Terms of Use

General Terms

This Website (the “Website“) is operated by Midlink Computing LTD and its subsidiaries (the “Company“). Users of the Website (“User” or “Users”) are requested to carefully review all the terms and conditions specified herein (“Terms of Use“), and all use of the Website or browsing of the Website’s contents is conditional upon a User’s acceptance and agreement to these Terms of Use as well as to the Company’s privacy policy (“Privacy Policy“, as detailed hereinafter), as may be amended and/or updated from time to time. In the event that a User does not agree to these Terms of Use, either in whole or in part, such User may not browse the Website and/or make any use of the Website for any purpose. Any User who has browsed the Website or who uses the Website will be considered to have agreed to all the terms and conditions set forth herein, as well as to any terms and conditions set out in the Privacy Policy.

The Company reserves the right to modify or amend, from time to time, in whole or in part, these Terms of Use, including any characteristics or applications described herein. All such amendments or modifications shall be subject to the Company’s sole discretion without requirement of prior notice. Additionally, the Company may assign and/or transfer any of its rights in or to the Website to third parties, provided that the transferee shall act in accordance with the provisions of these Terms of Use (but without prejudice to any right of the transferee to change and/or update the provisions of the Terms of Use, and following such changes and/or updates, any use of the Website by the User shall be subject to the updated Terms of Use as mentioned above).

The Company may, from time to time, in its sole and absolute discretion, and without requirement of prior notice, amend the structure, contents, services or products offered on the Website and any other aspect related thereto, including by deleting or removing any information or materials displayed thereon. The User hereby waives any rights and/or claims regarding such changes and/or any rights or claims based on any damage and/or malfunction that may occur as a result of such changes.

Without derogating from the foregoing, it is hereby clarified that any input or uploading of data or content onto any part of the Website by Users (including participation in group activities as well as any utilization by Users of various applications set forth thereon, and any transmission by Users of comments or files, etc.) is subject to these Terms of Use and/or any other specific terms and conditions set forth in those sections of the Website that govern matters pertaining to the entry of such data or information.

Users must familiarize themselves with and understand all of these Terms of Use, as may be updated from time to time.

The Company reserves the right, in its sole and absolute discretion, at any time, and without requirement of prior notice, to prevent certain Users from browsing the Website, to revoke Website access to certain Users and/or to prevent certain Users from accessing specific content or services presented on the Website.

Users may not use the Website or any materials set forth thereon for any illegal purposes and/or in any manner that contravenes these Terms of Use. Moreover, Users may not make any use of the Website that may cause damage to the Website, the contents thereof, the Company networks and/or communications equipment, or interfere with or disrupt the use of or access to the Website by other Users.

All terms set forth herein apply in equal force to men or women according to context, regardless of whether such terms are stated in the masculine, feminine or plural. For the avoidance of doubt, the use of the masculine, feminine or plural is for convenience only.

All rights afforded to the Company as set forth herein are in addition to any rights afforded to it, generally, pursuant to any applicable law.

Services

The Company may offer, to the Company’s customers (the “Customers“), various services, including but not only “services” branded as LATER (the “Services“) which Services are used, inter-alia, for leads, campaigns, offers and content.

As part of the Services, the Company may use unanimous statistical information available through the Internet, in order to provide the Customers with recommendations, statistical information and market analysis. Such use shall be made by the Company in compliance with the applicable terms and conditions of the relevant websites.

The Company may use cookies to collect data in the course of the provision of the Services, which cookies are created on the computers of the Customer’s personnel that uses the Company’s platform. Such cookies are used by the Company for the purpose of improving the Services provided to the Customer, for statistical analysis and for other purposes such as improvement of the Company’s platform and other purposes.

In case the Services require that the Company shall have access to information pertaining to the customers and clients of the Customer, the Customer undertakes to obtain from its customers and clients their consent and permission for granting the Company with access to the information they provide to the Customer and/or that the Customer otherwise gathers with respect thereto. Such consent and permission may be given in general with respect to the exposure of such information to service providers of the Customer. The Company shall use such information solely in connection with the provision of the Services.

Copyrights

All intellectual property rights, including without limitation, any copyrights and/or other similar rights (collectively “Intellectual Property Rights“) pertaining to the Website, the information included thereon, and any content or services offered or listed therein, including (without limitation) any text, drawings, graphical representations, sounds, software applications, business concepts, graphs and images, shall vest exclusively with the Company or with any third parties that have granted  the Company the right to publish such content on the Website, and are protected by intellectual property laws of certain countries as well as pursuant to international treaties.

Unless expressly permitted by the Company, Users and / or customers may not copy, reproduce, modify, distribute, transmit, publicly display, publish, adapt, create derivative works, license, sell, resell, rent or store the contents of the Website, code and service code in particular, or any content set forth thereon or derived therefrom, whether in whole or in part, temporarily or permanently, directly or indirectly through cooperation between a User and customers and any third parties, or in any manner, or through any means, whether electronic, mechanical, optical, photographic or sound-recording, or otherwise, all – without receiving the explicit advance written permission from the Company.

Users may not make any use of, or copy or take any other action with respect to, any trademarks that appear on the Website, including the Company’s trademarks, brands, or trademarks of third parties.

It is strictly forbidden to display any of the Website’s Webpages, or any portion thereof, using a graphical design or interface that differs from that displayed on the Website, without receiving the Company’s prior written consent.

The presentation or inclusion of information or content that is displayed on the Website or on other Websites that are linked to the Website shall not be interpreted as granting any rights to the Users and customers in such information or materials, including any intellectual property rights, or as granting any license or similar right to the Users.

It is forbidden to display contents from the Website using framing technology or any other technology that displays, in an integrated manner, content from the Website in conjunction with content from third party websites, without receiving the Company’s prior written consent.

Links to other Websites

The Website may contain links to sources of information and other content that is located on various Internet websites that are not connected to or part of the Website (“Other Websites“). The fact that the Company includes a link to such Other Websites on the Website does not indicate that the Company controls or supervises the information posted on such Other Websites. The Company does not review or audit the content of Other Websites or verify the reliability of the information displayed thereon. The reference to Other Websites does not constitute the Company’s express or implied agreement with respect to the content of such Other Websites, and the Company does not provide any representations and does not bear any liability with respect to the content of such Other Websites, their lawfulness, suitability, reliability, correctness or updated status. Further, the mere reference to Other Websites on the Website does not constitute a recommendation, approval or suggestion of such Other Websites or any information set forth thereon.

The Company reserves the right to modify, add or remove links to Other Websites, from time to time, and also to omit reference to links to Other Websites on the Website, subject to its sole and absolute discretion.

Since information contained in Other Websites is the sole responsibility of the owners or operators of such Other Websites, the Company expressly disclaims all responsibility for any property loss, damage or other monetary loss that arises directly or indirectly from the use of or access to such Other Websites, or the information contained thereon. In any event, all use of or access to any Other Websites is the sole responsibility of the User.

It is absolutely forbidden to use the Website for the purpose of creating links to websites displaying illegal content, prohibited content or content that could offend public sensibilities, integrity or values. Prohibited use of the Website includes creating links from the Website to pornographic websites, gaming websites, websites containing slanderous or seditious material, or to any other website that displays unsavory content.

The Company may allow third parties to include links to the Website by linking directly to the Website’s homepage (and its analogs in other countries) (to the address, www.later.mobi and additional Web addresses that are owned by the company and listed as www.midlink.ca). However, Users may not create links to other Websites using the internal pages of the Website (‘deep links’), absent the Company’s prior written consent. Additionally, Users may not create databases that display content from the Website.

Advertising and Content of Third Parties; Publication and Content of Users

The Website may display content or information that is owned by third parties and/or Users (referred to hereinafter collectively as “Third Parties“) and, in this vein, the Website may provide access to Third Party content. Since such content may include material that is subject to Third Party intellectual property rights, the Company disclaims all responsibility for the contents thereof and disclaims all warranties with respect thereto, including, without limitation, any warranties of correctness, updated status, and integrity, and the Company further disclaims all liability or damage arising from the use thereof.

The Website may contain references to Third Party commercial information (“Advertisements“), such as advertising materials that promote the sale of products and services, provided by such Third Parties. Any placement of Advertisements that (directly or indirectly) is included on the Website and any commercial activities that derive from or are related (directly or indirectly) to use of the Website, must be premised on the prior written consent of Company management and the pre-arrangement of such activities in conjunction with the Website’s management.

The Company is not obligated to review the contents of Advertisements appearing on the Website (if any), or verify their reliability, authenticity or correctness. Moreover, the Company does not verify the terms or content of promotions offered by advertisers such as with respect to sales promotions, end of season specials, coupons and similar promotional activities. The mere presence of an Advertisement on the Website does not constitute a recommendation to purchase an advertiser’s products or services. Advertisers bear sole responsibility for the content of any Advertisements and sole responsibility with respect to any transaction that occurs between customers and such advertisers, and the Company expressly disclaims any and all responsibility and liability with respect thereto. Any transaction that occurs between advertisers and Users will be transacted directly between such advertisers and Users without Company involvement. Accordingly, the Company disclaims any and all responsibility and involvement with respect to such transactions, and will not incur any liability with regard thereto.

The Website may include a framework for providing and arranging social networking activities, meetings, groups, communities, discussion groups (forums), chats and other similar types of content sharing activities. The Company bears no liability or responsibility with respect to such contents, and Users who engage in such activities shall bear full responsibility for any conduct related thereto.

Uploading Content onto the Website

So long as the Company allows Users to upload and/or to send content to the Website (including information, text, images, illustrations and graphics, music files, video files and other content), each User who uploads such content onto or via the Website, including, within the framework of participating in chats, blogging activities or the transmission of e-mail, shall bear full liability and responsibility with respect to such content.

The User agrees that any content that he or she posts onto the Website must be lawful and appropriate, and further agrees that he or she is not legally prevented from uploading such content, and that such content is not false, misleading, insulting, harassing and does not constitute an invasion of privacy or negatively impact the reputation or intellectual property rights of any third party. In this vein, Users agree not to upload pornographic content, content that involves the invasion of privacy, content designed to persuade or encourage participation in illegal and/or criminal activity such as gambling, acts of violence, discrimination or racism, or content that could cause harm to public sentiment or that could harm other Users and visitors to the Website.

Users agree not to send “junk e-mail” (‘Spam’) through the Website and/or via any services provided by the Company. In the event that a User fails to comply with the provisions of this paragraph, the Company shall be entitled, without prejudice to any other rights and/or remedy available to the Company under any law, to bar such User from using the Website.

The Company reserves the right to prevent the entry of or to remove content that is entered onto the Website, for reasons that may include, without limitation, suspicions related to copyright infringement, invasion of privacy, injury to the reputation of third parties or the belief that such content is illegal or is inappropriate.

The User affirms that all the content that he or she uploads or enters onto the Website shall belong to the User and/or that he or she will not be prohibited or restricted from uploading, publishing or entering such content (including, but not limited to, with respect to intellectual property rights). The User shall indemnify the Company from and against any damage and/or expense that may be caused to the Company as a result of the User uploading content to the Website, including, without limitation, any damage derived from or related to the infringement of such content upon the intellectual property rights of third parties.

The User hereby grants the Company a non-exclusive, perpetual, royalty-free and irrevocable license with respect to any content uploaded by the User onto the Website. The Company may make any use of such content, including by posting or displaying such content on the Website or elsewhere, without the requirement to obtain consent from and/or pay compensation of any kind to the User.

Responsibility and liability

 

The contents displayed on the Website and the services and products offered thereon are provided solely on an “as is” basis. The Company does not warrant that the content presented on the Website (including content that is uploaded by the Company and/or its representatives and/or individuals or entities connected with the Company) and/or that the services or products to be purchased through the Website (if any) will be appropriate or suitable to Users’ needs and expectations. The Company makes no warranties or representations that the content presented on the Website will be reliable, available, accurate, or free of harmful components, such as viruses, “Trojan horses” and similar items.

The Company does not assume or bear any liability or responsibility with respect to (a) the use of Services by customers and / or by third parties (b) the quality of the content presented on the Website (including by the Users), even if the content is offensive, indecent, illegal or in violation of copyrights or third party intellectual property rights. A User who believes that a particular content is offensive may provide the Company with a notice in such respect, and following such notice the Company shall be entitled to act in its sole and absolute discretion with respect to the disposition of such content.

The Company does not assume or bear any liability or responsibility in relation to errors, changes or mistakes with respect to the Website’s services and FOC services in particular, contents, including errors and mistakes in contents uploaded by Users.  The use of the Website by the User constitutes an agreement by the User not to assert any right and/or claim against the Company with respect to the content presented thereon and/or with respect to any changes or modifications that are made regarding the content that will be entered into the Website. The Company may terminate the operation of the Website at any time.

Users are responsible to undertake all necessary measures to prevent the exposure of User information that they do not want to be disclosed. The Company shall bear no liability or responsibility regarding the disclosure of User information that is entered onto the Website or with respect to any use of such User information.

In the event that marketing-related information or business consulting services and/or any other information from any source are provided through the Website and/or any other information is provided in connection therewith or derived therefrom by any party of any kind, including information that is provided by parties that are connected to the Website and/or information that is provided by a party purporting to be (and/or who is in practice) a professional within a specific area, the Company shall bear no liability or responsibility in connection with the contents or provision of such information, or with respect to such content and/or counseling and/or based on any use of such information or advice. Therefore, any use made by a User of any such information, Service and free of charge (“FOC”) service in particular, or advice is the sole responsibility of the User. For the avoidance of doubt, it is the responsibility of the Users and customers to consult with professional entities with relevant expertise, because the Website does not constitute and/or provide (and is not intended to constitute and/or provide) a replacement for the use of professional advice in any field.

Except as expressly set forth above and to the maximum extent permitted by applicable law, the Company makes no warranty of any kind, express, implied or statutory, regarding the Service and FOC service in particular, Website, and all such warranties, including, without limitation, the implied warranties of merchantability and/or fitness for a particular purpose are hereby expressly disclaimed by the Company. The User acknowledges that the Company has not represented or warranted that the Website and/or service(s) will be uninterrupted, error free, without delay or without compromise of the security systems and features therein and appurtenant thereto. No representations or warranties of any kind are made by the Company with regards to any services provided by any wireless carrier or authorized distributor.

Under no circumstances shall the Company (or any of its shareholders, directors, officers, employees, affiliates, representatives or licensors) be liable to the Users for any consequential, incidental or special damages (including damages for business interruption, loss of business information and the like) arising out of or in connection with the Website and/or these Terms of Use, including with respect to the use or inability to use the Website, even if the Company has been advised of the possibility of such damages. To the extent that in a particular circumstance any disclaimer or limitation on damages, losses or liability set forth herein (whether direct, indirect, consequential, incidental or special) is prohibited by applicable law, then, instead of the provisions hereof in such particular circumstance, the Company (and its shareholders, directors, officers, employees, affiliates and representatives) shall be entitled to the maximum disclaimers and/or limitations on damages and liability available at law or in equity by such applicable law in such particular circumstance.

Without derogating from the above, if the Company is found liable (whether under contract, tort (including negligence) or otherwise), the cumulative liability of the Company for all claims whatsoever related to the Website or otherwise arising out of these Terms of Use, shall not exceed the amount of 1,000USD.

No action, whether based in contract, strict liability or tort, including any action based on negligence, arising out of and/or related to these Terms of Use, may be brought by the Users against the Company more than twelve (12) months after such cause of action accrued.

It is hereby emphasized that, although the Company has taken industry-accepted measures to secure content displayed on the Website, the Company is unable to ensure against or prevent hacking or similar intrusion on the Website, to fully protect against disclosure of information displayed on the Website, to ensure the absence of disruptions or interruptions to the Website’s operation, to ensure the correct and error-free operation of the Website, or to ensure that there will not be any errors and/or technical failures of any kind respect to the Website and/or with respect to any information contained thereon. The Company does not warrant against any unauthorized intrusion upon Company computers or Company servers and/or any Users’ computers. The Company will not bear any liability or responsibility of any kind with respect to any harm derived or resulting from the receipt or use by a third party of information that is displayed on the Website, including information pertaining to Users or related thereto, and each User waives, in advance, any claims connected thereto. Moreover, although the Company is taking efforts to enable the Website to operate correctly and continuously, the Company does not warrant that the Website will operate continuously or without fault or without cessation of service, or that Users’ activity on the Website will not cease or be disrupted, or that the Website’s content will be error-free, or that the Website has not caused or will not cause damage to Users via software failures, hardware damage, damage to Users’ telecommunication lines and similar types of harm or damage. The Company shall bear no responsibility and/or liability in connection with any failure, interruption, destruction or damage as aforesaid, and the User waives in advance any claim in connection therewith.

To the extent that the User identifies a violation of this Terms of Use and/or any other matter that he or she believes may constitute a violation of applicable law, the User is requested to immediately report such potential violation to the Company at info@later.mobi, following which the Company will act promptly to identify whether a violation/offense occurred, and, to the extent necessary, will act in accordance with (and subject to the Company’s sole discretion) any applicable law.

Purchase or use of Services/Products through the Website

The Website may allow Users to purchase or use services provided by the Company, and may allow Users to purchase additional products or services provided by the Company and/or by Third Parties. To the extent that the User or customer purchases products/services through the Website, such purchase shall be made using credit card/PayPal/electronic wallet/alternative payment tool (collectively, “Payment Methods“) and such purchase shall be effected in accordance with the procedures and rules established by the Company and such relevant credit card companies/Payment Methods’ providers. The payment for such products/services shall be made solely through a Payment Method owned by the User or which is found in the legal and authorized possession of the person who ordered such products/services. The User shall be solely responsible for any damage that may be caused to the Company and/or any third party that follows, is derived from or is due to the cancellation of charges made through any Payment Methods, regardless of whether the cancellation was carried out pursuant to the User’s instructions or based on the instructions or policies of the relevant Payment Methods’ provider. Subject to the provisions of applicable law, the Company may charge Users’ Payment Methods following the purchase of any services or products provided by or through the Website.

Any use or purchase of services or products through the Website, directly or indirectly (for example by external email), will be subject to the execution of an appropriate order by filling out an order page, which will appear in the portion of the Website that offers the relevant service/product and which will address the conditions applicable to such purchase or FOC use. The purchase or use of any services/products does not afford the purchaser and/or customer any right over and above those rights that are explicitly specified on the Website, with respect to such services/products, at the time in which the purchaser purchased such services/products.

PRIVACY POLICY

General. It is our policy to respect the privacy of all the users of the Web Site. Therefore, subject to the terms of our privacy statement, in general, we will not monitor, edit or disclose the personal details and/or information of the Users unless required in the course of normal maintenance of this Web Site and its systems or unless required to do so by law or in the good-faith belief that such action is necessary to: (1) comply with the law or comply with legal process served on the Company ; (2) protect and defend the legitimate business interests, rights or property of the Company, it’s Users, customers, sponsors or affiliates; or (3) act in an emergency to protect the personal safety of our guests or the public. Users of the Web Site shall remain solely responsible for the content of their messages.

Anonymous Information. The Company may gather anonymous information, which may be used by the Company or shared with third parties. This information does not personally identify you but may be helpful for improving the Web Site as well as the services and products We offer. Such anonymous information may be collected for example through “traffic data” and may entail the use of “cookies”, “IP addresses” or other numeric codes used to identify a computer. The User may refuse the storage of “cookies” by disabling this function on his web browser and continue to access the Web Site even when this function is disabled.

Personally Identifiable Information. The Company may gather personally identifiable information about You, ONLY if you voluntarily choose to provide it yourself (for example: while submitting certain forms in or through the Web Site). Such information may include (for example) your: first name, last name, E-mail address, area of interest, address, phone number and any other information which you choose to provide. Personally identifiable information collected may be used to provide Users, upon request, with further information, assistance, support and updates with regards to the Company’s products. User has the right to remove its personal information from the Web Site by submitting a written request to the Company’s customer support department at info@later.mobi.

Third Parties’ Practices. This section does not cover the information practices exercised by other provides of products or services, advertisers or other web-sites, or companies/people that the Company does not own or control, or does not employ or manage. The Company would like to emphasize that the Company is not and cannot be responsible for the content or the privacy policies of Web sites to which it may link or Web sites that link to the Company’s Web Site.

Law and Jurisdiction

The Website, the use of the Website, these Terms of Use and any matters pertaining to the Website shall be governed by and construed in accordance with the laws of the State of Israel without giving effect to its conflict of laws principles. Any dispute hereunder, including with respect to the Website and/or the use of the Website, shall be submitted to the exclusive jurisdiction of the courts of competent jurisdiction residing in the Tel-Aviv-Jaffa District, Israel.

General

These Terms of Use, together with all terms specified in any other portions of the Website, constitute the sole and complete terms and conditions governing use of the Website. No conduct by the Company shall be deemed to constitute or shall otherwise be considered to be a waiver of any rights set forth within these Terms of Use and/or according to any applicable law and/or a waiver of or consent to the breach thereof, or as a change, cancellation or addendum thereto, unless made expressly and in writing. To the extent that an applicable court or any other authorized entity deems any portion of these Term of Use to be invalid and/or in violation of any law, such determination shall not affect the validity of the remaining portions of the Terms of Use or any other terms set forth within the Website and governing the conduct of Users with respect thereto. The Company will not be considered to have contravened the provisions of these Terms of User if the Company was restrained from carrying out any action related thereto as a result of circumstances of force majeure and/or other circumstances that were beyond the Company’s control. Notices sent by the Company to Users in connection with use of the Website will be transmitted to the address provided by such Users during the course of their registration with the Website and/or to any other address specified by such Users through the course of their use of the Website. The Company may send notices to the Users via either letter or e-mail, and any notice that is sent in such a manner will be deemed to have been received by a User within 72 hours, if sent by letter or, if sent by e-mail, on the day sent.