HIPIX - Website Terms of Use

Last Revised: September 21, 2010

Human Monitoring Ltd. and its affiliates (“Company” or “we”) welcome you to its website at the address [http://www.hipixpro.com] (the “Site”). The Site contains information and materials regarding the Company and its software products, including Company's proprietary software which allows users to efficiently compress pictures and the corresponding user manuals and user guides (hereinafter, collectively, the “Software”). The users of the Site (“User” or “you”) are invited to learn about the Company and its Software, and download the Software made available by the Company on the Site in accordance with these terms and conditions. 

1.      Acceptance of the Terms

By accessing the Site and/or linking to the Site, you acknowledge that you have read and understood the following terms of use including the terms of the Privacy Policy [http://hipixpro.com/privacy] (collectively, the "Terms") and you agree to be bound by them and to comply with all applicable laws and regulations regarding your conduct on the Site and the use of the Software. If you do not agree to the Terms, do not access the Site or use the Site. The Terms may be revised and updated from time to time, with or without any notice. The Company shall make reasonable efforts to post a prominent notice in case the Terms shall change substantially. The Company urges you to check the Last Revised date which appears at the top of the Terms. You can review the most current version of the Terms at any time at: [http://hipixpro.com/terms].

2.      Software

The Company shall make certain versions of the Software available on the Site from time to time and in its sole discretion. The Company explicitly states, and you hereby acknowledge, that no representation or guaranty is given with regard to the availability of the Software. The download and use of the Software is subject to the Software End User License Agreement (“EULA”) which shall be presented to you during the installation process. In order to complete the installation process you must read the EULA and consent to all the terms and conditions thereof. In case a term of the EULA contradicts a term contained in the Terms of Use, the EULA shall prevail.

3.      Privacy Policy

The Company respects your privacy and is committed to protect the information you share with it. The Company believes that you have a right to know its practices regarding the information it collects when you access the Site. The Company's policy and practices and the type of information collected are described in the Privacy Policy [http://hipixpro.com/privacy]. If you intend to access the Site and/or use the Software you must first read and agree to the Privacy Policy.

4.      Use Restrictions

There are certain conducts which are strictly prohibited. Please read the following restrictions carefully. Your failure to comply with the provisions set forth herein may result in the termination of your access to the Site and may expose you to civil and/or criminal liability.

You may not, whether by yourself or anyone on your behalf:

(i)           copy, modify, alter, adapt, make available, translate, port, reverse engineer, decompile, or disassemble any portion of the Site and/or the Software in any way;

(ii)         create a browser, frame, border environment or GUI around the Site;

(iii)       interfere with or disrupt the operation of the Site or the servers or networks that host the Site, or disobey any laws or regulations or requirements, procedures, policies, or regulations of such servers or networks;

(iv)       interfere with or violate Users' rights to privacy and other rights, or harvest or collect data and information about Users without their express consent, whether manually or with the use of any robot, spider, crawler, site search or retrieval application, or other automatic device or process to access the Site and/or retrieve index and/or data-mine information;

(v)         impersonate any person or entity or provide false information;

(vi)       falsely state or otherwise misrepresent your affiliation with any person or entity, or express or imply that the Company endorses you, your website, your business or any statement you make, or present false information about the Site;

(vii)     transmit, distribute, display or otherwise make available through or in connection with the Site and/or Software any content (including User Generated Materials, as defined below) which may infringe third party rights, including Intellectual Property rights, or which may contain any unlawful content.

(viii)   use the Site and/or Software for any illegal, unlawful or unauthorized purposes; or

(ix)       use the Site and/or the Software for any commercial or other non-personal purposes, including any usage which generates any revenues, whether directly or indirectly, without the prior written consent of the Company.

5.      Intellectual Property Rights

The Site, the Software and all intellectual Property right pertaining thereto, including, but not limited to, inventions, patents and patent applications, trademarks, trade names, copyrightable materials, graphics, text, designs, specifications, methods, procedures, algorithms, data, technical data, interactive features, software (source and object code), files, interface, GUI and trade secrets, whether or not registered (collectively, "Intellectual Property"), are fully owned or licensed to the Company and subject to copyright and other applicable intellectual property rights under United States laws, foreign laws and international conventions. Notwithstanding the above, certain User Generated Content made available or displayed on the Site may be owned by third parties (e.g. materials posted in a forum on the Site). Except as provided herein, you are not granted, expressly or by implication, estoppel or otherwise, any license or right to use any of the Intellectual Property.

6.      User Generated Content

The Site may allow you to upload copyrighted materials such as messages in discussion forums and any files and materials attached or otherwise connected thereto (the "User Generated Material"). As long as your User Generated Material is subject to the applicable copyright law, such User Generated Material shall remain at all times, and to the extent permitted by law, your sole and exclusive property. You understand and agree that you are solely responsible for your User Generated Material and the consequences of posting or publishing such material. You represent and warrant that you have (and will continue to have) all necessary licenses, rights, consents, and permissions which are required to use and to enable the Company to use your User Generated Material. You agree that you will not post or upload any User Generated Material which contain content which is unlawful for you to possess, post or upload in the country in which you are resident, or which it would be unlawful for the Company to use or possess in connection with the Site. Company explicitly reserves the right to remove the User Generated Material without a prior notice, at its sole discretion.

When you upload or post a User Generated Material on the Site, you grant to the Company an irrevocable, perpetual, non-exclusive, royalty-free, transferable, assignable, sub-licensable and worldwide license, to use, reproduce, distribute, prepare derivative works of, display, make available to the public and perform that User Generated Material in connection with the Site, whether through the Internet, any mobile device or otherwise, in any media formats and through any media channels known today and developed in the future.

7.      Trademarks

"HIPIX", (Company's logo) and all other proprietary identifiers used by the Company in connection with the Site and Software (“Company Trademarks”) are all trademarks and/or trade names of the Company, whether or not registered. All other trademarks, service marks, trade names and logos which appear on the Site belong to their respective owners (“Third Party Marks”). No right, license, or interest to the Company Trademarks and the Third Party Marks is granted hereunder, and you agree that no such right, license, or interest shall be asserted by you with respect to the Company Trademarks or the Third Party Marks. You may find guidelines for proper use of the Company Trademarks at the address: [www.hipixpro.com/trademarks.html].

8.      Links to Third Party Websites

The Site may contain links to third party's websites (“Third Party Sites”), whether such links have been suggested by the Company, shared by any User or added by you. You hereby acknowledge that the Company has no control over such Third Party Sites, and you further acknowledge and agree that the Company is not responsible for the availability of Third Party Sites, and does not endorse and is not responsible or liable for any services, content, advertisements, products, or any materials on or available from Third Party Sites. You further acknowledge and agree that The Company shall not be responsible or liable, directly or indirectly, for any damage or loss whatsoever caused, or alleged to be caused, by or in connection with use of or reliance on any services, content, products or other materials available on or through any Third Party Sites. Most Third Party Sites provide legal documents, including terms of use and privacy policy, governing the use of such sites. It is always a good idea to read such documents carefully.

9.      Disclaimer and Warranties

THE SITE AND THE SOFTWARE, INCLUDING WITHOUT LIMITATION ANY CONTENT, DATA AND INFORMATION RELATED THERETO, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

THE COMPANY DOES NOT WARRANT THAT THE SITE OR THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. THE COMPANY MAY CORRECT, MODIFY, AMEND, ENHANCE, IMPROVE AND MAKE ANY OTHER CHANGES TO THE SITE AND THE SOFTWARE AT ANY TIME OR TO DISCONTINUE DISPLAYING WEBPAGES AND ANY CONTENT WITHOUT A NOTICE TO YOU. THE COMPANY MAKES NO REPRESENTATION ABOUT THE SUITABILITY OF THE SITE AND/OR THE SOFTWARE OR ANY AND ALL CONTENT AND INFORMATION PROVIDED THROUGH THE SITE OT THE SOFTWARE IT FOR A CERTAIN PURPOSE OR ANY PURPOSE AT ALL. THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE USE OF THE SITE AND/OR THE SOFTWARE, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY, RELIABILITY, OR QUALITY OF THE SOFTWARE AND/OR THE SITE, AND IS NOT AND SHALL NOT BE RESPONSIBLE FOR ANY ERROR, FAULT OR MISTAKE OF ANY AND ALL CONTENT AND INFORMATION RECEIVED THROUGH THE SITE AND/OR SOFTWARE.

10.  Limitation of Liability

THE USE OF THE SITE AND THE SOFTWARE IS SOLELY AT YOUR OWN RISK. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY DAMAGES WHATSOEVER INCLUDING, BUT NOT LIMITED TO, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF THE SITE AND/OR THE SOFTWARE, OR THE USE OR INABILITY TO USE THE SITE OR THE SOFTWARE, REGARDLESS OF WHETHER THE COMPANY OR AN AUTHORIZED REPRESENTATIVE OF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT WHERE LIABILITY IS MANDATORY, IN WHICH EVENT LIABILITY FOR DAMAGES SHALL BE LIMITED TO TEN (10) US DOLLARS.

11.     Indemnification

You agree to defend, indemnify and hold harmless the Company, its officers, directors, employees and agents, 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  the Site; (ii) your violation of any term of these Terms; (iii) your violation of any third party rights, including without limitation any intellectual property rights or privacy right of such third party; and (iv) any damage of any sort, whether direct, indirect, special or consequential, you may cause to any third party with relation to the Site and/or Software. This defense and indemnification obligation will survive these Terms.

12.     Copyright Agent

The Company respects the intellectual property rights of others. If you believe that your work has been copied or otherwise used in a way that constitutes copyright infringement, please provide the following information in writing to The Company's Copyright Agent: (i) the contact details of the person authorized to act on behalf of the owner of the copyright; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of the material that you claim to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information sufficient to permit The Company to locate the material; (iv) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (v) a statement that the information in the notification is accurate and, under penalty of perjury, that you are the copyright owner or are authorized to act on behalf of the owner of a copyright that is allegedly infringed. The Company's Copyright Agent can be reached through the following address: [copyright@hipixpro.com]

13.     General

  13.1.        These Terms do not, and shall not be construed to create any relationship, partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between the parties hereto.

  13.2.        Any claim relating to the Site and the Software or its use thereof will be governed by and interpreted in accordance with the laws of the State of Israel without reference to its conflict-of-laws principles.

  13.3.        Any dispute arising out of or related to your use of the Site and/or Software will be brought in, and you hereby consent to exclusive jurisdiction and venue in, the competent courts of the Tel-Aviv-Jaffa District, Israel. You agree to waive all defenses of lack of personal jurisdiction and forum non-convenience and agree that process may be served in a manner authorized by applicable law or court rule.

  13.4.        If any provision of this Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from this Terms and will not affect the validity and enforceability of any remaining provisions.

  13.5.        No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. 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.

  13.6.        These Terms constitutes the entire terms and conditions between you and the Company relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and the Company.

For information or questions contact:

[info@hipixpro.com]

Human Monitoring Ltd.