NATURONGO END USER LICENSE AGREEMENT
Important – please read carefully: Naturongo’s End User License Agreement (hereinafter: the “EULA”) is a legally binding agreement between the user (whether a natural person or any other legal entity; hereinafter: “You”) and between Naturongo Ltd. (hereinafter: “Naturongo”), governing the use of Naturongo’s software accompanied by the EULA, including any means of storage, printed material and electronic and/or online record keeping (hereinafter: “Software”). The Software also includes any updates, additional features, internet services and/or supplements that Naturongo may provide or make available to You after receiving an initial copy of the Software, unless such items are subject to a separate license agreement or different terms of use. By installing, copying, downloading, accessing or otherwise using the Software, You agree to be bound by the terms of this EULA. If You do not agree with the terms of this EULA do not install, access or use the Software.
1.Software License
The Software is protected under intellectual property laws and treaties. You are not granted any rights in the Software, whether or not You are paying to use it, and You may only use the Software subject to the terms of this EULA.
1.1.License grant. This Section of the EULA describes Your general right to install and use the Software. The license rights set forth in this Section hereunder are subject to all other provisions of the EULA.
1.2.General license to install and use the Software. You may install a single copy of the Software and use it on only one computer, device (physical or virtual), workstation, partition, terminal or other electronic device (hereinafter: “Installation”). It is prohibited to share the Software license or right of use with any third party, whether or not for consideration. You may not use hardware or software to join connections, or in any other way allow access to the Software by multiple users or Installations, or use it indirectly through the Installation. Should you use virtualization software to emulate one or more virtual Installations on a single computer hardware system, each virtual installation as well as the physical installation are deemed separate installations for purpose of this EULA.
1.3.Web based software; privacy. The Software uses internet protocols, which send to Naturongo (or to its suppliers or service providers) the details of Your Installation, such as the internet protocol address, type of operating system, browser, name and version of the Software You are using and the language code of Your Installation of the Software. Naturongo uses this information to allow You access to online features, and to such end may install and use cookies.
1.4.General license to install and use. You are entitled to install a single copy of the Software, which You may use for the term of Your subscription. You may also exercise additional license rights described hereunder, however only for the term of Your subscription. The initial subscription term starts on the date You first activate the Software and ends after 365 days. From time to time, Naturongo, in its sole discretion, may allow You to use the Software without consideration, for a fee or for a subscription. You may not use the Software after expiration of Your subscription, unless you renew or extend Your subscription for a defined period of time. All provisions of this EULA shall apply to Your use of the Software during any renewal or extension period, unless set forth otherwise in the EULA. Upon expiration of Your subscription, You shall be able to continue opening, displaying and printing the documents You create with the Software for Your personal use, however You shall not be permitted to copy and/or duplicate and/or create multiples of the documents You created with the Software, all or part, and You shall be prohibited from distributing, transmitting, presenting, publishing or transferring them to any third party for any reason whatsoever. You acknowledge and agree that Naturongo documents and stores information and data You input to the Software (patient data is saved without patient names, treatment data is saved without therapist names) to a database exclusively owned by Naturongo, and You shall not have any claim and/or argument with respect to Naturongo’s right to use the data and information You provide by using the Software for Naturongo’s business purposes, such as support for products and development, and including, but without derogating from the generality of the aforementioned, using the data from Your Installation in error reports and malware reports, for improving its products and services. Naturongo may also share such data with other entities such as hardware and software providers. Such entities may use the data for improving the way their products work with Naturongo’s products. Naturongo shall use such information and/or data anonymously without revealing Your identity and/or the identity of Your patients.
1.5.Additional license for media components. The Software may include photos, graphics, animation, sound, music or videos (hereinafter, collectively: “Media Components”). If the Software includes Media Components, the following provisions describe Your rights with respect thereto. Except as set forth hereunder, You are permitted to use Media Components, however You are prohibited from: (1) selling Media Components or granting them without consideration, granting licenses to use or distribute Media Components, independently or as part of a collection, product or service; (2) using or distributing Media Components for any commercial purpose or for expressing or implying support of, or affiliation to, any product, service, entity or activity of Your own; (3) creating any work product using Media Components, except as necessary for using the Software in accordance with the purposes set forth in the EULA; (4) You shall indemnify Naturongo and defend it against any legal argument or claim, including attorney fees, which may arise or derive from use or distribution of Media Components with changes You made to them; (5) You may not allow any third party to distribute copies of the Media Components.
1.6.Rights reserved. All rights not explicitly granted in the EULA are reserved by Naturongo.
2.Description of Rights and Limitations of Liability
2.1.Registration requirement. In order to use the Software You must register on Naturongo’s website, under the domain naturongo.com (hereinafter: the “Website”). From the moment you register you agree to all that is set forth in this EULA, whether or not You actually used the Software, and whether or not for any consideration. By registering on the Website You represent that You have read these license terms and irrevocably consent and agree to the conditions of the EULA. Should You be unwilling to submit to the conditions of this EULA You must refrain from making any use of the Software, including initial registration on the Website. During registration, you are required to provide, inter alia, Your telephone number and email address. You express Your consent for Naturongo to contact You through such contact details, and to receive from Naturongo marketing and product updates, so long as You have not notified Naturongo otherwise. Naturongo does not retain passwords of users registering on the Website, and cannot restore lost passwords. You must save Your password and write it down in a safe place that You can access at any time. In addition, You must backup Your patient information in a location other than the Software. Should you lose Your password, links to names and details of patients listed to You on the Software shall be lost. In such event Naturongo shall not be responsible for reproducing names or details of patients and/or for any loss and/or damage incurred by You as result of failing to save patient information.
2.2.Copy protection. The Software may include copy protection technologies against unauthorized copying of the Software, or may require inserting the original storage device in order to use the Installation of the Software. It is illegal to create unauthorized copies of the Software or circumvent the copy protection technologies included in the Software.
2.3.No reverse engineering, decompiling and/or disassembly. It is prohibited to decode the Software by any means, including, but without limiting the generality of the above, reverse engineering, decompiling or disassembly of the Software. It is prohibited to make updates or changes to the Software, all or part, and/or integrate it with any other software.
2.4.No separating components, copying or changing. The Software is licensed for use as a single, standalone product. You are not permitted to separate its components for use in more than one Installation unless explicitly set forth in this EULA. You may not create copies of the Software, all or part, distribute, transmit, present and/or publish it for any purpose. You may not copy and/or duplicate the documentation accompanying the Software, whether in writing or online.
2.5.No leasing or sharing. You may not lease, lend and/or provide use of the Software to any third party, whether or not for consideration. You represent and undertake that You are not using the Software for collecting any information, data and/or business intelligence, and that You are not using the Software on behalf of any entity operating a competing product of any kind or type.
2.6.No breach and/or penetration. You confirm and acknowledge that penetrating the Software’s computer systems and/or Naturongo’s computer systems is a criminal offense. You undertake not to perform and/or assist any penetration and/or attempted penetration and/or breach of computer systems. You hereby agree that should it be proven that You have committed any of the aforementioned acts and/or assisted their performance or attempted performance, You shall pay Naturongo one-million Israeli Shekels without delay and without it being required to prove damages. Naturongo reserves the right to claim additional damages from You if any, and You hereby waive repayment of the amount set forth above, or any part thereof, in the event Naturongo does not suffer any pecuniary damages or if such damages amount to less.
2.7.Trademarks. This EULA does not grant you any rights with respect to Naturongo’s trademarks or service marks.
2.8.Support services. Naturongo may provide support services to You in connection with the Software (hereinafter: “Support Services”). Use of the Support Services is subject to Naturongo’s policy and plans described in the Software, in the user guide, in online documentation and/or other material provided by Naturongo. Any additional software code provided to you as part of the Support Services shall be deemed an integral part of the Software and shall be subject to the conditions of this EULA. You acknowledge and agree that Naturongo may use technical information provided to Naturongo in the framework of the Support Services for its business purposes, including for support of products and development. Naturongo shall not use such technical information in any way revealing Your identity or the identity of Your patients.
2.9.EULA termination. Naturongo may terminate this EULA and use of the Software immediately should You fail to comply with the conditions set forth in the EULA. In addition, Naturongo is entitled to immediately stope use of the Software at any time according to its sole discretion. Naturongo does not undertake to reproduce any information, content or data you inputted in the course of using the Software and you are required to create an independent backup of such information, content and data. You may create one copy of the Software solely for purpose of backup or archive. Save for as explicitly defined in this EULA, You may not create additional copies of the Software or of any printed or accompanying materials.
3.Intellectual Property Rights. Naturongo or its suppliers own all title and intellectual property rights in the Software (including but not limited to images, pictures, animation, video, sound, music, text and applets, integrated in the Software), in the printed and/or online material accompanying the Software and in all copies of the Software. All title and intellectual property rights to content that is not included in the Software, but may be accessed by using the Software, are the property of the owners of the content, and may be protected under copyright or other laws and treaties protecting intellectual property rights. This EULA does not grant You any right to use such content. If the Software includes documentation presented only electronically/online, you may print one copy of such electronic documentation. You may not copy printed material accompanying the Software.
4.Data Theft or Loss. Naturongo takes reasonable security measures acceptable on the internet. Nevertheless, there is a risk of illegal penetration to the data stored on Naturongo’s servers. Naturongo shall not be liable for any damage You and/or any third party may suffer, including damage to property and/or person, caused due to penetration or intrusion to the database and/or as result of transmission of data You and/or other users provided to Naturongo and/or data provided by other users to third parties as result of such penetration. The Software and Naturongo’s computer systems may be subject to technical malfunctions. Naturongo is not responsible for data stored on the Software in the course of Your use of the Software. Periodic backup is performed by the Software automatically, however you are exclusively responsible for backing up Your information and/or data. The Software allows manual backup at any time, however Naturongo shall not be liable for information and/or data stored on the Software in the course of Your use of the Software, and shall not be liable for any damage and/or loss deriving from malfunctions in the Software caused from loss of Your patients’ data. You hereby represent that You are solely responsible for any use You make of the Software, and You shall have no arguments and/or claims of any kind or type against Naturongo as result of damage, loss and/or injury as set forth above.
5.Limited Warranty. The limited warranty described hereunder is the exclusive explicit warranty provided to you, and it is provided in lieu of any other explicit warranty (if any) created by any documentation, written or online accompanying the Software. Naturongo, its employees, managers, suppliers and/or any person on its behalf provide the Software and Support Services (if any) as-is and with all defects, and hereby disclaim any warranty and other conditions, whether explicit, implicit or statutory, including but not limited to any warranty, obligation or implied conditions (if any) regarding merchantability, suitability for a specific purpose, integrity or accuracy level of comments, results, professionalism of performance, absence of malware and lack of negligence, and all with respect to the Software and provision or non-provision of Support Services. In addition, there is no warranty or conditions with respect to title, uninterrupted use, uninterrupted maintenance, suitability to description or non-violation of rights with respect to the Software. You hereby represent and agree that Naturongo, its employees, managers, suppliers and/or any person on its behalf related and/or involved with creating, producing and/or distributing the Software and/or operating Naturongo’s Website, shall be released from any responsibility or liability for any damage, injury, loss or expense, direct or indirect, derivative, special and/or consequential, related and/or deriving from providing and/or receipt of the information through the Software and/or the Website and/or inability to use the Software and/or the Website and/or the data accessible through the Software and/or the Website, including but not limited to loss of data or information or profits caused as result of any failure, error, malfunction, omission, interruption, deletion, defect, delay or postponement of any action or transfer of data, hardware and/or system damage resulting from viruses and/or any malware, any communications breakdown, theft, destruction, illegal access to data existing in the Software and/or the Website and/or for any change and/or use of data and information existing in the Software and/or the Website and/or for any harmful and/or illegal behavior of other users and/or third parties, and that You shall exclusively bear any and all liability and/or risk in connection with the aforementioned. If You are unsatisfied with any part of the Software and/or the Website, or with any of the terms of use according to this EULA, Your sole and exclusive remedy is ceasing use of the Software and the Website.
6.No Liability for Incidental, Consequential and Other Specific Damages. In no event shall Naturongo, its employees, managers, suppliers and/or any other person on its behalf, be liable for any special, incidental, indirect or consequential damage (including but not limited to lost profits, loss of confidential or other information, disruption of business activity, personal or property damage, loss of privacy, failure to comply with any obligation, including obligations of good faith and reasonable care, negligence and any other pecuniary or other loss) deriving from use or inability to use the Software, or related to provision or non-provision of Support Services, or related in any other way to any provision of this EULA, including in case of defect, injustice (including negligence), strict liability, breach of contract or breach of warranty on behalf of Naturongo, its employees, managers and/or suppliers, even if they had received information regarding the possibility such damage may occur.
7.Limitation of Liability and Remedies. Notwithstanding any damage that may be caused for any reason (including, without limiting, all damages aforementioned and any direct or financial damage), the total liability of Naturongo and any of its employees, managers, suppliers and/or any person on its behalf, according to all provisions of this EULA and Your exclusive remedy for all damages described above (save for remedy of repair or replacement at the sole discretion of Naturongo with respect to any breach of the limited warranty) shall be limited to the amount You actually paid for the Software.
8.Entire Agreement. This EULA (including any appendix or addendum to this EULA included in the Software) constitutes the entire agreement between You and Naturongo with respect to the Software and the Support Services (if any) and it takes precedent over any notice, offer or representation, previous or current, oral or written, with respect to the Software or any other matter discussed in this EULA, and You hereby irrevocably consent to the aforementioned.
9.Applicable Law and Jurisdiction. This EULA and any disagreement and/or dispute deriving thereunder are exclusively subject to the laws of the State of Israel. The competent courts in the city of Haifa shall have exclusive jurisdiction over any disagreement and/or dispute deriving from this EULA. The provisions of the Contract Law (Remedies for Breach of Contract), 5731 – 1970, shall apply to this EULA so long as they do not contradict the provisions of this EULA. In the event of discrepancy between the provisions of this EULA and the provisions of the law, the conditions of the EULA shall take precedent.