We NcDownloader ("Software Provider") welcome you, designated user ("User") of our NcDownloader software (the "Software") designed to enable you to create and manage download tasks and processes.
Representations and acceptance
1. By making any attempt to download the Software or use the Site or the Services, User represents and warrants that (a) he or she is of legal age and capacity to contract with the Software Provider according to the law which apply to him or her, and at least 18 years of age;
(b) he or she is aware that the use of the Software, Site or Services, any portion thereof and any content therein, is made at his or her own risk and liability; (c) he or she is authorized to use the Software, Site or Services, any portion thereof and any content therein,
and that such use will not breach any third party's rights or its obligations to any other party;(d) he or she will use the Software, Site or Services, including any portion thereof and any content therein solely in a lawful manner which complies with all applicable laws, rules and regulations, and the Terms;
(e) he or she will install and use the Software, Services or Site solely for the purposes provided in section 2 below; (f) he or she will not and will not allow any third party to copy or modify decompile, disassemble or reverse engineer the Software, Services or Site or any portion thereof;
and (g) he or she will not use the Company's name, logo or trademarks without its prior written consent.
Third Parties' content and other services
- 2. As part of the Software, Services or Site third parties' content, such as software, creative material, applications, services, websites and advertising material (promoted by links or otherwise) may be made available to the User.
- 3. User acknowledges that he or she is aware that the Software, Services or Site, also incorporate features and/or monetization tools through which Software Provider, or other third parties, provide the User with information and/or content (including third parties' content).
- 4. User acknowledges that he or she is aware that software provider cannot and does not monitor all content provided in or through the Software, the Services or the Site and that Software Provider does not endorse, or assume any responsibility for any products, content or service provided through the Software, the Services or the Site. Software Provider specifically disclaims any warranties with respect to such products, content or service which may be provided in or through the Software, the Services or the Site.
- 5. Software Provider collects information concerning Users if such data is provided by the users while making use of the Software, the Services or the Site, i.e. personal data specified in the user profile, network settings, cookies. In addition, Software Provider collects information about the Internet usage habits of the User (or the persons who use the User's Internet device). Such information is anonymous and is utilized by the Software Provider or other third parties to whom Software Provider discloses this information in order to improving the Software, Services or Site, or to make certain content, services or information available for the User's use (whether by Software Provider or other third parties).
Warrants and Limitation on liability
- 7. For the purposes of sections 7-10, 16 "Software Provider" shall mean Software Provider as well as employees, affiliates, officers, directors, subsidiaries, subcontractors, licensors or agents. Software Provider provides the Software, Services or Site on an "as is", "as available", and "with all faults" basis, with no warranties whatsoever. Software Provider will not be liable for any data loss, damages, loss of profits or any other kind of loss while using or misusing the Software, Services or Site. All express warranties and all implied warranties, including, warranties of fitness, merchantability and non-infringement of proprietary rights are hereby disclaimed to the fullest extent permitted by law.
- 8. In no event shall Software Provider, any of its subsidiaries or partners be liable to you or any third party for any direct, indirect, incidental, consequential, special or punitive damages, including lost profit damages arising from your use of the Software, Services or Site, even when such damages are foreseeable or if one or more parties of the Software Provider has been advised or notified of possibility of such damages. Without derogating form the above, Software Provider's aggregated liability, in connection with the Terms, the Software, the Services or the Site, will not exceed in any event the lower of: (i) USD15; or (ii) the amount paid by User to the Software Provider in consideration for the User's use of for the Software, if any, in the 30 days immediately preceding the event giving rise to the claim, for using the Services. This limitation shall survive the termination of the defined below Term. The existence of one or more claims will not enlarge this limit. No action connected to the Terms, Software, Site or Services, regardless of its form, may be brought against the Software Provider more than three (3) months after the cause of action has accrued and in any event no later than two (2) months after the termination of this Terms.
- 9. User access to and use of the Software, Services or Site is at its own risk. If user is dissatisfied with the Software, Services or Site or any of the content, its sole and exclusive remedy is to discontinue accessing and/or using the Software, Services or Site.
- 10. Software Provider is under no obligation to operate or maintain the Software, Services or Site or correct any errors or bugs therein.
- 11. All content such as text and images, graphics, logos, icon buttons, images, audio clips, digital downloads, data, and software, (including the compilation of such content) provided in or through using the Software, Services or Site, is protected by copyright, patent trademark, trade secret and other intellectual property laws. User may not distribute or copy any part of this content and all rights in and to such content shall reside solely with the owner of such content.
- 12. During the Term, and subject to the terms of the Terms (including User's representations provided above) Software Provider grants the User a limited, personal, non-transferable, non-exclusive, royalty-bearing, fully revocable, non-sub-licensable, license to use the Software, Services or Site for User's private noncommercial purposes. Other than this license, no other license is granted and all rights in and to the Software, Services or Site, are retained by the Software Provider in full.
Changes to the Terms
13. Software Provider reserves the right, at its sole discretion, to change or replace any part of the Terms. User is responsible to frequently check the Terms for any changes. Any changes made will be in full force and effect as of the date on which they were posted. Such changes will also apply to future updates upgrades or new services or features introduced to the Software, Services or Site should such be made.
Term and termination
- 14. The term of the Terms shall be in force and effect as of the date Users attempt to download the Software or use the Site or the Services, and until the User has removed the Software from his or her Internet device and terminated all interaction with the Service Provider's Services or Site (the "Term"). Service Provider may terminate the Terms upon providing Users written notice (e-mail shall constitute writing).
- 15. Upon termination the license granted to User under the Terms will automatically and immediately terminate and expire.
16. You agree to indemnify and hold harmless Software Provider and all of its subsidiaries, affiliates, partners, employees, or agents from and against any and all claims and expenses, including attorneys’ fees, arising out of any claims relating User's use of the Software, Services or Site, including but not limited to your violation of the Terms (and the representations provided herein). User will fully cooperate with Software Provider in its defense against any claim made in connection with this Section.
17. The Terms represent the single and entire agreement applying to the Software, Services and Site. The Terms will supersede all other terms which are not expressly incorporated therein, including any prior representations, negotiations, obligations, reports, or advertisement of information related to the Software, Services and Site. If any provision of the Terms is held to be invalid or unenforceable by a court of competent jurisdiction, such provision will be enforced to the maximum extent permissible so as to effect the intent of these Terms, all other terms will remain unchanged and in full force and effect.
Law and legal venue
18. Terms will deemed to have been made and entered into by and between User and the Software Provider in the State of Israel, and the laws of the State of Israel shall govern over all matters provided herein or in arising in connection hereto. Both User and the Software Provider agree to the specific jurisdiction of the Courts of Tel Aviv-Israel.
19. User may not assign his rights or obligations under the Terms without the obtaining Software Provider's prior written consent first.