Terms Of Service

Welcome to apprised.app (the “Website”). These Terms of Service (“Terms”) constitute a legally binding agreement between you and Apprised ., a company incorporated under the laws of the state of Israel (the “Company“, “we” or “us“), and govern your use of Apprised’s services which are available via the Website (the “Service”).Apprised’s Service is a cloud-based SaaS platform which gives your customers a new online shopping experience that makes them feel more like they’re in an actual store with other people. Your use of the Service signifies your understanding and agreement to be bound to these Terms and to comply with the applicable law, rules and regulations. If you do not agree to these Terms, please do not register and use the Service. You may not accept these Terms and use the Service if you are under the age of 13, if you are not qualified to create a binding legal agreement, or if the use of the Service is prohibited by the law applicable to you.

The Service
We may change, suspend or discontinue any aspect of the Service, at any time, including the availability of any part thereof. We may also modify, limit, deny or impose limits on certain features and services or restrict access to parts or all of the Service. We may terminate your access for any or no reason at any time by ceasing to provide the Service to you. We will not have any liability whatsoever to you for any such termination.

You agree to use the Service solely for your personal use. In any event, however, you agree not to transfer or resell the Service, in whole or in part, to any third party, or allow unauthorized access to the Service, by any third party. You agree that you will not reproduce, duplicate, copy, sell, trade or resell the Service for any purpose.

You agree not to access (or attempt to access) the Service by any means other than through the interface provided by us. Without derogating from any other term of these Terms, you agree to use the Service solely for lawful purposes. You agree that you will not (i) engage in any activity that interferes with or disrupts the Service (or the servers and networks which are related to the Service); (ii) take any action that imposes or may impose (as determined by us in our sole discretion) an unreasonable or disproportionately large load on our (or its third party providers’) infrastructure; (iii) bypass any measures we may use to prevent or restrict access to the Service; or (iv) provide any information if you do not own or have permission to use and disclose such information.

We take privacy and protection of information seriously. Please carefully review our Privacy Policy which explains how we collect information and how we use it. Our Privacy Policy is hereby incorporated in these Terms by reference and forms an integral part hereof. Please note, that our Service is not designed and not intended to store, process, or use any Personally Identifiable Information (“PII“). YOU ARE REQUIRED, AND YOU HEREBY UNDERTAKE, NOT TO INPUT, POST, UPLOAD, STORE OR TRANSMIT ANY PII TO THE SERVICE. You further agree not to input, post, upload, store or transmit into the Service any of the following: (i) unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, fraudulent or otherwise objectionable content; (ii) content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party; (iii) viruses, corrupted data or other harmful, disruptive or destructive files; (iv) content that related to children under the age 13.

We are not, in any way, responsible for the way you use the Service, and its results and implications on your applications, software, systems and hardware, and the applications, software, systems and hardware of your users.

We are not responsible for any delays, delivery failures, security failures, or any other loss or damage resulting from the storage or transfer of data over communications networks and facilities, including the internet, and to the performance of any third-party communication or storage provider used by you or by the Company. You hereby acknowledge that the use of the Service may be subject to interruptions, limitations, delays and other risks associated with the use of such storage and communications facilities.

Registration
In order to use the Service, you must open an account (“Account“) and register using your e-mail address and creating a unique password. You shall maintain your Account, and shall be exclusively responsible for safeguarding and maintaining the confidentiality of the password. You represent, warrant and undertake that the information you provide in connection with your registration will be current, complete and accurate. You may not permit any third party to use account and you may not grant access to any third party to your account. You are solely responsible for the conduct of any party that uses your Account, whether or not authorized by you.

Subscription Term and Renewal

Term.
The Service is provided on a subscription basis and shall automatically renew for additional periods equal to the original initial term specified in your account, unless either party gives the other notice of non-renewal before the end of the relevant subscription term. If you elected not to renew, you should send such non-renewal request to hello@apprised.app. Apprised will confirm the non-renewal request when it is processed. If you do not receive a confirmation, please contact Apprised as soon as possible. The Fees during any such renewal term shall be the same as that during the prior term unless we have given you written notice of a pricing increase at least 30 days before the end of such prior term, in which case the pricing increase shall be effective upon renewal and thereafter. If you continue to access or use the Service past any Subscription Term renewal date, you shall be deemed to have renewed your subscription to the Service for the corresponding renewal period and shall be liable to pay all applicable fees in connection with such renewal period. 

Termination by Apprised
Apprised may terminate your use of the Service at any time and without prior written notice in any case where it believes that you or your Organization have breached these Terms and such breach may cause Apprised irreparable harm unless your User Account or the Organization Account is terminated immediately. Upon termination of these Terms, you shall cease all use of the Apprised Services. 

Termination by you
Without derogating from your obligation to pay applicable Fees, you as the Organization Admin may terminate your subscription to the Service by cancelling your Organization Account through the tools that we make available within the Service or by sending a cancellation request to us at hello@apprised.app , in which case we will use commercially reasonable efforts to respond within a reasonable time. The aforesaid Organization Account cancellation will take effect at the end of the then-current Billing Cycle (defined below) and you will not be charged for the subsequent Billing Cycle. For clarity, the Fees paid for the remainder of the then-current Billing Cycle following a request for cancellation are not refundable. 

Objection
If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Site or Service in any way, your only recourse is to immediately discontinue use of the Site or Service (and cancel your subscription).

Suspension
If we believe, in our sole discretion, that you, as an Authorized User, are using the Service in a manner that may cause harm to us or any third party, or in breach of these Terms, then we may, without derogating from our right to terminate your Subscription as specified in these Terms, suspend or terminate your User Account or your access to and use of the Service, or parts thereof.

Fees
Service Fees
In consideration for the Service, Your Organization shall pay all fees designated in the Account. Except as otherwise specified, fees are based on the number of monthly active users in total. 

Payment Processing
You agree to promptly notify us of any changes to your billing information. In case you pay with credit card, you hereby authorize us to charge your credit card on a recurring basis for all applicable fees and to store your credit card information on our servers and/or on third parties’ payment processing providers servers. If you are invoiced for the service, all amounts are payable net 30 EOM, from the date of the invoice. Your payment may be processed through a third party payment processing service, and additional terms may apply to such payments. We currently engage a third party, for online payment processing services, and in addition to these Terms, you agree that such third party terms and conditions shall apply to your online payments of the Fees. We reserve the right to use other third party payment processing services for such purposes in the future. 

Payment Increase
Should your use of the Service be in excess of your purchased package, for example by adding different Services or end-users, your payment shall be recalculated according to the time remaining in your outstanding balance and the addition shall be charged accordingly, in due time (in relation to the remaining portion of the then-current Billing Cycle).

Changes in the Terms
We may change these Terms from time to time, without actual notice to you. The revised Terms shall become effective upon posting in the Website. It is your responsibility to review these Terms occasionally. You agree that your continued use of the Service shall constitute your consent to the new or revised set of Terms. If the Service has your e-mail address on record (subject to our privacy policy), we may use this to inform you of changes to these Terms in advance.

Limitation of Liability
We accept no responsibility or liability in contract, tort, negligence, breach of statutory duty or otherwise for any inconvenience, loss, damage, costs or expenses whatsoever incurred or suffered by anyone as a result of any information contained in or provided by the Service (unless such liability may not be excluded or limited as a matter of law, and in such case, our liability will be limited to the maximum extent permitted by law).

YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON- INFRINGEMENT AS TO THE OPERATION OF THE SERVICE, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED IN THE SERVICE. WE MAKE NO WARRANTY THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES, OR THAT ANY INFORMATION OR ADVICE OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY OR IMPOSE ANY LIABILITY NOT EXPRESSLY STATED IN THE TERMS. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR (OR YOU USERS’) COMPUTER SYSTEM OR ELECTRONIC DEVICE OR LOSS OF DATA, OR ANY OTHER LOSS OR DAMAGE THAT RESULTS FROM THE USE OF THE SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL THE COMPANY AND ITS AFFILIATES, OFFICERS, AGENTS, MEMBERS AND EMPLOYEES BE LIABLE FOR ANY INDIRECT, DIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICE, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF SUCH DAMAGES WERE FORESEEABLE. YOU SPECIFICALLY AGREE THAT WE ARE NOT RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE FOR ANY UNLAWFUL, EXPLICIT OR OTHERWISE OBJECTIONABLE CONDUCT OF ANY OTHER PARTY ON OR THROUGH THE SERVICE, OR FOR ANY INFRINGEMENT OR VIOLATION OF RIGHTS BY ANY OTHER PARTY, INCLUDING, BUT NOT LIMITED TO, INTELLECTUAL PROPERTY RIGHTS, RIGHTS OF PUBLICITY, OR RIGHTS OF PRIVACY. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, IN SUCH JURISDICTIONS OUR LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF US, AND OUR SUPPLIERS AND DISTRIBUTORS, FOR ALL CLAIMS, DAMAGES AND LOSSES (WHETHER IN CONTRACT, TORT OR OTHERWISE), INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE HIGHER OF (I) THE AMOUNT YOU PAID US TO USE THE SERVICE IN THE SIX MONTHS PRECEDING THE CAUSE OF CLAIM, OR (II) US$ 25.

You hereby represent and warrant to us, that any users of your services are and will be bound by an exemption and limitation of liability toward us at the same scope as provided herein.

If you are dissatisfied with any portion of the Service, or with any of these terms of use, your sole and exclusive remedy is to discontinue using this Service.

Content and Proprietary Rights
You understand that all information, such as data files, written text, computer software, music, audio files or other sounds, photographs, illustrations, videos or other images (as well as advertisements and sponsored Content within the Service) (together, the “Content“) which you may have access to as part of, or through your use of, the Service are protected by copyright, patents, trademarks, trade secrets or other proprietary rights, and owned or controlled by the Company or its licensors. You acknowledge and agree that the Company (or its licensors) own all right, title and interest in and to the Service. You may not use any of the Company’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.

You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part). You may not modify, publish, transmit, participate in the transfer or sale of, reproduce, duplicate, create new works from, distribute, perform, display or provide others with any portion of the Content or the Service, in whole or in part. You may not reverse engineer, decompile, disassemble, alter, duplicate, modify, prepare derivative works from, make copies of, distribute, provide others with or otherwise attempt to extract the source code from any application of the Service. You further may not use the Service for any illegal or unauthorized purpose. Violation of these provisions may constitute breach of applicable law (in addition to breach of these Terms) and may expose you to criminal liability.

Copying, sending, sharing or storing of any Content for other than personal use is expressly prohibited without prior written permission from the Company or the copyright holder.

If you provide us with feedback or suggestions regarding the Service, such feedback and suggestions shall become the Company’s property and the Company may use them at its sole discretion, without any obligation to compensate you in any manner.

Third Party Content and Services
The Website may offer links to web sites, resources, and advertisers. Although some of these websites are operated by our affiliates or business partners, we have no control over these outside resources, and we accept no responsibility or liability for such resources or for their accuracy, performance or reliability.

Indemnification
Your use of the Service constitutes your agreement to defend, indemnify, and hold harmless the Company and its affiliated entities, and their employees, contractors, officers, directors, agents and representatives, from any claim or demand, including reasonable attorneys’ fees, arising out of your use or misuse of the Service or the use or misuse of contents of the Service by a third party (even while using your password), including, without limitation, any claim by your own users. This Indemnification section of the Terms survives termination of your account with the Service or of your use of the Service.

Applicable Laws and Jurisdiction
You agree that the laws of the State of Israel, excluding its conflicts-of-law rules, shall govern these Terms. The Convention on International Sale of Goods will not apply. Please note that your use of the Service may be subject to other local, state, national, and international laws. You expressly agree that exclusive jurisdiction for any claim or dispute with the Company or relating in any way to your use of the Service resides solely in the competent courts in Israel. Where these laws prevent the application of any part of these Terms, such laws will prevail to the extent mandated by them.

Force Majeure
Without derogating from any other provision limiting our responsibilities, we will not have any liability if we are prevented from or delayed in performing the Services, or otherwise from carrying on our business, by acts, events, omissions or accidents beyond our reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes, failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood or storm (“Force Majeure Event”). If a Force Majeure Event prevents, hinders or delays our performance of the Service for a continuous period of more than thirty (30) days, you, as your sole remedy, may terminate the Service immediately by a written notice.

Parties’ Relationship; Third Parties
These Terms do not, and shall not be construed, to create a joint venture, agency relationship, employment or partnership between us. These Terms do not confer any rights on any person or party other than you and us.

Customer Reference
By using the Service, you agree (i) that Apprised o may identify you as a recipient of services and use your logo in sales presentations, marketing materials and press releases, and (ii) to develop a brief customer profile for use by Apprised on apprised.app for promotional purposes.

Miscellaneous
Correspondence should be sent to hello@apprised.app You agree to report any copyright violations to the Company as soon as you become aware of them. In the event you have a claim of copyright infringement with respect to material that is contained in the Service, please notify us as soon as possible at: hello@apprised.app.

If any provision of these Terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. We may assign these Terms, in whole or in part, at any time with or without notice to you. You may not assign, transfer or sublicense these Terms or any or all of your rights or obligations under these Terms without our express prior written consent. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof. This is the entire agreement between you and the Company relating to the subject matter herein. You may not modify these Terms. These Terms of Use will inure to the benefit of our successors, assigns and licensees. Without limitation, you agree that a printed version of these Terms and of any notice recorded in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.