.svg)
1.Terms of Use
Binding Agreement
These Terms of Use (as defined below) are a legally binding agreement between Munch and you.
The term “Munch”, “us”, “we” or “our”, refers to Munch Content Platform Ltd., a corporation organized and existing under the laws of Israel, having its principal offices at Tel-Aviv, Israel (company registration no. 516453602), which owns and operates the Munch System (as defined below). The term “you” refers to the User (as defined below).
You hereby state that you are a natural person over the age of 18, and that you are not acting for, or on behalf of, any other person, company or such other legal entity.
These Terms of Use govern your access to the Munch System, the functions contained therein, and the Services (all terms as defined below) performed or provided by the Munch System, including (but not limited to) any and all Content (as defined below) uploaded in the Munch System.
These Terms of Use are void where prohibited by law, and the right to use the Munch System is revoked in such jurisdictions.
Accepting these Terms of Use
These Terms of Use are effective as of the date you access or otherwise use the Munch System, and such access or use of the Munch System indicates your acceptance of all of the terms and conditions of these Terms of Use.
You may not use the Munch System and may not accept these Terms of Use if (a) you are not of legal age to form a binding contract with Munch, or (b) you are a person who is either barred or otherwise legally prohibited from receiving or using the Munch System under the laws of the country in which you are resident or from which you access or use the Munch System.
If you do not agree to be bound by these Terms of Use in their entirety, you may not access or use the Munch System.
Privacy Statement
Please refer to Munch's Privacy Policy which explains how we collect, use, and disclose information that pertains to your privacy (“Privacy Policy”). The Privacy Policy forms and is an integral part of these Terms of Use. When you indicate your acceptance of these Terms of Use, you also agree to the Privacy Policy.
License to Use
The license granted to you by Munch for the Munch System, is limited to a personal, non-exclusive, revocable, non-transferable and non-sublicensable license to use the Munch System solely for your personal use of the Munch System and receipt and use of the Services, solely in the manner permitted by these Terms of Use.
Upgrades
These Terms of Use will govern any upgrades provided by Munch that replace and/or supplement the original Munch System, unless such upgrade is accompanied by a separate license in which case the terms of that license will govern.
From time to time, an upgrade to the latest version of the Munch System may be required in order to make use of the Services or to take advantage of new features and functionalities of the Munch System.
Definitions
For the purposes hereof:
“Activation” means the activation of your User Account as specified in Section 3.1 below.
“Activation Date” means the date on which Activation occurred.
“Content” means any and all materials uploaded to the Munch System by User and/or anyone on its behalf in our Site, including, but not limited to, photographs, graphics, video, audio, or any other form which contains information.
“Deliverable” means any and all deliverable being the output of the use of Services, or otherwise provided by us, including, but not limited to texts, photographs, graphics, video, audio, or any other form which contains information.
“External Sites” shall have the meaning specified in Section 11 below.
“Feedback” shall have the meaning specified in Section 15 below.
“Intellectual Property” and “Intellectual Property Rights” shall have the respective meaningsspecified in Section 10.8 below.
“Munch System” means Munch's proprietary, online digital platform for content display and processing, as well as the Services provided, thereby. The term “Munch System” also includes the Site (as defined below).
“Plan” shall have the meaning specified in Section 4.2 below.
”Restricted Person“ means a person that is (i) listed on, or owned or controlled by a person listed on any Sanctions List (as defined below); (ii) located in, incorporated under the laws of, or owned or controlled by, or acting on behalf of, a person located in or organized under the laws of a country or territory that is the target of country-wide Sanctions (as defined below); or (iii) otherwise a target of Sanctions.
“Sanctioning Authority” means:
(a)the U.S. government or any U.S. agency (including OFAC, the U.S. State Department, the U.S. Department of Commerce or the U.S. Department of the Treasury);
(b)the United Nations Security Council;
(c)the European Union (or any of its member states); and/or
(d) the Israeli government.
“Sanctions” means economic and/or financial sanctions or trade embargoes imposed, administered or enforced from time to time by a Sanctioning Authority.
“Sanctions List” means any of the specifically designated nationals or designated persons or entities in relation to Sanctions issued by a Sanctioning Authority.
“Stripe” means Stripe, Inc. having the details which can be found in www.stripe.com
“Services” means all the services provided via the Munch System, including (but not limited to) the provision of content repurposing, social and content platform integrations, reach and engagement data analysis, content creation recommendations, and any other features and functionalities supported, or that may be supported, by the Munch System from time to time, and such other work product and/or Deliverable being the output of the use of the Munch System and such services, or as otherwise provided by us.
“Site” means Munch's Internet site which can be accessed at www.getmunch.com.
“Subscription” and “Subscription Fees” shall have the respective meanings specified in Section 4.2 below.
“Subscription Period” shall have the meaning specified in Section 4.5 below.
“Summary Notice ” shall have the meaning specified in Section 4.4 below.
“Termination Notice” shall have the meanings specified in Section 4.6 below.
“Terms of Use” means these Terms of Use and Munch' Privacy Statement.
“User” means any person that uses the Site and/or that is registered to the Munch System.
“User Account” shall have the meaning specified in Section 3.1 below.
“User Account Details Notice” shall have the meaning specified in Section 3.1 below.
2.Welcome to the Munch System
The Munch System provides the Services, which include (but are not limited to) content repurposing, data-driven creation and content publishing on social and content platforms, all as further detailed and subject to these Terms of Use.
3.Using the Munch System
3.1Your Munch User Account
Our Services require you to open a user account (“User Account”).
In order to do that, you must fill in the registration form and provide us with a valid email address and with current, complete and accurate information as prompted by the registration form.
After submitting the completed registration form, we will send you a notice with your User Account details (“User Account Details Notice”) to the email address provided by you as part of the registration process.
In order to complete the registration process and to activate your User Account, you are required to complete the registration (the “Activation”).
Please add the following email addresses to your email contact list: create@getmunch.com
Munch shall not be liable for any failed deliveries or arrival of messages to your spam inbox. You may reset your password at any time and shall be notified via electronic mail on each reset.
You will provide Munch only with accurate information about yourself and shall not disclose your User Account information to others.
Munch reserves the right to deny creation of your User Account, or to terminate your User Account, based on our inability to verify the authenticity of your registration information.
You are entirely responsible for any and all activities that occur under your User Account. You agree to notify Munch immediately of any unauthorized use of your User Account or any other breach of data security.
Munch will not be liable for any loss that you may incur as a result of someone else using your User Account, either with or without your knowledge. You could be held liable for losses incurred by Munch or another party due to someone else using your User Account.
You may not use anyone else's User Account.
3.2Content
Munch System allows you to upload certain Content, and Munch to access, create modify and edit such Content.
Notwithstanding anything to the contrary in these Terms, Munch reserves the right without further notice to you, to modify, edit and/or remove any and all Content to comply with law or in other reasonable circumstances.
You hereby represent and warrant that you own or have the necessary licenses, rights, consents and permissions to use and to authorize Munch to use the Content including, but not limited to, all Intellectual Property Rights in and to the Content, and to enable the uploading to, and the processing by, the Munch System and use thereof in the manner contemplated by these Terms of Use.
You will retain all of the ownership rights in your Content.
You hereby grant Munch a limited, worldwide, non-exclusive, royalty-free, non-sublicensable and non-transferable license to use, modify, edit, reproduce, distribute, display, and perform the Content only in connection with providing the Services and solely for the term of the Subscription.
You shall be solely responsible for any Content and/or Deliverables and/or any other content and data created, modified uploaded, and/or used by the Munch System.
UNDER NO CIRCUMSTANCES WHATSOEVER WILL MUNCH BE LIABLE IN ANY WAY FOR ANY CONTENT AND/OR ANY DELIVERABLES, INCLUDING, WITHOUT LIMITATION, FOR ANY ERRORS OR OMISSIONS THEREIN, OR FOR ANY INFRINGEMENT OF THIRD PARTY RIGHTS, OR LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT AND/OR ANY DELIVERABLES.
3.3Communication
We may communicate with you in an electronic form via the email address you have submitted as part of the registration process, with regard to Munch System updates, or any other issues related to your User Account and/or use of the Munch System.
In addition, as an integral part of the Munch System, you will receive notifications by email from Munch. In accepting these Terms of Use, you are agreeing to receive emails and notifications from Munch.
If you do not wish to receive notifications from Munch as above, you may turn the option to receive notifications by using the 'unsubscribe' link in the email message.
It is not possible to block receipt of notifications from Munch by email to the extent any such notifications are with regard to, or connected with, your use of the Munch System, and/or are required by law.
3.4Technical Support
You may send any query you may have regarding the technical operation of the Munch System to us by email to create@getmunch.com.
We shall use reasonable commercial efforts to respond to your query as soon as possible, either by email to the email address you have submitted as part of the registration process, or by posting a response under the FAQ in the Site.
4.Subscription
4.1Plans
The ‘Pro’, ‘Elite’ and ‘Ultimate’ Plans are available for a monthly or annual Subscription Fee,in which you may use the Munch System and receive the Services under the limitations of each Plan, as set out in Section 4.2 below.
Enterprise:
An ‘Enterprise Plan’ is available for a monthly or annual fee in which a User may use the Munch System under the negotiated limitations. An Enterprise Plan is customized for specific User Accounts based on terms negotiated between the User and Munch.
4.2Subscription Fees
In order to use the Munch System and taking advantage of all its features, you are required to purchase a monthly or annual fixed-fee subscription (“Subscription”) by paying the subscription fees (“Subscription Fees”) of the Plan selected from one of the following available Plans (each, a “Plan”):
*Important Note: The final Fee, stated in your local currency, of the applicable Subscription Fee will be determined and will appear when you make your payment while using Stripe as stated in Section 4.4 below. The charge will be made in the currency in which the credit card stored in the Stripe system is active. The currency conversion calculation is done according to Stripe’s Terms of Use as in effect from time to time.
4.3Terms of Payment
The Subscription Fees will be charged by us and paid by you on a monthly or annual recurring basis, in advance, at the price of the selected Plan. Subscription automatically renews on a monthly basis unless you terminate your subscription in accordance with the following terms.
4.4Means of Payment
The Subscription Fees can be paid by using your Stripe account only. You will be solely liable for paying the Subscription Fees, as well as any applicable taxes, commissions and/or rates incurred by payment of the Subscription Fees.
After making the payment through your Stripe account, Stripe will send you a notification stating the transaction details (“Summary Notice”). The Summary Notice will be sent to your email address stored in the Stripe system.
You are responsible for paying the Subscription Fees even if payment by your Stripe account fails or is denied of any reason.
4.5Subscription Period
THE SUBSCRIPTION PERIOD WILL COMMENCE ON THE ACTIVATION DATE, ANDWILL CONTINUE INDEFINITELY UNTIL TERMINATED UNDER THESE TERMS OF USE (“SUBSCRIPTION PERIOD”).
Upon termination of the Subscription Period, your access to the Munch System will end and no further charges will accrue.
4.6Terminating the Subscription
YOU MAY TERMINATE THE SUBSCRIPTION AT ANY TIME AND FOR ANY REASON (OR FOR NO REASON) BY SENDING US A TERMINATION NOTICE (“TERMINATION NOTICE”) BY USING THE 'UNSUBSCRIBE' BUTTON APPEARING IMMEDIATELY AFTER THE LOG-IN PAGE. THE 'UNSUBSCRIBE' BUTTON LINKS TO A PAGE ON THE STRIPE SYSTEM WHICH ENABLES THE TERMINATION OF THE SUBSCRIPTION.
Upon receipt of your Termination Notice, the following provisions will apply:
• Actual End Date:
Your Subscription and access to any features will end at the end within the later of three (3) business days of our receiving your Termination Notice or at the end of the month in which we received your Termination Notice.
• Fee Refund:
Monthly Subscription
If you have chosen a monthly Subscription, then you will not be entitled to a refund of the Subscription Fee paid until the actual end date as stated above.
However, if you pay us an amount of monthly Subscription Fees, and then send us a Termination Notice within seven (7) days of such payment being made, then you will be entitled to a refund of that last monthly payment of Subscription Fees in full, provided you did not use the Munch System during those seven (7) days.
Annual Subscription
If you have chosen an annual Subscription, then we will refund you the annual Subscription Fees you have paid, less an amount being the result of multiplying the number of months during which the Services were available to you (ending on the actual end date as stated above) by the then-current monthly rate of the Subscription Fees.
However, if you pay us an amount of annual Subscription Fees, and then send us a Termination Notice within fourteen (14) days of such payment being made, then you will be entitled to a refund of that last annual payment of Subscription Fees in full, provided you did not use the Munch System during those fourteen (14) days.
Further provisions
No refund will be made for a Subscription purchased with a promotional discount.
All refunds due will be made to your credit card, the details of which are stored in your Stripe account.
THE ABOVE IS NOT INTENDED TO DEROGATE FROM ANY STATUTORY CONSUMER RIGHTS YOU ARE ENTITLED TO UNDER ANY MANDATORYCONSUMER LAWS THAT ARE APPLICABLE IN YOUR JURISDICTION.
• Reactivation:
To reactivate your Subscription, you can simply re-pay for your new subscription. However, you will be charged the whole amount of your chosen subscription fee and your monthly billing period will be renewed automatically. (i.e., if you cancel your subscription on Feb. 10th, and reactivate it on Feb. 15th, your monthly billing period will be automatically renewed every 15th of each month.) We will do our best to make it convenient for those who will revisit Munch in the near future.
4.7Measures in the Event of Non-Payment
Subject to applicable law, in the event of non-payment within fourteen (14) days of the due date for payment, your Subscription will be deemed delinquent and we may terminate or suspend your User Account for non-payment. You are liable for any fees, including attorney and collection fees, incurred by us in our efforts to collect any remaining balances from you.
Should you, by any means or way, revoke or cancel any of the payments due by you to us, then we shall be allowed to supply our third party clearing or payment service, any information about such transaction, including, but not only, your email address, your IP address and activity pursuant to such denied transaction. The above shall not derogate from other rights and/or remedies afforded to us under these Terms of Use and/or any applicable law.
4.8Changes to the Subscription Fees
We reserve the right to change the Subscription Fees at any time and from time to time, by posting a thirty (30) days prior notice on the Site and/or by sending you an email to that effect. Any change in the Subscription Fees will not apply to the Subscription then in effect at the time of the change.
4.9Statutory Consumer Rights
The provisions of this Section 4 are subject to, and do not derogate from, any mandatory statutory rights that may be afforded to you by the applicable law in your jurisdiction.
5.Changes / Termination
5.1Munch has the right to change the Munch System (or any portions thereof) at any time and from time to time, in its sole discretion and without prior notice, including (but not limited to), by way of adding or removing features or functionalities, creating new limits to certain Services, or temporarily or permanently suspending or stopping a Service.
5.2In addition, Munch may stop (permanently or temporarily) providing access to the Munch System (or any features or functionalities thereof) to you and/or to Users generally, at Munch' sole discretion at any time and for any reason (or for no reason), and without liability to Munch or notice.
5.3If Munch permanently stops providing you access to the Munch System (or any features or functionalities thereof), then these Terms of Use shall be terminated (except for provisions which by their nature are intended to survive termination as mentioned in Section 13 below).
5.4Munch also retains the right to create limits on use of the Munch System (or any features or functionalities thereof) to you and/or to Users generally, at Munch's sole discretion at any time, and without liability to Munch or notice.
6.Restrictions on the Use of the Munch System
6.1You may not do, or attempt to do, any of the following while accessing or using the Munch System:
• Use the Munch System otherwise than in compliance with these Terms of Use and all applicable local, state, federal, and national, laws, statutes, ordinances, rules and regulations;
• Facilitate or encourage any violations of these Terms of Use;
• Use the Munch System for any unlawful purposes or for promotion of illegal activities;
• Use the Munch System for any purpose other than such uses as permitted by these Terms of Use;
• Use the Munch System to disseminate, indicate, distribute or otherwise disclose any information which you do not have a right to make available under any law or under contractual or fiduciary relationships, such as insider information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements, and/or which it would be unlawful for us to use or possess in connection with the operation of the Munch System;
• Copy, reproduce, decompile, reverse engineer, disassemble, attempt to derive the source code of, adapt, modify, create derivative works from, sell, rent, lease, loan, frame, link, or otherwise make available or exploit in any form or by any means all or any portion of the Munch System and/or any Content and/or Deliverables of any Users accessible thereby, for any purpose;
• Use an anonymizing proxy; use any robot, spider, scraper, bot, data mining or any other automatic device or process, or manual process, to bypass measures we take to restrict access to the Munch System, or monitor, copy, harvest or manipulate any Content and/or Deliverables of any Users accessible thereby;
• Circumvent, disable or otherwise interfere with any security-related features of the Munch System or such other features that prevent or restrict use or copying of Content, or enforce limitations on use of the Munch System or the Content and/or Deliverables of any Users accessible thereby;
• Remove or alter any patent numbers, copyright notices, trademark notices or other proprietary notices or identifying marks, symbols or legends included in the Munch System and/or the Deliverables;
• Use the Munch System to generate and/or distribute any content which is harmful, threatening, tortuous, abusive, causes harassment, defamatory, vulgar, obscene, libelous, hateful, is otherwise unlawful, false, inaccurate, misleading, malicious, or discriminatory or which harms minors in any way;
• Use the Munch System to generate and/or distribute any content which is not 'child proof';
• Use the Munch System to generate and/or distribute any content which is directed at minors under the age of 18;
• Use the Munch System to generate and/or distribute any content which contains, advertises or promotes reference (directly or by way of implication) to content that contains sexual content (including, but not limited to, nudity, graphic sex acts, or sexually explicit material), pornography, dating, or any other mature content of any kind. If Munch becomes aware of content with child pornography, we shall report it to the appropriate authorities;
• Use the Munch System to generate and/or distribute any content which advertises, promotes or includes reference (directly or by way of implication) to violence of any kind (including, but not limited to, depictions of gratuitous violence); to alcohol, drugs or tobacco; to gambling of any kind; and/or to weapons of any kind;
• Use the Munch System to generate and/or distribute any content which misappropriates, infringes or violates any patent, trademark, trade secret, copyright or other proprietary rights of any third party or violates any laws, contributes to or encourages infringing or otherwise unlawful conduct;
• Use the Munch System for posting third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have a formal and legally valid license or permission from the rightful owner of the material or if you are otherwise legally entitled to post and/or send the material in question;
• Use the Munch System for sending other people's private and confidential information, such as (but not limited to) credit card information, street address or Social Security/National Identity numbers, without their express authorization and permission;
• Use the Munch System for interfering with, or disrupting (or attempting to do so), the access of any person, host or network, including, without limitation, by uploading and/or sending software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware; overloading, flooding, spamming, mail-bombing the Munch System; or by scripting the creation of any content in such a manner as to interfere with or create an undue burden on the Munch System;
• Use the Munch System for the solicitation of business or for generating and/or sending any unauthorized commercial communications (such as pyramid schemes, chain mail, junk mail, spam or the like) or any contest, giveaway or sweepstakes, or any other type of promotion;
• Do anything that could interfere with, disable, overburden, or impair the proper working of the Munch System; and/or
• Collect or store personal data about other Users in connection with the prohibited conduct and activities set forth in this Section 6.1 above.
6.2You are solely responsible and liable for, and Munch has no responsibility to you or to any third party for, any breach of your obligations under these Terms of Use and for the consequences (including, without limitation, any loss or damage which Munch may suffer) of any such breach.
6.3Any use, or attempted use, of the Munch System contrary to these Terms of Use is a violation of our rights. If you breach these Terms of Use, you may be subject to prosecution and damages.
7.Warranty Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE MUNCH SYSTEM, THE SERVICES AND THE DELIVERABLES ARE PROVIDED 'AS IS', 'AS AVAILABLE', 'WITH ALL FAULTS' AND WITHOUT WARRANTY OF ANY KIND, AND MUNCH HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE MUNCH SYSTEM, THE SERVICES AND THE DELIVERABLES, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF COMPLETENESS, EXHAUSTIVENESS, ACCURACY, QUALITY, RELIABILITY, AVAILABILITY, TIMELINESS, USEFULNESS, SECURITY OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OR OF SUITABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
MUNCH DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE MUNCH SYSTEM AND/OR THE SERVICES, THAT THE MUNCH SYSTEMAND/OR THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE MUNCH SYSTEM AND/OR THE PROVISION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS IN THE MUNCH SYSTEM AND/OR THE SERVICES WILL BE CORRECTED, THAT THE MUNCH SYSTEM AND/OR THE SERVICES WILL BE FREE FROM CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION.
Any material accessed, downloaded or otherwise obtained through the use of the Munch System, is accessed at your own discretion and risk, and you will be solely responsible for and hereby irrevocably waive and release Munch and its directors, officers, employees, partners, licensors and/or agents, from any claims and causes of action with respect to any damage to your Internet access and/or loss of data that results from the download of any such material.
Munch provides all technical support on an 'as is' basis, and does not make any representation or warranty of any as to such support and/or the reliability, quality, accuracy, availability thereof, or its ability to meet your needs, provide certain outputs or achieve certain results.
Munch makes no guaranty of confidentiality or privacy of any communication or information transmitted through the use of the System.
You understand and agree that no data transmission over the Internet or information storage technology can be guaranteed to be completely secure, and Munch expressly disclaims any warranties, express or implied, to that effect.
Nothing generated by Munch System, whether Deliverables or otherwise, whether oral or written, obtained by you from us through the Munch System or otherwise, shall create any warranty, representation or guarantee not expressly stated in these Terms of Use.
Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so the above exclusion and limitations (or any part thereof) may not apply to you.
8.Limitation of Liability
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL MUNCH, ITS DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, LICENSORS AND/OR AGENTS, BE LIABLE TO YOU OR ANY THIRD PARTY FOR DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION (A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER, (B) LOSS OF REVENUES, LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, LOSS OF GOODWILL, BUSINESS INTERRUPTION, (C) ANY OTHER LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND, AND/OR (D) ANY THIRD PARTY CLAIMS AGAINST YOU; WHERE THE DAMAGES REFERRED TO IN (A), (B), (C) AND/OR (D) ABOVE RESULT IN ANY WAY FROM ANY MATTER RELATING TO AND/OR ARISING FROM THE MUNCH SYSTEM, INCLUDING, WITHOUT LIMITATION (I) YOUR ACCESS TO AND/OR USE, INABILITY TO ACCESS OR USE THE MUNCH SYSTEM, AND/OR ANY EXTERNAL SITE; THE LIMITING, SUSPENSION OR TERMINATION OF YOUR USER ACCOUNT, AND/OR YOUR RELIANCE ON THE MUNCH SYSTEM; AND/OR ANY EXTERNAL SITE, (II) ANY ERRORS, OMISSIONS AND/OR OTHER INACCURACIES IN ANY CONTENT ACCESSIBLE BY THE MUNCH SYSTEM AND/OR IN ANY DELIVERABLE CREATED THEREBY, AND/OR (III) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE MUNCH SYSTEM; REGARDLESS OF THE THEORY OF LIABILITY (WHETHER BASED ON CONTRACT, TORT OR OTHERWISE), EVEN IF MUNCH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE.
IN ADDITION, ALL RESPONSIBILITY OR LIABILITY OF MUNCH, ITS DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, LICENSORS AND/OR AGENTS FOR ANY DAMAGES CAUSED BY VIRUSES OR OTHER HARMFUL COMPONENTS IS HEREBY DISCLAIMED.
IN NO EVENT SHALL THE TOTAL LIABILITY OF MUNCH, ITS DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, LICENSORS AND/OR AGENTS, TO YOU AND/OR TO ANY THIRD PARTY, FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY OR DEATH) EXCEED THE TOTAL AGGREGATE AMOUNT PAID BY YOU TO MUNCH AS SUBSCRIPTION FEES (LESS AMOUNTS ALREADY PAID BY US TO YOU FOR ANY PREVIOUS LIABILITIES).
Any cause of action by you with respect to the Munch System, must be instituted within one (1) year after the cause of action arose.
Some jurisdictions do not allow the exclusion or limitation of liability for personal injury or death, or of incidental or consequential damages, so the limitations above may not apply to you.
9.Indemnity
You will indemnify and hold Munch and its directors, officers, employees, partners, licensors and/or agents, harmless from and against all damages, losses, and expenses of any kind (including reasonable legal fees and costs), related to any demand and/or claim brought against Munch and/or its licensors by any Users and/or any other third party, due to or arising out of your use of the Munch System, any Feedbacks you send us, your violation of these Terms of Use, and/or your violation of any rights of another party.
10.Ownership
10.1You hereby acknowledge that the Munch System as a whole constitutes an original work of authorship of Munch (and/or of its licensors), and that all present and future rights, ownership, title and interest in and to the Munch System, including, but not limited to, the compilation, collection, selection, assembling, organization, coordination and arrangement of the Deliverables (whether or not any such Deliverable is protected by copyright, or by any other Intellectual Property Rights) within the Munch System, and the related instructions, databases and technology embedded therein or upon which the Munch System is based, and the related Intellectual Property Rights – are, as between you and Munch, and shall remain at all times, the sole and exclusive property of Munch.
The Munch System contains proprietary information, material and trade secrets that are owned by Munch, and are protected by applicable Intellectual Property and other laws, including but not limited to, copyright.
You may use the Munch System only in accordance with and subject to these Terms of Use.
10.2You are not granted, and nothing contained in the Munch System and/or these Terms of Use should be construed as granting, by implication, estoppel or otherwise, ownership and/or any right and/or license in or to the Munch System, other than as specifically set forth in these Terms of Use.
10.3Any third party trade or service marks present on the Deliverables (“Third PartyMarks”) are trade or service marks of their respective owners, and may not be removed or altered.
10.4THE USE OF THE MUNCH SYSTEM, EXCEPT FOR USE OF THE MUNCH SYSTEM AS EXPRESSLY PERMITTED IN THESE TERMS OF USE, IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF MUNCH AND/OR OF OTHERS, AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES FOR COPYRIGHT INFRINGEMENT.
10.5You agree that the 'Munch', trademark, trade name, service marks, graphics, logos and other brand features used in connection with the Munch System, are trademarks and trade names, or registered trademarks and trade names, of Munch (collectively, the “Munch Marks”), and are protected by applicable law.
Except as shall be present on the Deliverables, nothing in these Terms of Use gives you a right to use or display the Munch Marks in any manner.
10.6Munch reserves all rights not specifically granted to you under these Terms of Use.
10.7Excluding the Third Party Marks, the Munch Marks and the Munch IP (as defined below), you shall be the sole and exclusive owner of all right, title and interest in and to all of the Deliverables created by your use of the Munch System and/or the processing thereby of your Content, as of the inception thereof, including all Intellectual Property Rights encompassed therein.
You hereby grant Munch a limited, worldwide, non-exclusive, royalty-free, non-sublicensable and non-transferable license to use, modify, edit, reproduce, distribute, display, and perform the Deliverables only in connection with providing the Services and solely for the term of the Subscription.
To the extent that any of our Intellectual Property is embedded and/or otherwise incorporated in any Deliverable created by your use of the Munch System and/or the processing thereby of your Content (the “Munch IP”), is, as between you and Munch, and shall remain at all times, the sole and exclusive property of Munch. We hereby grant you a non-exclusive, worldwide, irrevocable, transferable, sublicensable, perpetual, fully paid up and royalty free, right and license to use such Munch IP solely as part of your use of such Deliverable.
10.8For the purposes of these Terms of Use:
“Intellectual Property” means all intellectual, moral, industrial and/or proprietary property and rights now or hereafter recognized under any applicable law or in equity anywhere in the world, whether issued or pending, registered or unregistered, including, but not limited to (i) all forms of patents and utility models; (ii) inventions, discoveries, (whether patentable or not); (iii) rights associated with works of authorship, including but not limited to copyrights and maskworks; (iv) trademarks and service marks, trade names, domain name registration, and all goodwill associated therewith; (v) industrial designs (whether or not capable of registration), and design rights; (vi) database rights; (vii) trade secrets and know-how; (viii) all rights to confidential or proprietary information; and with respect to the intellectual property included in paragraphs (i) through and including (viii) above - any rights analogous to those mentioned herein; all derivative works thereof; and any current or future applications, substitutions, revisions, additions, renewals, extensions, restorations, provisionals, continuations, continuations-in-part, divisions, reexaminations and reissues thereof or thereto; the right to apply to any of the above; all rights and privileges, statutory and non-statutory with respect to any of the above, including, but not limited to, the right, if any, to sue or bring other actions for past, present and future infringement thereof; and all of the tangible embodiments thereof.
“Intellectual Property Rights” means all rights, title and interest in and to any Intellectual Property.
11.External Sites
The Munch System may enable access to certain third party websites, including (but not limited to) social media platforms that have a link on the Munch System (collectively, “External Sites”).
We are not responsible or liable for the practices employed by External Sites linked to the Munch System, nor for the information or content contained therein.
When you use a link to go from the Munch System to External Sites, these Terms of Use and our Privacy Policy are no longer in effect.
Your browsing and interaction on any External Site, are subject to that External Site's own rules and policies.
WE DO NOT WARRANT OR ENDORSE ANY ADVERTISING, PRODUCTS, SERVICES OR OTHER MATERIALS ON OR AVAILABLE FROM SUCH EXTERNAL SITES AND ARE NOT LIABLE FOR ANY LOSS AND/OR DAMAGE WHICH MAY BE INCURRED BY YOU OR ANY OTHER PERSON, AS A RESULT OF, AND/OR IN CONNECTION WITH, ANY RELIANCE PLACED BY YOU ON ANY OF THE ABOVE.
In addition, External Sites that may be accessed from the Munch System are not available in all languages or in all countries.
We make no representation that such External Sites are appropriate or available for use in any particular location. To the extent you chose to access such External Sites, you do so at your own initiative and are responsible for compliance with any applicable laws, including but not limited to, applicable local laws.
We reserve the right, at any time and from time to time, without liability to us or notice, to change, suspend, remove, or disable your access to any External Services, and/or to impose limits on your use of, or access to, certain External Services.
12.Acknowledgments
• 'Adobe’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Adobe, Inc.
• 'DailyMotion and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of DailyMotion / Vivendi SE.
• 'Discord’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Discord, Inc.
• 'Google Drive’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Google LLC.
• 'Hotjar’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Hotjar Ltd.
• 'Instagram', ‘Facebook’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Meta Platforms, Inc.
• 'LinkedIn’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Microsoft Corporation.
• 'SoundCloud’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of SoundCloud Limited.
• 'Stripe' and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Stripe, Inc.
• 'TikTok’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Bytedance Ltd.
• 'Twitter’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Twitter, Inc.
• 'TypeForm’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Typeform S.L.
• 'Vimeo’ and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of Vimeo, Inc.
• 'YouTube' and any logos, artwork and Intellectual Property Rights associated therewith is/are the sole and exclusive property of YouTube / Google LLC.
13.Termination
These Terms of Use shall be effective until terminated by you or by Munch.
Without derogating from Munch's right to terminate these Terms of Use as set out in Sections 4.6 and 5 above, Munch, at its sole discretion, without notice to you, may terminate these Terms of Use, effective immediately, if you, in Munch’s sole discretion, fail to comply with any of the provisions of these Terms of Use, without prejudice to the right of Munch to be indemnified for its damages and any other right and remedy.
In the event of expiration or termination of these Terms of Use for any reason, the provisions which by their nature would continue beyond expiration or termination (including, without limitation, the provisions of Sections 1, 3.2, 4.6, 6.2, 7, 8, 9, 10, 13 through and including 21), shall survive such expiration or termination for any reason and shall continue to apply.
Munch shall not be liable to you or any third party for the expiration, termination or suspension of your access to the Munch System, or any claims related to such expiration, termination or suspension.
Upon expiration or termination of these Terms of Use, you will cease all use of the Munch System.
14.Restrictions on Linking or Framing the Site
You may not, without Munch’ express prior written permission, (i) display (‘frame’) content of the Site (or any portions thereof) within another Internet site, or (ii) archive, cache or mirror the Site (or any portions thereof).
15.Unsolicited Feedback Submission Policy
You agree that any ideas, remarks, comments, proposals, suggestions, recommendations, feedback, any other input and/or information that you may provide to Munch (collectively, “Feedback”), is entirely voluntary, and that Munch will be free to use any such Feedbacks if and as Munch will see fit, without any obligation or compensation to you or any other person sending the Feedback. Munch will have exclusive ownership of all present and future existing rights to any of Feedbacks of every kind and nature everywhere, and you hereby irrevocably assign to Munch all rights therein. Munch will not be required to treat any Feedback as confidential. You acknowledge that you are responsible for whatever material you submit, and will have full responsibility for the Feedback, including its legality, reliability, appropriateness, originality, and copyright. You hereby irrevocably waive and release Munch and its directors, officers, employees, partners, licensors and/or agents, from any claims and causes of action with respect to any Feedback and the use or non-use thereof by Munch.
16.Unlawful Activity
We reserve the right to investigate complaints or reported violations of these Terms of Use and to take any action we deem appropriate, including but not limited to reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to your profile, email addresses, usage history, posted materials, IP addresses and traffic information.
17.Export Regulations
You may not use or otherwise export or re-export the Munch System except as authorized by United States law and the laws of the jurisdiction in which the Munch System was accessed. In particular, but without limitation, the Munch System may not be exported or re-exported (a) into any countries subject to U.S. embargo and trade sanction programs, or (b) to anyone on, or acting on behalf of, the U.S. Treasury Department's list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department’s Denied Persons List or Entity List.
By using the Munch System, you represent and warrant that (i) you are not located in any country that is subject to a U.S. Government embargo or trade sanction programs, or that has been designated by the U.S. Government as a “terrorist supporting” country; that (ii) you are not listed on any U.S. Government list of prohibited or restricted parties and that (iii) you are not a Restricted Person. You also agree that you will not use the Munch System for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of nuclear, chemical or biological weapons.
18.Governing Law and Jurisdiction
These Terms of Use shall be governed and construed in accordance with the laws of the State of Israel, without reference to its conflicts of laws principles. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms of Use.
Both parties hereby irrevocably submit to the exclusive jurisdiction of the competent courts Tel Aviv, Israel, to resolve any dispute arising out of or pursuant to these Terms of Use, and you hereby consent to the exclusive jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.
Notwithstanding the above, you agree that Munch shall be allowed to take any legal action against you in any jurisdiction.
19.Address and Notices
Munch' address for the purposes of these Terms of Use is 14 Lassalle St., Tel-Aviv, Israel.
Any questions, complaints, claims or other communication to Munch concerning the Munch System should be directed to: create@getmunch.com.
Communications made to us by email will not constitute legal notice to Munch or any of its directors, officers, employees, partners, licensors and/or agents.
We may send you notices with respect to the Munch System by, email, regular mail, or postings on the Munch System, or by any other means reasonably designed to give you such notice.
All communications between Munch and you will be in the English language only.
20.Changes to these Terms of Use
We may change these Terms of Use at any time and from time to time without liability to Munch or notice. Any such change will be effective immediately as of the date it is posted on this page.
Your continued use of the Munch System after the effective date of any changes to these Terms of Use, will be deemed to constitute your acceptance of any and all such changes.
21.Miscellaneous
Headings and Interpretation. The headings of the Sections in these Terms of Use are for reference only and shall not be considered in the interpretation hereof. In these Terms of Use, unless the context otherwise requires or expressly stated otherwise: singular terms include the plural and vice versa; the use of any gender shall be applicable to all genders; the words “include” and “including” will not be construed as terms of limitation; the words “day”, “month” and “year” mean respectively, calendar day, calendar month and calendar year. References to any legislation or regulations include references to any amendments or re-enactments thereof from time to time.
Any translation of these Terms of Use is provided solely for your convenience and is not intended to modify these Terms of Use. In the event of a conflict between the English version of these Terms of Use and a version in a language other than English, the English version shall prevail.
Entire Agreement. These Terms of Use, together with Munch's Privacy Policy, contain the complete agreement between the parties and supersedes any prior understandings, agreements or representations by or among the parties, which relate to the subject matter of these Terms of Use.
Severability. In the event that any provision of these Terms of Use is held by a competent court to be invalid or unenforceable, that provision shall be construed, limited, modified or deleted, to the extent necessary to eliminate any invalidity or unenforceability, and the remaining provisions of these Terms of Use remain in full force and effect.
Waiver. No waiver on the part of Munch of any right under these Terms of Use shall be effective unless in writing and signed by Munch' duly authorized representative. No waiver on the part of Munch of any past or present right arising from any breach or failure to perform shall be deemed to be a waiver of any future right arising under these Terms of Use.
No Partnership. Nothing contained in these Terms of Use shall be construed as creating a partnership, joint venture, agency or other similar relationship between Munch and you, nor as granting you the right, power, or authority (express or implied) to bind or otherwise create any duty or obligation for Munch.
Assignment. You may not assign or otherwise transfer any of its rights and/or obligations under these Terms of Use without prior written approval by Munch, and any purported assignment or transfer without Munch's consent shall be null and void. Munch may assign and/or otherwise transfer some or all of its rights and/or obligations under these Terms of Use to any third party without consent or notice. Subject to the above, these Terms of Use shall be binding upon, and shall inure to the benefit of, the parties hereto and their respective successors and permitted assigns.
No Third Party Beneficiaries. These Terms of Use do not create any obligation of a party to any third parties, nor shall it be deemed to create any rights or causes of action on behalf of any third parties.
* * *
Last updated: October 15, 2024