Terms and Conditions
PLEASE READ THESE TERMS OF USE (“TERMS”) CAREFULLY. ACCESSING OR
USING THE
SERVICES OF CAMILYO ONLINE LTD
(“CAMILYO”), YOU AGREE TO BE BOUND BY THE TERMS OF THESE TERMS. IF YOU DO NOT
AGREE TO ALL THE TERMS OF THESE TERMS, YOU MAY NOT ACCESS OR USE THE SERVICES
AND/OR THE WEBSITE AND/OR THE MOBILE APPLICATION.
1. The Services
Camilyo owns and operates proprietary applications designed, inter alia, to create a multi-platform content syndication hub , including Facebook enabled applications, websites and other online services to enable its customers (the “ Customers”) to create and operate websites, Facebook page apps, and other market data gathering activities (collectively, the “ Services”). Camilyo shall provide you the Service from a data center facility selected by Camilyo. You acknowledge that Camilyo will locate the hosting servers at the facilities of Azure, and that the subcontractor will provide, among other things, servers, power and Internet telecommunications for the hosting servers.
2. Rights of Use
Camilyo grants you a non-exclusive, non-transferable, worldwide, effective for the Term, right to use the Service, on a hosted basis, and subject to the following provisions: (a) your use of the Services as permitted is solely for your own use and not for the purposes of resale or redistribution; (b) you will fully comply with all applicable laws and any other contractual terms which govern this use of the Service (and any related interaction or transaction), including those specific laws applicable to you in your geographical location; (c) you will be solely responsible and liable with respect to any of the uses of the Services which occur under your Account and for any of the User Data (including for any consequences of using or publishing such User Data on or with respect to the Services); (d) you will regularly and independently save and back up any of the User Data and the information that is being processed by you regarding the Services; and (e) you will otherwise comply with the terms and conditions of these Terms.
For the purpose of these Terms " Account" shall mean the provision of one or more modules of the Services with a Customer.
3. Restrictions
You shall not directly or indirectly: (a) create any derivative works based upon the Service; (b) copy or distribute any part of the Services in any medium without Camilyo's prior written authorization; (c) alter or modify any part of the Services other than as may be reasonably necessary to use the Services for its intended purpose; (d) work around any technical limitations in the Service or use the Service in an attempt to, or in conjunction with any device, program, or service designed to, circumvent technical measures employed to control access to, or the rights in, a content, file, or other work; (e) reverse engineer, decompile, decipher, translate, disassemble, or otherwise attempt to access source code of the Service ; (f) publish, rent, lease, lend, sell, sublicense, distribute, transfer, disclose, or otherwise make the Service available to any third party; (g) remove or alter any proprietary notices or labels on or in the Service; (h) use the Service in connection with the development or transmission of any virus or malicious code; (i) use the Service to infringe the rights of Camilyo or any third party, or in any way that does not comply with all applicable laws; (h) build a competitive product or service; (j) make or have made a product using similar ideas, features, functions or graphics of the Service; (k) copy any features, functions or graphics of the Service; or (l) submit to the Service any material that is illegal, misleading, defamatory, indecent or obscene, threatening, infringing of any third party proprietary rights, invasive of personal privacy, or otherwise illegal (collectively, “ Objectionable Matter ”).
You will indemnify and hold Camilyo and its subsidiaries, affiliates, officers, agents, employees, co-branders or other partners, and licensors harmless in respect of any claims and damages (including, but not limited to, all reasonable costs, expenses and attorneys' fees incurred thereby) incurred by Camilyo arising out of or in connection with any Objectionable Material submitted to the Service . Camilyo reserves the right to remove any data, information or material provided or submitted to Camilyo in the course of utilizing the Service (" Submitted Data") that constitutes Objectionable Matter or violates any Camilyo rules regarding appropriate use or violates these Terms or Camilyo’s Privacy Policy attached to these terms as Annex A, but is not obligated to do so.
4. System Design Limitations
You acknowledge that Camilyo's system has design limitations as set forth below (per each Account):
- (i)
Contacts – 1,000
(iii) Media Storage – 250MB
(iv) Social pages – 10
(v) Products (in Product Catalog) – 1,000
(vi) Services (in Service Catalog) – 1,000
You undertake not to upload to the Account information that exceeds the system design limitations and/or take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Services or Camilyo’s systems or networks connected to the Services, or otherwise interfere with or disrupt the operation of any of the Services, or the servers or networks connected to the Services.
You agree and undertake not to: (i) act in a manner which might be perceived as damaging to Camilyo’s reputation and goodwill or which may bring Camilyo into disrepute or harm; (ii) upload to the Account or otherwise use them to design, develop, distribute and/or otherwise transmit or execute, any virus, worm, Trojan Horse, time bomb, web bug, spyware, malware, or any other computer code, file, or program 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; (iii) use any of the Services and/or the Account in connection with any form of spam, unsolicited mail, fraud, scam, phishing, “chain letters”, “pyramid schemes” or similar conduct; (iv) sell, license, or exploit for any commercial purposes any use of or access to the Services, except as expressly permitted by these Terms of Use; or (v) violate, attempt to violate, or otherwise fail to comply with any of these Terms of Use or any laws or requirements applicable to the use of the Services.
5. Payment
The Service requires payment of fees (" Service Fees"). If you elect to sign up for the Service, you shall pay the Service Fees, as described on the subscription agreement signed between you and the Service provider with whom you are engaged in respect to the Service (“ Service Provider”). The Service Fees shall be paid by you to the Service Provider or any other party on its behalf. Camilyo expressly reserves the right to terminate these Terms in the event that the Service Fees or any part thereof shall not be paid to Camilyo. Your obligation to pay any and all prices and fees will survive any termination of these Terms.
6. Images
All the images presented in the modules as part of the Service (“ Images”) are for illustrative purposes only and are subject to the license granted to Camilyo to use the Images for limited purposes only. You are obligated to replace all Images prior to any commercial use in the modules.7. Updates
You acknowledge that Camilyo may update or modify any component of the Service at any time and in its sole discretion without prior notice to you.
8. Intellectual Property
These Terms grants no ownership rights to you or any other party, of the Service, and all patents, copyrights, trademarks, designs and any other intellectual property rights, whether registered or not, and all related know-how therein (collectively, the “ Intellectual Property”), are not transferred by these Terms, and shall remain the sole property of Camilyo and/or its suppliers at all times. You acknowledge that the Intellectual Property belongs and shall belong to Camilyo. You shall not acquire any right, title, or interest in the aforesaid Intellectual Property or otherwise in connection with the Service, except for the limited rights of use expressly set forth in these Terms. Any rights not expressly granted herein shall be deemed withheld.The Camilyo name, the Camilyo logo, and the product names associated with the Service, are trademarks of Camilyo or third parties, and may not be used without Camilyo’s prior written consent.
9. User data
To the extent you provide any data and/or content and/or other materials in connection with the Service to Camilyo (“ User Data”), it is hereby agreed that Camilyo shall have no rights in connection with the User Data, except as expressly permitted in these Terms and in Camilyo’s Privacy Policy, and User Data shall remain the sole property of you at all time. Camilyo shall be entitled to use User Data solely during the term of these Terms solely for the purpose of the Service. You shall grant Camilyo a nonexclusive, non-transferable, royalty-free, fully paid up, worldwide license right (the “ License”) effective for the term of these Terms to use User Data for the purpose of the Service.
You represent and warrant that: (a) you own all rights (including Intellectual Property rights in and to any of your User Data, or has obtained all necessary license(s) and permission(s), to use your User Data; (b) you have the rights necessary to grant the License to Camilyo; (c) your User Data does not violate or infringe any intellectual property right or other proprietary right, including right of publicity or privacy, of any person, company or entity, or other third party; and (d) you obtained all consents and permissions required under all applicable laws, regarding the posting, transmission and publication of any personal information and/or image or likeness of any person, entity or property which is part of the User Data, and you will adhere to all laws applicable thereto.
Camilyo respects the Intellectual Property of others and may, in appropriate circumstances and at its discretion, disable or terminate the Service through which the rights of others are infringed.
You will indemnify and hold Camilyo and its subsidiaries, affiliates, officers, agents, employees, co-branders or other partners, and licensors harmless from any claim or demand, including reasonable attorneys’ fees, due to or arising out of or in connection with any of your User Data submitted to the Service, including in case of violation of any rights of another including any copyright, property, or privacy right.
10. Services Access
In order to access some features of the Camilyo or the Customer's website or the Services, you may have to create an account with Camilyo and/or the Customer and/or enter into a separate commercial relationship with the Customer. You may never use another's account without permission. When creating your account, you must provide accurate and complete information. You agree not to use the Services to impersonate any person or entity, or falsely state or otherwise misrepresent yourself or your affiliation with any person or entity. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify Camilyo or the Customer, as the case may be, immediately of any breach of security or unauthorized use of your account. Although Camilyo will not be liable for your losses caused by any unauthorized use of your account, you may be liable to others as well as us if your account is used in violation of these Terms.11. GDPR Provisions
1. Camilyo will make available to you your Personal Data (as defined in the Privacy Policy) and the ability to fulfill your requests to exercise one or more of your rights under the GDPR (as defined in the Privacy Policy) in a manner consistent with the functionality of the Services and Camilyo’s role as a processor. Camilyo shall comply with reasonable requests by Customer to assist with Customer’s response to your request.
If Camilyo receives a request from you to exercise one or more of your rights under the GDPR, Camilyo will at first redirect you to the Customer, which is the operator of the Services you use. Taking into account the nature of the processing, Camilyo will assist Customer by appropriate technical and organizational measures, insofar as this is possible, for the fulfilment of the Customer’s obligation to respond to requests for exercising your rights laid down in Chapter III of the GDPR (as defined in the Privacy Policy).
12. Warranty Disclaimer
The Service is provided "AS-IS" and you undertake that you reviewed the Service, found it suitable for your needs and consent to the functionality of the Service. Camilyo does not warrant that use of the Service will meet your requirements or that its operation will be error-free or uninterrupted. Camilyo is not responsible for the availability and/or functionality of any application and/or module in the Service that is: (i) a third party application and/or module provided and/or executed through the Service that was not elected for use by Camilyo; and (ii) based on the availability and/or functionality of social networks (such as Facebook, Linkedin, Instagram, Google+ and Twitter), and/or any of their functions and/or services, including API's. Camilyo is not responsible for software installed or used by you or for the operation or performance of the Internet. CAMILYO DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CAMILYO MAKES NO WARRANTY AS TO THIRD PARTY SERVICES OR THIRD PARTY MATERIALS AND CAMILYO SPECIFICALLY DOES NOT REPRESENT OR WARRANT THAT THE SERVICE (OR ANY PART THEREOF) IS COMPLETE, ACCURATE, OF ANY CERTAIN QUALITY, RELIABLE OR SECURE IN ANY WAY, SUITABLE FOR OR COMPATIBLE WITH ANY OF YOUR CONTEMPLATED ACTIVITIES, DEVICES, OPERATING SYSTEMS, BROWSERS, SOFTWARE OR TOOLS (OR THAT THEY WILL REMAIN AS SUCH AT ANY TIME), OR COMPLY WITH ANY LAWS APPLICABLE TO YOU (INCLUDING IN ANY JURISDICTION IN WHICH YOU OPERATE), OR THAT THEIR OPERATION WILL BE FREE OF ANY VIRUSES, BUGS OR OTHER HARMFUL COMPONENTS OR PROGRAM LIMITATIONS.
13. Exclusion of Consequential Damages
EXCEPT IN RESPECT OF DEATH OR PERSONAL INJURY CAUSED BY CAMILYO'S NEGLIGENCE, CAMILYO SHALL NOT BE LIABLE (WHETHER UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) TO YOU OR ANY THIRD PARTY FOR ANY LOSS OR DAMAGE (INCLUDING INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES), INCLUDING, WITHOUT LIMITATION, ANY LOSS OR DAMAGE TO BUSINESS EARNINGS, LOST PROFITS OR GOODWILL AND LOST OR DAMAGED DATA OR DOCUMENTATION, SUFFERED BY ANY PERSON, ARISING FROM AND/OR RELATED WITH AND/OR CONNECTED TO ANY USE OF THE SERVICES, EVEN IF CAMILYO IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Without derogating from the generality of the foregoing, to the fullest extent permitted by law in each applicable jurisdiction, Camilyo, its officers, directors, shareholders, employees, affiliates and/or agents shall not be liable to you for any direct, indirect, incidental, special, punitive, exemplary or consequential damages whatsoever, including any damages resulting from (1) errors, mistakes, or inaccuracies of or in any content; (2) any personal injury or property damage related to Customers use of the Service; (3) any unauthorized access to or use of Camilyo's servers and/or any personal information and/or other information stored therein; (4) any interruption or cessation of transmission to or from the Service; (5) the use or display of any User Content posted, emailed, transmitted, or otherwise made available via the Services; (6) events beyond the reasonable control of Camilyo, including any internet failures, equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, earthquakes, explosions, acts of God, war, terrorism, governmental actions, orders of courts, agencies or tribunals or non-performance of third parties; and/or (7) loss of use, data, profits, goodwill, or other intangible losses, resulting from the use or the inability to use any or all of the Services. This limitation of liability will apply even if Camilyo has been advised of the possibility of such liabilities.
14. Termination
Failure to comply with the terms of these Terms shall terminate these Terms. Upon termination of these Terms by Camilyo: (1) the license to use the Service granted to you in these Terms shall expire and you, upon termination, shall discontinue all further use of the Service; and (2) you shall promptly return to Camilyo all tangible property representing Camilyo's Intellectual Property rights and all copies thereof and/or shall erase/delete any such information held by you in electronic form.
You acknowledge that termination of the Service for any reason may cause or result in the loss of certain content, features, or capacity of the Services, including any User Data or other usage data retained therein (“ Data Loss”). Camilyo shall not be liable in any way for such Data Loss, or for saving a backup of your User Data.
15. Applicable Law
These Terms of Use are governed by interpreted and construed in accordance with the laws of the State of Israel. Any disputes regarding these Terms of Use will be submitted to the competent court in Tel Aviv, Israel.