Semperis Terms of Use and Copyright Policy
Welcome to www.semperis.com, www.hipconf.com, and www.midnightinthewarroom.com (together with their subdomains, Content, trademarks and services, the “Site”). Please read the following Terms of Use carefully before using this Site so that you are aware of your legal rights and obligations with respect to Semperis Ltd. and its affiliates (“Semperis “, “we“, “our” or “us“). By entering, connecting to, accessing or using the Site, you expressly acknowledge and agree that you are entering a binding and enforceable legal agreement with us and have read and understood and agree to comply with, and be legally bound by, these Terms of Use, together with the Privacy Policy available at www.semperis.com/privacy-policy (the “Terms“). You agree to comply with all applicable laws and regulations regarding your use of the Site. You hereby waive any applicable rights to require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent not prohibited under applicable law.
IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT ENTER, CONNECT TO, ACCESS OR USE THE SITE IN ANY MANNER.
- The Site is intended to provide you with general information about our company, our products and services as well as various online activities (such as a user blog), and various resources regarding communities and industry associations and collaborations that we take part in. This site may also allow you to to contact us, register to our webinars and other events and to request product demos and further information. For the avoidance of doubt, access and use of our products and services are subject to a separate agreement, and they are not governed by these Terms. Please note that these Terms also apply, with necessary changes, to our webinars, seminars, events and any materials published by us (in each case, including if it is conducted or published on third party platforms or outside the Site), unless otherwise explicitly stated in specific terms and conditions which are provided in connection with such webinars, seminars, events and/or materials.
- We reserve the right, at our sole discretion, to change these Terms from time to time, and at any time, including any other policies incorporated thereto, so please re-visit this page frequently. In case of any material change, we will make reasonable efforts to post a clear notice on the Site regarding such change. Such change will be effective ten (10) days following posting of the revised Terms on the Site. Otherwise, all other changes to these Terms are effective as of the stated “Last Updated” date and your continued use of the Site thereafter will constitute acceptance of, and agreement to be bound by, those changes. If the Terms should be amended to comply with any legal requirements, the amendments may take effect immediately, or as required by the law and without any prior notice.
- Ability to Accept Terms. The Site is only intended for individuals who are: (a) aged sixteen (16) years or older and (b) possess the legal capacity to enter into these Terms (on behalf of themselves and their organization, as applicable) and to form a binding agreement under any applicable law. You hereby represent that you are aged sixteen (16) years or older and that you possess the legal authority to enter into these Terms on your and (if applicable, your organization’s) behalf and to form a binding agreement under any applicable law, to use the Site in accordance with these Terms, and to fully perform your obligations hereunder. If you are under 16 years or do not possess the legal capacity as set forth above, you may not visit or use the Site. If you are between 16 and 18 years of age, then you must review these Terms with you parent or guardian before visiting or using the Site to make sure that you and your parent or guardian understand these Terms and agree to them. For avoidance of doubt, and where applicable, any act or omission performed by you in connection with the Site shall obligate your organization.
- Site Access. For such time as these Terms are in effect, we hereby grant you permission to visit and use the Site provided that you comply with these Terms and applicable law. For the avoidance of doubt, the Site serves only as an informative marketing tool, and engagements of any sort with us shall only be created via a separate agreement. The Content (as defined below) does not bind us in any form, and in any case where the Content contradicts or is inconsistent with any information supplied by us to you directly, such information shall prevail.
- Prohibited Conduct. There are certain conducts which are strictly prohibited when using the Site. Please read the following restrictions carefully. Failure to comply with any of the provisions set forth herein may result (at our sole discretion) in the termination of your use of the Site and/or Content and may also expose you to civil and/or criminal liability. Unless otherwise explicitly permitted under these Terms or in writing by Semperis, you shall not (and shall not permit anyone) to: (i) use the Site and/or the Content for any illegal, immoral, unlawful and/or unauthorized purposes, for non-personal or commercial purposes, or for any purpose for which the Site or the Content are not intended; (ii) use, reproduce, copy, disclose, distribute, display, execute publicly, alter, adapt, make available to the public, reduce to human readable form, decompile, disassemble, adapt, make any commercial use, rent, transfer (by sale, resale, license, sublicense, download or otherwise), lend, exploit, process, compile, reverse engineer, decompile, disassemble, combine with other software, translate, modify or create derivative works of the Site, of any Content and/or third-Party Content and any material that is subject to Semperis’ proprietary rights, including Semperis’ Intellectual Property (as such term is defined below), in any way or by any means; , except as expressly authorized herein(iii) interfere with or disrupt the operation of the Site or the servers or networks that host the Site, or disobey any laws, regulations, requirements, procedures, or policies of such servers or networks, or disrupt servers or networks connected to the Site; (iv) use or launch any automated system (including without limitation, robots, spiders and crawlers) to access the Site; (v) interfere with or violate rights to privacy and other rights of users of the Site, or harvest or collect personally identifiable information about such users without their express consent, whether manually or with the use of any robot, spider, crawler, any search or retrieval application, or use other manual or automatic device, process or method to access the Site and retrieve, index and/or data-mine information; (vi) create a database by systematically downloading and storing all or any of the Content from the Site; (vii) circumvent, disable, bypass or otherwise interfere with security-related features of the Site or features that prevent or restrict use or copying of any Content or that enforce limitations on use of the Site. (viii) take any action that imposes, or may impose, an unreasonable or disproportionately large load on our platform infrastructure, as determined by us; (ix) transmit or otherwise make available in connection with the Site 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; (x) remove or disassociate, from the Content and/or the Site any restrictions and signs indicating proprietary rights of Semperis or its licensors, including, but not limited to, any proprietary notices contained in such materials (such as ©,™, or ®); (xi) falsely state or otherwise misrepresent your affiliation with any person or entity, or express or imply that Semperis endorses you, your site, your business or any statement you make, or present false or inaccurate information about the Site; (xii) create a browser or any sort of border environment around the Content (frames or inline linking are not allowed), or frame or mirror any part of the Site, without our prior express written authorization; and (xiii) infringe or violate any of the Terms.
- In order to use some of the services of the Site, you may have to create an account (“Account“). You agree not to create an Account for anyone else or use the account of another without their permission. When creating your Account, you must provide accurate and complete information. You are solely responsible for the activity that occurs in your Account, and you must keep your Account password secure. You must notify Semperis immediately of any breach of security or unauthorized use of your Account. As between you and Semperis, you are solely responsible and liable for the activity that occurs in connection with your Account. If you wish to delete your Account you may send an email request to Semperis at info@semperis.com.
- Payments to Semperis. Except as expressly set forth in the Terms, your general right to access and use the Site is currently for free, but Semperis may in the future charge a fee for certain access or usage. You will not be charged for any such access or use of the Site unless you first agree to such charges, but please be aware that any failure to pay applicable charges may result in you not having access to some or all of the Site.
- Intellectual Property Rights.
- The Site, the services, the Content on this site and Semperis’ proprietary assets and any and all intellectual property rights pertaining thereto, including, but not limited to, inventions, patents and patent applications, trademarks, trade names, service marks, copyrightable materials, domain names and trade secrets, whether or not registered or capable of being registered (collectively, “Intellectual Property”), are owned by and/or licensed to Semperis and are protected by applicable patent, copyright and other intellectual property laws and international conventions and treaties. All rights not expressly granted to you hereunder are reserved by Semperis and its licensors.
- Content means, without limitation, the text, documents, articles, brochures, descriptions, products, software, graphics, photos, images, sounds, videos, files, logos, button icons, data compilations, links, other specialized content, technical data, documentation, know-how, specifications materials, designs, data, the “look and feel” of the Site, algorithms, source code, object code, interface, GUI, illustrations, drawings, animations, Third Party Content, interactive features, contact information, services and other features obtained from or through the Site, and user submissions.
- Without derogating from the forgoing, “Semperis”, the Semperis logo, and all other marks, logos and proprietary identifiers used by Semperis in connection with the Site are trademarks or tradenames of Semperis or its affiliates, whether or not registered. All other trademarks, service marks, and logos which may appear on the Site belong to their respective owners. No right, license, or interest to Semperis’ trademarks and the third party marks is granted hereunder, and you agree that no such right, license, or interest may be asserted by you with respect thereto and therefore you will avoid using any of those marks, except as permitted herein.
- The Terms do not convey to you an interest in or to Semperis’ Intellectual Property but only a limited revocable right of use in accordance with the Terms. Nothing in the Terms constitutes a waiver of Semperis’ Intellectual Property under any law.
- To the extent you provide any feedback, comments, or suggestions to Semperis (“Feedback”), Semperis shall have an exclusive, royalty-free, fully paid up, worldwide, perpetual and irrevocable license to incorporate the Feedback into any Semperis current or future services and/or activities and use same for any purpose all without further compensation to you and without your approval. You agree that all such Feedback shall be deemed to be non-confidential. Further, you warrant that your Feedback is not subject to any license terms that would purport to require Semperis to comply with any additional obligations with respect to any Semperis current or future products, technologies or services that incorporate any Feedback.
- Use of Content. Content on the Site is provided to you for your information and personal use only and may not be used, modified, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the Content you must retain all copyright and other proprietary notices contained therein.
- Information Description. We attempt to be as accurate as possible. However, we cannot and do not warrant that the Content available on the Site is accurate, complete, reliable, current, or error-free. We reserve the right to modify, correct, amend, enhance, improve, make any changes in or to the Content, or any part thereof, in our sole judgment, without the requirement of giving any prior notice. Your use of the Content, or any part thereof, is made solely at your own risk and responsibility. You hereby agree that we shall not be liable to you or to any third party for any modification, correction, amendment, enhancement or improvement of this Site or the Content included therein. You hereby agree that Semperis is not responsible for any errors or malfunctions that may occur in connection with the Site or the performance of such changes.
- Links. The Site may contain links to third party websites or content (including without limitation, third party resources, articles, blogs, videos, webinars, activities etc.), that are not owned or controlled by Semperis. All such third-party websites and content belong solely to their third-party source. We are not affiliated with, have no control over, and assume no responsibility for the content, privacy policies, advertisements or practices of, any third party websites or content, and make no warranties or representations in respect of such, and these are provided on an “AS IS” basis. We are not responsible for, and we expressly disclaim all warranties regarding, the accuracy, appropriateness, usefulness, safety, or infringement of third party rights of, or relating to, any third party content or websites. In any event, we will not be liable for any damage or loss incurred to you as a result of, or in connection with, such third party content or websites, including without limitation your dealings with any third party, including, without limitation, other users, third party sources and third-party vendors found on or through the Site. You: (i) are solely responsible and liable for your use of and linking to third party websites and content, and any content that you may send or post to a third party website, and any use of third-party content or websites is entirely ay your risk; and (ii) expressly release Semperis from any and all liability arising from your use of any third party website or content. Accordingly, we encourage you to carefully read the terms and conditions and privacy policy of each third-party website that you may choose to visit, before using them, inter alia, in order to know what kind of information about you is being collected.
Semperis permits you to link to the Site provided that: (i) you link to but do not replicate any page on this Site; (ii) the hyperlink text shall accurately describe the Content as it appears on the Site; (iii) you shall not misrepresent your relationship with Semperis or present any false information about Semperis, shall not imply in any way that we are connected to, endorsing or approving any services or products, unless we have given you our express prior consent, and shall not portray Semperis in a false or otherwise offensive manner; (iv) you shall not link from a website (“Third Party Website”) which prohibits linking to third parties or that you do not own or have permission to use; (v) such Third party Website does not contain content that (a) is unlawful, offensive or controversial (all at our discretion), or (b) infringes any intellectual property, privacy rights, or other rights of any person or entity; and/or (vi) you, and your website, comply with these Terms and applicable law. Notwithstanding the forgoing, framing or inline linking are not permitted. - Privacy. We respect your privacy and are committed to protecting the information you share with us. We believe that you have a right to know our practices regarding the information we collect when you connect to, access or use the Site. Our policy and practices and the type of information collected via the Site are described in detail in our Privacy Policy available at https://www.semperis.com/privacy-policy/, which is incorporated herein by reference. You agree that we may use personal information that you provide or make available to us in accordance with the Privacy Policy. If you intend to access or use the Site, you must first read and agree to the Privacy Policy.
- Copyright Policy. It is our policy to respect the legitimate rights of copyright and other intellectual property owners, and we will respond to clear notices of alleged copyright infringement in accordance with our Copyright and Content Policy detailed hereafter:
- Removal of Content. It is the policy of Semperis to respect the legitimate rights of copyright owners, and we will respond to clear notices of alleged copyright infringement. Pursuant to applicable law, including, without limitation, the Digital Millennium Copyright Act, 17 U.S.C. Section 512 (the “DMCA”), Semperis has designated a Copyright Agent (as specified below) to receive notifications of claimed copyright infringement in connection with the use of the Site or our products and services (collectively, the “Service”). Please be advised that we enforce a policy that provides for the termination in appropriate circumstances of Service users who are repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide the Copyright Agent with the following information:
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright;
- A description of the copyrighted work you claim has been infringed;
- A description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it. Providing URLs in the body of an email is the best way to help us locate content quickly;
- Your name, address, telephone number, and email address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
- Counter-Notification. If you believe that your material was removed from the Service by mistake, and that you have the necessary rights to such material, you may elect to send us a counter-notification. To be effective, the counter-notification must be a written communication provided to our Copyright Agent that includes substantially the following:
- Your physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled. Providing URLs in the body of an email is the best way to help us locate content quickly;
- A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
- Your name, address, and telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which Semperis may be found, and that you will accept service of process from the person who provided notification of infringement or an agent of such person.
- Misrepresentations. Please note that under Section 512(f) of the US Copyright Act, any person who knowingly materially misrepresents that material or activity is infringing or was removed or disabled by mistake or misidentification may be subject to liability.
- Our agent for notice of claims of copyright infringement (“Copyright Agent”) can be reached as follows:
Matan Liberman
Shoham 2, Ramat-Gan, Israel
Telephone: +972-73-372-8084
Email: matan@semperis.com
- Removal of Content. It is the policy of Semperis to respect the legitimate rights of copyright owners, and we will respond to clear notices of alleged copyright infringement. Pursuant to applicable law, including, without limitation, the Digital Millennium Copyright Act, 17 U.S.C. Section 512 (the “DMCA”), Semperis has designated a Copyright Agent (as specified below) to receive notifications of claimed copyright infringement in connection with the use of the Site or our products and services (collectively, the “Service”). Please be advised that we enforce a policy that provides for the termination in appropriate circumstances of Service users who are repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide the Copyright Agent with the following information:
- Warranty Disclaimers.
- This section applies whether or not the services provided under the Site are for payment. Applicable law may not allow the exclusion of certain warranties, so to that extent certain exclusions set forth herein may not apply.
- TO THE FULLEST EXTENT LEGALLY PERMISSIBLE, THE SITE, THE CONTENT AND THE SERVICES ARE PROVIDED ON AN “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS, AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS, IMPLIED OR STATUTORY. SEMPERIS, INCLUDING ITS, OFFICERS, SHAREHOLDERS, DIRECTORS, EMPLOYEES, AFFILIATES, SUBSIDIARIES, LICENSORS, VENDORS, SUB-CONTRACTORS, AGENTS AND SUPPLIERS (COLLECTIVELY, “SEMPERIS REPRESENTATIVES”), HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE. SEMPERIS DOES NOT GUARANTEE THAT THE SITE OR THE CONTENT OR THE SERVICES WILL BE FREE OF BUGS, SECURITY BREACHES, OR VIRUS ATTACKS, OR THAT THE SITE OR THE CONTENT OR THE SERVICES WILL OPERATE AND.OR BE AVAILABLE AT ALL TIMES WITHOUT DISRUPTION. THE SITE MAY OCCASIONALLY BE UNAVAILABLE FOR ROUTINE MAINTENANCE, UPGRADING, OR OTHER REASONS, AND SEMPERIS AND SEMPERIS REPRESENTATIVES DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE USE OF THE SITE AND/OR THE CONTENT AND/OR SERVICES, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY, RELIABILITY OR THE QUALITY OF THE SITE AND/OR SERVICES AND.OR THE CONTENT, AND ARE NOT AND SHALL NOT BE RESPONSIBLE FOR ANY ERROR, FAULT OR MISTAKE RELATED TO ANY CONTENT AND/OR INFORMATION DISPLAYED WITHIN THE SITE AND/OR SERVICES AND/OR CONTENT. YOU AGREE THAT SEMPERIS WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS OF THE INTERNET, SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS. WE DO NOT WARRANT, ENDORSE OR GUARANTEE ANY CONTENT, PRODUCT, OR SERVICE THAT IS FEATURED OR ADVERTISED ON THE SITE BY A THIRD PARTY.
- The content, including any third-party content and any information made available through the site or services is made available for informational purposes only, and you should not construe any such information or other material as legal, tax, investment, financial, or other advice. All content on the site and/or services is information of a general nature and does not address the circumstances of any particular individual or entity. Nothing in the site and/or services constitutes professional and/or financial advice, nor does any information on the site and/or services constitute a comprehensive or complete statement of the matters discussed or the law relating thereto. You alone assume the sole responsibility of evaluating the merits and risks associated with the use of any information or other content on the site and/or services before making any decisions based on such information or other content.
- Semperis and Semperis representatives do not warrant, endorse or guarantee any content that appears in a user submission, and does not make any representation or warranty with respect to, and disclaims all liability for, any such content.
- You specifically acknowledge that Semperis and Semperis representatives shall not be responsible for the user submissions or conduct (including defamatory, offensive, illegal, or negligent conduct) of any site user and that the risk of harm or damage from the foregoing rests entirely with you.
- Your reliance on, or use of, any user submission, or interaction with any site user or owner, is at your sole risk. If you have a dispute with any site user or owner in connection with the site or any user submission, you agree that Semperis and Semperis representatives are not liable for any claims or damages arising out of or connected with such a dispute. Semperis reserves the right, but has no obligation, to monitor any such dispute.
- Except as expressly stated in our Privacy Policy, Semperis does not make any representations, warranties or conditions of any kind, express or implied, as to the security of any information you may provide or activities you engage in during the course of your use of the site.
- Inasmuch as some jurisdictions do not allow the exclusions or limitations as set forth herein, the full extent of the above exclusions and limitations may not apply.
- Limitation of Liability.
- TO THE FULLEST EXTENT PERMISSIBLE BY LAW, IN NO EVENT SHALL SEMPERIS OR AND SEMPERIS REPRESENTATIVES BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION. DIRECT, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND, , UNDER ANY LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, CONTRACT, NEGLIGENCE, TORT OR STRICT LIABILITY), OR FOR ANY LOSS WHATSOEVER, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, REVENUE, PROFITS, BUSINESS INTERRUPTION, GOODWILL, OR REPUTATION, ARISING UNDER, RESULTING FROM OR ARISING OUT OF THE SITE, THE CONTENT OR THE SERVICES, THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SITE, THE CONTENT OR THE SERVICES, OR ANY COMMUNICATIONS AND INTERACTIONS OR MEETINGS WITH USERS OF THE SITE AND/OR SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE AS A RESULT OF YOUR USE OF THE SITE AND/OR SERVICES, EVEN IF SEMPERIS OR SEMPERIS REPRESNETATIVES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitations may not apply to you.
- WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF SEMPERIS AND/OR SEPMERIS REPRESENTATIVES FOR ANY AND ALL DAMAGES OR LOSSES WHATSOEVER ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SITE, THE CONTENT OR THE SERVICES, EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, PAID BY YOU TO SEMPERIS FOR USING THE SITE DURING THE THREE (3) MONTHS PRIOR TO BRINGING THE CLAIM OR $US 10.00, WHICHEVER IS GREATER.
- INASMUCH AS SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSIONS OR LIMITATIONS AS SET FORTH HEREIN, THE FULL EXTENT OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY.
- Indemnification. You agree to defend, indemnify and hold harmless Semperis and Semperis Representatives, 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, misuse of, or inability to use, the Site, the services or the Content; (ii) your interaction with any Site user; (iii) your violation of these Terms; (iv) your violation of any third party rights, including without limitation any intellectual property rights or privacy right of such third party, in connection with your use of the Site, the Content and/or services; and (v) any damage of any sort, whether direct, indirect, special or consequential, you may cause to any third party with relation to the Site, the Content and/or services.
Without derogating from the foregoing, we reserve the right to assume the exclusive defense and control of any matter which is subject to indemnification by you, which will not excuse your indemnity obligations hereunder and in which event you will fully cooperate with us in asserting any available defense. You agree not to settle any matter subject to an indemnification by you or to admit to any facts on our behalf, without first obtaining our prior express written approval. - Term and Termination. Semperis, in its sole discretion, has the right to terminate these Terms and/or your access to the Site, or any part thereof, immediately at any time and with or without cause (including, without any limitation, for a breach of these Terms), in addition to any other remedies that may be available to Semperis under any applicable law or contract.
Semperis may at any time, at its sole discretion, cease the operation of the Site and/or services or any part thereof, temporarily or permanently, delete any information or Content from the Site and/or services or correct, modify, amend, enhance, improve and make any other changes thereto or discontinue displaying or providing any information, Content or features therein without giving any prior notice. Semperis shall not be liable to you or any third party for termination of the Site , and you agree and acknowledge that Semperis does not assume any responsibility with respect to, or in connection with the termination of the Site’s and/or services’ operation and loss of any data. If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Site in any way, your only recourse is to immediately discontinue use of the Site.
The provisions of these Terms that, by their nature and content, must survive the termination of these Terms in order to achieve the fundamental purposes of these Terms shall so survive. Without limiting the generality of the forgoing, Sections 8 (Intellectual Property Rights), , 11 (Privacy), 13 (Warranty Disclaimers), 14 (Limitation of Liability), 15 (Indemnity), 16 (Term and Termination), 17 (Independent Contractors), 19 (Governing Law), and 21 (General) shall survive termination of these Terms. - Independent Contractors. You and Semperis are independent contractors. Nothing in these Terms creates any partnership, joint venture, agency, franchisor-franchisee or employment relationship between you and Semperis. You must not under any circumstances make, or undertake, any warranties, representations, commitments or obligations on behalf of Semperis.
- Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned or transferred by Semperis without restriction or notification to you. Any prohibited assignment shall be null and void.
- Governing Law. These Terms, the relationship between you and Semperis and any claim arising out of or relating to the Site, the Content, the services or the use thereof, shall be governed by and construed solely in accordance with the laws of the State of Israel, without regard to its principles of conflict of laws. Any dispute arising out of or related to the Site, the Content and/or services will be brought in, exclusively in the courts located in Tel Aviv. You agree to submit to the personal and exclusive jurisdiction of the courts located in Tel Aviv and waive any jurisdictional, venue, or inconvenient forum objections to such courts, provided that Semperis may seek injunctive relief in any court of competent jurisdiction. You agree that process may be served in a manner authorized by applicable law or court rules.
- Third-Party Charges. You hereby acknowledge and agree that you may be charged for internet, maintenance of network connection and data usage charges made through use of the Site, according to the applicable rates charged by your respective third party internet and data usage service provider as may be from time to time.
- General. These Terms shall constitute the entire agreement between you and Semperis concerning the subject matter herein and/or the Site and supersede any and all prior written or oral agreements or understandings between you and Semperis. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and a party’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. 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. YOU ACKNOWLEDGE AND AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SITE, THE CONTENT OR THE SERVICES, MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Last updated: December 9, 2025