End user agreement for VisualBee
VISUALBEE END USER LICENSE AGREEMENT
This Agreement (the "Agreement") sets forth the terms and conditions of any user (the "End User", "User" or "You") of the VisualBee software (the "Software") and/or services, as defined below. THEREFORE, PLEASE REVIEW THIS AGREEMENT CAREFULLY AND INDICATE YOUR CONSENT TO THE TERMS AND CONDITIONS THEREOF BY CLICKING ON THE "I AGREE" CHECKBOX BELOW. BY DOING SO, YOU IRREVOCABLY AGREE TO BE BOUND BY ANY AND ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING ANY AMENDMENTS AND/OR ADDENDUMS THEREOF.
WHAT IS VISUALBEE?
Visual Software Systems Ltd. ("VisualBee") is a company providing a Microsoft PowerPoint plugin (add-in), incorporating the Software, and an electronic service via its website, currently www.visualbee.com (the "Website"), which enhances any prepared Microsoft PowerPoint presentations or any slide thereof with a click of a button, incorporating layouts, themes, backgrounds, images and additional IP into such presentation or slide, based on its text! (the "Service").
HOW DO YOU GET STARTED?
You need to download, install the Software, open your PowerPoint application of Microsoft Office 2007 or Microsoft Office 2010 in your computer, register your VisualBee plugin therein, and you are good to go.
PLEASE NOTE, THAT MICROSOFT OFFICE 2007 OR OFFICE 2010 INCLUDING POWERPOINT MUST BE INSTALLED ON YOUR COMPUTER PRIOR TO THE INSTALLATION OF THE SOFTEARE IN ORDER FOR THE SOFTWARE TO WORK PROPERLY.
WHAT DO YOU GET BY AGREEING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT?
By agreeing to the terms and conditions of this Agreement, You are entitled to a limited, non-exclusive, non-perpetual license to install the Software on any of your individual computers for your own use as well as to transfer the Software to any third party for its installation by such party, subject to the provisions hereunder, subject to such party’s registration as well.
You are also entitled to be rendered the Service, subject to Your payment of the applicable fee to VisualBee, as provided or shall be provided hereto and/or on the Website.
You are also entitled to perpetually use, reuse, save, backup and present any presentation and/or slide made as a result of the use of the Service ("Enhanced Presentation" and “Enhanced Slide”, respectively), to transfer such Enhanced Presentation and/or Enhanced Slide to any third party by any means, as well as to amend, modify and/or replace any and all of the text, layouts, colors, slide templates, slides and/or photos therein, all subject to any restrictions, as provided hereto and/or on the website, with respect to any trademarks, ownership and/or copyright notices.
In addition to the abovementioned rights and restrictions, in the event that You opt to provide VisualBee with certain images, logos, text, layouts, templates and/or any other IP wholly-owned by You (“Provided IP”), as well as a certain set-up fee, as shall be determined by You and VisualBee (“Set-Up Fee”) in order to receive customized layouts, templates and/or themes from VisualBee (“Customized Work”), you will be entitled to a worldwide, perpetual, exclusive license to use such Customized Work, subject to your grant of a perpetual irrevocable free license to VisualBee to use such Customized Work, as further described hereunder.
HOWEVER, PLEASE NOTE, THAT YOU MAY NOT SAVE OR MAKE USE, IN ANY CAPACITY, OF ANY AND ALL OF THE LAYOUTS, TEMPLATES AND/OR ANY IP INCLUDED IN THE ENHANCED PRESENTATION, WHETHER DIGITALLY OR OTHERWISE, OTHER THAN AS AN INTEGRAL PART OF SUCH ENHANCED PRESENTATION.
IN ADDITION, IN THE EVENT THAT YOU WILL TRANSFER THE SOFTWARE TO ANY THIRD PARTY, YOU MUST PROVIDE THE MOST RECENT UPDATED AND INTEGRAL COPY OF THIS AGREEMENT AND MUST NOT REMOVE OR DELETE ANY OF THE TERMS AND CONDITIONS THEREIN AND/OR ANY PART OF THE SOFTWARE, INCLUDING ANY TRADEMARKS, OWNERSHIP AND COPYRIGHT NOTICES THEREIN.
WHAT KIND OF USER WOULD YOU LIKE TO BE?
You may enjoy the Service in three different manners, as applicable:
1. "Free User" – unless otherwise notified by VisualBee and pursuant to the terms and conditions of this Agreement, any User having successfully installed the Software and registered it, who may obtain Enhanced Presentations and/or Enhanced Slides solely by exercising certain promotional material, such as vouchers etc., as well as any amounts deposited on such User’s behalf by VisualBee and not by proving any payment to VisualBee shall be deemed a Free User.
2. "Paying User" – any User opting to purchase any Enhanced Presentation or Enhanced Slides of a PowerPoint presentation separately shall be deemed a Paying User.
3. "Subscribing User" – any User opting to subscribe to receive the Service for a certain period of time (which shall not be less than one calendar month), during which, such User may receive numerous Enhanced Presentations and/or Enhanced Slides, shall be deemed a Subscribing User.
HOW MUCH DOES VISUALBEE COST?
The download, installation and registration of the Software are completely free of charge.
The amount of the monthly subscription fee shall be published on the Website.
The price of each separate Enhanced Presentation and/or enhanced Slide may vary, based on the type of images, layouts, themes and backgrounds incorporated during the enhancement thereof. The pricing scheme shall be published on the Website. The final price of each Enhanced presentation and/or Enhanced Slide shall be provided following the enhancement of such presentation and/or slide, and prior to the save thereof.
The Set-Up Fee (as defined hereinabove) shall be equal to the set-up fee mentioned in the Website or as shall be determined by You and VisualBee.
VISUALBEE RETAINS ITS RIGHT TO AMEND ANY AND ALL PRICES AND FEES AT ITS SOLE DESCRETION AND WITHOUT PRIOR NOTICE.
HOW CAN YOU PAY FOR THE SERVICE?
All payments shall be made using the PayPal services and subject to the PayPal instructions and legal provisions, as appearing on the www.Paypal.com website and as may be amended from time to time, in the sole discretion of such PayPal services provider. By providing payment for the VisualBee services, you hereby confirm that you have read, understood and agreed to any and all the provisions of any and all applicable legal agreements of the PayPal service.
Notwithstanding the aforementioned, the Set-Up fee may also be provided using the PayPal services, or as otherwise be determined by You and VisualBee.
VisualBee reserves the right to amend or remove the applicable means of payment from time to time, at its sole discretion, by posting a notice to that effect in the Website. Furthermore, VisualBee does not assume any responsibilities with respect to the payment process and/or any aspect of the PayPal services.
For further information, please read the PayPal legal agreements at: https://cms.paypal.com/il/cgi-bin/marketingweb?cmd=_render-content&content_ID=ua/Legal_Hub_full&locale.x=en_US
PLEASE NOTE, THAT YOU SHALL NOT BE ENTITLED TO ANY REFUND AFTER PAYMENT HAS BEEN MADE.
In the event, that You shall not receive the Enhanced Presentation or Enhanced Slide You have paid for, due to any failure or malfunction in the Software and/or Website, please notify VisualBee at http://www.visualbee.com/index.php/contact.html and VisualBee shall exert reasonable efforts in order to provide You with such Enhanced Presentation or another reasonable alternative.
HOW LONG CAN YOU KEEP THE SOFTWARE INSTALLED?
You may keep the Software installed perpetually, unless you breach any of the terms and conditions of this Agreement and/or unless otherwise notified by VisualBee.
HOW LONG CAN YOU KEEP USING THE SERVICE?
You may begin using the Service upon your installation of the Software, registration therein and provision of the applicable payments, as required, for the entire term of this Agreement. The Agreement shall terminate immediately upon Your breach of any of the terms and conditions of this Agreement and/or as shall be determined by VisualBee, at its sole discretion.
In the event that You are dissatisfied with the Service for any reason whatsoever, the only right available to You is to terminate Your registry in the Website by providing notice to VisualBee, as described below.
VisualBee may suspend or terminate any User's license, without notice, in the event such User has breached any of the terms and conditions of this Agreement or for any other conduct, which VisualBee, in its sole discretion, deems unacceptable. Such Suspension or termination means that the Service will no longer be accessible to such User. VisualBee shall not be responsible for any consequences of such lack of access.
In the event that You are a Subscribing User, the term of use of the Service shall be equal to the subscription period of time for which You have paid VisualBee. It is hereby clarified that such period shall be automatically renewed for equal periods of time immediately upon the lapse of each such period and that You shall be required to provide VisualBee with additional consideration for each such periods of time, as shall be required and set by VisualBee, at its sole discretion, unless VisualBee's receipt of at least a week's prior written notice by You, requesting the discontinue of Your subscription to the Service.
NOTWITHSTANDING THE AFOREMENTIONED, PLEASE NOTE THAT, ALL PROTECTIONS AND/OR RIGHTS PROVIDED TO VISUALBEE PURSUANT TO THIS AGREEMENT AND/OR ANY APPLICABLE LAW SHALL SUCCEED THE TERMINATION OF THIS AGREEMENT AND SHALL THEREAFTER REMAIN IN FULL FORCE AND EFFECT.
PROVISION OF INFORMATION BY YOU
Disclosure of Your Information to VisualBee
The term "Personal Data" refers to personally identifiable information about you, such as your name, birth date, e-mail address and/or mailing address etc.
In order to register to the VisualBee Service and gain access to such Service, You are required to provide certain Personal Data, like your name, postal address and e-mail address. The Personal Data You provide must be correct, current, and complete. VisualBee retains the right to refuse your access and use of the Service, or any part thereof, and to terminate or suspend your account, if any, if it believes that the details are not correct, current, and complete.
VisualBee may supplement the information You provide with information that is received from third parties. For instance, if inaccurate postal or zip codes are received, we will use third party software to fix them.
You are also required to choose a password in order to access and use the Service or portions thereof. You are responsible for maintaining the confidentiality of any password You have chosen or have been given in order to access and use the Service and you are fully responsible for all activities that occur under your password(s) and use of your account. You agree to notify VisualBee immediately if you suspect any unauthorized use of your password. VisualBee reserves the absolute right not to issue a password to any person or entity.
VisualBee processes your Personal Data only for specific and limited purposes, such as the following:
• VisualBee may contact you occasionally to inform you of new services it will be providing, or special offers, events or articles it thinks will be of interest to you.
• VisualBee may send you regular updates by e-mail on VisualBee organized or related events.
• VisualBee may send you requested product information and promotional material.
• VisualBee may use your Personal Data for marketing purposes and market research.
• VisualBee may use your Personal Data internally to help improve products and services as well as resolve any problems.
Disclosure of Your Information to Third Parties
In order to execute payments, each Paying User and/or Subscribing User must also provide certain personal information, as reasonably required by certain third parties, such as the PayPal services. Such personal information shall not be regarded as Personal Data, for the purposes of this Agreement. VisualBee may receive certain information from such third parties provided by You. Such information received from such third parties shall be deemed “Personal Data” for purposes of this Agreement. VisualBee does not collect or attain your credit card information, any information regarding your payment method and/or any information You have provided, other than the Personal Data. Therefore, VisualBee assumes no liability with respect to the privacy, handling and/or use of such information. Any claims with respect to such matters should be directed to the applicable third party.
Disclosure of Your Personal Data by VisualBee to Third Parties
VisualBee does not share, sell or distribute your Personal Data with unrelated third parties, except under these limited circumstances:
Personal Data may occasionally be transferred to third parties who act for or on behalf of VisualBee, or in connection with the business of VisualBee for further processing in accordance with the purposes for which the data was originally collected or for purposes to which you have subsequently consented. For example, sometimes a third party may have access to your Personal Data in order to handle our mailings on our behalf.
VisualBee may share or transfer the information in our databases to comply with a legal requirement, for the administration of justice, to protect your vital interests, to protect the security or integrity of our databases or this Web Site, to take precautions against legal liability, or in the event of a corporate sale, merger, reorganization, dissolution or similar event.
Where appropriate, before disclosing Personal Data to a third party, VisualBee contractually requires the third party to take adequate precautions to protect that data.
Anonymous Data Collected Through The VisualBee Service
In addition to the information VisualBee collects as described above, VisualBee uses technology to collect anonymous information about the use of the Service. This technology does not identify you personally; it simply enables VisualBee to compile statistics about the users and customers of the Software and the use thereof.
VisualBee may use this anonymous data to improve the content and functionality of the Software, to better understand our customers and markets, and to improve our products and services.
In order to collect the anonymous data described in the preceding paragraph, VisualBee may use "cookies" that collect the first level domain name of the user and the date and time you access the Service. A cookie is a small file containing a string of characters. This information is sent to your computer when You use the Service and it’s stored on your computer, subject to your cookies storage preferences, so that VisualBee can uniquely identify a user’s browser.
VisualBee may also use your IP address to help diagnose problems with the VisualBee server and to administer the Software and Service. An IP address is a numeric code that identifies your computer on a network, or in this case, the Internet. Your IP address is also used to gather broad demographic information.
Links to Other Web Sites
VISUALBEE'S PROPRIETARY RIGHTS AND YOU
VisualBee retains all title, ownership, rights received under any license and/or any intellectual property rights, as applicable, in the Software, the Service and/or any Enhanced Presentation (the "VisualBee IP"), including but not limited to all supporting documentation, files, marketing material, images, multimedia and applets. The VisualBee IP is protected by copyright and/or other intellectual property laws, as applicable. The VisualBee IP may include security measures designed to control access and prevent unauthorized copying and use. You hereby agree not to interfere with any such security components. Other the license granted to you pursuant to the Terms and Conditions of this Agreement, you are not entitled and VisualBee does not provide you with any proprietary rights to VisualBee IP. You must ensure that the use of the VisualBee IP by any third party shall be subject to the terms and conditions of this Agreement.
Without limiting the foregoing, You may not (i) reverse engineer, decompile, or disassemble the Software or any part thereof; (ii) modify, divide, part or revise the Software, or any part thereof, or otherwise use parts, portions or elements of the Software, standing alone; (iii) attempt to gain unauthorized access to VisuaBee's servers or any other service, other than the Service, account, computer system or network associated with the Software, Service or with VisualBee, its affiliates, agents, partners and/or customers; (iv) block, disable, or otherwise diversely affect the Website and/or Software and/or Service; (v) incorporate, integrate or otherwise include the Software or any portion thereof into any software, program or product; (vi) provide false information to VisualBee; (vii) use the VisualBee IP in any way that violates this Agreement or any applicable law; and/ or (viii) authorize or assist any third party to do any of the things described in this section. This Agreement shall automatically terminate upon occurrence of any of the events set forth hereinabove.
VisualBee does not claim any ownership to the text, graphs and/or charts of any Enhanced Presentation, which have been created by You, nor to the order of the slides, as chosen by You. These shall be deemed Your sole title and property ("User IP").
PLEASE NOTE, THAT BY AGREEING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU HEREBY GRANT A WORLDWIDE, ROYALTY-FREE, PERPETUAL, IRREVOCABLE, SUBLICENSEABLE, NON-EXCLUSIVE RIGHT AND LICENSE TO TRANSLATE, REPRODUCE, SELL, PUBLISH, DISTRIBUTE, MODIFY, ADAPT, DISPLAY, PERFORM, PROMOTE, LINK TO OR USE, IN ANY FORM OR MEDIA, ANY USER IP, SOLELY IN ORDER TO PROVIDE YOU WITH THE SERVICE AND/OR BETTER THE SERVICE, INCLUDING PERFORMING A SEARCH BASED ON SUCH WORD OR PHRASE USING THE INTERNET. IT IS HEREBY CLARIFIED THAT SUCH USER IP SHALL NOT BE PUBLISHED IN ITS ENTIRETY ON THE INTERNET. VISUALBEE DOES NOT ENDORSE ANY USER IP, OR THIRD PARTY PRODUCT OR SERVICE THAT MAY APPEAR ON THE SOFTWARE. NOTHING IN THIS AGREEMENT SHALL OBLIGATE VISUALBEE TO USE ANY UPLOADED IP YOU UPLOAD TO THE SOFTWARE.
In the event that You provide Provided IP to VisualBee, VisualBee shall be deemed as have been granted a worldwide, perpetual, irrevocable non-exclusive, sublicenseable, royalty-free right and license from You to VisualBee and/or any affiliates thereof to use such Provided IP for any purposes other than commercial use. VisualBee does not endorse any Uploaded IP, or third party product or service that may appear on the software. Nothing in this agreement shall obligate VisualBee to use any Provided IP. Neither.
In the event that You opt to upload images using the Software and/or Service to be used by VisualBee while rendering the Service to all Users (“Uploaded IP”), any such Uploaded IP will be deemed to be non-confidential and may be disclosed by VisualBee to unknown persons on a worldwide basis, including for browsing, downloading, printing and other uses. You agree not to submit Uploaded IP using the Software except for IP that is fully authorized for purposes of the Software and this Agreement, and you will not infringe upon any person’s Intellectual Property Rights in connection with such submissions. It is your obligation to determine the extent to which Uploaded IP you upload is protected by applicable intellectual property laws. You agree that VisualBee shall have, and hereby grant to VisualBee, a worldwide, royalty-free, perpetual, irrevocable, sublicenseable, non-exclusive right and license to translate, reproduce, sell, publish, distribute, modify, adapt, display, perform, promote, link to or use, in any form or media, any Uploaded IP that you upload. VisualBee does not endorse any Uploaded IP, or third party product or service that may appear on the Software. Nothing in this Agreement shall obligate VisualBee to use any Uploaded IP you upload to the Software.
Third Party IP
You hereby acknowledge that you are aware that VisualBee's Software, Website and/or Service, integrate third parties software to which VisualBee has been granted a license with the right to sub license to further sub-licensee:
1. Princeton University WordNet® - the Software uses WordNet.Net library in accordance with the terms of Version 3 of the GNU LESSER GENERAL PUBLIC LICENSE.
Please go to the following webpage: http://wordnet.princeton.edu/wordnet/license/, in order to view the terms and conditions of use of the Princeton University WordNet®. Please go to the following webpage: http://www.gnu.org/copyleft/lesser.html, in order to view the terms and conditions of such GNU LGPL and to the following webpage: http://www.gnu.org/licenses/gpl.html in order to to view the applicable GBU GPL.
2. Hunpos, ©1998 Regents of the University of California- The software uses the hunpos open-source, in accordance with the terms and conditions of the BSD license of the Open Source Initiative (OSI) Copyright 1992-2010 The FreeBSD Project.
THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS "AS IS" AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE COPYRIGHT HOLDER OR CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
Please visit http://code.google.com/p/hunpos/ for mure information on hunpos and http://www.opensource.org/licenses/bsd-license.php to see the terms and conditions of the BSD license.
3. Cygwin™ DLL – The software uses the Cygwin™ DLL, in accordance with the terms and conditions of the GNU GENERAL PUBLIC LICENSE (Version 2, June 1991). Cygwin™ DLL © 2000, 2001, 2002, 2003, 2004, 2005, 2006, 2007, 2008 Red Hat, Inc.
This program is free software; you can redistribute it and/or modify it under the terms of the GNU General Public License as published by the Free Software Foundation; either version 2 of the License, or (at your option) any later version.
This program is distributed in the hope that it will be useful, but WITHOUT ANY WARRANTY; without even the implied warranty of MERCHANTABILITY or FITNESS FOR A PARTICULAR PURPOSE. See the GNU General Public License for more details.
You should have received a copy of the GNU General Public License along with this program; if not, write to the Free Software Foundation, Inc., 675 Mass Ave, Cambridge, MA 02139, USA.
Please visit http://www.cygwin.com/ for mure information on the Cygwin.Dll and http://cygwin.com/COPYING to see the terms and conditions of the GNU GENERAL PUBLIC LICENSE.
4. Fotlia images Copyright © Fotolia LLC - The software may offer images owned by Fotolia LLC and/or its licensors, marked as "Fotolia" ("Fotolia Images"), to be integrated into enhanced presentations. Such images are the sole intellectual property of Fotolia LLC and/or its licensors and the use of which is governed by the terms of the Fotolia Content download agreement (Standard License), as may be amended from time to time. We urge you to read such terms before opting to save any enhanced presentation, which contains Fotolia Images. Note that your save of any presentation containing Fotolia Images shall be deemed as your acceptance of the terms included in such Fotolia Content download agreement (Standard License).
Read the Fotolia Content download agreement (Standard License) here.
All obligations under this Agreement shall be deemed to have been given by such third parties as well as VisualBee.
Each party to this Agreement hereby agrees to not disclose any information concerning the VisualBee IP, User IP or Provided IP, as applicable, Personal Information and/or any other confidential, financial or business information of the other party which it learns during the Term, without the prior written consent of such other party, other than otherwise permitted by this Agreement. This obligation shall survive the cancellation or other termination of this Agreement.
The Software is configured to automatically check for updates. By using the Software, you consent to receiving software updates, modifications, and/or patches that address issues such as security, interoperability, and performance. Your use of the updates shall be governed by this Agreement unless you are asked to agree to a new Agreement at the time of download or installation.
Without derogating from the aforementioned, You are obligated to check the Website from time to time for any updates of this Agreement and/or the Software and/or any amendments, addendums, service packs with respect thereto etc. (collectively "Updates") and install such Updates on your computer.
PLEASE NOTE, THAT VISUALBEE SHALL ASSUME NO RESPONSIBILITY OR LIABILITY FOR USE OF ANY SOFTWARE WHICH DOES HAS NOT BEEN UPDATED A REASONABLE PERIOD OF TIME FOLLOWING THE PUBLICATION OF SUCH UPDATES IN THE WEBSITE.
LIMITATION OF LIABILITY
YOU SHALL BE SOLELY RESPONSIBLE TO COMPLY, AT YOUR OWN EXPENSE, WITH ANY APPLICABLE NATIONL OR INTERNATIONAL LAWS AND REGULATIONS, INCLUDING WITHOUT LIMITATION, LAWS REGARDING DATA PROTECTION, SECURITY AND PRIVACY AND WITH ALL GOVERNMENTAL APPROVALS, LICENSES, PERMITS AND AUTHORIZATIONS WHICH MAY BE REQUIRED WITH REGARDS TO YOUR USE OF THE SOFTWARE
EXCEPT AS REQUIRED BY LAW, VISUALBEE AND ITS EMPLOYEES, DIRECTORS, LICENSORS, CONTRIBUTORS AND AGENTS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS EULA OR THE USE OF OR INABILITY TO USE THE SOFTWARE, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, AND COMPUTER FAILURE OR MALFUNCTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH SUCH CLAIM IS BASED. VISUALBEE'S LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED FIVE US DOLLARS (US$5.00).
DISCLAIMER OF WARRANTY
YOU ACCEPT THE SOFTWARE “AS IS” AND WITH ALL FAULTS (IF ANY). VISUALBEE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. VISUALBEE MAKES NO WARRANTY OR REPRESENTATIONS WHATSOEVER REGARDING THE CONTENT OF EACH ENHANCED PRESENTATION AND YOUR USE OF SUCH, OR THE SUITABILITY OF ANY ENHANCED PRESENTATION TO MEET YOUR SPECIFIC NEEDS. THE ENHANCED PRESENTATIONS ARE DETAILED, BUT GENERIC IN FORM. THERE MAY BE LAWS APPLICABLE IN YOUR STATE/PROVINCE/COUNTRY THAT NEED TO BE ADDRESSED IN ANY FINAL ENHANCED PRESENTATION. PLEASE REVIEW AND SCRUTINIZE EACH ENHACED PRESENTATION BEFORE ITS PRESENTATION.
REIMBURSEMENT AND INDEMNIFICATION
Though not providing any warranties with respect to the Enhanced Presentation, Website and/or Software, in the event you shall bring any action, claim, suit, threat or demand against VisualBee, which shall not subsequently prevail, you shall reimburse VisualBee's entire attorney fees and costs attached to such action. In addition, in the event that VisualBee shall be forced to take legal action to enforce any of the terms and conditions presented in this Agreement or any of its rights described herein or under any applicable law, You will be required to reimburse its entire attorney fees and costs.
In the event any action, claim, suit, threat or demand be brought against VisualBee by any third party which has received the Software from You not in accordance with the terms of this Agreement or due to Your breach of any of the terms and conditions of this Agreement, You shall indemnify VisualBee with respect to any expense and/or costs borne by VisualBee with respect thereto as well as be liable to pay damages thereto. You hereby consent that any violation of any of the terms and conditions of this Agreement will cause a substantial and irreparable harm to VisualBee.
WAIVER & SEVERABILITY
The waiver of any breach of this Agreement shall not constitute an amendment thereto or VisualBee's waiver of subsequent breaches. If any provision of this Agreement be found void and/or unenforceable, the remaining provisions shall not be affected and shall remain in full force and effect.
VisualBee and You are independent entities, and nothing in this Agreement, or via use of the Website or Service, will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between VisualBee and You.
These Terms supersede any previous agreement and represent the entire agreement between VisualBee and you.
Separate Terms and Conditions
From time to time in connection with your use of and/or access to the Software and/or Service, it may be necessary for you to consent to policies or terms and conditions in addition to this Agreement. You should read carefully any such additional terms and conditions before making any use of such Software and/or Service. Any such terms will not vary or replace this Agreement regarding any use of this Software and/or Service, unless otherwise expressly stated.
Dispute Resolution; Applicable Law and Forum
With respect to any and all disputes arising out of or in connection with this Agreement, You hereby agree to negotiate in good faith and undertake reasonable efforts to cooperate with VisualBee in order to achieve a mutually satisfactory resolution. VisualBee has no obligation to become involved in any dispute between a User and any other person.
This Software, Service, this Agreement and any dispute arising in connection therewith shall be exclusively governed by and construed in accordance with the laws of the State of Israel. You agree that all such disputes shall be brought exclusively in the District Court of Tel Aviv. You further agree that VisualBee is entitled to obtain preliminary injunctive relief to the extent allowed by law to enforce any of the provisions of this Agreement.
All notices to VisualBee must be in electronic form to the following e-mail address firstname.lastname@example.org VisualBee may provide notices to You via (i) your e-mail address, or (ii) by posting the notice on the Website. You hereby consent that VisualBee may provide you with information and notices via the email address you designate when registering to the Website. You may withdraw your consent for electronic notices.
YOU HEREBY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT THIS AGREEMENT IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND VISUALBEE AND SUPERCEDES ANY PROPOSALS OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.
© 2010 Visual Software Systems Ltd.– Last revised: November 2010