1.
Acceptance of Terms.
Welcome to
www.ExactFactor.com. Please read these terms and
conditions carefully before using this website, and check them periodically for
changes.
EACH AND ANY USE OF THIS WEBSITE (“Site”)
OR THE SERVICES AVAILABLE ON THIS SITE FROM TIME TO TIME (including without
limitation any programs, tools, components, upgrades, updates
and all related applications and reports) (“Service”)
IS SUBJECT TO, AND
CONDITIONED UPON, ASSENT TO AND
COMPLIANCE WITH, ALL OF THE TERMS AND CONDITIONS BELOW (the “Agreement”). BY USING THIS SITE OR THE SERVICE
YOU SIGNIFY YOUR CONSENT TO BE BOUND BY THE AGREEMENT AND THAT YOU ARE OF LEGAL
AGE TO FORM A BINDING CONTRACT. THE AGREEMENT IS BETWEEN US, EXACTFACTR
LTD. (“ExactFactor”), AND
YOU, AN INDIVIDUAL OR AN INDIVIDUAL ACTING ON BEHALF OF A LEGAL ENTITY THAT WILL
BE USING THE SERVICE.
2.
The Service.
We collect and analyze analytical,
ranking and statistical information about websites, including without
limitation site and keyword information. Such information is collected on your
behalf from certain search engines and other websites.
In providing the Service, we obtain
and rely on certain information from third parties and third party software and
applications. We cannot guarantee the accuracy or completeness of such data.
In connection with your use of the Site or the Service, you may be made aware of
services, products, offers and promotions provided by third parties. If you
decide to use such third party services, you are responsible for reviewing and
understanding the terms and conditions governing such services, and acknowledge
that the third party is responsible for the performance of such services.
3.
Permission to Use the Service.
You may access and use the Service
only for personal use or internal company use, as long as you are in compliance
with all provisions of this Agreement.
You acknowledge that we may, in our
sole discretion and at any time(s), change or discontinue providing any part of
the Service without notice, and establish or change limits concerning use
of the Service without notice, including but not limited to (i) the amount of
storage space you have on the Site at any time, and (ii) the number of times
(and the maximum duration for which) you may access the Service in a given
period of time. We may determine to charge fees for any Service upon notice. You
may reject changes by discontinuing use of the Site and Service. Your continued
use of the Site or Service will constitute your acceptance of and agreement to
such changes.
We may block access to this Site or the Service from any user that we suspect of
breaching any term of this Agreement, without derogating from any other right or
remedy that we may have by law, equity or otherwise.
4.
User Conduct.
In connection with your use of the
Site and the Service you agree to abide by all applicable local, state,
national and international laws and regulations and
not, nor allow or facilitate a third party to, violate any rights of others or the operational or
security mechanisms of the Service. Without limiting the above, you may not:
- use the Site or
Service to promote, conduct, or contribute to fraudulent, obscene, pornographic
or illegal activities, including without limitation deceptive impersonation.
- interfere with the access, use or enjoyment of this Site or
the Service by others; infringe on
intellectual property rights (such as copyrights and trademark rights); harass
or defame others; or promote hatred towards any group of people.
- disrupt,
circumvent, or interfere with any part of the Service; attempt to
circumvent any protection mechanism in the software included on this Site; or cause or attempt to cause,
through any means whatsoever, greater demand on the Service than a single person
reasonably produces, as determined in our sole discretion.
- alter, modify,
delete, forge, frame, hyper-link, or otherwise interfere with or in any manner
compromise the Site, the Service or any content, programming, advertising,
services or features contained on or through the Service, including without
limitation any data, text, images, sounds, video, content, programming, logos,
trademarks, service marks, HTML code, compilation of content, format, design,
user interface and software made available through or which appears on the Site
or Service ("Content"), and the Service's advertising, content delivery
and display functionality.
- access or attempt
to access any other ExactFactor systems, programs or data that are not made
available for public use, or bypass or attempt to bypass any registration
processes on the Site.
- decompile,
disassemble, reverse engineer or otherwise attempt to discover any source code
or underlying ideas or algorithms of the Site or the Service except as otherwise
permitted by applicable law.
- copy, distribute,
transmit, publicly display, publicly perform, modify, rent, sell, or create
derivative works of any portion of the Service or this Site.
- use any robot,
spider, other automated device or any tool-bar, web-bar, other web-client,
device, software, routine or manual process, to monitor or scrap information
from this Site or the Service, or bypass any robot exclusion request (either on
headers or anywhere else on the Site).
5.
Registration
Some functions of this Service
require registration, and as part of the process you will be requested to
provide certain information, including among others, a unique user
identification and a password (“Registration Data”). You agree to:
- Provide true, accurate, current and complete Registration Data
as prompted by the registration process;
- Maintain and promptly update the Registration Data to keep it
accurate, current and complete;
- Maintain the
security and confidentiality of your password, other Registration Data
and any other security or access information used by you to access the Site or
Service;
- Ensure that you
log out from your account at the end of each session on the Site; and
- Immediately
notify us in writing if you become aware of any loss, theft or use by any
other person or entity other than you, of any of your Registration Data.
We assume that any communications
and other activities through use of your Registration Data were sent or
authorized by you, and you are fully responsible for all activities that occur
in connection with your Registration Data.
You agree that we may for any
reason, in our sole discretion and without notice or liability to you or any
third party, immediately suspend or terminate your account and refuse any
and all current or future access to and use of the Service (or any portion
thereof). Grounds for such
termination may include, but are not limited to, extended periods of inactivity,
loss, theft or unauthorized use of your Registration Data,
violation of the letter or spirit
of this Agreement, providing Registration Data that is inappropriate or
offensive in our discretion, or if we have reasonable grounds to suspect any of
the Registration Data that you provided is inaccurate, not current or incomplete.
6.
Your Contributions to the Site or the Service.
You agree that we may, in our sole
discretion, use any feedback, material or ideas that you provide to us or post
on or through the Service or the Site (each, a "Submission") in any way,
including without limitations in future modifications of the Service or
advertising and promotional materials relating thereto. You hereby grant us and
our successors a perpetual, worldwide, non-exclusive, transferable,
non-revocable, sub-licensable, royalty-free license to un-restrictedly use,
modify, create derivative works from, distribute and display any of your
Submissions, without compensation, liability or notice to you. No portion of
your Submission shall be subject to any obligation of confidence on our
part, and you should expect no privacy with respect to your Submissions, except
for personal information that is
subject to our privacy policy and is not made publicly available by you.
You warrant that (i) you are the author and owner of the intellectual property
rights to your Submissions or have the appropriate license and sublicense rights from the owner, and (ii) all
"moral rights" that you may have in your Submissions have been voluntarily waived
by you.
7.
Intellectual Property; Trademarks.
All Content included on or
incorporated into the Site or Service or as made available to you by us from
time to time, is and remains solely our and our vendors' or licensors' property,
and is protected by copyrights, trademarks, service marks, patents and other
proprietary rights and laws.
We make no claim of ownership as to the trademarks of any vendor listed on this
Site, or with respect to any publisher or publication mentioned on this Site,
including any goodwill that arises from the use of those trademarks.
8.
Privacy Policy.
Certain information about you or collected on your behalf is subject to our
Privacy Policy at
http://www.ExactFactor.com/privacyPolicy.aspx. By accessing this Website you
consent to the collection and use of information as described in our Privacy
Policy, as may be amended by us from time to time.
9.
Making Claims of Copyright Infringement.
If you believe that your work has
been copied, displayed, or distributed in a way that constitutes copyright
infringement, please notify our Copyright Agent.
A notification of claimed
infringement must be a written communication as set forth below, and must
include substantially all of the following: (a) a physical or electronic
signature of a person authorized to act on behalf of the owner of the copyright
interest that is allegedly infringed; (b) a description of such copyrighted
work(s) and an identification of what material in such work(s) is claimed to be
infringed; (c) a description of the exact name of the infringing work and the
location of the infringing work on the Service; (d) information sufficient to
permit us to contact you, such as your physical address, telephone number and
e-mail address; (e) a statement by you that you have a good faith belief that
the use of the material identified in the manner complained of is not authorized
by the copyright owner, its agent, or the law; (f) a statement by you that the
information in the notification is accurate and, under penalty of perjury that
you are authorized to act on the copyright owner's behalf. Such notice must be
sent to our Copyright Agent can be reached by email, fax or post as follows:
Email: info@ExactFactor.com, or
Fax: +972 (9) 9564713, or
Post:
Attention: Idan Ochayon
ExactFactor Ltd.
7 Haomanim St.
Tel Aviv
Israel
The Copyright Agent will only respond to any claims involving alleged copyright
infringement.
10.
Our Feeds
We may from time to time offer our
own RSS (really simple syndication) or other feeds or podcasts as a free service
to users (collectively the "Feed Service"). Your use of the Feed Service
is subject to the following terms and conditions:
- You may not charge a fee or otherwise require a user to
purchase a product or service in exchange for receiving the Feed Service.
- Use is limited to platforms in which a functional link
is made available allowing immediate display of the full article/post on
joost.com, as specified in the feed.
- Use is accompanied by proper attribution to us as the
source.
By accessing the Feed Service, you
agree that you will not use the service in contravention of the above
conditions. We reserve the right to discontinue the Feed Service at any time,
and the right to require that you immediately cease any specific use of the Feed
Service or to prevent you from using the service.
11.
Third Party Websites.
We provide links and references to the websites of others. We may, from time to
time, at our sole discretion, add or remove links to other websites. These links
are provided solely as a convenience to you, and access to any such websites is
at your own risk. You are recommended to review the information provided by
third parties (such as, but not limited to, the terms of service and privacy
policy of the relevant website) before accessing such websites. We do not
review, approve, monitor, endorse, warrant, or make any representations with
respect to such websites. In no event will we be responsible for the information
contained in such websites or for your use of or inability to use such website.
12.
Links to this Site.
Subject to the terms of this Agreement and as long as this Agreement is not
terminated, you may display a link to this Site’s homepage located at
www.ExactFactor.com as long as your
use is not misleading, illegal or defamatory.
13. Disclaimer of all
Warranties.
YOU ACKNOWLEDGE AND
AGREE THAT YOUR USE OF THE CONTENT, THIS SITE, THE SERVICE AND CONTENT, IS DONE
AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY RESULTING CONSEQUENCES.
THE CONTENT, THIS SITE AND
THE SERVICE ARE PROVIDED ON AN "AS
IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,
WE, OUR AFFILIATES, LICENSORS, THIRD-PARTY CONTENT SERVICE PROVIDERS, AND
SUPPLIERS (COLLECTIVELY, "SUPPLIERS") EXPRESSLY DISCLAIM
ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED,
REGARDING THE CONTENT, THE SITE AND THE SERVICE, INCLUDING BUT NOT LIMITED TO
THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE
AND
NON-INFRINGEMENT.
WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT THIS SITE OR THE
SERVICE WILL MEET YOUR REQUIREMENTS, OR WILL BE UNINTERRUPTED, TIMELY, SECURE,
OR ERROR, BUG OR VIRUS FREE;
NOR DO WE WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE
OR THE RESULTS OF THIS SITE, THE SERVICE OR THE CONTENT IN TERMS OF ITS
CORRECTNESS, COMPLETENESS, AVAILABILITY, ACCURACY, RELIABILITY OR OTHERWISE.
14. Limitation of Liability.
UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL,
SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (I) ARISING OUT OF THE USE OR THE
INABILITY TO USE THIS SITE OR THE SERVICE , (II) FOR COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES, (III) RESULTING
FROM ANY INACCURACIES OR ERRORS OF INFORMATION RECEIVED AS A RESULT OF USING
THIS SITE OR THE SERVICE, OR (VI) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON
THIS SITE OR THE SERVICE; IN EACH CASE, INCLUDING BUT NOT LIMITED TO, DAMAGES
FOR LOSS OF PROFITS, REPUTATION, GOODWILL, USE, DATA
OR OTHER INTANGIBLE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES.
In the event this limitation of liability shall be for any reason held
unenforceable or inapplicable, you agree that our aggregate liability shall not
exceed the amount of US$1.00.
15. Indemnification.
YOU RELEASE, AND
AGREE, AT YOUR OWN EXPENSE, TO INDEMNIFY, DEFEND AND
HOLD HARMLESS US, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND AFFILIATES, FROM ALL
LIABILITIES, CLAIMS, ALLEGED CLAIMS, LOSS AND
DAMAGES (OF EVERY KIND, WHETHER KNOWN OR UNKNOWN AND
SUSPECTED OR UNSUSPECTED), AND
INCLUDING REASONABLE ATTORNEY’S FEES RELATED IN ANY WAY TO: (I) YOUR BREACH OF
ANY TERM OR CONDITION OF THIS AGREEMENT, (II) YOUR USE OF, RELIANCE ON OR ACCESS
TO THIS SITE, THE SERVICE OR THE CONTENT; (II) YOUR SUBMISSIONS; (III) YOUR USE
OF, RELIANCE ON OR ACCESS TO ANY THIRD PARTY SOFTWARE, APPLICATIONS OR DATA
RESULTING FROM YOUR USE OF THE SITE OR THE SERVICES. WE WILL PROVIDE YOU WITH
WRITTEN NOTICE OF SUCH CLAIM, SUIT OR ACTION. YOU SHALL COOPERATE FULLY IN THE
DEFENSE OF ANY CLAIM. WE RESERVE THE RIGHT, AT OUR OWN EXPENSE, TO ASSUME THE
EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER SUBJECT TO INDEMNIFICATION BY YOU.
16. Amendments
We may change the terms of this Agreement or the
Service at any time(s) and in our sole discretion, upon posting notice on the
Site. If you do not agree to the new or different terms, you should not use the
Site or the Service.
17. Governing Law.
This Agreement will be governed by Israeli law without regard to its choice of
law or conflicts of law principles. The parties hereby consent to the exclusive
jurisdiction and venue in the courts
in Tel Aviv, Israel, except that temporary
relief to enjoin infringement of intellectual property rights may be sough in
any court.
18. Statute of Limitations.
You agree that regardless of any
statute or law to the contrary, any claim or cause of action arising out of or
related to use of the Service or the Agreement must be filed within one (1) year
after such claim or cause of action arose or be forever barred.
19.
Miscellaneous.
This Agreement and our rules and policies in this Site comprise the entire
agreement between you and us, states our and our suppliers' entire liability and
your exclusive remedy with respect to the Site and Service, and supersede all
prior agreements pertaining to this Agreement’s and such rules’ and policies’
subject matter. If any provision(s) of this Agreement is held to be contrary to
law, then such provision(s) shall be construed, as nearly as possible, to
reflect the original provision and the other provisions remain in full force and
effect. Any failure to exercise or enforce any right or provision of this
Agreement shall not constitute a waiver of such right or provision. The section
titles in this Agreement are solely used for the convenience and have no legal
or contractual significance. This
Agreement may be assigned by us without restriction.
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