Leo Terms of Service
Last Revised: December 1, 2017
Leo, Chief of Stuff, Inc. and its affiliates (“Leo", "we", "our", or the "Company") welcomes you (“User", "you" and "Customer") to our website at http://www.meetleo.co/ (the “Site”) as well as our proprietary online platform services which provides insights and insurance management tools as further detailed below and on our Site, operating under the name LeO (the "Platform"). Our service enables, among other functionalities, deploying “Chatbots” to certain social media and/or instant messaging platforms, such as Facebook Messenger and etc. Our Site offers basic information regarding our company and our services ("Service(s)", as further defined below). Users may use the Site and Platform in accordance with the terms and conditions hereunder.
Acceptance of the Terms
The Site, the Platform, the Service are available only to (i) individuals who (a) are at least eighteen (18) years old (see Section 6 below) and (b) possess the legal capacity to enter into these Terms (on behalf of themselves and their organization) and to form a binding agreement under any applicable law. You hereby represent that you possess the legal authority to enter into these Terms on your and your organization's behalf and to form a binding agreement under any applicable law, to use the Site, the Platform and the Service in accordance with these Terms, and to fully perform your obligations hereunder.
2, The Service
You may subscribe to our Services via our numerous subscriptions, as further detailed in our Site. Our Services include, inter alia, the following features, which may vary based on the type of your subscription : (i) enables Leo to engage your existing clients ("End-Users") by sending them certain messages (such as, promotions, commercials, advertisements, messages relating to their existing insurance policies etc.) via SMS ("Messages"); (ii) manage your End-Users' insurance policies through our Platform; (iii) engaging your End-Users via our proprietary chatbot ("Chatbot") and engaging any other individual interacting with the Chatbots; (iv) providing Reports (as further detailed below) via the Platform with respect to your End-Users and any other individual interacting with the Chatbots, whether by embedding our SDK (as further detailed below) into your Properties or by using the Chatbots on a SaaS basis; (v) connecting to your Gmail calendar in order to schedule appointments with, inter alia, your End-Users; and (vi) connecting to your Facebook Messenger and sending communications to End-Users and individuals who are interacting with the Chatbots on your behalf. In order to provide you our Service, please note that some of our subscription plans, may require us to connect to your third party CRM platform and retrieving the necessary data or receive such data in other means.
The Site provides you with access to the Platform services and comprehensive information regarding, inter-alia, the Services, the Platform, the product's concept, news regarding the Company, job opportunities and so forth, including any other content related to the Platform such as contact information, videos, text, files, logos, button icons, images, data compilations, links, other specialized content, technical data, documentation, know-how, specifications materials, designs, data, the “look and feel” of the Sites, algorithms, source and object code, interface, GUI, interactive features related graphics, illustrations, drawings, animations, and other features obtained from or through the Platform and/or the Sites (collectively, the “Content").
The Services may include the sending of notifications, messages, emails and alerts via various means of communication.
How does it work?
You must register and establish an account in order to use our Service (an "Account", as further detailed below).
If applicable, integrating our proprietary SDK in your Properties (by embedding it per our instructions) (the "SDK", including any fixes, updates and upgrades related thereto and any related accompanying documentations provided to you by Leo) for the purpose of providing you with a tool for collecting certain data pertaining to the End Users' use of, and the use of any other individual interacting with the Chatbots. You may choose not to use such SDK as part of our Services, and in such event the Chatbot will be provided on a SaaS basis. You may use the SDK solely for the purpose of enabling such communication between our Services and your Properties and solely during the term of your subscription.
It is hereby made clear that we will store and process the abovementioned data on your behalf in order to provide you with the Services.
The abovementioned data will be uploaded to our secured cloud servers and will be processed and analyzed by our proprietary Platform, which is able to analyze such data and to provide you our Services including generating an analytics report derived from such data (which may include graphs, statistics etc.) (the "Report"). After logging into your Account you will have online access to your Reports. You may use the Reports and the other information provided to you by Leo only in connection with your use of the Services pursuant to these Terms and not for any other purpose.
(Collectively: the "Services")
Leo provides a platform which allows brokers and insurance agents to improve their services and sales volume for the benefit of their End-Users and any other individual interacting with the Chatbots by providing, inter alia, high standard messaging technologies and through analytical Reports; however, Leo cannot guarantee that the information and analytics available through the Services, including the Reports and Messages, will not include inaccuracies or typographical errors. Leo does not assume any responsibility for any loss, injury and/or damages incurred as a result or in connection with any decision made or action taken or not taken in reliance on such information and analytics available through the Service, including without limitation the Reports, or any loss, injury and/or damages incurred as a result or in connection with any Messages sent through the Service.
THE SITE, THE SERVICES, THE SDK, THE MESSAGES, THE REPORTS AND THE USER GENERATED CONTENT (AS SUCH TERM IS DEFINED BELOW) ARE PROVIDED ON AN "AS IS" BASIS. LEO WILL NOT BE LIABLE FOR ANY DAMAGES OR LOSS INCURRED TO YOU, YOUR ORGANIZATION OR ANY OTHER PERSON AS A RESULT OR IN CONNECTION WITH YOUR USE OF THE SITE AND/OR THE PLATFORM (AND THE CONTENT AVAILABLE THEREIN) THE SERVICE, THE SDK, THE MESSAGES, THE USER GENERATED CONTENT AVAILABLE THEREIN AND/OR THE REPORTS.
ALL RIGHTS IN AND TO THE CONTENT AVAILABLE ON THE PLATFORM AND/OR SITE ARE RESERVED TO LEO OR ITS LICENSORS.
YOUR USE OF THE SERVICES AND/OR THE PLATFORM AND/OR THE SITE AND/OR THE USER GENERATED CONTENT AND/OR THE CONTENT AVAILABLE THEREIN IS ENTIRELY AT YOUR OWN RISK.
3. Registration and User Account(s)
There may be certain usage limits which may be specified in the applicable purchase order or in other communications forms (“Usage Limit(s)”). In the event that Leo will reveal that your use of the Platform exceeds the Usage Limit, you will be obligated to pay for the unpaid fees at Leo's then-current list prices, such amounts to be immediately due and payable, including, at Leo's option, interest in the amount of 1.5 % per month calculated from the date of the first un-permitted use.
Your Account is password protected. In order to protect the security of your personal and business information available on your Account to the greatest extent possible, you must safeguard and not disclose your Account username and password and you must supervise the use of such Account.
You must provide accurate and complete information when 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 the password and Account and for all activities that occur under your Account. If we in good faith believe 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 Leo. You must notify us immediately of any unauthorized use of your Account or any other breach of security and in such events, you must change your password immediately by (a) the settings of your Account or (b) sending us an email to firstname.lastname@example.org . 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 Account or any other breach of security.
If you wish to either change your log-in details, or cancel and remove your Account, please refer to email@example.com Your Account on the Platform 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 OR TERMINATING YOUR ACCOUNT MAY CAUSE THE LOSS OF CERTAIN INFORMATION YOU PROVIDED US AND/OR THE CAPACITY OF YOUR ACCOUNT. WE DO NOT ACCEPT ANY LIABILITY FOR SUCH LOSS.
Our subscriptions may be subject to either a monthly or yearly fee, as listed on the pricing page on the Site, or as otherwise agreed in writing between the parties.
The fees, if applicable, payable to Leo exclude all applicable sales, use and other taxes. You shall be responsible for payment of all such taxes, duties and charges, and any related penalties and interest, arising from the payment of such fees or the delivery or use of the Service.
No refunds will be provided, including with respect all automatic renewal periods, unless required under applicable law or explicitly set forth in our Site.
Leo reserves the right to modify the fees, if applicable, and other charges for any subsequent subscriptions.
There are certain conducts which are strictly prohibited when using the Service and/or Site and/or the Platform the SDK. Please read the following restrictions carefully. Failure to comply with any of the provisions set forth herein may, at Leo's sole discretion, lead to termination of the User's access to the Service and/or Site and may also expose such User to civil and/or criminal liability.
You may not, whether by yourself or anyone on your behalf: (a) use the Site, the Platform, the Service, the SDK and/or the Content for any illegal, immoral, unlawful and/or unauthorized purposes; (b) use the Site, the Service, the SDK and/or Content for non-personal or commercial purposes without Leo's express prior written consent; (c) remove or disassociate, from the Content, the SDK, the Platform and/or the Site any restrictions and signs indicating proprietary rights of Leo 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; (d) interfere with or violate Users' or third party rights to privacy and other rights, or harvest or collect personally identifiable information about Users and or End-Users and/or potential customers 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 retrieve, index and/or data-mine information; (e) interfere with or disrupt the operation of the Site or the servers or networks that host the Site, the Platform and/or the Services, or disobey any laws, regulations, requirements, procedures, or policies of such servers or networks; (f) 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 Site; (g) take any action that imposes, or may impose, an unreasonable or disproportionately large load on our platform infrastructure, as determined by us; (h) bypass any measures we may use to prevent or restrict access to the Site; (i) copy, modify, alter, adapt, replicate, make available, translate, port, reverse engineer, decompile, or disassemble any portion of the Content made accessible by Leo on or through the Site, Platform or the SDK, or publicly display, reproduce, create derivative works from, perform, distribute, or otherwise use such Content, other than as permitted under these Terms; (j) copy, distribute, display, execute publicly, 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 Leo's proprietary rights, including Leo's Intellectual Property (as such term is defined below), in any way or by any means, unless expressly permitted in the Terms and/or under any applicable laws which expressly permits such actions; (k) make any use of the Content on any other site or networked computer environment for any purpose without Leo’s prior written consent; (l) sell, license, or exploit for any commercial purposes any use of or access to the Site, Platform and/or Content; (m) frame or mirror any part of the Site and/or Platform without Leo's prior express written authorization; (n) create a database by systematically downloading and storing all or any of the Content from the Site; (o) transmit or otherwise make available in connection with the Site and/or the Services any virus, worm, Trojan Horse, time bomb, web bug, spyware, 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; (p) use the Service to spam, harass, stalk, send unsolicited advertisements or promotional messages in a manner which may disturb End Users and potential customers, all subject to applicable privacy and anti-spam laws applicable; (q) use the Service to send any offensive content (including but not limited any content which may be offensive for minors), including but not limited to: (i) any content deemed illegal under law; (ii) any content which infringes any third party rights, including copyright, right for privacy, good name, property rights, publicity rights, trade secrets; (iii) any content deemed as pornography, including child pornography; (iv) any other content which may be considered offensive by Leo's sole discretion; and/or (r) infringe and/or violate any of the Terms.
You agree that you will not use the Service in connection with any website or service directed to Minors and that you will not use the Services to collect, in any way, any personally identifiable information with respect to an End-User who is Minor, without: (i) notifying Leo of your intent to use the Services in connection with any website or service directed to Minors; and (ii) complying with any applicable laws and regulations regarding the collection and use of personally identifiable information related to Minors.
7.User Generated Content
The Site includes functionalities such as blogs, enabling Users to share and upload, post, publish or make available their own copyrightable materials such as literary works, texts, images, photos, videos and any other proprietary materials (collectively, the “User Generated Content”).
The following terms apply to your User Generated Content:
You represent and warrant that (1) you are the rightful owner of the User Generated Content or that you have (and will continue to have) all the necessary licenses, rights, consents, and permissions from the licensors of such User Generated Content and (2) that such User Generated Content does not infringe any third party's intellectual property rights, privacy rights or publicity rights.
THE USER GENERATED CONTENT THAT YOU UPLOAD IS PUBLICLY AVAILABLE TO OTHER USERS; AND, THEREFORE, IS DEEMED NON-CONFIDENTIAL AND YOU HEREBY WAIVE ANY PRIVACY RIGHTS AND PUBLICITY RIGHTS (AS APPLICABLE) WITH RESPECT THERETO.
You understand and agree that you are solely responsible for your User Generated Content and the consequences of posting or publishing such User Generated Content. Leo 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 Generated Content.
You expressly agree that the User Generated Content will not include any unsolicited promotions, advertising, contests or raffles.
You agree that you will not post or upload any User Generated Content containing content which is unlawful for you to possess, post or upload in any country in which you are resident, or content which would be unlawful for Leo to use or possess in connection with the Site (including but not limited to any content which is defamatory, libelous, pornographic, indecent, harassing, threatening, abusive or fraudulent).
Although Leo has no obligation to screen, edit or monitor any of the User Generated Content, Leo explicitly reserves the right, at its sole discretion, to remove, edit, or disable the access of, any User Generated Content available on the Site at any time without giving any prior notice and for any reason, and you are solely responsible for creating backup copies of your User Generated Content at your sole expense.
Leo takes no responsibility and assumes no liability for any User Generated Content uploaded, posted, published or made available by you or any third party in the Site, or for any loss or damage thereto, nor is Leo liable for any mistakes, defamation, libel, falsehoods, obscenities or pornography you or any other third party may encounter.
Leo may create limits on the use of the Site, including limitation on size and storage space available for Users to upload User Generated Content.
As a viewer of the User Generated Content, you agree that if you find that any User Generated Content available on the Site is offensive, harmful, inaccurate, misleading or was posted in violation of these Terms, please stop viewing such User Generated Content and promptly contact our Copyright Agent, as applicable (for more information see below).
8.License to User Generated Content
As long as your User Generated 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 Generated Content. However, we need certain licenses to your User Generated Content for business purposes and in order to enable different functions in the Site.
When you upload, post, publish or make available any User Generated Content on the Site, you grant us a perpetual, non-exclusive, royalty-free, and worldwide license to publically display, communicate, distribute, host, publically perform, publish, reproduce, make modifications or derivative works (solely for the purpose of better showcasing your User Generated Content), store and use such User Generated Content, in connection with the Site, whether through the Internet, mobile devices or otherwise, in any media formats and through any media channels known today and developed in the future for the purpose of operating, marketing, promoting and improving Leo's services and for any other legitimate business purposes. You hereby waive any moral rights, attribution rights and publicity rights (if any) with respect to our use of the User Generated Content in accordance with these Terms.
When you upload, post, publish or make available any User Generated Content, you grant to each User of the Site a non-exclusive, non-commercial and royalty-free license to access and view your User Generated Content on our Site. Please note that the Company cannot monitor or control what other Users do with your User Generated Content.
LEO TAKES NO RESPONSIBILITY AND ASSUMES NO LIABILITY FOR ANY USER GENERATED CONTENT UPLOADED, POSTED, PUBLISHED AND/OR MADE AVAILABLE BY YOU OR ANY THIRD PARTY IN THE SITE, FOR ANY LOSS OR DAMAGE THERETO OR FOR ANY LOSS OR DAMAGE IT MAY CAUSE THIRD PARTIES, NOR IS LEO LIABLE FOR ANY MISTAKES, DEFAMATION, LIBEL, FALSEHOODS, OBSCENITIES OR PORNOGRAPHY YOU OR ANY OTHER THIRD PARTY MAY ENCOUNTER WITH RESPECT TO THE USER GENERATED CONTENT.
Please note that when you delete User Generated Content, such removed content may persist in backup copies for a reasonable period of time (although it will not be available to other Users).
Leo respects the intellectual property rights of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide the following information in writing to Leo's Copyright Agent: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of the copyright; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of the material that you claim to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information sufficient to permit us to locate the material; (iv) information so that we can contact you, such as address, telephone number and e-mail address; (v) a statement that you believe in good faith that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; (vi) a statement that the information in the notification is accurate and, under penalty of perjury, that you are the copyright owner or are authorized to act on behalf of the owner of a copyright that is allegedly infringed. Leo's Copyright Agent can be reached at the e-mail address at: firstname.lastname@example.org
You understand that the Services may include initiated communications with End-Users and individuals interacting with the Chatbots. You represent, warrant and undertake that you shall obtain and maintain in full force and effect all consents required under applicable law from your End-Users and/or such individuals to receive such communications, including without limitation all applicable “anti-spam” and other similar laws in all applicable jurisdictions, and, where required by applicable law, shall include an option for them to “opt-out” of receiving such communications.
10.License and Intellectual Property Rights
Subject to the terms and conditions of this Agreement, Leo hereby grants to you, during the term of your subscription, and you accept, a non-exclusive, non-transferable, non-sublicensable and fully revocable limited license to install and use the SDK as part of your Properties solely for the limited purpose of using our Services in accordance with the terms contained in this Agreement. You may view, access and download your Reports through your Account on the Site.
The Service, the Site, the Platform, the SDK, the Content and any and all intellectual property rights pertaining thereto, including, but not limited to, inventions, patents and patent applications, trademarks, trade names, service marks, logos, copyrightable materials and trade secrets, whether or not registered or capable of being registered (excluding the User Generated Content) (collectively, "Intellectual Property"), are owned and/or licensed to Leo and subject to copyright and other applicable intellectual property rights under Israeli laws, foreign laws and international conventions and treaties. All rights not expressly granted to you hereunder are reserved by the Company and its licensors.
To the extent applicable, you hereby grant to Leo a non-transferable, non-sublicensable, non-exclusive, royalty-free, revocable sub-license, limited for the term of the applicable subscription period following to access the third party Software-as-a-Service (SaaS) based CRM platform which it uses to manage its client's contact details and other data related thereto (the "System" and "Data" accordingly) and internally use it solely for the purpose of providing you the Services, all in accordance with the terms stated herein.
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. Nothing in the Terms constitutes a waiver of the Company’s Intellectual Property under any law.
To the extent you provide any feedbacks, comments or suggestions to Leo (“Feedback”), Leo shall have an-exclusive, royalty-free, fully paid up, worldwide, perpetual and irrevocable license to incorporate the Feedback into any Leo current or future products, technologies or services and use same for any purpose all without further compensation to you and without your approval. You agree that all such Feedback shall be deemed to be non-confidential.
Further, you warrant that your Feedback is not subject to any license terms that would purport to require Leo to comply with any additional obligations with respect to any Leo current or future products, technologies or services that incorporate any Feedback.
Leo has no obligation to provide support, maintenance, upgrades, modifications, or new releases of the SDK under this Agreement, unless otherwise agreed upon in writing between the User and Leo.
11.Trademarks and Trade names / License to Customer Trademarks
"Leo", Leo™, Company's marks and logos and all other proprietary identifiers used by the Company in connection with the Site, the Services, the Platform and the SDK (“Company Trademarks”) are all trademarks and/or trade names of the Company, whether or not registered. All other trademarks, service marks, trade names and logos which may appear on the Site and/or Platform belong to their respective owners (“Third Party Marks”). No right, license, or interest to the Company Trademarks and/or to the Third Party Marks is granted hereunder, and you agree that no such right, license, or interest shall be asserted by you with respect to the Company Trademarks or the Third Party Marks and therefore you will avoid using any of those marks, except as permitted herein.
You (on behalf of your organization) agree that Leo may identify your organization as a user of the Services and use your organization's trademark and/or logo: (i) in sales presentations, promotional/marketing materials, and press releases, and (ii) in order to develop a brief customer profile for use by Leo on Leo's website for promotional purposes.
13. Maintenance and Support.
Support requests may be forwarded to Leo during local business days at US local time via the following email
14.Platform Terms and Policies
When you use the Services on a social media and/or other third party platform, your use of the Services is also governed by the platform provider’s terms of service and privacy policies.
For example, if you use the Services on Facebook, your use of the Services is also governed by and subject to the Facebook Platform Policies (located at https://developers.facebook.com/policy) and Facebook Commerce Product Merchant Agreement (currently located at: https://www.facebook.com/legal/commerce_product_merchant_agreement), which are hereby incorporated by reference and are a part of these Terms.
15.Customer End-User Terms
16. Contacting us via the Site and the Platform
You do not have to register in order to visit the Site. However, in order to contact us using the Site, you will need to fill out and complete the Contact Form available at: https://www.meetleo.co/contact . The Contact Form requires the User's e-mail address and to fill in the User's request and subject. You are required to provide accurate and complete information in the Contact Form. Further, in order to contact us via the Platform, you will need to send us an email of your inquiry and contact information to email@example.com
17.Links to Leo's Site and Links to Third Party Websites
We welcome links to any page on our Site. You are free to establish a hypertext link to the Site so long as the link does not state or imply any connection or approval of your website, products and/or services by Leo, and does not portray Leo in a false or otherwise offensive manner. You may not link to our Site from a site that you do not own or have permission to use. In the event that you link to Leo's Site 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.
Leo represents and warrants that it will use the System in compliance with any applicable laws, including without limitation privacy protection laws, while processing the Data and any other information provided via the Service for the purpose of providing the Services.
The Platform and Platform’s availability and functionality depends on various factors, such as communication networks. Leo does not warrant or guarantee that the Sites and/or Platform 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.
20.Changes to the Service and/or the Site and/or the SDK
Leo reserves the right to modify, correct, amend, enhance, improve, make any other changes to, or discontinue, temporarily or permanently, the Service and/or Site (or any part thereof) without notice, at any time. In addition, you hereby acknowledge that the Content provided under this Site, the Platform and under the Services may be changed, extended in terms of content and form or removed at any time without any notice to you. You agree that Leo shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service, the Site and/or the Content included therein.
If Leo supplies to you any updates, upgrades and any new versions of the SDK ("Updates") according to its then current policies you consent that the Terms will govern any such Updates unless these are accompanied by a separate agreement which will prevail, and all references herein to the SDK shall include such Updates. For clarity, Leo has no obligation to provide Updates.
21.Disclaimers of Warranties
TO THE FULLEST EXTENT LEGALLY PERMISSIBLE, THE SITE, THE SERVICE, THE SDK, THE CHATBOT(S), THE MESSAGES, THE REPORTS, THE USER GENERATED CONTENT AND THE CONTENT ARE PROVIDED ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS, AND LEO, INCLUDING ITS VENDORS, OFFICERS, SHAREHOLDERS, SUB-CONTRACTORS, DIRECTORS, EMPLOYEES, AFFILIATES, SUBSIDIARIES, LICENSORS, AGENTS AND SUPPLIERS (COLLECTIVELY, "LEO'S REPRESENTATIVES"), DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO RELIABILITY AND/OR QUALITY OF SERVICE WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE 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.
THE SERVICES' AVAILABILITY AND FUNCTIONALITY DEPENDS ON VARIOUS FACTORS, SUCH AS COMMUNICATION NETWORKS, HARDWARE, SOFTWARE AND OUR SERVICE PROVIDERS AND CONTRACTORS. WE DO NOT WARRANT (I) THAT THE SITE, THE PLATFORM, THE SERVICE, THE SDK, THE CHATBOT(S), AND/OR THE CONTENT ARE 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, THE SERVICE, THE PLATFORM THE SDK AND THE CONTENT, (III) AND/OR MAKE ANY REPRESENTATION REGARDING THE USE, INABILITY TO USE OR OPERATE, OR THE RESULTS OF THE USE OF THE SITE, THE SERVICE, THE APP SDK AND/OR CONTENT AVAILABLE THEREON OR THROUGH THE SITE (INCLUDING THAT THE RESULTS OF USING THE SITE THE SERVICE, THE APP SDK AND/OR CONTENT WILL MEET YOUR REQUIREMENTS). LEO HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE USE OF THE SITE, THE SERVICE, THE APP SDK, THE CHATBOT(S), AND/OR CONTENT, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY, ACCURACY, SUITABILITY, COMPLETENESS, USEFULNESS, RELIABILITY, EFFECTIVENESS OR THE QUALITY OF THE SITE, THE SERVICE, THE APP SDK AND/OR CONTENT, AND IS NOT AND SHALL NOT BE RESPONSIBLE FOR ANY ERROR, FAULT OR MISTAKE RELATED TO ANY CONTENT AND INFORMATION DISPLAYED WITHIN THE SITE.
WE ARE NOT RESPONSIBLE AND HAVE NO LIABILITY FOR ANY ITEM OR SERVICE PROVIDED BY ANY PERSON OR ENTITY OTHER THAN LEO.
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.
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 THAT USE OF THE SITE, THE SERVICE, THE USER GENERATED CONTENT, THE SDK, THE CHATBOT(S), AND/OR CONTENT IS ENTIRELY AT YOUR OWN RISK AND LEO SHALL HAVE NO LIABILITY RELATING TO SUCH USE.
22.Limitation of Liability
TO THE MAXIMUM EXTENT LEGALLY PERMISSIBLE, IN NO EVENT SHALL LEO, INCLUDING LEO'S REPRESENTATIVES BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DIRECT, 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, THE CONTENT, THE USER GENERATED CONTENT, THE SERVICE, THE REPORTS AND/OR THE SDK, THE CHATBOT(S), YOUR USE OR INABILITY TO USE THE SITE, THE REPORTS, THE SERVICE, THE CONTENT, THE REPORTS AND/OR THE SDK AND/OR THE FAILURE OF THE SITE, THE SERVICE AND/OR THE SDK TO PERFORM AS REPRESENTED OR EXPECTED, OR FROM THE PERFORMANCE OR FAILURE OF LEO TO PERFORM UNDER THESE TERMS, ANY OTHER ACT OR OMISSION OF LEO BY ANY OTHER CAUSE WHATSOEVER; OR BASED UPON BREACH OF WARRANTY, GUARANTEE OR CONDITION, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER LEO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN ANY CASE, WITHOUT LIMITING THE GENERALITY OF THE AFOREGOING AND TO THE MAXIMUM EXTENT LEGALLY PERMISSIBLE, LEO'S AND LEO'S REPRESENTATIVES' TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES OR LOSSES WHATSOEVER ARISING HEREUNDER OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THE SITE OR THE CONTENT SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU, IF ANY TO LEO FOR USE OF THE SERVICES [DURING A PERIOD OF 1 YEAR PRECEDING SUCH CLAIM FOR DAMAGES OR LOSSES, OR US$ 100, WHICHEVER IS GREATER.
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 defend, indemnify and hold harmless Leo and Leo's Representatives from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, and expenses (including but not limited to attorney's fees) arising from: (i) your use, misuse of, inability to use and/or activities in connection with the Service, the Content, SDK and/or Site; (ii) your violation of or failure to adhere to any term of these Terms; (iii) damages you may cause to any third party which relates to your use of the Service, SDK and/or Site, your violation of any third party rights, including without limitation any damages resulting from or in connection with the infringement of any End-Users' right to privacy as a result of your use of the Services in contrary to any applicable laws and regulations; (iv) the User Generated Content you uploaded through the use of the Site ;and/or (v) your violation of applicable laws in connection with your us of the Service, Platform and the Site, including applicable privacy and anti-spam laws. It is hereby clarified that this defense and indemnification obligation will survive these Terms.
Without derogating from the foregoing, we reserve the right, at our expense, 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.
24.Amendments to the Terms
The Company may, at its sole discretion, change the Terms from time to time, including any other policies incorporated thereto. In case of any material change, we will make reasonable efforts to post a clear notice on the Site and/or will send you an e-mail (to the extent that you provided us with such e-mail address) regarding such material change. Such material change will take effect seven (7) days after such notice was provided on our Site and/or sent via e-mail, whichever is the earlier. Otherwise, all other changes to these Terms are effective as of the stated “Last Revised” and your continued use of the Site and/or the Services following such date constitutes your 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.
25.Termination of your Account and Termination of Site's operation
If you are a visitor of the Site, these terms shall remain in effect until terminated as set forth herein. If you opened an Account and you are using our Services, these Terms are effective upon your clicking the “ACCEPT” button, subscribing to the Services and/or using the Services, and shall continue as long as you pay the required service fees to Leo (unless terminated in accordance with the terms set forth herein). In the event of your failure to comply herewith or in the event that Leo finds out that your business engages in illegal activity, or violating any local, state, federal or foreign law or regulation, Leo may block your access to the Service and/or the Site and/or temporarily or permanently limit, suspend or terminate your Account, in addition to any other remedies that may be available to Leo under any applicable law.
Additionally, Leo may at any time, at its sole discretion, cease the operation of the Service and/or Site or any part thereof, temporarily or permanently, without giving you any prior notice. You agree and acknowledge that Leo does not assume any responsibility with respect to, or in connection with the termination of the Service and/or Site's operation and loss of any data. 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 foregoing, the Intellectual Property Rights, Disclaimers of Warranties, Limitation of Liability, Indemnification and General sections, will survive the termination, or expiration of the Terms.
Upon termination of your Account (including but not limited due to your failure to comply with the Terms) and/or termination of the Site's operation, the license to the SDK will immediately expire, and you are required to stop using the Service and the SDK immediately. You hereby acknowledge that upon termination of your Account, all Reports and any other data provided via the Services will be deleted from our servers and you will not be able to recover the deleted information once the Account is terminated (unless otherwise agreed upon in writing by you and Leo). In addition, it is hereby agreed that upon termination of your Account refunds will be made only per Leo's sole discretion.
The SDK is subject to export control laws of the State of Israel and/or may be subject to additional export control laws applicable to the User or in the User's jurisdiction, including, without limitation, the United States. The User agrees that he/she will not ship, transfer, or export the SDK into any country, or make available or use the SDK in any manner, prohibited by applicable laws.
(a) These Terms constitute the entire terms and conditions between you and the Company relating to the subject matter herein and supersedes all prior or contemporaneous written or oral agreements or understandings between you and the Company, (b) any claim relating to the Site and/or Service and/or the SDK or the use thereof will be governed by and interpreted in accordance with the laws of the State of New York without reference to its conflict-of-laws principles and the United Nations Convention Relating to a Uniform Law on the International Sale of Goods may not be applied, (c) any dispute arising out of or related to the Site will be brought in, and you hereby consent to exclusive jurisdiction and venue in, the competent courts of the Tel-Aviv-Jaffa District, Israel. You agree to waive all defenses of lack of personal jurisdiction and forum non-conveniens and agree that process may be served in a manner authorized by applicable law or court rule. Notwithstanding the foregoing, Leo may seek injunctive relief in any court of competent jurisdiction, (d) these Terms do not, and shall not be construed to create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between the parties hereto, (e) 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, (f) YOU ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SITE AND/OR THE SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED, (g) 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, (h) 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, (i) no amendment hereof will be binding unless in writing and signed by Leo, and (j) the parties agree that all correspondence relating to these Terms shall be written in the English language.
27.Got any questions?
If you have any questions (or comments) concerning the Terms, you are most welcome to send us an email to the following address and Leo will make an effort to reply within a reasonable timeframe: firstname.lastname@example.org