Last Revised: June 06, 2022
Boards.com Ltd. (d/b/a Boards) (“Boards”, “Company”, “we”, “our” or ”us”) welcomes you (the “User(s)”, or “you”) to our mobile application (the “App”) or websites at www.boards.com or brd.so or www.boardsapp.com (the “Site”). The App and the Site offer our keyboard-extension and/or other products (collectively, our “Services”, as further detailed below). The App and Site also offer basic information regarding our Company and our Services. Each of the Site’s and App’s Users may use it in accordance with the terms and conditions hereunder.
1. Acceptance of the Terms
2. The Services
Our platform offers a keyboard extension (accessible via the Site or App) that enables you and your team to prepare message or content templates (including without limitation, language, data, information, videos, photos, files, images designs, animations, literary works, texts) (the “User Content”), share them with members of your team, and send them to your clients via various messaging apps. The keyboard-extension is easily integrated with your device. Note that members of your team who would like to use the User Content on their keyboard should also subscribe to the Services.
The Site and App include our proprietary content, and may include any other content related to the Company and the Services (as defined below) such as content information, videos, text, logos, buttons, icons, images, data compilations, links, other specialized content, technical data, documentation, know-how, specifications materials, designs, data, the “look and feel” of the Site and/or App, algorithms, source and object code, interface, GUI, interactive features related graphics, illustrations, drawings, animations, and other features obtained from or through the Site and/or App (collectively, the “Content”).
In addition, Users who sign up for our newsletter, may receive updates via e-mail or push notifications via the App regarding the Company’s developments, new services, new offerings, etc. (the “Newsletter Subscription”). The Company’s App, Site and any services of the Company shall collectively be referred to herein as the “Services”.
IT IS THE RESPONSIBILITY OF THE USER TO (A) ENSURE THE LEGALITY OF THE USER CONTENT S/HE GENERATES, USES, OR SHARES WITH OTHER, WHETHER IN THE SITE, APP OR OTHERWISE, (B) OBTAIN ANY AND ALL CONSENTS REQUIRED UNDER ANY APPLICABLE LAWS, REGARDING THE INCLUSION OF ANY PERSONAL INFORMATION OF OTHERS IN THE USER CONTENT, AND TO ADHERE TO ANY APPLICABLE STATE AND FEDERAL LAWS REGARDING SUCH PERSONAL INFORMATION, (C) OBTAIN ANY AND ALL RIGHTS AND LICENSES FROM THIRD PARTIES WITH RESPECT TO THE USER CONTENT INCLUDING, WITHOUT LIMITATION, ITS USE IN CONNECTION WITH THE SERVICES, AND (D) COMPLIANCE WITH SECTION 3 BELOW.
WITHOUT DEROGATING FROM THE GENERALITY OF THE FOREGOING, WE ARE NOT LIABLE FOR ANY LOSS OR DAMAGE RELATED TO (I) THE PRODUCTS OR SERVICES OF THIRD PARTIES; OR (II) ANY USER CONTENT, AND THE OUTCOME OF ITS USE, DISPLAY OR DISSEMINATION.
ALL RIGHTS IN AND TO THE CONTENT AVAILABLE ON THE SITE AND/OR APP ARE RESERVED TO THE COMPANY OR ITS LICENSORS. TO THE EXTENT LEGALLY PERMISSIBLE, THE SITE, THE APP AND THE CONTENT AVAILABLE THEREIN ARE PROVIDED ON AN “AS IS” BASIS.
ALL USER CONTENT IS SUPPLIED TO US BY THE RELEVANT USER, IS NOT VERIFIED BY US AND DOES NOT BIND US IN ANY FORM.
BOARDS WILL NOT BE LIABLE FOR ANY DAMAGES OR LOSS INCURRED TO YOU OR ANY OTHER PERSON AS A RESULT OF OR IN CONNECTION WITH YOUR USE OF THE SITE AND/OR APP AND/OR THE CONTENT AND/OR THE SERVICES.
3. User Content
You represent and warrant that you are the rightful owner of the User Content you upload to the Service or that you have (and will continue to have) all the necessary licenses, rights, consents, and permissions from the licensors of such User Content and that such User Content does not infringe any third party's intellectual property rights, privacy rights or publicity rights. As long as your User Content is subject to any applicable copyright law, it shall remain at all times, and to the extent permitted by law, your sole and exclusive property. We do not claim ownership of your User Content. However, we may need certain licenses to your User Content for business purposes and in order to enable different functions in the Site and/or App. When you upload, post, publish or make available any User Content on the Site and/or App, you grant us a perpetual, non-exclusive, royalty-free, and worldwide license to store and use such User Content for the purpose of providing you the services offered via the Site and/or App and for any other legitimate business purposes.
THE USER CONTENT THAT YOU SUBMIT ON OR VIA THE SERVICE IS PUBLICLY AVAILABLE TO OTHER USERS OT THIRD PARTIES WITH WHOM YOU SHARED IT, OR OTHERWISE ENABLED ACCESS TO IT; AND, THEREFORE, IS DEEMED TO BE NON-CONFIDENTIAL AND YOU HEREBY WAIVE ANY (I) PRIVACY RIGHTS AND PUBLICITY RIGHTS WITH RESPECT THERETO, AND (II) ANY CLAIMS AGAINST BOARDS WITH RESPECT TO WHOM RECEIVED, OR DID NOT RECEIVE, FOR ANY REASON, THE USER CONTENT.
You understand and agree that you are solely responsible for your User Content and the consequences of posting or publishing such User Content. Boards will not bear any liability for any loss, damage, cost or expense that you may suffer or incur as a result of or in connection with uploading any User Content.
You expressly agree that the User Content will not include any unsolicited promotions, advertising, contests or raffles.
You agree that you will not post or upload any User Content containing content which (i) is unlawful for you to possess, post or upload in the country in which you are resident, (ii) would be unlawful for Boards to use or possess in connection with the Services, (iii) breaches the rights of third parties (including, without limitation any intellectual property rights), (iv) is defamatory, vulgar, libelous, pornographic, indecent, harassing, threatening, abusive or fraudulent, or promotes or induces illegal activity. The foregoing is by no means a comprehensive list and Boards reserves the right to add further clarifications as to which User Content may be considered as prohibited for the purposes of these Terms.
Although Boards has no obligation to screen, edit or monitor any of the User Content, Boards explicitly reserves the right, at its sole discretion, to remove or edit, without giving any prior notice, any User Content at any time and for any reason, and you are solely responsible for creating backup copies of your User Content and replacing any User Content you post on the Service at your sole expense. Boards takes no responsibility and assumes no liability for any User Content uploaded, posted, published and made available by you or any third party, or for any loss or damage thereto, nor is Boards for any mistakes, defamation, libel, falsehoods, obscenities or pornography you or any other third party may encounter.
Boards may create limits on the use of the Services including limitation on size and storage space available for Users to upload User Content.
IT IS THE USER’S RESPONSIBILITY TO OBTAIN ANY AND ALL CONSENTS REQUIRED UNDER ANY APPLICABLE LAWS, REGARDING THE POSTING OF ANY PERSONAL INFORMATION OF OTHERS WHICH IS PART OF THE USER CONTENT, AND TO ADHERE TO ANY APPLICABLE STATE AND FEDERAL LAWS REGARDING SUCH INFORMATION.
As a viewer of the User Content of others, you agree that if you find that any User Content is offensive, harmful, inaccurate, misleading or was posted in violation of these Terms, please stop viewing such User Content and promptly contact the User who shared its User Content with you.
Without derogating from the foregoing, the Company may monitor the User Content in order to: (i) conform with legal requirements or respond to any legal adjudication or process; (ii) safeguard the Service or ensure User compliance with the Terms; and/or (iii) protect and secure the interests, rights and property of Company.
4. Registration and User Account
You must safeguard and not disclose your username and password of your Account and supervise the use of such Account. You must provide accurate and complete information for creating an Account and you agree to not misrepresent your identity or your Account information. You agree to keep your Account information up to date and accurate.
You are solely and fully responsible for maintaining the confidentiality of your password and Account and for all activities that occur under your Account. If we believe, in good faith, that you have created an Account impersonating another person, such Account may expose you to civil and/or criminal liability.
You may not assign or transfer your rights or delegate your duties under the Account without the prior written consent of Boards. You must notify us immediately of any unauthorized use of your Account or any other breach of security and in such events act in accordance with the Company’s reasonable instructions. We cannot and will not be liable for any loss or damage arising from any failure of yours to comply with these Terms, i.e., if someone else accesses your Account through the registration information he/she has obtained from you or through a violation by you of these Terms, or for any unauthorized use of your password or Account or any other breach of security.
We note that we can suspend access to your Account if we believe, in our sole discretion, that one (or more) of the following events have occurred: (a) there is risk to the security or privacy of your Account; (b) there is a threat to the security or integrity of our network or our servers; (c) suspension is needed to protect the rights, property or safety of Boards, its Users or the public; (d) there is a basis for termination of your Account; (e) you have violated these Terms; and/or (f) we are required to by law. We may provide you a notice in the event of any such suspension. During such suspension, you will not have the ability to use or access your Account. In the event that we will determine, in our sole discretion, that the reason for suspension of access to your Account has been resolved, we will restore access to your Account.
If you wish to either change your log-in details, or cancel and remove your Account, you can send us an e-mail of your request to [email protected]. Your Account on the Site or App will terminate within reasonable time following your request, and from that date of termination you will no longer be able to access your Account.
CANCELLING YOUR ACCOUNT MAY CAUSE THE LOSS OF THE FEATURES OR CAPACITY OF YOUR ACCOUNT. WE DO NOT ACCEPT ANY LIABILITY FOR SUCH LOSS.
CANCELLING YOUR ACCOUNT MAY CAUSE THE LOSS OF THE FEATURES OR CAPACITY OF YOUR ACCOUNT. WE DO NOT ACCEPT ANY LIABILITY FOR SUCH LOSS.
5. Use Restrictions
There are certain conducts which are strictly prohibited when using the Services. Please read the following restrictions carefully. Failure to comply with any of the provisions set forth herein may result (at the Company’s sole discretion) in the termination of your use of the Services and may also expose you to civil and/or criminal liability.
You may not (and you may not permit any third party to) unless otherwise explicitly permitted under these Terms: (a) use the Site and/or App for any illegal, immoral, unlawful and/or unauthorized purposes; (b) remove or disassociate, from the Site and/or App any restrictions and signs indicating proprietary rights of the Company or its licensors, including but not limited to any proprietary notices contained in such materials (such as ©,™, or ®) and you represent and warrant that you will abide by all applicable laws in this respect; (c) interfere with or violate Users’ rights to privacy and other rights, or harvest or collect personally identifiable information about Users without their express consent, whether manually or with the use of any robot, spider, crawler, any search or retrieval application or use other manual or automatic device, process or method to access the Site and/or App and retrieve, index and/or data-mine information; (d) interfere with or disrupt the operation of the Site and/or App or the servers or networks that host them, or disobey any laws, regulations, requirements, procedures, or policies of such servers or networks; (e) falsely state or otherwise misrepresent your affiliation with any person or entity, or express or imply that the Company endorses you, your site, your business or any statement you make, or present false or inaccurate information about the Services; (f) take any action that imposes, or may impose, an unreasonable or disproportionately large load on our platform infrastructure, as determined by us; (g) bypass any measures we may use to prevent or restrict access to the Site and/or App; (h) copy, modify, alter, adapt, replicate, make available, translate, port, reverse engineer, decompile, or disassemble any portion of the Content made available by Boards on or through the Site and/or the App, or publicly display, reproduce, create derivative works from, perform, distribute, or otherwise use such Content; (i) copy, distribute, display, make available to the public, reduce to human readable form, decompile, disassemble, adapt, sublicense, make any commercial use, sell, rent, transfer, lend, process, compile, reverse engineer, combine with other software, translate, modify or create derivative works of any material that is subject to the Company’s proprietary rights, including the Company’s Intellectual Property (as such term is defined below), in any way or by any means, unless expressly permitted under any applicable laws; (j) make any use of the Content on any other site or networked computer environment for any purpose without our prior written consent; (k) create a browser or border environment around the Content (no frames on inline linking is allowed); (l) sell, license, or exploit for any commercial purposes any use of or access to the Site and/or the App and/or Content; (m) frame or mirror any part of the Site and/or the App without our prior express written authorization; (n) create a database by systematically downloading and storing all or any of the Content from the Site and/or App; (o) transmit or otherwise make available in connection with the Site and/or App any virus, worm, Trojan Horse, time bomb, spyware, or any other similar computer code, that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component; (p) use the Services for any purpose for which the Site and/or the App and/or the Services are not intended; and/or (q) infringe and/or violate any of the Terms.
6. Online Payment Processors
8. Intellectual Property Rights
The Site and/or App (including our technology and our platform) and the Content included therein and all intellectual property rights pertaining thereto, including, but not limited to, inventions, patents and patent applications, trademarks, trade names, service marks, copyrightable materials, and trade secrets, whether or not registered or capable of being registered (collectively, “Intellectual Property”), are owned by and/or licensed to the Company and are protected by applicable copyright and other intellectual property laws and international conventions and treaties. The Terms do not convey to you an interest in or to the Company Intellectual Property but only a limited revocable right of use in accordance with the Terms.
Use of any Company’s registered or unregistered trademarks, service marks or logos and of all other third party trademarks, service marks, trade names and logos which may appear on the Site and/or App is strictly prohibited and may be a violation of applicable trademark laws.
Subject to the terms hereof, the Company hereby grants to you, and you accept, a personal, nonexclusive, non-transferable, non-sublicensable and fully revocable limited license to use the Site and/or App (including the Content) in accordance with the terms included in these Terms.
To the extent you provide any feedback, comments or suggestions to the Company regarding the Site and/or App, whether within the Site and/or App or otherwise (collectively, the “Feedback”), the Company shall have an exclusive, royalty-free, fully paid up, worldwide, perpetual and irrevocable license to incorporate the Feedback into the Site and/or App, any Company’s current or future products, technologies or services and use such Feedback for any purpose all without further compensation to you and without your approval. You agree that all such Feedback shall be deemed non-confidential. Further, you warrant that your Feedback is not subject to any license terms that would purport to require us to comply with any additional obligations with respect to any of our current or future products, technologies or services that incorporate any Feedback.
9. Linking to the Site and Links to Third Party Sites
We welcome links to any page on our Site and/or App. You are free to establish a hypertext link to the Site and/or App so long as the link does not state or imply any connection or approval of your website and/or products by us, and does not portray us in a false or otherwise offensive manner. You may not link to our Site and/or App from a site that you do not own or have permission to use. In the event that you link to our Site and/or App you represent that your site does not contain content that is unlawful, offensive or infringing third party rights. However, we do not permit framing or inline linking.
10. Usage Rules
Since you are downloading the App from a third party platform, service provider or distributor (“Platform Provider”) your use of the App may also be governed by usage rules which the Platform Provider may have established and which relate to your use of the App (“Usage Rules”). Certain Usage Rules are described below, but other Usage Rules may apply, and it is your responsibility to determine what other Usages Rules are applicable to your use of the App. You undertake to comply with all the applicable Platform Provider’s Usage Rules and the Usage Rules applicable to your use of the App are incorporated herein by reference. In the event of a conflict between the Terms and the terms of any applicable Usage Rules, which relates solely to the Platform Provider’s representations, warranties, restrictions on use of the App, obligations, limitation of liability (to the extent applicable to the Platform Provider) other provisions that impose any responsibility on the Platform Provider, the terms of the applicable Platform Provider’s Usage Rules shall prevail. You represent that you are not prohibited by any applicable laws or Usage Rules from downloading and/or using the App. Any download and/or use of the App by anyone prohibited by any applicable laws or Usage Rules from downloading and/or using the App is expressly prohibited.
The following applies to you if you downloaded the App from the Apple App Store (“Licensed Application“): You acknowledge and agree that (i) the license granted herein is limited to a non-transferable license to use the Licensed Application on an Apple branded device that you own or control, (ii) these Terms are solely between you and the Company, not Apple Inc. (“Apple“), and that Apple has no responsibility for the Licensed Application or content thereof, (iii) your use of the Licensed Application must comply with Usage Rules established by Apple, as set forth in the App Store Terms of Service effective as of the date you enter into these Terms, except that such Licensed Application may be accessed and used by other accounts associated with you via Apple’s Family Sharing or volume purchasing; and (iv) Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Licensed Application.
The Company and you acknowledge that the Company, and not Apple, is responsible for addressing any claims relating to the Licensed Application or your possession and/or use thereof, including, but not limited to: (i) product liability claims; (ii) any claim that the Licensed Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation.
You hereby represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
11. Special provisions relating to Third Party Components
The Site and/or App may use or include third party software, files and components that are subject to open source and third party license terms (“Third Party Components“). Your right to use such Third Party Components as part of, or in connection with, the Site and/or App is subject to any applicable acknowledgements and license terms accompanying such Third Party Components, contained therein or related thereto. If there is a conflict between the licensing terms of such Third Party Components and these Terms, the licensing terms of the Third Party Components shall prevail in connection with the related Third Party Components. These Terms do not apply to any Third Party Components accompanying or contained in the Site and/or App and Boards disclaims all liability related thereto. You acknowledge that Boards is not the author, owner or licensor of any Third Party Components, and that Boards makes no warranties or representations, express or implied, as to the quality, capabilities, operations, performance or suitability of Third Party Components. Under no circumstances shall the Site and/or App or any portion thereof (except for the Third Party Components contained therein) be deemed to be “open source“ or “publicly available“ software.
12. Changes to the Site and/or App and Updates
We reserve the right to modify, correct, amend, enhance, improve, make any other changes to, or discontinue, temporarily or permanently this Site and/or App (or any part thereof, including but not limited to the Content) without notice, at any time. In addition, you hereby acknowledge that the Content provided under this Site and/or App may be changed, extended in terms of content and form or removed at any time without any notice to you. You agree that we shall not be liable to you or to any third party for any modification, suspension, or discontinuance of this Site and/or App or the Content included therein. You hereby agree that the Company is not responsible for any errors or malfunctions that may occur in connection with the performing of such changes.
If Boards supplies to you any updates, upgrades and any new versions of the App (“Updates“) according to its then current policies, it may include automatic updating or upgrading of the App with or without any additional notice to you and the Terms will govern any such Updates unless these are accompanied by a separate license agreement which will prevail, and all references herein to the App shall include such Updates. For clarity, Boards has no obligation to provide Updates.
The Site’s and/or App’s availability and functionality depends on various factors, such as communication networks. We do not warrant or guarantee that the Site and/or App will operate and/or be available at all times without disruption or interruption, or that it will be immune from unauthorized access or error-free.
14. Disclaimer of Warranties
THE PARAGRAPHS BELOW ARE IN ADDITION TO ANY WARRANTY DICLAIMERS CONTAINED IN THESE TERMS.
TO THE FULLEST EXTENT LEGALLY PERMISSIBLE, THE SITE, THE APP, THE CONTENT AND THE SERVICES ARE PROVIDED ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS, AND BOARDS, INCLUDING ITS VENDORS, OFFICERS, SHAREHOLDERS, SUB-CONTRACTORS, DIRECTORS, EMPLOYEES, AFFILIATES, SUBSIDIARIES, LICENSORS, AGENTS AND SUPPLIERS (COLLECTIVELY, “BOARDS REPRESENTATIVES”), DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS UNDER YOUR LOCAL LAWS THAT THIS AGREEMENT CANNOT CHANGE.
WE DO NOT WARRANT (I) THAT THE USE AND OPERATION OF THE SITE AND/OR APP IS OR WILL BE SECURE, TIMELY, ACCURATE, COMPLETE, UNINTERRUPTED, WITHOUT ERRORS, OR FREE OF VIRUSES, DEFECTS, WORMS, OTHER HARMFUL COMPONENTS OR OTHER PROGRAM LIMITATIONS, (II) THAT WE WILL CORRECT ANY ERRORS OR DEFECTS IN THE SITE AND/OR APP, (III) THE SITE AND/OR APP WILL BE INTEROPERABLE OR COMPATIBLE WITH YOUR DEVICE, OTHER SOFTWARE, HARDWARE, OR ANY EQUIPMENT, AND BOARDS AND ITS REPRESENTATIVES ARE NOT RESPONSIBLE FOR ANY LOSSES SUFFERED RESULTING FROM INTEROPERABILITY OR COMPATIBILITY PROBLEMS, (IV) AND/OR MAKE ANY REPRESENTATION REGARDING THE USE, INABILITY TO USE OR OPERATE, OR THE RESULTS OF THE USE OF THE SITE AND/OR APP AND/OR CONTENT AND/OR SERVICES AVAILABLE THEREON OR THROUGH THE SITE AND/OR APP (INCLUDING THAT THE RESULTS OF USING THE SITE AND/OR APP WILL MEET YOUR REQUIREMENTS). BOARDS AND ITS REPRESENTATIVES DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE USE OF THE SITE AND/OR APP, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY, RELIABILITY OR THE QUALITY OF THE SITE AND/OR APP, AND ARE NOT AND SHALL NOT BE RESPONSIBLE FOR ANY ERROR, FAULT OR MISTAKE RELATED TO ANY CONTENT AND INFORMATION DISPLAYED WITHIN THE SITE AND/OR APP.
WE ARE NOT RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR OTHERS THAT MAY RESULT FROM TECHNICAL PROBLEMS (INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE INTERNET SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION, OVERLOAD OF SERVERS, DELAYS OR INTERRUPTIONS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.
YOU AGREE THAT USE OF THE SITE AND/OR APP AND/OR THE CONTENT AND/OR SERVICES IS ENTIRELY AT YOUR OWN RISK.
INASMUCH AS SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OR LIMITATIONS AS SET FORTH HEREIN, THE FULL EXTENT OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY.
15. Limitation of Liability
TO THE MAXIMUM EXTENT LEGALLY PERMISSIBLE, IN NO EVENT SHALL BOARDS, INCLUDING ITS REPRESENTATIVES BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, CONTRACT, NEGLIGENCE, TORT OR STRICT LIABILITY), INCLUDING WITHOUT LIMITATION, LOSS OF GOODWILL, PROFITS OR DATA AND BUSINESS INTERRUPTION, ARISING HEREUNDER, RESULTING FROM OR ARISING OUT OF THE SITE AND/OR APP AND/OR THE CONTENT AND/OR INFORMATION APPEARING ON THE SERVICES, YOUR USE OR INABILITY TO USE THE SITE AND/OR APP AND/OR THE CONTENT AND/OR INFORMATION APPEARING ON THE SERVICES AND/OR THE FAILURE OF THE SITE AND/OR APP TO PERFORM AS DESCRIBED OR EXPECTED; ALL REGARDLESS OF WHETHER BOARDS (OR BOARDS REPRESENTATIVES) HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN ANY CASE, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING AND TO THE MAXIMUM EXTENT LEGALLY PERMISSIBLE, BOARDS AND ITS REPRESENTATIVES’ TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES OR LOSSES WHATSOEVER ARISING HEREUNDER OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THE SITE AND/OR APP AND/OR THE CONTENT AND/OR INFORMATION APPEARING IN THE SERVICES SHALL BE LIMITED TO THE COMISSION AMOUNT ACTUALLY PAID BY YOU, IF ANY, TO THE COMPANY FOR USE OF THE SITE AND/OR APP AND/OR THE COMPANY’S SERVICES DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO YOUR CLAIM, OR $US1.00, WHICHEVER IS GREATER. THE LIMITATION OF LIABILITY PROVISIONS WHICH APPLY TO ANY RESPONSIBILITIES OF THE APPLICABLE PLATFORM PROVIDER ARE SET FORTH IN THEIR APPLICABLE USAGE RULES. YOU WILL NOT, AND WAIVE ANY RIGHT TO, SEEK TO RECOVER ANY OTHER DAMAGES, INCLUDING CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES FROM US AND FROM BOARDS REPRESENTATIVES.
INASMUCH AS SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OR LIMITATIONS AS SET FORTH HEREIN, THE FULL EXTENT OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY.
You agree to indemnify, defend and hold Boards and Boards Representatives harmless from any loss, liability, claim, debts, expenses or demand, including reasonable attorneys’ fees, due to or arising from: (i) your use, misuse of, inability to use and/or activities in connection with the Site and/or App and/or Content and/or Services; (ii) your violation of any of these Terms and/or violation of applicable law; (iii) your violation of any third party rights, including without limitation any intellectual property rights or privacy right of such third party, in connection with your use of the Site and/or App and/or Services; (iv) any User Content (including any third party claims against the Company in connection therewith); and (v) any damage of any sort, whether direct, indirect, special or consequential, you may cause to any third party or any User with relation to the Site and/or App and/or Services. It is hereby clarified that this defense and indemnification obligation will survive these Terms. Without derogating from the foregoing, we reserve the right to assume the exclusive defense and control of any matter which is subject to indemnification by you, which will not excuse your indemnity obligations hereunder and in which event you will fully cooperate with us in asserting any available defense. You agree not to settle any matter subject to an indemnification by you without first obtaining our prior express written approval.
17. Amendments to the Terms
The Company may, at its sole discretion, change these Terms from time to time, including any other policies incorporated thereto, so please re-visit this page frequently. In case of any material change, we will make reasonable efforts to post a clear notice on the Site and/or App and/or will send you an e-mail (to the extent that you provided us with such e-mail address) regarding such change. Such material changes will take effect seven (7) days after such notice was provided on our Site and/or App or sent via e-mail, whichever is earlier. Otherwise, all other Changes to these Terms are effective as of the stated “Last Revised” date and your continued use of the Site and/or App on thereafter will constitute acceptance of, and agreement to be bound by, those changes. In the event that the Terms should be amended to comply with any legal requirements, the amendments may take effect immediately, or as required by the law and without any prior notice.
18. Termination and Suspension
These Terms shall remain in effect until terminated as set forth herein. Your failure to comply herewith shall terminate your license and these Terms. In the event of your failure to comply herewith, Boards may immediately temporarily or permanently limit, suspend or terminate your Account. If you object to any term hereof, as may be amended from time to time, or become dissatisfied with the Services, you may terminate these Terms at any time by uninstalling our App and stopping your use thereof and this will be your sole remedy in such circumstances. In such circumstance and upon termination of these Terms in the event of your failure to comply herewith: (i) the license and all other rights granted to you hereunder will automatically terminate, (ii) you must immediately cease all use of the Services, delete and destroy all copies of the App in your possession or control and so certify to Boards if required by it, and (iii) the provisions of these Terms that, by their nature and content, must survive the termination of these Terms in order to achieve the fundamental purposes of these Terms shall so survive. Without limiting the generality of the forgoing, the Intellectual Property, Disclaimer of Warranties, Limitation of Liability, Indemnification and General sections will survive the termination of the Terms.
Additionally, at any time, the Company may without notice discontinue your use of the Site and/or App, at its sole discretion, in addition to any other remedies that may be available to the Company under applicable law. Additionally, the Company may at any time, at its sole discretion, cease the operation of the Site and/or App or any part thereof (temporarily or permanently), delete or modify any information or Content or make any other changes, all without prior notice. You agree and acknowledge that the Company does not assume any responsibility with respect to, or in connection with the termination of the Site’s and/or App’s operation and loss of any data.
Please note that failure to comply with any of use restrictions set forth in these Terms may result (at the Company’s sole discretion) in the termination of your use of the Site and/or App and may also expose you to civil and/or criminal liability.
(a) These Terms constitute the entire terms and conditions between you and the Company relating to the subject matter herein and supersede any and all prior or contemporaneous written or oral agreements or understandings between you and the Company, (b) these Terms shall be governed by, and will be construed under the law of the State of Israel, and you irrevocably agree to the exclusive jurisdiction of the competent courts of Tel Aviv to settle any dispute which may arise out of, under, or in connection with these Terms. YOU AGREE THAT NO CLAIM ARISING OUT OF THESE TERMS OR YOUR USE OF OUR SITE AND/OR APP MAY BE BROUGHT AS A CLASS ACTION, (c) these Terms do not, and shall not be construed to create any relationship, partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between the parties hereto, (d) 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, (e) YOU ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SITE AND/OR APP MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED, (f) if any provision hereof is adjudged by any court of competent jurisdiction to be unenforceable, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect while most nearly adhering to the intent expressed herein, (g) you may not assign or transfer these Terms (including all rights and obligations hereunder) without our prior written consent and any attempt to do so in violation of the foregoing shall be void. We may assign or transfer these Terms without restriction or notification, (h) no amendment hereof will be binding unless in writing and signed by the Company, and (i) the parties agree that all correspondence relating to these Terms shall be written in the English language.
20. For information, questions or notification of errors, please contact:If you have any questions (or comments) concerning the Terms or if you need any support regarding our Services, you are most welcome to send us an email and we will make an effort to reply within a reasonable timeframe [email protected].