End-User License AgreementLast Revised: March 9, 2014
Welcome to the DealPly™ downloadable browser add-on application and/or website at the address www.DealPly.com (collectively or separately "DealPly") (the "Site"), brought to you (the “User", "you") by DealPly Technologies Ltd. ("we", "us", "our", or the "Company").
DealPly is a shopping assistance service designated to enhance your online shopping experience and help you compare prices, products and services while browsing through third party e-commerce websites. As you browse online, DealPly may detect the product or service you are browsing for and automatically present you with exclusive shopping offers that are relevant to you, as provided by third party vendors, and enable you to make use of such offers – as further explained below.
You may use DealPly only in accordance with the terms and conditions hereunder.
IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT INSTALL DEALPLY, ENTER TO, CONNECT TO, ACCESS, OR USE DEALPLY IN ANY MANNER WHATSOEVER, AND PROMPTLY REMOVE DEALPLY AND ANY PART THEREOF FROM YOUR SYSTEMS.
2. The Service DealPly enables us, among other things, to enhance your online shopping experience and help you compare prices, products and services while shopping through third party e-commerce websites, by offering you alternative products or services, showing you the same products or services offered by different vendors with better prices, and presenting you with coupons allowing you to enjoy exclusive discounts when checking out (collectively, "Offers and Deals").
DealPly's unique technology detects the product or service you are browsing for and enables us to present you with exclusive Offers and Deals that are relevant to you and are customized to your preferences. These Offers and Deals, including any information, prices, images, advertisements and links available therein, as well as any websites, services and resources available thereby (collectively, "Third Party Content"), are provided to you via DealPly by third party vendors, merchants, service providers and e-commerce websites, and may be enhanced by certain third party services and Third Party Software (as such term is defined below) (collectively, "Third Party Services").
Please note: The Company does not, either expressly or implicitly, endorse, recommend or in any manner assume any responsibility for any Third Party Content and/or Third Party Services, and for any torts or damages incurred to YOU AND/OR ANY OTHER PARTY as a result of, or in connection with, your use of DealPly AND/OR ANY THIRD PARTY CONTENT and/or THIRD PARTY SERVICES, and does not guarantee you that the prices presented in any third party content, including through DealPly, are the lowest possible prices, or make any representations about any products OR SERVICES included in the Third Party Content and/or Third Party Services OR MADE AVAILABLE THEREBY, or their quality.
You acknowledge and agree that you are using DealPly, THE Third Party Content and/or THE Third Party Services at your own risk and expense, and that The Company is not in any way responsible for the products and/or services offered or sold to you therein and is not a party to any engagement or transaction you make with A third party THROUGH DEALPLY'S services.
INCLUSION OF AN OFFER OR LINK TO THIRD PARTY CONTENT OR SERVICE IS NOT A RECOMMENDATION OR ENDORSEMENT OF SUCH A WEBSITE OR SERVICE.
4. License and Intellectual Property Rights DealPly, the Content (as defined below), the Company's proprietary software and any and all intellectual property rights pertaining thereto, including, but not limited to, inventions, patents and patent applications, trademarks, trade names, logos, copyrightable materials, graphics, text, images, designs (including the "look and feel" of DealPly), specifications, methods, procedures, information, know-how, algorithms, data, technical data, interactive features, source and object code, files, interface and trade secrets, whether or not registered or registerable (collectively, "Intellectual Property"), are owned by and/or licensed to the Company, and are subject to copyright and other applicable Intellectual Property rights under Israeli laws, foreign laws and international conventions.
The Company hereby grants to you, and you accept, a personal, nonexclusive, non-commercial, non-sublicensable, non-transferable and fully revocable limited license to install, access and use DealPly for your personal use in full compliance with these Terms. Without limitation, you may not copy, distribute, display, execute publicly, make available to the public, emulate, reduce to human readable form, decompile, disassemble, adapt, sublicense, make any commercial use, sell, rent, 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, either by yourself or by anyone on your behalf, in any way or by any means, unless expressly permitted in the Terms.
DealPly may utilize or include third party software that is subject to open source and/or third party license terms (“Third Party Software” and "Third Party License" respectively). You acknowledge and agree that your right to use such Third Party Software as part of DealPly is subject to and governed by the terms and conditions of the Third Party License applicable to such Third Party Software, including, without limitation, any applicable acknowledgements, license terms and disclaimers contained therein. In the event of any contradiction between these Terms and the terms of such Third Party License, the terms of the Third Party License shall prevail with regard to your use of the relevant Third Party Software. We are not responsible for any damages, claims or other liability arising from or related to your use of such Third Party Software.
5. Trademarks and Trade names The Company's marks and logos and all other proprietary identifiers used by the Company in connection with DealPly (“Company Trademarks”) are all trademarks and/or trade names of the Company and/or its licensors, whether registered or not. All other trademarks, service marks, trade names and logos which may appear on DealPly 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 under these Terms.
6. Use Restrictions There are certain conducts which are strictly prohibited when using DealPly. Please read the following restrictions carefully and abide by them. Your failure to comply with the provisions set forth herein may result (at the Company's sole discretion) in the termination of your permission to use DealPly and also may expose you to civil and/or criminal liability You may not, whether by yourself or anyone on your behalf: (i) copy, modify, adapt, translate, reverse engineer, decompile, or disassemble, in any way, any portion of the content made accessible by the Company on or through DealPly, including any information, videos, text, graphics, software programs used by the Company in connection with DealPly, material, data obtained from or through DealPly, as well as any Third Party Content and any information relating thereto (collectively, the "Content"), or publicly display, reproduce, create derivative works from, perform, distribute, or otherwise use such Content, other than as permitted under these Terms; (ii) make any use of the Content on any other website or networked computer environment for any purpose, or replicate or copy the Content without the Company’s prior written consent; (iii) create a browser or border environment around the Content (no frames or inline linking); (iv) interfere with or violate any third party's right (including without limitation to privacy or intellectual property rights), or harvest or collect personally identifiable information about users of DealPly without their express consent, including using any robot, spider, site search or retrieval application, or other manual or automatic device or process to retrieve, index, or data-mine any Content; (v) defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights of others; (vi) transmit or otherwise make available in connection with DealPly 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; (vii) interfere with or disrupt the operation of DealPly, or the servers or networks that host and/or support DealPly and/or make them available, or disobey any requirements, procedures, policies, or regulations of such servers or networks; (viii) sell, license, or exploit for any commercial purposes any use of or access to DealPly or the Content; (ix) frame or mirror any part of DealPly and/or the Site without the Company's prior express written authorization; (x) create a database by systematically downloading and storing all or any of the Content from DealPly; (xi) forward any data generated from DealPly without the prior written consent of the Company; or (xii) use DealPly and/or the Content for any illegal, immoral or unauthorized or illegal purpose; (xiii) use DealPly and/or the Content for non-personal or commercial purposes without the Company's express prior written consent; (xiv) remove, or disassociate, from the Content any copyright, trademark or other proprietary notices contained in such materials (such as ©,™, or ®); or (xv) infringe or violate any of the Terms.
8. Inappropriate Content and Copyright Agent We care for your safety. If you believe any Offers and Deals, Third Party Content and/or Third Party Services made available to you through DealPly are inappropriate or consist, without limitation, of illegal, offensive, violent or otherwise inappropriate content, please report such content immediately to us at: firstname.lastname@example.org; provided your report will not incur any liability upon the Company.
10. Availability The availability and functionality of DealPly depend on various factors, such as communication networks. The Company does not warrant or guarantee that DealPly will operate and/or be available at all times without disruption or interruption, or that it will be error-free.
11. Changes to DealPly The Company reserves the right (but is under no obligation) to modify, correct, amend, enhance, improve, make any other changes to, suspend or discontinue, temporarily or permanently, DealPly, the Content and the Terms (or any part thereof) (the "Changes") with or without notice, at any time and for any reason, including without limitation any Changes which may be done automatically for the purpose of improving, enhancing or de-bugging the version of DealPly installed on your system.
You agree that the Company shall not be liable to you or to any third party for any Changes whatsoever, and that your only recourse shall be to promptly erase DealPly and any part thereof from your systems and to stop using DealPly in any manner whatsoever. Your continued use of DealPly following any such Changes will constitute acceptance of, and agreement to be bound by, these Terms with respect to the then-current scope and form of DealPly.
12. Disclaimer and Warranties THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, THE INABILITY TO USE OR OPERATE, OR THE RESULTS OF THE USE OF DEALPLY AND/OR CONTENT AVAILABLE ON DEALPLY (INCLUDING THAT THE RESULTS OF USING DEALPLY WILL MEET YOUR REQUIREMENTS).
THE CONTENT AVAILABLE ON DEALPLY MAY INCLUDE INACCURACIES OR ERRORS. THE COMPANY DOES NOT GUARANTEE THE ACCURACY OR COMPLETENESS OF THE CONTENT, AND DISCLAIMS AND MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE QUALITY, AVAILABILITY, RELIABILITY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, USEFULNESS, OR EFFECTIVENESS, OF DEALPLY AND/OR THE CONTENT AND THE USE OF DEALPLY, AND DISCLAIMS ALL LIABILITY FOR ANY ERRORS OR OTHER INACCURACIES RELATING TO THE CONTENT DISPLAYED ON DEALPLY INCLUDING TO THE OFFERS AND DEALS AVAILABLE VIA DEALPLY AND ANY THIRD PARTY CONTENT AND/OR THIRD PARTY SERVICES (INCLUDING, WITHOUT LIMITATION, THE PRICING, THE APPEARANCE, THE PRODUCTS AND/OR SERVICES DESCRIPTION AND ATTRIBUTES ETC).
THE COMPANY DOES NOT ENDORSE OR RECOMMAND ANY OF THE THIRD PARTY CONTENT AND/OR THIRD PARTY SERVICES OFFERED AND/OR MADE AVAILABLE THROUGH DEALPLY. THE COMPANY MAKES NO REPRESENTATIONS AND EXPRESSLY DISCLAIMS THAT THE INCLUSION OR OFFERING OF ANY SUCH THIRD PARTY CONTENT AND/OR THIRD PARTY SERVICES THROGH DEALPLY CONSTITUTE ANY ENDORSEMENT OR RECOMMENDATION OF SUCH THIRD PARTY CONTENT AND/OR THIRD PARTY SERVICES.
DEALPLY AND/OR THE CONTENT ARE ALL PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, RELIABILITY AND/OR QUALITY OF DEALPLY, WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE.
THE COMPANY DOES NOT WARRANT THAT THE OPERATION OF DEALPLY ARE OR WILL BE ACCURATE, COMPLETE, UNINTERRUPTED, WITHOUT ERROR, OR FREE OF VIRUSES, WORMS, OTHER HARMFUL COMPONENTS, OR OTHER PROGRAM LIMITATIONS. YOU AGREE AND ACKNOWLEDGE THAT YOUR USE AND/OR ENGAGEMENT WITH DEALPLY, THE CONTENT AND/OR ANY THIRD PARTY CONTENT AND/OR THIRD PARTY SERVICES, IS ENTIRELY AT YOUR OWN RISK, AND THE COMPANY SHALL HAVE NO LIABILITY RELATING TO SUCH USE.
13. Limitation of Liability TO THE EXTENT PREMITTED UNDER APPLICABLE LAW IN NO EVENT SHALL THE COMPANY, INCLUDING ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS AND ITS AGENTS BE LIABLE FOR ANY DAMAGES WHATSOEVER ARISING FROM OR IN CONNECTION WITH YOUR USE OF DEALPLY AND/OR THE CONTENT (INCLUDING BUT NOT LIMITED TO ANY DAMAGES ARISING IN CONNECTION WITH OFFERS AND DEALS, THIRD PARTY CONTENT AND/OR THIRD PARTY SERVICES PURCHASED AT A THIRD PARTY SERVICE FOLLOWING THE USE OF DEALPLY, ETC.), INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF DEALPLY AND/OR THE CONTENT, OR THE USE OR INABILITY TO USE DEALPLY, OR FAILURE OF DEALPLY TO PERFORM AS REPRESENTED OR EXPECTED, LOSS OF GOODWILL OR PROFITS, THE PERFORMANCE OR FAILURE OF THE COMPANY TO PERFORM UNDER THESE TERMS, AND/OR ANY OTHER ACT OR OMISSION OF THE COMPANY BY ANY OTHER CAUSE WHATSOEVER; OR BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
14. Indemnification You agree to defend, indemnify and hold the Company, including its officers, directors, shareholders, employees, sub-contractors and its agents, harmless 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 of DealPly and/or the Content; (ii) your violation of any term of these Terms; (iii) any damage of any sort, whether direct, indirect, special or consequential, you and/or any third party on your behalf may cause to any third party which relates to your use of DealPly (including your violation of any third party rights); and (iv) any claims for damages arising out of any decision made or action taken or not taken in reliance on DealPly and/or the Content.
15. Amendments to the Terms The Company may change the Terms from time to time, at its sole discretion. We will notify regarding substantial changes of these Terms on the homepage of the DealPly website [www.dealply.com] and/or we will notify you via DealPly regarding such changes. Such substantial changes will take effect seven (7) days after such notice was first provided on any of the abovementioned methods. Otherwise, all other changes to these Terms are effective as of the stated “Last Revised” date and your continued use of DealPly after the Last Revised date will constitute acceptance of, and agreement to be bound by, those changes.
16. Termination of DealPly's operation At any time, the Company may terminate your access to DealPly or any portion of its services, and/or temporarily or permanently limit, suspend or terminate such access, for any reason, at its sole discretion, in addition to any other remedies that may be available to the Company under any applicable law. Additionally, the Company may at any time, at its sole discretion, cease the operation of DealPly or any part thereof, temporarily or permanently, without giving any prior notice. You agree and acknowledge that the Company does not assume any responsibility with respect to or in connection with the termination of DealPly operation and loss of any data. The provisions of the License and Intellectual Property Rights, Disclaimer and Warranties, Limitation of Liability, Indemnification and General sections, will survive the termination or expiration of the Terms.
17. Uninstalling DealPly You can uninstall DealPly the same way as you would uninstall any other application from your computer.
Windows XP: (1) Click the Start button. (2) Select Control Panel. (3) Double-click the “Add/Remove Programs” applet icon. (4) The Add/Remove Programs applet displays a list of all apps installed on your computer. Select the entries related to DealPly, and then click the Remove button for each remaining entry. Windows Vista / Windows 7: (1) Click the Start button. (2) Select Control Panel. (3) Select Programs. (4) Click Programs and Features. (5) Select the DealPly entry, and then click the Uninstall button.
Windows 8: (1) Right-click on the screen at bottom-left corner and select Control Panel from the menu. (2) When the Control Panel appears, select Uninstall a Program from the Programs group. (3) Select the DealPly entry to uninstall and then click the Uninstall button. (4) Click Yes to proceed with the process.
Please note that you may require administrative privileges to uninstall applications from your computer. If you do not have such privileges, you may contact your system administrator to provide them.
18. General 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. Any claim relating to DealPly and/or the Content or use of DealPly and/or Content will be governed by and interpreted in accordance with the laws of the State of Israel, without reference to its conflict-of-laws principles. Any dispute arising out of or related to your use of DealPly and/or Content will be brought in, and you hereby consent to exclusive jurisdiction and venue in, the competent courts of the District of Tel Aviv, Israel. If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provision. You may not assign, sublicense or otherwise transfer any or all of your rights or obligations under these Terms without the Company's prior express written consent. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof. These Terms are 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. The Company may also provide notices of changes to these Terms or other matters, by displaying such notices or by providing links to such notices via DealPly and/or the Site. Without limitation, you agree that a printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
19. For information, questions or notification of errors, please contact: If you have any questions (or comments) concerning the Terms, you are most welcomed to send the Company an e-mail at: email@example.com, and we will make an effort to reply within a reasonable timeframe. The Company's address for reporting any inappropriate content is as follows: DealPly Technologies Ltd., 63 Rothschild Street, Tel Aviv, Israel.