Terms of Service

5.1. Legal Capacity and Age

You represent that you are of legal age in your jurisdiction, and in any case at least 18 years old or the age of majority in your jurisdiction, whichever is greater, and that you have the legal capacity to enter into these Terms. If you are using the Services on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and “you” refers to that entity.

5.2. Restricted Persons and Territories

You are not a Restricted Person, and you are not using the Services on behalf of or for the benefit of a Restricted Person. A “Restricted Person” means any individual or entity that is: (a) a U.S. person as defined in Rule 902(k) of Regulation S, or located in the United States or its territories; (b) located in, a citizen or resident of, incorporated in, or under the control of the government of a restricted jurisdiction listed in the Investor Disclaimer, or of any country or region subject to comprehensive economic sanctions or trade embargo; (c) identified on any list of prohibited or restricted parties maintained by the United States, the United Nations, the European Union, its member states, the United Kingdom, or any other applicable government authority; or (d) otherwise subject to sanctions or legally prohibited from using the Services.

5.3. No Circumvention

We reserve the right to restrict access to the Services in any restricted territory. You agree not to circumvent any restriction on access to or availability of the Services that we put in place. Using a VPN, proxy, or similar tool to evade region-based blocking is expressly prohibited and is grounds for rejecting or unwinding your commitment.

5.4. Compliance with Laws

You will use the Services only in accordance with all applicable laws, regulations, and rules. You agree not to use the Services for any unlawful or fraudulent activity, including money laundering, terrorist financing, fraud, or the handling of proceeds of crime. It is your responsibility to ensure that your participation is lawful where you are.

5.5. Other Policies

Your use of the Services must also comply with all other terms and policies we make available, including the Investor Disclaimer and any privacy policy. All such policies are incorporated into these Terms by reference. If you do not agree to any of them, you must not use the Services.

7.1. Security of Your Wallet and Keys

You are responsible for maintaining the security and confidentiality of your wallet, private keys, seed phrases, and credentials. We will never ask for your private keys or seed phrase, and anyone who does is attempting to defraud you. If you lose access to your keys, you may permanently lose access to any assets or allocation associated with that wallet, and we cannot recover them.

7.2. Verify the Domain

Confirm that you are on the correct domain before connecting a wallet or committing funds. Sites imitating token sales are common. Ensure the device and software you use are secure and free from malware. We are not liable for losses arising from phishing, malware, keyloggers, or unauthorised access on your side.

7.3. No Unauthorized Access or Abuse

You agree not to misuse the Services or interfere with their normal operation. Prohibited conduct includes attempting to hack, exploit, or disrupt the Services or the sale contract; introducing malicious code; denial-of-service attacks; exploiting defects; and attempting to circumvent limits, screening, or security measures. We reserve the right to take action, including legal action and termination of access, against any user who does so.

7.4. One Verified Entity

Commitment limits are enforced per verified entity rather than per wallet. You agree not to create multiple entities, use another person’s identity, or commit on behalf of anyone who could not participate directly, in order to exceed a limit or to evade a restriction.

7.5. No Fraud or Illegal Transactions

You will not use the Services in connection with unlawful financial activity, including transferring or storing proceeds of illegal activity, or any activity that would violate sanctions or export control laws. You confirm that the funds you commit are lawfully obtained.

7.6. Provide Accurate Information

Where you are required to provide information in connection with the Services or verification, you agree to provide truthful, current, and complete information and to keep it up to date. You must not impersonate anyone or misrepresent your identity.

7.7. Respect Intellectual Property

You must not use the Services to infringe the intellectual property or other rights of any person, and you must not use the Axis name, logo, or brand assets without our written consent.

7.8. Assist with Compliance

Participation requires identity verification and compliance checks performed by Echo through Sonar. You agree to complete those checks and to cooperate with any further verification reasonably required. Completing verification with Echo is an arrangement between you and Echo, and does not create any duty or recommendation on our part.

8.1. No Control Over Third Parties

Axis does not own or operate Echo or Sonar, the blockchain network the sale settles on, wallet software, node and RPC providers, or block explorers. We have no ability to control the uptime, reliability, or functionality of any of them. Your interactions with those services are between you and their providers.

8.2. Third-Party Terms Apply

When you use a third-party service you may be subject to its own terms and privacy policy. These Terms do not govern them and we are not responsible for your compliance with them. Review them before use.

8.3. No Warranty or Endorsement

We make no warranties or representations about any third-party content or service. A link or an integration does not imply our recommendation or approval.

8.4. Blockchain Transactions Are Irreversible

Where the Services let you initiate a transaction, the transaction is processed by the decentralised network, not by us. Once submitted and confirmed, a transaction typically cannot be altered, reversed, or cancelled by any party. You assume all risk for transactions you initiate, including the risk that one fails, is delayed, or executes with an unexpected outcome. We have no ability to reverse or undo any on-chain action you take.

8.5. No Liability for Third-Party Failures

We are not responsible for losses arising from the acts or omissions of third parties, including network outages, validator or node failures, bugs or vulnerabilities in third-party contracts, protocol changes, or security breaches of third-party platforms.

9.1. Informational Purposes Only

Any data or information available through the Services is provided for general information. We do not warrant that it is accurate, complete, or current. No content on the Services is intended to be, or should be taken as, professional advice of any kind. Conduct your own due diligence and consult advisers where appropriate before participating.

9.2. No Advisory Relationship

Your use of the Services does not create any advisory, fiduciary, or professional relationship between you and Axis. We are not your broker, dealer, investment adviser, or legal adviser, and we owe you no fiduciary duties. Every decision you make is at your sole discretion and risk.

9.3. User Responsibility

Digital assets are risky and volatile. Nothing in the Services is a recommendation or endorsement of any investment. Consider your financial situation and risk tolerance carefully before participating.

10.1. Volatility

Digital assets are highly volatile. Value can fluctuate dramatically over short periods due to market factors, regulatory events, technical developments, or general economic conditions. You bear all risk of loss.

10.2. Risk of Total Loss

Assets held in a non-custodial wallet are not protected by any bank, insurance, or investor-protection scheme. There is no guaranteed recovery if they are lost, stolen, or fall in value. Only commit funds you can afford to lose entirely.

10.3. Loss of Credentials

If you lose your private key or seed phrase, you will likely lose access to everything that wallet controls, permanently. We cannot restore access. If someone obtains your keys through phishing, hacking, or malware, they can take your assets and we cannot help recover them.

10.4. Smart Contract Risk

The sale contract and the token contract are software and can contain bugs or vulnerabilities. Exploits can lead to loss of funds or unintended behaviour. No contract is free of risk.

10.5. Blockchain Network Risk

The network the sale settles on relies on distributed validators and nodes and may experience congestion, outages, reorganisations, or forks. We do not control these events and they may produce unexpected outcomes.

10.6. Regulatory Uncertainty

Digital assets operate in a rapidly evolving legal landscape. Tokens may be treated as securities or otherwise regulated in some jurisdictions. Laws can change or be applied unexpectedly, which can affect the legality, transferability, or value of your participation. You are responsible for staying informed about the law that applies to you.

10.7. Liquidity and Distribution

The published distribution schedule is: 10% at TGE · 6-month cliff · 90% linear over the following 6 months. The majority of any allocation is therefore locked for a period after issuance. There may never be a market for the token, and there is no guarantee of a listing, a trading venue, or any price.

10.8. Operational and Technical Risk

The Services may suffer bugs, errors, or outages that prevent you from using them as intended, including during the commitment window. We may take the Services down for maintenance. You agree not to hold us responsible for interruptions, delays, or malfunctions.

10.9. Allocation Risk

Completing verification does not entitle you to an allocation, and committing funds does not guarantee one. If the round is oversubscribed, allocations are reduced proportionately and the unfilled portion is returned.

10.10. Execution Risk

Nothing in the Services guarantees the Axis roadmap, the growth of the network, or the future value or utility of the token. You are participating in an early-stage project and there is no promise of continued operation.

14.1. Modifications to the Services

We may at any time, and without prior notice, modify, suspend, or discontinue any part of the Services, change or remove features, or change the sale parameters and the timing of the commitment window. We will endeavour to give notice of major changes, but immediate action may sometimes be required. We are not liable to you or any third party for any modification, suspension, or discontinuation.

14.2. Rejection and Unwinding of Commitments

We may, at any time and at our sole discretion, reject, suspend, cancel, unwind, freeze, or refund any commitment where this is required or advisable for legal or regulatory reasons, where a screening check flags a participant or a wallet, or where any representation you have made proves untrue. We are not obliged to give reasons, and are not liable for any loss arising from such a decision.

14.3. Termination by You

You may stop using the Services at any time by discontinuing use. Note that a commitment already submitted cannot be decreased or withdrawn, and that data recorded on the blockchain remains there permanently.

14.4. Termination by Us

We may suspend or terminate your access to the Services, in whole or in part, immediately and without prior notice, if we suspect or determine that you have breached these Terms or any applicable law, that you have engaged in fraudulent or harmful activity, that you are a Restricted Person or we are legally prohibited from providing the Services to you, or that your use poses a security risk or legal liability.

14.5. Survival

The sections on risk, disclaimer of warranties, limitation of liability, indemnification, governing law and dispute resolution, and general terms survive any termination, along with any liability incurred before it.

15.1. Governing Law

These Terms, and any dispute arising out of or relating to these Terms or the Services, are governed by and construed in accordance with the laws of the British Virgin Islands, without regard to conflict-of-law principles. This governing law applies wherever you are located.

15.2. Initial Dispute Resolution

We want to address any concern you have without formal proceedings. Before filing any claim against Axis, you agree to try to resolve the dispute informally by emailing us at contact@axisrobotics.ai with a brief written description of the dispute and your contact details. We will attempt in good faith to resolve it with you. If a dispute is not resolved within 30 days after the notice is received, either party may begin formal proceedings as set out below.

15.3. Binding Arbitration

Except for the exceptions listed below, you and Axis agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Services, including their breach, termination, enforcement, interpretation, or validity (collectively, “Disputes”), will be resolved solely by binding arbitration on an individual basis. You are waiving the right to have Disputes resolved in court by a judge or jury, and the right to participate in a class or representative proceeding. The arbitrator’s decision is final and binding, subject only to the limited grounds of challenge available under the arbitration law of the seat.

15.4. Arbitration Procedure

Arbitration will be administered by the BVI International Arbitration Centre (“BVI IAC”) in accordance with its arbitration rules in force at the time the arbitration begins. The tribunal will consist of a sole arbitrator. The seat of arbitration is Road Town, Tortola, British Virgin Islands. The arbitration will be conducted in English, and may be conducted virtually at Axis’s election unless the parties agree otherwise. The arbitrator has authority to decide questions of arbitrability and jurisdiction, including the scope and enforceability of this agreement to arbitrate, and may award any relief a court could award, but only in favour of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.

15.5. Arbitration Fees

Payment of filing, administration, and arbitrator fees is governed by the institution’s rules. Each party bears its own legal fees and costs unless the arbitrator rules otherwise or applicable law provides for fees to the prevailing party.

15.6. Confidentiality

The arbitration, including any award, is confidential, except as necessary to enforce the award or as required by law.

15.7. Exceptions to Arbitration

Either party may bring an individual claim in a small-claims court of competent jurisdiction, provided the claim qualifies for that court’s limits; if it is transferred or appealed to a higher court, it must be submitted to arbitration. Either party may also seek injunctive or other equitable relief from a court to protect its intellectual property rights or to address unauthorised access to or misuse of the Services.

15.8. Class Action and Jury Trial Waiver

You and Axis agree that all Disputes will be resolved only on an individual basis, and not as a class, consolidated, or representative action. The arbitrator may not consolidate the claims of other persons or preside over any form of representative or class proceeding. To the extent applicable law permits, you waive any right to a jury trial. If a court decides that applicable law precludes enforcement of any part of this subsection for a particular claim, then that claim, and only that claim, will proceed in court under Section 15.9, and the class action and jury trial waiver will still apply to the fullest extent allowed.

15.9. Fallback Jurisdiction and Severability

If any part of this Section 15 is found unenforceable for a particular Dispute, that part is severed and the remainder still applies. If this agreement to arbitrate is found unenforceable in its entirety for a Dispute, you agree that the Dispute will be brought exclusively in the courts of the British Virgin Islands, and you consent to the personal jurisdiction of those courts and waive any objection to venue there.

18.1. Entire Agreement

These Terms, together with the Investor Disclaimer and any documents incorporated by reference, are the entire agreement between you and Axis regarding the Services, and supersede any prior agreement, understanding, or communication on the subject. You acknowledge that you have not relied on any statement, promise, or representation not set out in these Terms.

18.2. Severability

If any provision is held invalid, illegal, or unenforceable, it will be enforced to the maximum extent permissible or deemed modified to the minimum extent necessary to make it enforceable, and the remaining provisions stay in full force.

18.3. Assignment

You may not assign or transfer these Terms or any of your rights under them without our prior written consent, and any attempted assignment is void. We may assign or transfer these Terms in whole or in part to an affiliate or in connection with a merger, acquisition, restructuring, or sale of assets.

18.4. No Waiver

Our failure or delay in exercising any right under these Terms is not a waiver of it, and no waiver of any term is a continuing waiver of that or any other term.

18.5. Relationship of the Parties

You and Axis are independent parties. These Terms create no agency, partnership, joint venture, or employment relationship, and you have no authority to act on our behalf.

18.6. No Third-Party Beneficiaries

These Terms are for the benefit of you and Axis and our respective successors and permitted assigns. No other person has any right to enforce them.

18.7. Force Majeure

We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, government action, national or regional emergencies, epidemics, strikes, power or utility outages, network or blockchain failures, and changes in law.

18.8. Notices

We may provide notices electronically, including by posting to this site or to an official Axis channel. By using the Services you consent to receiving communications from us electronically. Notices are deemed received within twenty-four hours of posting. Notices to us must be in writing and sent to the contact address in Section 18.13.

18.9. Export Controls and Sanctions

You may not use or access the Services except as permitted by applicable export control and sanctions laws. You represent that you are not located in a sanctioned country or region and are not on any restricted-party list.

18.10. Language

These Terms are written in English. If they are translated, the English version prevails to the extent of any inconsistency or ambiguity.

18.11. Headings and Interpretation

Section titles are for convenience only and have no contractual effect. “Including” means “including, but not limited to”, and examples given are illustrative.

18.12. Electronic Acceptance

Your acceptance of these Terms occurs electronically, through your use of the Services. You agree that electronic acceptance has the same force and effect as a physical signature.

18.13. Contact Information

If you have questions, concerns, or notices regarding these Terms or the Services, contact us by email at contact@axisrobotics.ai, or by post at Axis Robotics Limited, Sea Meadow House, P.O. Box 116, Road Town, Tortola, British Virgin Islands (Attn: Legal). The mailing address is for formal notices; email is the faster route for general questions. Questions about identity verification, screening outcomes, or your Sonar account are handled by Echo at support@echo.xyz. Announcements about the Sale come from the official Axis channels linked from this site.