Terms of Use - Pixend

Pixend Application Terms of Use

1. General
1.1 These Terms of Use (the “Terms”) are a legally binding agreement between Pixend Ltd., an Israeli private company (“Pixend”), and the User (as defined below), with respect to the App (as defined below). Please carefully read the following Terms before using the App so that you are fully aware of your legal rights and obligations with respect thereto.
1.2 These Terms govern your access to and use of the App, the Content, the User Content, the Services (as such terms are defined below) and the features contained therein.
1.3 The term “us”, “we” or “our”, refers to Pixend, the owner of the App. The term “you” refers to any User of the App (as defined below).
1.4 The term “including” is not intended to be exclusive and means “including without limitation”.

2. Accepting the Terms of Use
These Terms are effective as of the date you first install, access or use the App. Such installation, access or use of the App indicates your acceptance of the terms and conditions contained herein and you agree to be bound by these Terms with respect to your access and use of the App.

3. Definitions
For the purpose of these Terms:
“App” means the mobile application offered by Pixend, in its latest version, and all documentation, Content, User Content, and Services which will be made available by us to you.
“Account” means an account opened by the User on the Pixend App.
“Content” means any input or data displayed or otherwise available on the App, whether published and/or uploaded and/or posted by us, by you or by any other person or entity, including, but not limited to photographs, graphics or any other form of information.
“External Sites” means any third party websites, plug-ins or applications.
“Registration Photo” a photo that a User takes of himself/herself upon registration to the App.
“Services” means all services provided through the App, including (among others): (a) the ability to upload photographs to the App; (b) the use of a User’s Registration Photo to identify the User in photographs uploaded to the App by other Users of the App, and grant the User access to such photographs through the App; (c) the sending of notifications relating to the App.
“User Content” means any input or data published and/or uploaded and/or posted by a User to the App, including, but not limited to photographs uploaded from your smartphone, your Registration Photo, text or any other form of information.
“User” means any person or entity installing, accessing or using the App.

4. Limited License
Pixend hereby grants you a limited, revocable, non-exclusive, non-transferable, non-sub-licensable license to install, access and use the App and to access and use the Services, all under the condition that you comply with all of your obligations under these Terms. We grant you no other rights, implied or otherwise.

5. The App
5.1 You expressly acknowledge and agree that any access to, or use of, the App, and any consequences thereof, are at your sole risk, responsibility and liability.
5.2 In order to access the Services, you will be required to open an Account by providing information as part of the registration process to the App. You are responsible for providing up-to-date accurate information, maintaining the confidentiality and security of the Account and credentials, as well as for all activities that occur in such Account.
5.3 The form and/or features of the App or Services may change from time to time without prior notice.
5.4 In addition, we may stop (permanently or temporarily) operating the App, providing the Services and/or displaying any of the Content or User Content and/or terminate your access to the App and the Services, at our sole discretion at any time without notice and without liability to us.
5.5 We also retain the right to restrict the use of, or access to, the App and the Services by you or any other Users, at our sole discretion at any time without notice and without liability to us.

6. The Content and User Content
6.1 You agree and acknowledge that any use or reliance on any Content and/or User Content presented on the App is at your own discretion and does not impose any responsibility or liability on Pixend.
6.2 The Content does not constitute a recommendation, opinion, advice and/or offer to purchase an asset, product or service and any reliance upon any Content shall be at the User’s sole risk. Pixend shall bear no responsibility for the User’s reliance upon any Content and/or User Content and/or for the degree to which the Content accords with the User’s use and/or needs. Pixend disclaims all responsibility for any Content and/or User Content and does not guarantee its accuracy.
6.3 The User Content will be visible to and/or accessible by you and Pixend as in accordance with these Terms. User Content will also be visible to other Users that Pixend identifies (using such Users’ Registration Photo or other photos) in photographs uploaded from your and other Users’ smartphones and will be accessible by such Users through the App.
6.4 Pixend takes no responsibility and assumes no liability for any Content or User Content. Pixend is not obligated to review or monitor, and does not approve, endorse, or make any representations or warranties with respect to User Content. However, Pixend has the right (but not the obligation) to monitor and remove, at its sole discretion, any Content or User Content that it deems inappropriate.
6.5 Pixend does not warrant against deletion of any Content or User Content or the failure to recreate, re-upload or re-post any Content or User Content to or on the App, whether it was published and/or posted by Pixend or by any other person or entity. Pixend does not guarantee and/or warrant that the Content or User Content is true, accurate or up-to-date.
6.6 Accordingly, Pixend encourages you to be careful and cautious when using any Content or User Content. Any use of the Content and/or User Content and/or the Services is at your own risk.
6.7 Pixend will have access to, and may use, any User Content in accordance with these Terms.

7. External Sites
7.1 The Services may enable access to External Sites.
7.2 Use of an External Site is subject to the terms of use of such External Site. We are not liable or responsible for an External Site’s compliance with applicable laws. It is recommended that you review the applicable terms and policies of any External Site to which you navigate from our App.
7.3 You understand that by using any External Site, you may encounter content that may be deemed offensive, indecent, or objectionable, and which may or may not be identified as having explicit language. You acknowledge and agree that we are not responsible for any content published on an External Site.
7.4 We make no representation that any External Site is appropriate or available for use in any particular location.

8. Notifications and Promotional Offers
8.1 By using the App, you agree to receive marketing communications from us in the App or via other means (e.g., email), unless you have opted out of receiving such marketing communications. You can change your contact preferences at any time by sending us an email with your request to the email that appears in the Contact Information section below. If you wish to stop receiving marketing communications from us, you may ask us to stop sending you marketing communications at any time by following the opt-out link on any marketing message sent to you or by contacting us at support@pixend.app.
8.2 By using the App, you also agree that we can send notifications to your mobile device (push notifications) or email regarding your activity, or activity relating to you, in the App. At any time, you can manage your push notification preferences or deactivate these notifications by turning off the notification settings in the device settings of your mobile device. You may ask us to stop sending email notification to you at any time by contacting us at support@pixend.app.

9. Problems with the App
9.1 We do not guarantee that our App will be compatible with any device or software which you may use, or that the App or Services will be uninterrupted or error free.
9.2 We shall not be liable, regardless of the cause or duration, for any errors, inaccuracies, omissions, or other defects in, the information contained in our App (including the reliance upon any such information), or for any delay or interruption in the transmission thereof to you, or for any related claims or losses.

10. Restrictions on Content and Use of the App
10.1 You may not access the App or Services if:
10.1.1 You are not at least 16 years old. By agreeing to these Terms, you represent and warrant to us that you are at least 16 years old;
10.1.2 You are a person who is either barred or otherwise legally prohibited from receiving or using the App under the laws of the country in which you are resident, or from which you use or access the App; or
10.1.3 Such access or use are made in a manner which is inconsistent with these Terms and all applicable laws, rules and regulations.
10.2 You may not do any of the following while accessing the App or using the Services:
10.2.1 use the App otherwise than in compliance with these Terms and all applicable laws and regulations;
10.2.2 facilitate or encourage any violation of these Terms;
10.2.3 except as otherwise provided in these Terms, copy, reproduce, print, download or save a copy, republish, display, perform, advertise, distribute, transmit, broadcast, decompile, reverse engineer, disassemble, attempt to derive the source code of, adapt, modify, create derivative works from, sell, rent, lease, loan or otherwise make available or exploit in any form or by any means all or any portion of the App or any Content or User Content, for any purpose;
10.2.4 scrape, or otherwise cache any Content or User Content;
10.2.5 remove or alter any patent numbers, copyright notices, trademark notices or other proprietary notices or identifying marks, symbols or legends included in the App;
10.2.6 use the App for any unlawful purpose or for promotion of illegal or pornographic activities;
10.2.7 post nude, partially nude or sexually suggestive photos to the App;
10.2.8 use the App to abuse, harass, threaten, impersonate or intimidate any person;
10.2.9 use the App for interfering with, or disrupting (or attempting to do so), the access of any person, host or network, including, without limitation, by uploading and/or sending software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware; overloading, flooding, spamming, mail-bombing; or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the App or the Services;
10.2.10 do anything that could disable, overburden, or impair the proper activity of the App or the Services;
10.2.11 do anything that could harm or damage the business activity of Pixend or its legitimate interest;
10.2.12 Interfere with or violate the right to privacy or collect or store personal data about other Users in connection with the prohibited conduct and activities set forth in this Section 9 above.
10.3 You are solely responsible and liable for, and Pixend has no responsibility to you or to any third party for, any breach of your obligations under these Terms and for the consequences (including any loss or damage which Pixend may suffer) of any such breach.

11. No Warranty
11.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE APP, THE SERVICES, THE CONTENT AND THE USER CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND PIXEND HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE APP, THE SERVICES, THE CONTENT AND THE USER CONTENT, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF COMPLETENESS, ACCURACY, AVAILABILITY, TIMELINESS, USEFULNESS, SECURITY, RELIABILITY OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OR OF FITNESS FOR A PARTICULAR PURPOSE.
11.2 Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so the above exclusions and limitations may not apply to you in such jurisdictions.

12. Limitation of Liability
12.1 TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL PIXEND, ITS DIRECTORS, OFFICERS, EMPLOYEES AND/OR AGENTS, BE LIABLE FOR (A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER, (B) LOSS OF REVENUES, LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, LOSS OF GOODWILL, BUSINESS INTERRUPTION OR ANY OTHER LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND, RESULTING IN ANY WAY FROM (I) YOUR ACCESS TO, OR USE, INABILITY TO USE, OR RELIANCE ON THE APP, THE SERVICE, ANY CONTENT AND/OR USER CONTENT AND/OR EXTERNAL SITE, (II) ANY ERRORS, OMISSIONS OR OTHER INACCURACIES IN ANY CONTENT AND/OR USER CONTENT INCLUDED IN THE APP AND/OR IN ANY EXTERNAL SITE, (III) ANY OTHER MATTER RELATING TO THE APP, THE SERVICES, THE CONTENT AND/OR USER CONTENT AND/OR ANY EXTERNAL SITE, REGARDLESS OF THE THEORY OF LIABILITY (WHETHER BASED ON CONTRACT, TORT OR OTHERWISE), EVEN IF PIXEND HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE, OR FOR (C) ANY THIRD PARTY CLAIMS.
12.2 IN NO EVENT SHALL THE TOTAL LIABILITY OF PIXEND, ITS DIRECTORS, OFFICERS, EMPLOYEES AND/OR AGENTS, TO YOU AND/OR TO ANY THIRD PARTY, FOR ALL DAMAGES IN CONNECTION WITH THE APP, THE CONTENT, THE USER CONTENT AND THE SERVICES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE AMOUNT OF TEN U.S. DOLLARS (U.S. $10).
12.3 ANY CAUSE OF ACTION BY YOU WITH RESPECT TO THE APP AND/OR SERVICE, MUST BE INSTITUTED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION AROSE.
12.4 Some jurisdictions do not allow the exclusion or limitation of liability for personal injury, or of incidental or consequential damages, so the limitations above may not apply to you in such jurisdictions.

13. Indemnity
13.1 You shall indemnify and hold Pixend and its directors, officers, employees, agents, partners and licensors, harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs), related to any demand or claim brought against Pixend by any User and/or any other third party, due to or arising out of your use of the App or the Services, your violation of these Terms, and/or your violation of any rights of another party.

14. Ownership and Intellectual Property
14.1 You hereby acknowledge that all rights, ownership, title and interest of the App, the Content (excluding User Content and External Sites) and the related patent rights, copyrights, trade secrets, trademarks and all other related intellectual property rights, are and shall remain the sole and exclusive property of Pixend.
14.2 All copyrights in and to the App and Content are owned solely and exclusively by Pixend, (and/or by its licensors), which reserves all its rights in law and equity with respect thereto.
14.3 We do not claim any ownership rights in User Content that you upload to the App. By uploading any User Content, you hereby grant Pixend a non-exclusive, worldwide, perpetual, transferable, irrevocable, royalty-free, sublicensable license to use, access, display, reproduce, distribute and disseminate any and all User Content and all copyright, publicity, trademarks, database rights and intellectual property rights that you have or may have in the User Content, in any media known now or in the future.
14.4 You represent and warrant that: (i) you own the User Content uploaded by you to the App or otherwise have the right to grant the license set forth in this section; (ii) the use of your User Content does not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights or any other rights of any person; and (iii) the upload of your Content to the App does not result in a breach of contract between you and a third party. You agree to pay for all royalties, fees, and any other monies owed to any person with respect to User Content you upload to the App.You are not granted any right and/or license, or ownership including any copyright, trademark or other intellectual property rights to the App or to any Content, other than as explicitly set forth in these Terms.
14.5 Except as otherwise provided in the App or in these Terms, you may not use, download, upload, copy, print, display, perform, reproduce, reverse engineer, publish, modify, delete, add to, license, post, transmit or distribute any Content from this App in whole or in part, without our specific prior written permission.
14.6 Any third-party trade or service marks present in Content or User Content are trade or service marks of their respective owners. Such Content or User Content may not be downloaded, copied, reproduced, distributed, transmitted, broadcasted, displayed, sold, licensed, or otherwise exploited for any other purpose whatsoever except as permitted in these Terms.
14.7 Pixend reserves all rights not expressly granted to you under these Terms.
14.8 You agree that all trademarks, trade names, service marks, graphics, logos and other brand features used in connection with the App and the Services, are trademarks or registered trademarks of Pixend (collectively, the “Pixend Marks”). Nothing in these Terms gives you a right to use or display Pixend Marks in any manner.
14.9 THE USE OF THE APP, THE SERVICES, THE CONTENT OR THE USER CONTENT OR ANY PART THEREOF, OTHER THAN AS PERMITTED IN THESE TERMS, IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF PIXEND AND/OR OF OTHERS AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES FOR COPYRIGHT INFRINGEMENT.
14.10 In the event a third party owns any of the User Content, you are responsible for obtaining all necessary rights and licenses from the third party.

15. Submitting Information to Us
15.1 By accessing and using the App or Services, you represent and warrant that you have read, and understand, our privacy policy https://pixend.app/privacy that describes how we handle personal data.
15.2 You hereby agree and authorize Pixend to identify you in photographs uploaded to the Service by other Users using your Registration Photo or other photos of you that have been uploaded to the Service. You are solely responsible for your conduct and any User Content that upload to and/or display on the App.
15.3 You are responsible for obtaining explicit consent from all individuals photographed in the photographs uploaded from your smartphone to the App for: (a) the uploading of such photographs to the App; (b) the identification, by Pixend, of Users that appear in such photographs using the Registration Photos of such Users; and (b) the distribution of such photographs to Users so identified as appearing in such photographs.
15.4 For Android users: unless you choose otherwise in the App preferences, all photos taken on your smartphone are uploaded automatically to the App. At any time, you can manage your photos and camera preferences in the device settings of your mobile device or in the preferences section of the App.
15.5 We do not want to receive confidential or proprietary information from you through the App unless you have another written agreement with us related to the sharing of such information. Any information that we receive through the App will be deemed to be NON-CONFIDENTIAL.
15.6 BY TRANSMITTING TO US INFORMATION VIA THE APP OR OTHERWISE THROUGH ELECTRONIC MEANS WITHOUT A WRITTEN AGREEMENT WITH US RELATING TO YOUR SUBMISSION, YOU UNDERSTAND AND AGREE THAT WE MAY USE THAT INFORMATION FOR ANY PURPOSE WHATSOEVER WITHOUT OBLIGATION TO YOU.

16. Security
16.1 Violations of system or network security may result in civil or criminal liability. You are prohibited from violating or attempting to violate the security of the App, including, without limitation, (i) accessing data not intended for you or logging on to a third party’s server or account that you are not authorized to access; or (ii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization (or succeeding in such an attempt).
16.2 WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL IN CONNECTION WITH YOUR USE OF THE APP OR SERVICES OR TO YOUR DOWNLOADING OF ANY CONTENT OR USER CONTENT.

17. Termination
17.1 To the fullest extent permitted by applicable law, we reserve the right, for any reason or for no reason, in our sole discretion and without notice to you, to revise the Services and/or the App and to terminate, change, suspend or discontinue any aspect of the App, including, but not limited to, the Content presented on the App as well as features and/or hours of availability of the App or the Services, and we will not be liable to you or to any third party for doing so. We may also impose rules for and limits on use of the App or restrict your access to part, or all, of the App without notice or penalty.
17.2 These Terms shall be effective until terminated by Pixend. Without derogating from Pixend’s right to terminate these Terms, Pixend, at its sole discretion, without notice to you, may terminate these Terms if you fail to comply with any of the provisions of these Terms, without prejudice to the right of Pixend to be indemnified for its damages and for any other right and remedy.
17.3 In case these Terms shall terminate, for any reason, the provisions which by their nature would continue beyond termination (including, without limitation, the provisions of Sections 11, 12, 13, 14, 16, 17, 18, 19 and 20 shall survive such termination and shall continue to apply.
17.4 Upon termination of these Terms, you shall cease all use of the App and/or the Services.

18. Governing Law and Jurisdiction
18.1 These Terms shall be governed and construed in accordance with the laws of the State of Israel, without reference to its conflicts of laws principles. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms.
18.2 You hereby irrevocably submit to the exclusive jurisdiction of the competent courts in Tel Aviv, Israel, to resolve any dispute arising out of or pursuant to these Terms, and you hereby consent to the exclusive jurisdiction of and venue in such courts and waive any objection as to inconvenient forum. Notwithstanding the above, you agree that Pixend shall still be allowed to apply for injunctive remedies in any jurisdiction.

19. Unlawful activity
19.1 You may not use this App or the Services, other than in accordance with the laws of the State of Israel and the jurisdiction from which you accessing and/or otherwise using the App or the Services.
19.2 We reserve the right to investigate complaints or reported violations of these Terms and to take any action we deem appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities.

20. Miscellaneous
20.1 Severability. In the event that any provision of these Terms is held to be invalid or unenforceable, that provision shall be construed, limited, modified or deleted, to the extent necessary to eliminate any invalidity or unenforceability, and the remaining provisions of these Terms remain in full force and effect.
20.2 Waiver. No waiver on the part of Pixend of any right under these Terms shall be effective unless in writing and signed by Pixend’s duly authorized representative. No waiver on the part of Pixend of any past or present right arising from any breach or failure to perform shall be deemed to be a waiver of any future right arising under these Terms.
20.3 Assignment. You may not assign, subcontract or otherwise transfer any of your rights and/or obligations under these Terms. Pixend may assign and/or subcontract some or all of these Terms to any third party in connection with a merger, acquisition, sale of assets, by operation of law, or otherwise. These Terms shall be binding upon, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns.
20.4 No Third-Party Beneficiaries. These Terms do not create any obligation of Pixend to any third parties, nor shall they be deemed to create any rights or causes of action on behalf of any third parties.
20.5 Changes to these Terms. We may change these Terms from time to time, in our own reasonable discretion. We will provide notice in case we make substantial changes to these Terms, through the App or using the contact details that you provided upon registration. Such substantial changes will take effect seven (7) days after such notice was provided. All other changes to these Terms are effective immediately upon publication of the updated Terms on the App. Your continued use of the App and/or Services after the publication of the updated Terms will be deemed acceptance on your behalf of any and all such changes.

21. Contact Information
If you have any questions or comments regarding these Terms, please contact us at: support@pixend.app.

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Last updated: November 4, 2021