User Terms and Conditions regarding Services on the Bimmatch Platform

Effective date 2 April 2020

INTRODUCTION

These User Terms and Conditions (these "Terms") govern your access and use of the Services provided by Bimmatter LTD. (“Bimmatter”) via the Bimmatch Platform.

When you access or use the Bimmatch Platform and the Services, you agree to all of these Terms. Your use of our Services is also subject to our Privacy Policy.

We ask that you read these Terms carefully.

By ticking the box stating that you agree to these Terms, where this option is made available to you on the Bimmatch Platform, you specifically acknowledge and agree that you have read, understood and agree to enter into a legally binding agreement with Bimmatter LTD. and to be bound by these Terms, as updated from time to time.

Your use of the Services will be subject to these Terms.

If you agree to these Terms on behalf of a company or other entity, you warrant and represent that you are the employee, agent or authorized representative of that company or entity and that you have the authority to enter into these Terms on behalf of that company or entity.

If you do not agree to any of these Terms Bimmatter LTD. is unwilling to permit you to use the Services and we request that you immediately stop using or engaging in any activity on the Bimmatch Platform.

WHAT IS THE Bimmatch Platform?

The Bimmatch Platform:

  1. Is a place for architects, designers, engineers, prop-developers, consultants and others to download BIM Products Files and other Products Specifications Files for their professional use.
    Users may download Products Files of any available type directly in the native formats of many different software vendors such as ArchiCAD®, Revit®, SketchUp®, AutoCAD®, Vectorworks® or any other format, such as STL or FBX, that is available on-line on the Bimmatch Platform.

  2. Is a place to connect and communicate with the Manufacturers and Distributors providing the BIM Products Files and Products Specifications Files.

  3. Is a place to upload User Projects including BIM architectural files for sharing with other selected Users and Customers and to use all the other features of the Services provided on the Bimmatch Platform from time to time, according to the user subscription plan.

  4. Is a place to create a Bill Of Materials as s service for the user, as long as the user approves to use this feature as an actual Bill Of Materials of the relevant project.

  5. Is a plug-in provided by Bimmatch to Autodesk Revit, to enable Revit users with the catalog content, product selection, and other functionalities? 

Customers (which includes, Manufacturers and Distributors of Products) using the Bimmatch Platform pay a fee for Customer Services. They may then use the Bimmatch Platform for varying purposes depending on what Customer Services have agreed to receive. For example, Manufacturers and Distributors can use certain functions to connect with Users interested in their Products. They can do this to create a further commercial/sales relationship as they and the Users see fit or to simply give advice and/or updates regarding their Products to Users. Customers may also use certain of the Bimmatch Solutions to carry out specific projects in the Bimmatch Platform.

The Customer Services are provided under a separate Customer Contract. If the Customer wishes to access the Bimmatch Platform the Customer must register as User.

These Terms apply to use of the Services by Users.

TABLE OF CONTENTS

  • DEFINITIONS

  • 1. LEGAL RELATIONSHIP

  • 2. PROVISION OF THE SERVICES

  • 3. YOUR USE OF THE SERVICES

  • 4. ACCOUNT INTEGRITY

  • 5. PRIVACY AND YOUR PERSONAL DATA

  • 6. CONTENT OF THE SERVICES

  • 7. PROPRIETARY RIGHTS

  • 8. EXTERNAL LINKS

  • 9. TERM AND TERMINATION

  • 10. INDEMNITY

  • 11. EXCLUSION OF WARRANTIES

  • 12. LIMITATION OF LIABILITY

  • 13. CHANGES OF THE TERMS

  • 14. GENERAL PROVISIONS

  • 15. GOVERNING LAW AND JURISDICTION

Definitions:

To assist you in understanding these Terms please note the Definitions hereunder:

Affiliates: Subsidiaries, franchisees and other legal entities with which Bimmatter has binding contracts regarding the provision of Bimmatch Services, including companies contributing in the creation and/or provision of the Services;

Bimmatch: Owned by Bimmatter LTD. (516001146), a duly registered Israeli company having its registered office and principal place of business at HaNurit 102, Hagor, Israel. "We", "our" or "us" in these Terms refers to Bimmatter.

Bimmatch Platform: The Bimmatch.com meaning the websites and web pages accessible on the Bimmatch domain at top level .com, excluding any third party links to other domains, collectively or in part(s);

Bimmatch Apps: The Bimmatch apps for Revit.

Bimmatch Solutions: The Bimmatch solutions in existence at any given time including Bimmatch® Platform, Bimmatter Services

Product File(s): An digital file defined as an information container that holds product information, Including BIM Product File(s) and Specification Product File(s).

BIM Product File(s): An digital file defined as an information container that holds 2D, 3D, and other product information in the methodology of Building Information Model (Known as “BIM”)

Specification Product File(s): An digital file defined as an information container that holds 2D, 3D, and other product information of any type rather than BIM methodology format.

Cross-Border Transfer Advisory Memorandum: The Memorandum providing comprehensive information about cross-border transfer of Personal Data and the potential associated risks;

Cross-Border Transfer Consent Form: The form, document or place on the Bimmatch Platform where you clearly indicate your explicit consent to cross-border transfers of your Personal Data to Third Countries;

Customer: Any third-party individual, company or entity who has entered into a Customer Contract with Bimmatter for the provision of the Customer Services to that individual, company or entity and including any Manufacturer and Distributor;

Customer Account: A Customer account specific to and controlled by its related Customer and available to Customer as part of the Customer Services. The Customer Account can be controlled and administered as Customer sees fit;

Customer Contract: The instruction, confirmation, contract, agreement (written or oral), order form, sales paper, proposal, whether physically or electronically executed or any other document, instrument or agreement which governs the provision of the Customer Services to the Customer;

Customer Data: Means Information for which Customer is a data controller within the meaning of the Data Protection Laws;

Customer Services: the specific set of Services, functionalities, facilities and so forth on the Bimmatch Platform for use by Customers and which Bimmatter expressly agrees to provide to a Customer in accordance with the Customer Contract;

Data Protection Laws: The Directive 95/46/EC (as amended), the General Data Protection Regulation (EU) 2016/679 of the European Parliament and the Council of 27 April 2016 on the protection of natural persons regarding the processing of personal data and on the free movement of such data and repealing the Directive (the "GDPR") National Data Protection Laws, and any applicable laws and/or regulations implementing the GDPR;

Information A general term which includes reference to Personal Data and non-personal data;

Manufacturer: A third party entity or company that has Products and/or BIM Products (public or private) and/or Content available on the Bimmatch Platform for download by Users through the Services not under the control of Bimmatch and said Manufacturer is also a Customer;

Personal Data: Information associated with an identified or identifiable natural person and protected as personal data under applicable Data Protection Laws;

Privacy Policy: The Privacy Policy which forms part of these Terms and which governs the manner in which User Information including Personal Data is collected and used. The Privacy Policy shall be deemed to include (i) the policy in relation to cookies (the "Cookies Policy"); (ii) the Cross-Border Transfer Consent Form and the Cross-Border Transfer Advisory Memorandum;

Services: Any software, apps or solutions (including the Bimmatch Solutions and the Bimmatch Applications), action, added value services and other services or other abilities provided and/or carried out on or through the Bimmatch Platform, including, but not limited to the provision of the ability to;

  • (i) create a User Account on the Bimmatch Platform;

  • (ii) download Products Files and/or Content;

  • (iii) upload User Projects, file formats for 3D printing and use in VR/AR applications;

  • (iv) receive customized information on a User Account;

  • (v) connect and communicate with other Users and Customers for inter-alia commercial reasons, to carry out a specific project or undertakings or to receive information and updates regarding Products File and Project;

  • (vi) communicate with Customers of public and/or private Products File on the Bimmatch Platform through the appropriate Bimmatch Solutions;

  • (vi) in the case of the Customer to access a Customer Account;

  • (vii) distribution of newsletters (where appropriate) to Users.

Please note that this does not represent an exhaustive list of the Services and the Services may change or be updated from time to time, collectively or in part(s). For the avoidance of doubt, the Services do not include Third Party Applications or any other services which are in whole or in part subject to other terms and conditions and/or privacy policy(ies).

Third-Party Application(s): Any application connected by a Third Party Developer (not Bimmatch) via API to the Bimmatch Platform which may be used by the Third Party Developer for commercial or non-commercial purposes to enable Users to use features and to download Products File and Content from the Bimmatch Platform;

Third-Party Developer: A third party (not Bimmatch) who has been approved by Bimmatch to connect a Third Party Application via API to the Bimmatch Platform;

Third-Party Services: means Third-Party Applications or software that integrate with the Services through the Bimmatch Platform platform ("Third Party Services");

User: Any person or employee or representative of an entity registered for an account on the Bimmatch Platform. You may be a User where you register an account in the Bimmatch Platform under the following circumstances and you are: (i) an individual or business (through its representative) who wishes to access and use the Services on a general basis; (ii) a Customer and/or Manufacturer who wishes to use the Services and avail of the Bimmatch Platform; or (iii) an employee or representative of a Customer required to register for the Services in order to take part in a particular User Project;

User Account: An account registered by a User on the Bimmatch Platform.

User Project (“Project”): A project created by a User including BIM Files and/or Content and which can be uploaded to the Bimmatch Platform.

  • 1 Legal relationship

  • 1.1 In order to use the Services, you are required to register a User Account on the Bimmatch Platform and to do this you must agree to these Terms, the Privacy Policy and the Cross-Border Transfer Consent Form. As stated above once you agree and accept these Terms you are bound by the same and have entered into a contract with Bimmatch.

  • 1.2 As part of the registration of a User Account, and occasionally as part of your continued use of the Services, you will be required to provide information about yourself including Personal Data (such as identification or contact details) and you warrant and agree that any Information you provide to Bimmatch Platform will always be accurate, correct and up to date. You can correct and/or update your information by accessing your account on the Bimmatch Platform. For more details regarding the correction, or updating of your Personal Data or Information, please see the Privacy Policy.

  • 1.3 You may not use the Services and you may not accept these Terms if you are not of legal age or otherwise competent to enter into a legal agreement with Bimmatter.

  • 1.4 If in accordance with the Customer Contract and where availing of the Customer Services, a Customer gives you access to any additional functions or services ("Additional Services") (by invitation to the email address stated on your User account), your access to and use of such Additional Services may be subject to other terms and conditions in addition to, or amending, these Terms, such other terms and conditions to be provided to you by the relevant Customer or other business partners. Whilst the Additional Services are provided under the Customer Contract the ability to access and use the Additional Services is provided to you by Bimmatter as part of these Terms.

  • 1.5 If you are also a Third Party Developer you are reminded that you are also bound by the Developer Terms, which you separately have agreed to.

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  • 2 Provision of the Services

  • 2.1 You are aware, acknowledge and agree that Bimmatter may, at its sole discretion, provide any and all Services to you directly or indirectly through an Affiliate.

  • 2.2 Bimmatter is constantly innovating and refining the Services in order to provide the best possible experience for its Users. You are aware, acknowledge and agree that the form, nature and content of the Services which Bimmatter provides may change from time to time without prior notice to you.

  • 2.3 As part of the above mentioned continuing innovation, you are aware, acknowledge and agree that Bimmatter may stop (permanently or temporarily) providing the Services (or any features within the Services) to you or to Users generally at Bimmatter’s sole discretion, without prior notice to you.

  • 2.4 You are aware, acknowledge and agree that if Bimmatter disables access to your account, you may be prevented from accessing the Bimmatch Platform, the Services, any part of the Services, your account details or any files or other content which is contained in your account.

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  • 3 Your use of the Services

  • 3.1 You may use the Services to download Product File and Content from the Bimmatch Platform, to upload a User Project to the Bimmatch Platform, to connect with other Users or Customers and to otherwise use the accessible features and Services as they are intended.

  • 3.2 You agree to use the Bimmatch Platform, the Services, Product File and Content only for purposes that are permitted by (a) these Terms, (b) any applicable guidelines or policies provided on the Bimmatch Platform (including through the Services) and (c) law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any Data Protection Laws or associated laws regarding the export of data or software to and from Israel, the European Union, or other relevant countries).

  • 3.3 You agree that you will not reproduce, duplicate, copy, sell, trade or resell any Product Files and/or Content for any purpose or upload Product File and/or Content downloaded from the Bimmatch Platform to any other website, portal, server or similar service without prior written approval from Bimmatter.

  • 3.4 You specifically agree not to (i) access (or attempt to access) the Services by any means other than through the interface of the Bimmatch Platform, unless you have been specifically allowed to do so in a separate written agreement with Bimmatter, however with the exception that you may use functions provided in the interface of Third Party Applications to access (or attempt to access) the Services; (ii) access (or attempt to access) the Services through any automated means (including, but not limited to, use of scripts, robots, agents or web crawlers); (iii) interfere with or disrupt the Services, or servers or networks connected to the Services; (iv) use the Services to unlawfully or inappropriately collect or store Personal Data about any person or person connected to an entity, including other Users; (v) use the Services to send unsolicited communications, promotions or advertisements, or spam; (vi) use the Services to send altered, deceptive or false source-identifying information, including "spoofing" or "phishing"; or (vii) take any other actions in relation to the Bimmatch Platform, Services, Product File and/or Content that can be damaging to Bimmatter, the Bimmatch Platform, the Services, Product Files, Content or any Affiliates or Customers or other third parties.

  • 3.5 You specifically agree that you will not use the Services to create, transmit, submit, upload, display or otherwise make available anything that (i) violates, misappropriates or infringes another person's or company's rights, including but not limited to intellectual property rights; (ii) contains software viruses, harmful materials or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or any other communications equipment, including but not limited to the Bimmatch Platform and the Services; or (iii) in any other way can be damaging to Bimmatter, the Bimmatch Platform, the Services, Product Files, Content or any Affiliates or Customers or other third parties.

  • 3.6 You are aware, acknowledge and agree that you are solely responsible for (and that Bimmatter has no responsibility to you or to any third party for) any content that you create, transmit, submit, upload, display, use for 3D printing, use in VR/AR applications or otherwise make available while using the Services, any Product Files or Content and for the consequences (including any loss or damage which Bimmatter, its Affiliates, the Customers or any other third party may suffer) by doing so. This means, that you are solely responsible for, and that you represent and warrant, that there will be no infringement and/or claims of infringement from you or any third party in relation to anything you create, transmit, submit, upload, display or otherwise make available while using the Services, any Product Files or Content, including by uploading a User Project.

  • 3.7 You are further aware, acknowledge and agree that you are solely responsible for (and that Bimmatter has no responsibility to you or to any third party for) any breach of your obligations under these Terms and for the consequences (including any loss or damage which Bimmatter, its Affiliates, the Customers or any other third party may suffer) of any such breach.

  • 3.8 you acknowledge and agree that by using the Site or the Service, you are consenting to have your Personal Data transferred to and processed in any country in which Bimmatter operates.

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  • 4 Account integrity

  • 4.1 You are aware, acknowledge and agree that you are responsible for maintaining the confidentiality of passwords associated with the account you use to access the Services on the Bimmatch Platform and, accordingly, that you will be solely responsible to Bimmatter for all activities that occur under your account.

  • 4.2 You specifically agree that you will (i) use commercially reasonable efforts to prevent unauthorized access to or use of the Services; (ii) promptly notify Bimmatter if you become aware of or reasonably suspect any illegal or unauthorized activity or a security breach involving your account, including any loss, theft, or unauthorized disclosure or use of a username, password, or account; (iii) not permit any third party who is not a User to access or use a username or password for the Services; and (iv) not share, transfer or otherwise provide access to an account designated for you to another person.

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  • 5 Privacy and your Personal Data

  • 5.1 Your access to and use of the Services on the Bimmatch Platform is also subject to Bimmatch Platform's Privacy Policy, as modified by Bimmatter from time to time. The Privacy Policy explains how we collect, use, share and store the personal information we receive and collect from you, forms an essential part of these Terms and by accepting these Terms you agree to the use of your personal data in accordance with the Privacy Policy. It is of the utmost importance that you read the Privacy Policy carefully and ensure that you are satisfied with the same prior to accepting these Terms. Click here to read the Privacy Policy.

  • 5.2 You are also required to carefully read and indicate your explicit consent to the use of your Personal Data per the Cross-Border Transfer Consent Form, which is appended to the Privacy Policy, if you wish to access and use the Services. Click here to read the Cross-border transfer advisory memorandum.

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  • IF YOU DO NOT AGREE TO OR HAVE ANY RESERVATIONS REGARDING THE CONTENT OF THE PRIVACY POLICY OR THE CROSS-BORDER TRANSFER ADVISORY MEMORANDUM AND THE ASSOCIATED CROSS-BORDER TRANSFER CONSENT FORM, PLEASE DO NOT USE OR ACCESS THE SERVICES.

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  • 6 Content of the Services

  • 6.1 You are aware, acknowledge and agree that Product Files and Content included in the Services are provided by different Manufacturers and/or Distributors and/or Customers which are identified in connection with such Product Files and/or Content and that all information included in Product Files and/or Content which you may have access to as part of, or through your use of the Services, are the sole responsibility of the Manufacturers and/or Distributors and/or Customer from which such content originated. You are also aware, acknowledge and agree that Bimmatter has no obligation, however, reserves the right, to pre-screen, review, flag, filter, modify, refuse or remove any or all Product Files and/or Content from the Services.

  • 6.2 You are aware, acknowledge and agree that Bimmatter makes no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, integrity, quality or suitability for any purpose of any Product Files and/or Content, including, but not limited to, the usage of STL and FBX file format for 3D printing and VR/AR applications, and that Bimmatter and/or its Affiliates will not in any case be held liable for any damage Product Files and/or Content may cause, including but not limited to any errors or omissions in any Product File or Content or for any loss or damages of any kind incurred as a result of the use of any Product File or Content and regardless if downloaded through the interface of the Bimmatch Platform or a Third Party Application.

  • 6.3 You are aware, acknowledge and agree that any content presented to you as part of the Services, including but not limited to Product Files and Content, are protected by intellectual property rights which are owned by a third party such as a Manufacturers and/or Distributors and/or Customer and/or the owner of the actual trademark or brand. Any Manufacturers and/or Distributors and/or Customer, or any other person or legal entity on its behalf, who provides a specific Product File or Content to Bimmatter and which is made accessible through the Services are solely responsible for the content and its origin.

  • 6.4 You may not reverse engineer, modify, rent, lease, loan, sell, distribute or create derivative works based on the content referred to under Section 6.3, (either in whole or in part) unless you have a specific agreement in writing with Bimmatter allowing such actions. You may however download Product Files and Content and also use in your User Projects, however only for the use permitted by Bimmatter and enabled through the Services.

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  • 7 Proprietary rights

  • 7.1 You are aware, acknowledge and agree that Bimmatter or any Affiliate, Manufacturers and/or Distributors and/or Customer, Bimmatter's licensors or any other third party owns all legal right, title and interest in and to the Bimmatch Platform, the Services, any Product File and any Content, including any intellectual property rights which subsist therein (whether those rights happen to be registered or not, and wherever in the world those rights may exist) and that you do not acquire any right, title or interest in or to the Bimmatch Platform, the Services, any Product File or Content unless expressly set forth in these Terms. You are further aware, acknowledge and agree that the Bimmatch Platform and the Services may contain information which is designated confidential by Bimmatter and that you shall not disclose such information without Bimmatter's prior written consent.

  • 7.2 Nothing in these Terms gives you a right to use any of Bimmatter's trade names, trademarks, service marks, logos, domain names or other distinctive brand features, unless otherwise agreed in writing with Bimmatter.

  • 7.3 Some of the Services enables and allows you to upload User Projects. You are aware, acknowledge and agree that a User Project may include content which you or a third party owns legal rights, title and interest in and to (in addition to the legal rights, title and interest in and to any Product File and/or Content included in the User Project). You are further aware, acknowledge and agree that you are solely responsible for any content included in a User Project uploaded by you, including the consent of any third party holding any rights, title or interest in and/or to any content in such User Project (with the exclusion of Product Files and Content), including any intellectual property rights which subsists therein (whether those rights happen to be registered or not, and wherever in the world those rights may exist), to your use and upload of such content and to the rights granted by you to Bimmatter and its Affiliates as set out in Section 7.4 below.

  • 7.4 You retain all ownership of any intellectual property rights that you hold in your User Project (and a third party retain ownership of all of its intellectual property rights in your User Project, if any), however by uploading the User Project to or through the Bimmatch Platform or a Service, you give Bimmatter and its Affiliates a worldwide perpetual license to, in part or in whole, use the User Project and the intellectual property rights contained therein as well as an unlimited right to use any and all other information and content in relation to the User Project for the purposes of Bimmatter’s or its Affiliates' choice, including a right to sublicense the rights granted according to the above. You are aware, acknowledge and agree that you are solely responsible for (and that Bimmatter has no responsibility to you or to any third party for), and that you represent and warrant, that there will be no infringement and/or claims of infringement from you or any third party in relation to your upload of a User Project, including the grant of rights set out above, and that you are solely responsible for the consequences, including any loss or damage, which Bimmatter or its Affiliates or any other third party may suffer in relation to such upload of a User Project and/or grant of rights.

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  • 8 External links

  • 8.1 The Bimmatch Platform, Services, Product Files and Content may include hyperlinks to other websites, content or resources. Bimmatter may have no control over any websites, content or resources which are not provided by Bimmatter.

  • 8.2 You are aware, acknowledge and agree that Bimmatter is not responsible for the availability of any external sites (including any Third Party Application) content or resources, and does not endorse any advertising, Products or other materials on or available from such websites, content or resources and that Bimmatter is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites, content or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, Products, information or other materials on, or available from, such websites, content or resources.

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  • 9 Term and termination

  • 9.1 These Terms enter into force on the date you first agree to them (as set out under Section 1.1 and will continue in force thereafter until terminated by either you or Bimmatter as set out below. Upon termination of these Terms for any reason, you must immediately cease using the Services.

  • 9.2 If you want to terminate these Terms you may do so by providing notice to Bimmatter at contact@bimmatch.com. Please note however that you can stop using the Services at any time without giving notice to Bimmatter.

  • 9.3 Bimmatter may, at its sole discretion, at any time and for any reason, including a period of account inactivity, terminate these Terms and/or your use of the Services and/or suspend or terminate your account. In the event of termination, your account will be disabled and you may not be granted access to your account or any files or other content contained in your account although residual copies of information may remain in our system.

  • 9.4 When these Terms come to an end, all of the legal rights, obligations and liabilities that you and/or Bimmatter have benefited from, been subject to or which have accrued over time whilst these Terms have been in force or which are expressed to continue indefinitely shall be unaffected by this cessation, and the provisions of Section 15 shall continue to apply to such rights, obligations and liabilities indefinitely.

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  • 10 INDEMNITY

  • You agree to hold harmless and indemnify Bimmatter, its Affiliates, other franchisee's, partners, subsidiaries and each of their respective directors, officers, agents, and employees from and against any third party claim arising from or in any way related to your use of the Bimmatch Platform, the Services, any Product File and/or Content, violation of these Terms or any other actions connected with your use of the Bimmatch Platform, the Services, any Product File and/or Content, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Bimmatter will provide you with written notice of such claim, suit or action. Bimmatter shall have the right to participate, at its own expense, in the defense of any claim. You shall not agree to any settlement of any claim as set out above without the prior written consent of Bimmatter.

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  • 11 EXCLUSION OF WARRANTIES

  • 11.1 NOTHING IN THESE TERMS, INCLUDING SECTIONS 11 AND 12, SHALL EXCLUDE OR LIMIT BIMMATTER'S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

  • 11.2 YOU ARE EXPRESSLY AWARE, ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES AND ALL ITS ASSOCIATED CONTENT, INCLUDING PRODUCTS FILES AND CONTENT, ARE PROVIDED "AS IS" AND "AS AVAILABLE" AND FREE OF CHARGE.

  • 11.3 IN PARTICULAR, BIMMATTER, ITS SUBSIDIARIES, AFFILIATES, AND LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (i) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS; (ii) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR; (iii) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; (iv) DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED; AND (v) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU IN RELATION TO THE SERVICES WILL MEET YOUR EXPECTATIONS.

  • 11.4 ANY MATERIAL, INCLUDING BUT NOT LIMITED TO ANY Product File AND/OR CONTENT, DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL.

  • 11.5 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BIMMATTER OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

  • 11.6 BIMMATTER FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

  • 11.7 YOU ARE AWARE, ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION IN RELATION TO THE SERVICE IS TO CEASE USING THE SERVICE.

  • 11.8 BIMMATTER DO NOT MAKE ANY REPRESENTATIONS OR WARRANTS, DO NOT SUPPORT AND DO NOT ACCEPT ANY RESPONSIBILITY FOR ANY THIRD-PARTY APPLICATIONS (OR THE CONTENT THEREOF).

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  • 12 LIMITATION OF LIABILITY

  • 12.1 SUBJECT TO OVERALL PROVISION IN PARAGRAPH 11.1 ABOVE, YOU ARE EXPRESSLY AWARE, ACKNOWLEDGE AND AGREE THAT BIMMATTER, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:

    • (a) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING BUT NOT LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS; RESULTING FROM:

    • (i) THE USE OR THE INABILITY TO USE THE SERVICES, INCLUDING ANY PRODUCT FILE AND/OR CONTENT; (ii) ANY DEFECT OR INACCURACY IN THE SERVICES OR ITS ASSOCIATED CONTENT, INCLUDING BUT NOT LIMITED TO PRODUCT FILES AND/OR CONTENT, REGARDLESS OF THE ORIGIN OF SUCH DEFECT OR INACCURACY; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; (v) ANY OTHER MATTER RELATING TO THE SERVICES AND/OR ITS ASSOCIATED CONTENT, INCLUDING BUT NOT LIMITED TO PRODUCT FILES AND/OR CONTENT; OR (vi) ANY OF THE ABOVE RELATING TO THIRD PARTY APPLICATIONS (OR THE CONTENT THEREOF); OR

    • (b) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:

    • (i) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY MANUFACTURER; (ii) ANY CHANGES WHICH BIMMATTER MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES); (iii) THE TERMINATION OF THESE TERMS AND/OR YOUR USE OF THE SERVICES OR THE SUSPENSION OR TERMINATION OF YOUR ACCOUNT; (iv) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES; (v) YOUR FAILURE TO PROVIDE BIMMATTER WITH ACCURATE ACCOUNT INFORMATION; (vi) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL; OR (vii) ANY OF THE ABOVE RELATING TO THIRD PARTY APPLICATIONS (OR THE CONTENT THEREOF).

  • 12.2 THE LIMITATIONS ON BIMMATTER’S LIABILITY TO YOU IN PARAGRAPH 12.1 ABOVE SHALL APPLY WHETHER OR NOT BIMMATTER HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.

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  • 13 Changes of the Terms

  • Bimmatter may make changes to these Terms from time to time. Any changes to these Terms will be notified to you when you log in to your account on the Bimmatch Platform for the first time after any changes of these Terms have been made. You are aware, acknowledge and agree that your continued use of the Services after the date on which these Terms have changed as set out above will constitute your acceptance of the changed Terms.

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  • 14 General provisions

  • 14.1 You are aware, acknowledge and agree that these Terms constitutes the entire agreement and understanding between you and Bimmatter relating to the subject matter hereof (but excluding any services which Bimmatter may provide to you under a separate written agreement) and supersedes all written or oral commitments, undertakings and agreements which have preceded these Terms.

  • 14.2 You are aware, acknowledge and agree that any amendment, change or modification of these Terms, other than as set out above, may only be made by a written agreement between the parties.

  • 14.3 You are aware, acknowledge and agree that in no event shall any delay, failure or omission of a Party in enforcing, exercising or pursuing any right, claim or remedy under this Agreement be deemed as a waiver thereof, unless such right, claim or remedy has been expressly waived in writing.

  • 14.4 If any court of law, having the jurisdiction to decide on this matter, finds that any provision of these Terms (or the application thereof) shall be declared or deemed void, invalid or unenforceable in whole or in part for any reason, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms and the remaining provisions of these Terms shall continue in full force and effect.

  • 14.5 You are aware, acknowledge and agree that Bimmatter may provide you with notices, including those regarding changes to these Terms, by email, regular mail, or postings on or through the Bimmatch Platform. The English language shall be the governing language in your relationship with Bimmatter.

  • 14.6 You are aware, acknowledge and agree that each member of the group of companies of which Bimmatter is the parent and any Affiliate are intended third-party beneficiaries of these Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of these Terms which confers a benefit on (or rights in favor of) them. Except as otherwise expressly provided in these Terms, there shall be no other third-party beneficiaries to these Terms.

  • 14.7 The User shall not be entitled to assign its rights and/or obligations under these Terms without Bimmatter's prior written consent. Bimmatter shall be entitled to assign its rights and/or obligations under these Terms without the prior written consent of the User.

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  • 15 Governing law and jurisdiction

  • 15.1 These Terms, and your relationship with Bimmatter under these Terms, shall, to the maximum extent permitted by applicable mandatory law in your jurisdiction, be governed by and construed in accordance with the substantive laws of Israel without giving effect to the choice of law principles thereof.

  • 15.2 Any dispute, controversy or claim arising out of or in connection with these Terms, or the breach, termination or invalidity thereof, shall be settled by an Israeli court of general jurisdiction and the Tel Aviv District Court shall be the court of first instance.

  • 15.3 Notwithstanding the above you are aware, acknowledge and agree that Bimmatter shall always be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction and through any court of competent jurisdiction.

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BY ACCEPTING THE TERMS, YOU CONFIRM THAT: YOU HAVE CAREFULLY READ THROUGH HAVE UNDERSTOOD AND ACCEPT TO BE BOUND BY ALL PARTS OF THESE TERMS INCLUDING THE PRIVACY POLICY (AND ALL OF THE TERMS THEREIN REGARDING THE PROCESSING OF YOUR INFORMATION INCLUDING YOUR PERSONAL DATA) AND YOU CONFIRM THAT YOU HAVE READ AND UNDERSTOOD IN ADDITION AND IN PARTICULAR THE CONTENT AND TERMS OF THE CROSS-BORDER TRANSFER ADVISORY MEMORANDUM AND YOU HAVE CONTEMPORANEOUSLY WITH ACCEPTING THESE TERMS SEPARATELY INDICATED YOUR EXPLICIT CONSENT TO THE CROSS-BORDER TRANSFER OF YOUR PERSONAL DATA (AS SET OUT IN THE CROSS-BORDER TRANSFER ADVISORY MEMORANDUM) BY EXECUTING AND COMPLETING THE CROSS-BORDER TRANSFER CONSENT FORM AND YOU FURTHER EXPRESSLY AGREE TO BIMMATTER AB'S PROCESSING OF YOUR PERSONAL DATA IN ORDER TO PROVIDE YOU WITH ACCESS TO THE BIMMATCH PLATFORM AND THE SERVICES.

How to contact Bimmatter

If you want to contact Bimmatter, please send an email to contact@bimmatch.com.

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