PLEASE READ THE TERMS CAREFULLY. IF YOU DO NOT AGREE TO THEM OR ARE NOT WILLING TO BE BOUND BY THEM, DO NOT USE THE PLATFORM AND/OR ANY PART THEREOF IN ANY MANNER WHATSOEVER.
- License. Subject to the terms and conditions of these Terms and the Platform Agreement, as applicable, and particularly the full payment of the Consideration (as defined in the Platform Agreement), Tomgrow hereby grants You, and you hereby accept, a limited, non-exclusive, non-sublicensable, non-transferable and revocable license to access and use Tomgrow’s system, which includes a customized pot, the TomGrow hydrogel growth medium and additional services for watering and nutrients of the plant, including related services (the “Platform”) and the APP (as defined below) in the manner specified herein and in the Platform Agreement, during the Term, solely for your internal purposes (the “License”).
- Account. Following your payment of the Consideration, You will be granted access to the Platform (the “Account”), to be accessed and/or used solely by You. You hereby acknowledge and agree: (i) to comply with the terms of these Terms and the Platform Agreement, as applicable; (ii) to comply with any law and regulation applicable in Your country of jurisdiction; (iii) to remain solely responsible and liable for Your activity through the Platform and for any breach of this Terms and the Platform Agreement; (iv) to promptly notify Tomgrow, in writing, if you become aware of any unauthorized access or use of the Platform; and (v) to indemnify and hold harmless Tomgrow from any loss, including attorney fees, that will result from your breach of these Terms.
- Use of Services. The Services are not directed to users younger than the age of 18. It is offered only to users 18 years of age or older. If you are under 18 years old, please do not use the Services. Any person who provides their personal information through the Services represents to us that they are at least 18 years of age and are fully able to enter into these Terms, and to abide by and comply with these Terms.
- Permitted Use. You may only access the Platform via Your personal Account log-in details. Except as specifically permitted herein, without the prior written consent of Tomgrow, you must not, directly or indirectly: (i) modify, incorporate into or with other software, or create a derivative work of any part of the Platform or attempt to discover the Platform’s source code or the underlying ideas or algorithms or modify Tomgrow’s trademarks, logos, copyrights, notices or other proprietary notices or indicia, if any, fixed, incorporated, included or attached to the Platform or any written materials accompanying the Platform; (ii) sell, license (or sub-license), lease, assign, transfer, pledge, or share your rights under the Platform Agreement with or to anyone else; (iii) copy, distribute or reproduce the Platform or any part thereof for the benefit of third parties; (iv) use the Platform for any purpose other than for the purpose for which the Platform is designated for or use the Platform in any other unlawful manner; (v) allow any third party to use the Platform; and/or (vi) access, store, distribute, or transmit during the course of your use of the Platform any malicious code, or unlawful, threatening, obscene or infringing material.
- Ownership. All right, title, and interest, including any intellectual property rights evidenced by or embodied in, attached, connected, and/or related to the Platform (including, for clarity purpose, DATA) and any and all derivative works thereof (including any Feedback Outcome, as defined below) are and shall remain owned solely by Tomgrow and/or its licensors.
If you contact Tomgrow with feedback data (e.g., questions, comments, suggestions or the like) regarding the Platform (collectively, “Feedback”), such Feedback shall be deemed non-confidential, and Tomgrow shall have the right to use or incorporate into the Platform any such Feedback or create and/or implement any derivates based on such Feedback (the “Feedback Outcome”), free of charge and without any limitation.
- Third Party Components. The Platform is based on hardware and software developed and owned by Tomgrow and/or its licensors, and may use or include third party software, files and components that are subject to open source and third party license terms (“Third Party Components”). Your right to use such Third Party Components as part of, or in connection with, the Platform is subject to any applicable acknowledgements and license terms attached to such Third Party Components, contained therein or related thereto. If there is a conflict between the licensing terms of such Third Party Components and these Terms or the Platform Agreement, the licensing terms of the Third Party Components shall prevail in connection with the related Third Party Components. Such Third Party Components are provided on an “AS IS” basis without any warranty of any kind and shall be subject to any and all limitations and conditions required by such third parties. Under no circumstances shall the Platform or any portion thereof (except for the Third Party Components contained therein) be deemed to be “open source” or “publicly available” software.
- Modification, Limitation and Termination of Services. You acknowledge and agree that Tomgrow, in its sole control and discretion, reserves the right to: (i) modify, edit, adapt or change the Services, the Services’ features, the user interface and design, the extent and availability of the contents in the Services and any other aspect related to the Services, at any time for any reason or for no reason, with or without notice; and/or (ii) suspend or discontinue any and all aspects of the Services, at any time for any reason, with or without notice; and/or (iii) delete, or deactivate your Account, or otherwise interfere, restrict, or terminate your access to parts or all of the Services immediately and without notice or liability to Tomgrow for any reason or for no reason.
Tomgrow will not be liable, responsible, or otherwise legally accountable to You or to any third party for any such modification, interference, suspension, discontinuance or termination of Your access to the Services. You agree that You will have no claim, complaint or demand against Tomgrow with regard to these matters.
Upon termination of the Services, for any reason: (a) the License will terminate; (b) you must immediately cease using the Services, the Platform and the App; and (c) uninstall the App.
- External Links. By using The Services, you acknowledge and agree that the Services may contain links to other websites or pages of third parties (“Linked Sites”), which may change from time to time. You also acknowledge and agree that such Linked Sites are independently owned and operated, and that their content is not controlled by Tomgrow. You also acknowledge and agree that Tomgrow is neither responsible nor liable for the content, accuracy, or opinions expressed and contained within Linked Sites nor for any loss or damage that you may incur by any materials contained within Linked Sites. Tomgrow does not monitor, investigate, nor check these Linked Sites for accuracy. Company makes no claims nor warrants the truthfulness, legitimacy, completeness, or validity of the materials contained in such Linked Sites. Inclusion of the Linked Sites does not imply approval or endorsement of the materials contained in Linked Sites by Tomgrow. Your use of these Linked Sites will always be at Your own risk and responsibility.
- Limited Warranties. Other than as explicitly stated under the Platform Agreement to the extent permitted by applicable law, the Platform, the Services and our equipment (“Equipment”) are provided on an “AS IS” basis. In addition to other disclaimers contained herein, Tomgrow, or any of its affiliates, does not warrant that the Platform’s and/or the Equipment’s operation and/or the Services will be secured at all times, uninterrupted, error-free, free of viruses, bugs, worms, other harmful components or other platform limitations. To the extent allowed by law and, Tomgrow expressly disclaims all express warranties and all implied warranties, including, but not limited to, the implied warranties of merchantability, quality of the Platform, the Equipment and/or the Services, reliability, system integration, non-interference and fitness for a particular purpose.
Tomgrow does not offer a warranty or make any representation regarding any content, reports, information, or results that You obtain through the use of the Platform (“Reports”), or that the Reports are accurate, complete or error free. Tomgrow, or any of its affiliates, cannot and does not assume any responsibility for the use or misuse of the information transmitted, monitored, stored, or received by You while using the Services.
- LIMITATION OF LIABILITY. TOMGROW, ITS LICENSORS, AFFILIATES, DISTRIBUTORS AND RESELLERS SHALL NOT BE LIABLE WHETHER UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, TO YOU OR ANY THIRD PARTY FOR ANY LOSS OR DAMAGE, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO, ANY LOSS OR DAMAGE TO BUSINESS EARNINGS, LOST PROFITS OR GOODWILL AND LOST OR DAMAGED DATA OR DOCUMENTATION), SUFFERED BY ANY PERSON, ARISING FROM, RELATED WITH, AND/OR CONNECTED TO, ANY USE OF OR INABILITY TO USE THE PLATFORM, THE EQUIPMENT AND/OR THE SERVICES, EVEN IF TOMGROW HAS BEEN ADVISED OF POSSIBILITY OF SUCH DAMAGES. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE PLATFORM, THE EQUIPMENT AND THE SERVICES IS AT YOUR OWN RISK. IN ANY CASE, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING AND TO THE MAXIMUM EXTENT LEGALLY PERMISSIBLE, TOMGROW’S, ITS LICENSORS’, AFFILIATES’ DISTRIBUTORS’ AND RESELLERS’ TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES OR LOSSES WHATSOEVER ARISING HEREUNDER (INCLUDING WITHOUT LIMITATION, REGARDING INTELLECTUAL PROPERTY) OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THE PLATFORM, THE EQUIPMENT AND THE SERVICES SHALL IN NO EVENT EXCEED, IN THE AGGREGATE, THE TOTAL AMOUNTS ACTUALLY PAID TO TOMGROW UNDER THE APPLICABLE ORDER FORM IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. INASMUCH AS SOME JURISDICTIONS DO NOT ALLOW 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 Tomgrow and anyone on its behalf, including but not limited to, all of its subsidiaries, affiliates, owners, officers, agents, employees, partners and licensors, harmless from any losses, expenses, costs, claims, damages or demand (including reasonable attorneys’ fees, expert fees’ and other reasonable costs of litigation), arising from, incurred as a result of, or in any manner related to your breach of these Terms and/or the Platform Agreement.
- Governing Law; Jurisdiction. These Terms shall be governed by and construed in accordance with the laws of the state of Israel (unless otherwise required by any laws, regulations and/or directives which are applicable to your country of origin). You agree that any dispute, suit, action or proceeding arising out of or relating to or in connection with the Services or these Terms, shall be filed only to the exclusive jurisdiction of the Tel-Aviv-Jaffa District Court, Tel Aviv, Israel.
- Modifications of these Terms. We reserve the right, at our discretion, to update or revise these Terms, at any time. Any changes or modification will be effective immediately upon posting of the revisions on our website at www.tom-grow.com. Your continued use of the Services following the posting of any changes to the Terms constitutes acceptance of those changes. Therefore, You should frequently review the Terms and applicable policies to understand the terms and conditions that apply to Your use of the Services. If you do not agree to the amended terms, you must stop using the Services and the Platform.
- Contact Us. Please feel free to direct any questions or concerns regarding these Terms by contacting us through email at: firstname.lastname@example.org.
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Last updated: May 19, 2021.