the Services, the API or any other data or information stored or transmitted using the Services. In addition, Customer shall not, and shall not attempt to: (a) interfere with, modify or disable any features, functionality or security controls of the Services or the API, (b) defeat, avoid, bypass, remove, deactivate or otherwise circumvent any protection mechanisms for the Service or the API, (c) reverse engineer, decompile, disassemble or derive source code, underlying ideas, algorithms, structure or organizational form from the Services or the API, or (d) train a machine learning model, or any similar function, against the Akiba dataset, (e) seek to derive training data for the purposes of building any automated recognition, machine learning, statistical or other inference models.

Customer will respect and comply with the technical and policy-implemented limitations of the API. Without limiting the foregoing, Customer shall not violate any explicit rate limitations on calling or otherwise utilizing the API.

Intellectual Property Rights

Except for the rights granted in this Agreement, all rights, title, and interest in and to the APIs, Products, Documentation, and Akiba Intellectual Property are hereby reserved by Akiba, its Affiliates or licensors. Except as provided for herein, all rights, title, and interest in and to Customer Intellectual Property are hereby reserved by Customer, its Affiliates, or licensors. Nothing in this Agreement shall transfer ownership of any Intellectual Property rights from one Party to the other.

The Akiba dataset is augmented with machine learning, artificial intelligence, and statistical models that use Akiba intellectual property in order to create new derived information based upon a set of trade-secret processes. These models, and samples of their data (the “Augmented Data”) is commercially sensitive and represents Akiba’s Intellectual Property.

Reverse engineering, transfer learning, training, sampling for the purposes of assembling a training set, characterizing or otherwise using the Akiba models, or data derived from the augmented fields by Customer for the benefit of interrogation, analysis, building further machine learning models or artificial intelligence, augmentation, enhancements, modifications, derivative works, or otherwise, is forbidden under this agreement.

Akiba owns all right, title, and interest, including all intellectual property rights, in and to the API, the Service Data, the Augmented Data, and Akiba’s other technology. Except as expressly set forth in this Agreement, neither party grants any rights or licensee under its intellectual property rights pursuant to this Agreement.

No license to either Party of any trademark, patent, copyright, or any other intellectual property right is either granted or implied by this agreement.

Customer Data

Customer owns all right, title, and interest in all Customer Data. Nothing in this Agreement shall be construed to grant Akiba any rights in Customer Data beyond those expressly provided herein. Customer grants Akiba Digital and its Affiliates the limited, non-exclusive, worldwide license to view and use the Customer Data solely for the purpose of providing the SaaS Products.

Usage Data and Suggestions

Akiba shall be permitted to collect and use the Usage Data for its reasonable business purposes and for Customer’s benefit. In the event we wish to disclose the Usage Data or any part thereof to third parties (either during the Subscription Term or thereafter), such data shall be de-identified and/or presented in the aggregate so that it will not identify Customer or its Authorized Users. The foregoing shall not limit our confidentiality obligations pursuant to section 10 below. To the extent that Customer provides us with Suggestions, such Suggestions shall be free from any confidentiality restrictions that might otherwise be imposed upon Akiba pursuant to this Agreement, and may be implemented by Akiba in its sole discretion. Customer acknowledges that any Akiba products or materials incorporating any such Suggestions shall be the sole and exclusive property of Akiba.


Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Akiba includes non-public information regarding features, functionality, and performance of the Service. Proprietary Information of Customer includes non-public data provided by Customer to Akiba to enable the provision of the Services (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document is or becomes generally available to the public, was in its possession or known by it prior to receipt from the Disclosing Party, was rightfully disclosed to it without restriction by a third party, was independently developed without use of any Proprietary Information of the Disclosing Party or is required to be disclosed by law.

Notwithstanding anything to the contrary, AKIBA shall have the right to collect and analyze information relating to the provision, use, and performance of various aspects of the API, Services, and related systems and technologies (including, without limitation, information concerning Customer API calls), and AKIBA will be free (during and after the term hereof) to (i) use such information and data to improve and enhance the API and Service and for other development, diagnostic and corrective purposes in connection with the API, Services, and other AKIBA offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business (provided that no personal information is collected or analyzed and Customer is not identified as the source of such data). No rights or licenses are granted except as expressly set forth herein.

Disclaimers and Limitations of Liability

We do not make any warranties about the Platform except as expressly stated in this Agreement.

The only warranties we make about the Product or APIs, or their use in combination are (1) stated in this Agreement, or (2) as provided under applicable laws. The Platform is otherwise provided “as-is,” and we do not make any other warranties about the Platform. Unless required by law, we do not provide implied warranties, such as the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. We do not warrant that the Platform is error-free, secure, or free from any viruses or other harmful components. We also do not provide any warranties with respect to data loss or to the accuracy, reliability, or availability of the Platform, nor of any content (including any Content) or information made available on the Platform. If the exclusions for implied warranties do not apply to you, any implied warranties are limited to sixty (60) days from the date of purchase or delivery of the Platform, whichever is sooner.

Our liability is limited when it comes to issues you may encounter with our Products.

Other than the rights and responsibilities described in this Agreement and as allowed by applicable law, Akiba will not be responsible for any losses.

The total aggregate liability of Akiba and our third party providers, licensors, distributors or suppliers (“Akiba Parties”) arising out of or relating to this Agreement is limited to the greater of: (1) the fees that you paid to use the relevant Service(s) in the 12 months before the breach or (2) R1,000 for clients in South Africa, and $100 for clients outside South Africa.

The Akiba Parties will not be responsible for the following:

  • Loss of data, profits, revenues, business opportunities, goodwill, or anticipated savings;
  • Indirect, incidental, or consequential loss;
  • Punitive damages; or
  • Damages relating to failures of telecommunications, the internet, electronic communications, corruption, security, viruses, or spyware.

The above limitations apply even if the Akiba Parties have been advised of the possibility of such damages. This Agreement sets forth your exclusive remedy with respect to the Platform and its use.

Indemnity Obligations

If someone sues us because you used the Platform unlawfully or did not follow our rules, you will be responsible for any harm to us.

You will indemnify and hold harmless the Akiba Parties for any losses, damages, judgments, fines, costs, and expenses (including legal fees) in connection with any claims arising out of or relating to your unlawful or unauthorized use of the Platform or violation of this Agreement. Akiba reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any claims. You agree to reasonably cooperate as requested by Akiba in the defense of any claims.

Dispute Resolution

In the event we are unable to resolve any dispute through an informal dialogue, a third-party arbitrator or small claims court will help us resolve any disputes we might have, and any disputes will be resolved on an individual basis rather than as a class action.

Termination and Suspension

Akiba may choose to terminate your subscription at any time by providing you with one month’s written notice in advance. Akiba may also terminate or suspend your subscription or access to all or any data immediately if:

  • you breach any of these terms and do not remedy the breach within 14 days after receiving notice of the breach,
  • you breach any of these terms and the breach cannot be remedied,
  • you fail to pay subscription fees, or
  • you or your business become insolvent, your business goes into liquidation or has a receiver or manager appointed over any of its assets, you become insolvent or make any arrangement with your creditors or become subject to any similar insolvency event in any jurisdiction.

Changes to Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Products thereafter. However, any changes to the dispute resolution provisions set out in the section on Dispute Resolution will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on to any Akiba Product. Your continued use of the Product following the posting of revised Terms of Service means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

Contact Information

All Notices will be in writing and will be deemed to have been duly given: (a) when delivered by hand; (b) three (3) days after being sent by registered or certified mail, return receipt requested and postage prepaid; (c) one (1) day after deposit with a nationally recognized overnight delivery or express courier service; or (d) when provided via email when the sender has received a delivery/read receipt. Notices for Akiba should be sent to the following addresses: 150 Linden St., Sandton, Gauteng, ZA 2091; and; (ii) for electronic Notices to:


means a company controlling, controlled by, or under common control with a Party (an entity will be deemed to have control if it owns over 50% of another entity)
means an application programming interface that enables Customer to access data that currently is available via the Akiba Service as expressly set out in the Order. API includes all Modifications as defined in Section 6, to the extent the same are made available to Customer under this Agreement.
means one or more software programs that can be used to call the API, solely for internal use by or for the benefit of Customer.
Authorized Users
means employees, agents, consultants, contractors, or vendors authorized by Customer to use the Akiba’s Products solely for the internal use of Customer and its Affiliates, subject to the terms and conditions of this Agreement.
Channel Partner
means a third-party business entity that Akiba has appointed as an approved partner to as applicable, distribute, re-sell and support our Products.
Confidential Information
means all information provided by the disclosing Party to the receiving Party concerning the disclosing Party or its Affiliates’ business, products or services that is not generally known to the public, including information relating to customers, vendors, trade secrets, prices, products, services, computer programs and other intellectual property and any other information which a Party should reasonably understand to be considered. Confidential Information whether or not such information is marked “Confidential” or contains such similar legend by the disclosing Party at the time of disclosure.
Customer Data
means all data and/or content uploaded to the Akiba’s Platform or Products by Customer (including where applicable Authorized Users), and in all data derived from it. For the avoidance of doubt, Customer Data does not include Usage Data.
means the user guides, installation documents, and specifications for the SaaS Products that are made available from time to time by Akiba in electronic or tangible form and found at or but excluding any sales or marketing materials.
General API Policies
means any of Akiba’s policies regarding use of or access to the API, which may be updated from time to time by written notice to Customer; provided, however that such updates shall not serve to materially diminish the rights to Customer granted herein.
Indirect Order
means an Order for the Software or Services from a Channel Partner of Customer’s choosing pursuant to an independent commercial agreement.
Indirect Taxes
means excise, sales, use, gross-turnover, value added, goods and services tax or other similar types of indirect taxes on turnover and/or revenues, duties, customs, or tariffs (however designated, levied or based and whether foreign or domestic).
Intellectual Property
means a Party’s proprietary material, technology, or processes (excluding the Akiba’s Products and Documentation), including services, software tools, proprietary framework and methodology, hardware designs, algorithms, objects and documentation (both printed and electronic), network designs, know-how, trade secrets and any related intellectual property rights throughout the world (whether owned or licensed by a third party) and any derivatives, improvements, enhancements or extensions of such Intellectual Property conceived, reduced to practice, or developed.
means any notice or other communication required or permitted under this Agreement.
means Akiba’s quote accepted by Customer via Customer’s purchase order or other ordering document received by Akiba (directly or indirectly through a Channel Partner) to order Akiba’s Products, which references the Products, pricing, payment terms, quantities, expiration date and other applicable terms set forth in an applicable quote or ordering document.
means the software-as-a-service products specified in the Order as further described in the Documentation (including any updates and upgrades to the SaaS Products provided by Akiba in its sole discretion, and any software, systems and locally-installed software APIs and connectors that interact with the SaaS Products as may be provided by Akiba in connection with the SaaS Products), provided that any free trial SaaS software, proof of concept of the SaaS Products, beta version of the SaaS Products, or any other free-of-charge software product will be subject to Section 2.5 of this Agreement.
means the website(s), apps, tools, platforms and/or other devices of Akiba Digital and its affiliated companies and business partners on or through which the Service is (made) available, or any other modes or medium through which Akiba Products or APIs can by used by the Customer.
means installation, configuration, deployment, commissioning, testing, training, support, after sale service, etc. of Product or APIs, and other such obligations which the Akiba is required to provide to the Customer under the Agreement.
Subscription Term
or “Term“ means the period of time during which Customer is subscribed to the Products, as specified in an Order and which shall begin upon delivery of the Akiba Products; or the period commencing on the date specified in the Order form and continuing for as long as there is an active Order for Customer’s use of the API, unless one of the parties terminates the applicable Order or the Agreement for breach in accordance with the terms of this Agreement.
Usage Data
means data generated in connection with Customer’s access, use and configuration of the APIs, or Products and data derived from it (e.g., types of applications or accounts utilized or interacting with the Products).

Any words following the terms including or include shall be regarded as examples only and not construed as an exhaustive list.