Customer Terms of Use

Effective as of April 2017.

These Customer Terms of Use govern your use, as a Customer (defined below), of the services (the “Services”) made available on or through the website strigo.io (the “Site“), including without limitation, our online educational workplace platform (the “Platform”).

The Services, Site and Platform (collectively, the “Company Products”) are owned, operated and maintained by Strigo Ltd. (the “Company” or “Strigo”). The Company Products are offered to you by the Company, conditioned on your acceptance without modification of the terms, conditions, and notices contained in these Customer Terms of Use (the “Customer Terms“). Please read the Customer Terms carefully. If you are invited to join an event set up by a Customer (the “Event”) (i.e. you are a Participant), the Participant User Terms of Service (the “User Terms”) govern your use of the Company Products.

THESE CUSTOMER TERMS CREATE A BINDING LEGAL CONTRACT BETWEEN YOU AND THE COMPANY. BY USING THE COMPANY PRODUCTS, YOU REPRESENT AND WARRANT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE CUSTOMER TERMS. IF YOU DO NOT ACCEPT THESE CUSTOMER TERMS, YOU MUST NOT USE – AND ARE NOT AUTHORIZED TO USE – ALL OR ANY PORTION OF THE COMPANY PRODUCTS.

Eligibility

For the purposes of this agreement, “Customer” or “you” means any company, entity or organization (including any individual acting on its behalf) subscribing for the Services for purposes of receiving a unique URL in order to create an Event, invite Participants and/or allow the Participants access to the Services. You represent and warrant that you: (i) are an authorized representative of the Customer with the authority to bind such Customer to these Customer Terms, and (ii) agree to be bound by these Customer Terms on behalf of such Customer.

Customer also includes any individual not formally affiliated or associated with an organization who subscribes for the Services on its own account at its sole cost and responsibility.

The Services are not intended for and should not be used by anyone under the age of 13. If you are under 18, you may use the Site only with permission of a parent or guardian.

Ordering Subscriptions

A subscription allows a Customer to access the Services. A subscription is required for each Customer. A subscription may be procured through the Services interface.

Payment Obligations and Fees

Subscribing for the Services is subject to our fee policies as are in effect from time to time. We believe customers should only pay for subscriptions used on an actual usage basis (i.e. “metered billing” system per user), all as further detailed on the Site. The Company may amend its fee policies at any time in its sole discretion, including any price changes.

Unless otherwise stated, all fees are quoted in U.S. Dollars and are specified at the Services interface on the Site. Payment obligations are non-cancellable and fees paid are non-refundable. Fees are stated exclusive of any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales use or withholding taxes, assessable by any jurisdiction. You are responsible for paying all fees and applicable taxes associated with the Services in a timely manner with a valid payment method that is accepted by the Company in its sole discretion. If your payment method fails or your account is past due, then we may collect fees owed using other collection mechanisms. This may include charging other payment methods on file with us and/or retaining collection agencies and legal counsel. We may also block your access to any Company Products pending resolution of any amounts due by you to Company.

Customer Content

You are solely responsible for the profiles, comments, messages, notes, text, documents, presentations, videos, animation files, listings, and other content that you upload, publish or display on or through any of the Company Products, or transmit to or share with other users (collectively the “Customer Content“).

You bear sole responsibility at all times for adequate security, protection, and backup of any Customer Content. We are not responsible for what your Participants or other users do with Customer Content.

You may not post, transmit, or share Customer Content that you did not create or that you do not have permission to post. You understand and agree that the Company may, but is not obligated to, review the Site and may delete or remove (without notice) any Customer Content in its sole discretion, for any reason or no reason, including without limitation Customer Content that in the sole judgment of the Company violates this Agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of users or others. You are solely responsible at your sole cost and expense for creating backup copies and replacing any Customer Content you post or store on the Site or provide to the Company. When you post Customer Content to the Site, you authorize and direct us to make such copies thereof as we deem necessary in order to facilitate the posting and storage of the Customer Content on the Site.

We do not claim any ownership of the Customer Content. Customer grants us a worldwide, non-exclusive, limited term license to access, use process, copy distribute, perform, export and display Customer Content only as reasonably necessary to: (a) provide, maintain and improve the Services; (b) prevent or address service, security, support or technical issues; and/or (c) as expressly permitted in writing by Customer.

You may remove your Customer Content from the Site at any time. However, you acknowledge that the Company may retain archived copies of your Customer Content.

You acknowledge that we may screen Customer Content, and that we shall have the right (but not the obligation), in our sole discretion, to remove any Customer Content, including terminating Event courses, from the Services without any liability to you. Without limiting the foregoing, we have the right to remove any Customer Content that violates these Customer Terms or is otherwise objectionable in our sole and absolute discretion. You agree and acknowledge that we may preserve Customer Content and may disclose Customer Content if required to do so by law or in the good faith belief that any such preservation or disclosure is reasonably necessary to comply with legal process, enforce these Customer Terms, respond to claims that any Customer Content violates the rights of third parties or protect our rights, property or personal safety or that of our users and the public.

Customer Account

Each Customer is responsible for maintaining the confidentiality of its account and password and for restricting access to its computer, and Customer agrees to accept responsibility for all activities that occur under its account or password. Customer shall at its sole responsibility determine or modify the individuals on its team authorized by it to access the Services (the “Team Members”). Customer may not assign or otherwise transfer its account to any other person or entity. Customer acknowledges that we are not responsible for third party access to its account that results from theft or misappropriation of such account.

You are solely responsible for your interaction with Participants. Strigo reserves the right, but has no obligation to monitor disputes between you and any Participant.

Retention of Rights

We own and we will continue to own the Company Products, including all related know-how and intellectual property rights. We may make software components available, via app stores or other channels, as part of the Services. We grant to Customer a non-sub licensable, non-transferable, non-exclusive, limited license for Customer and its Participants to use the object code  version of these components, but solely as necessary to use the Services and in accordance with  these Customer Terms. All of our rights not expressly granted by this license are hereby retained.

Linked Sites

The Site may contain links to other websites (“Linked Sites“). The Linked Sites are not under the control of Strigo and Strigo is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Strigo is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Strigo of the site or any association with its operators.

No Unlawful or Prohibited Use

As a condition of your use of the Site, you warrant to Strigo that you will not use the Site for any purpose that is unlawful or prohibited by these Customer Terms. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party’s use and enjoyment of the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Site.

You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, found on the Site. Strigo content is not for resale. Your use of the Site does not entitle you to make any unauthorized use of any protected content, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You will use protected content solely for your personal use, and will make no other use of the content without the express written permission of Strigo. You agree that you do not acquire any ownership rights in any protected content. We do not grant you any licenses, express or implied, to the intellectual property of Strigo or our licensors except as expressly authorized by these Terms.

You agree that you will not use the Company Products in any manner prohibited by any applicable laws, restrictions or regulations.

Use of Communication Services

The Site may contain bulletin board services, chat areas, news groups, forums, communities, personal web pages, calendars, and/or other message or communication facilities designed to enable you to communicate with Participants or other third parties (collectively, “Communication Services“), you agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service.

By way of example, and not as a limitation, you agree that when using a Communication Service, you will not: defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others; publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information; upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents; upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another’s computer; conduct or forward surveys, contests, pyramid schemes or chain letters; download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner; falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded, restrict or inhibit any other user from using and enjoying the Communication Services; violate any code of conduct or other guidelines which may be applicable for any particular Communication Service; harvest or otherwise collect information about others, including e-mail addresses, without their consent; violate any applicable laws or regulations.

Strigo has no obligation to monitor the Communication Services. However, Strigo reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Strigo reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.

Strigo reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Strigo’s sole discretion.

Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. Strigo does not control or endorse the content, messages or information found in any Communication Service and, therefore, Strigo specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service.

Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload the materials.

Collecting Content

We can collect or monitor certain content and other information you provide when you use our Services, including when you subscribe for an account, create or share an Event, invite Participants and message or communicate with others. This can include information about how you use our Services, such as the frequency and duration of your activities and the results of your activities. In addition, we collect information about the Participants and other users you are connected to and how you interact with them.

You hereby agree that we can analyze any such content and information for any purpose, including commercial.

Indemnification

You agree to indemnify, defend and hold harmless Strigo, its officers, directors, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of or inability to use any of the Company Products, any user postings made by you, your violation of these Customer Terms or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. Strigo reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Strigo in asserting any available defence contentions.

Liability Disclaimer

THE INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. STRIGO AND/OR ITS SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE SITE AT ANY TIME.

STRIGO AND/OR ITS SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS CONTAINED ON THE SITE FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. STRIGO AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL STRIGO AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE SITE, WITH THE DELAY OR INABILITY TO USE THE COMPANY PRODUCTS, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE COMPANY PRODUCTS, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF STRIGO OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE CUSTOMER TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE COMPANY PRODUCTS.

Termination

Strigo reserves the right, in its sole discretion, to terminate your access to the Site or use of any of the Company Products at any time, without notice.

Change of Terms

Strigo reserves the right, in its sole discretion, to change the terms under which strigo.io is offered. The most current version of the terms will supersede all previous versions. Strigo encourages you to periodically review the terms to stay informed of our updates.

Publicity

Customer grants us the right to use Customer’s company name and logo as a reference for marketing or promotional purposes on the Site and in other public or private communications with our existing or potential customers. We do not want to list customers who do not want to be listed, so Customer may send us an email to contact@strigo.io stating that it does not wish to be used as a reference.

Privacy policy

Your use of the Site is subject to Company’s Privacy Policy. Please review our Privacy Policy, which also governs the Site and informs users of our data collection practices.

Electronic Communications

Visiting the Site or sending emails to contact@strigo.io constitutes electronic communications. You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communications be in writing.

General

To the maximum extent permitted by law, these Customer Terms are exclusively governed by the laws of the State of Israel and you hereby consent to the exclusive jurisdiction and venue of the courts in Tel-Aviv, Israel in all disputes arising out of or relating to the use of the Company Products. Use of the Company Products is unauthorized in any jurisdiction that does not give effect to all provisions of these Customer Terms, including without limitation, this section.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Strigo as a result of the use of any of the Company Products.

If any part of these Customer Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Customer Terms shall continue in effect.

Unless otherwise specified herein, these Customer Terms constitute the entire agreement between you and Strigo with respect to the Company Products and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Strigo.