END USER LICENSE AGREEMENT
This End User License Agreement (the Agreement) is a legal agreement between you and Koltrol Communication Ltd. , ( Koltrol or we“), that contains the terms and conditions that govern your access to and use of Koltrol’s mobile application (the “App” or Meucci), and/or the services available through the App or otherwise provided by Koltrol (the “Services).
This Agreement takes effect when you click the Start button or, if earlier, when installing or using the App. By using the App and/or Services in any manner, you (the “User” or “you“) acknowledge that you have read all of the terms of this Agreement and agree to be bound by it. If you do not agree with any of the terms contained herein, do not click such a button or otherwise access or use this Application or the Services.
1. Grant of License
1.1. Meucci is a unique application which allows you to contact and communicate with any phone number worldwide.
1.2. Subject to your acceptance of this Agreement, and in accordance with the terms and conditions herein, we grant you one (1) non-exclusive, non-assignable, non-transferable, revocable, limited license to access and use the Services and/or the App on any device that you own or control and are allowed to use. This license is for personal purposes only and is not transferable.
1.3. The terms in this Agreement shall remain in effect from the date of your acceptance until terminated by Koltrol or you in accordance to the provisions set out in Section 12 bellow, and shall govern any upgrades provided by Koltrol that replace or supplement our Services, unless a separate license is accompanying such an upgrade, in which case the terms of the latter license shall govern.
1.4. If you are not of any legal status which allows you to form a binding contract with Koltrol, you cannot enter into this agreement with Koltrol and no Licenses shall be granted to you.
2. Ownership of IP
Koltrol retains ownership of all intellectual property rights, interest and title in the App, including its software and code, and /or any updates, upgrades, enhancements, derivatives, improvements, extensions, and modifications thereto, in any copies thereof and in its documentation. As between you and Koltrol, you acknowledge that all rights, title and interest in and to the App and any trademarks, trade names, copyrights, patents, patentable inventions, and any and all other intellectual property rights embodied in or in connection therewith, are owned solely and exclusively by Koltrol. Nothing in this Agreement shall be construed to grant to you any rights to any present or future products and/or intellectual property of Koltrol, except as otherwise expressly provided herein.
3. Subscribing to the Services
3.1. In order to access certain features of the App, you must first register to create an account. Therefore, upon downloading the App, we will need to verify your device and number by sending you a SMS or email to activate your account. Without such activation, you may not be able to use the Services.
3.2. You agree not to use the account of another User at any time, and notify us immediately if you suspect any unauthorized use of, or access to, your account. You are solely responsible for any and all use of your account.
3.3. The App may be initially downloaded without charge (except to third party charges that may be incurred in connection with your data plan), and the use of the App and Services may be made available in free or paid versions and/or in different service levels. Not all of the features and functionality of the Services may be available in each version or service level. The features and functionality of each version or service level may be changed from time to time at Koltrol’s discretion.
4. Content of Communications
4.1. By using the App you acknowledge and understand that Koltrol is not the source of any content of any communications between you and a third party made by using the App or Services (Content). You are solely responsible for your interactions with other users of our Services. We will not be responsible for any damage or harm resulting from your interactions with other users of our Services.
4.2. Please note that, as in any other channel of communication, you might be exposed to objectionable content, including but not limited to Content that may be harmful to minors, unlawful, or may be found offensive or obscene.
4.3. Koltrol may, but is not obligated to, monitor interactions between you and other users of our Services and take any action in good faith to restrict access to or the availability of any communication that we or another User of our Services may consider violent, harassing, objectionable or otherwise unlawful. Koltrol reserve the right, but is under no obligation, to supervise any Content and block, delete from record, or terminate access to any such Content, that Koltrol at its sole discretion, considers to be non-compliant with any of the requirements of this Agreement and/or any law or regulation under applicable jurisdiction. You acknowledge and agree that Koltrol may review Content for the purpose of enforcing these terms.
5. Additional Features
5.1. By using the App you acknowledge and agree that any communications you make using the App are recorded and stored by Koltrol. You further acknowledge and agree that each recording shall become available to any party participating in it, upon such partys first use of the App and/or Services.
5.3. Koltrol reserves the right to purge Content stored in its databases at any time and from time to time without notice. You acknowledge and agree that you are solely responsible for backing up any Content made by your use of the Services.
5.4 It is your responsibility to ensure that you are legally allowed to use the software, services, products, and/or Meucci websites where you are operating from.
You must use the software, services, products, and Meucci websites in accordance with the laws of the country where you are located. In some countries there are restrictions on the download and use of the software, services, products and/or Meucci websites.
6. Fair Usage policy
6.1. Koltrols Services and App are limited to reasonable individual use. Activities deemed as non-legitimate or unreasonable individual use by us, may include without limitations:
(a) using any mean to share subscriptions and accounts between Users;
(b) using Koltrols App for business purposes, such as telemarketing, support, or call centers operations, unless agreed in writing with Koltrol;
(c) trespassing or burdening network capacity and engaging in excessive usage of the Services, as determined by Koltrol in its sole discretion, including usage that adversely affects the speed, responsiveness, or functionality of the App, or disrupts the availability of the App and the Services for other users;
(d) performing any calls without constant live dialogue, including as a monitor, intercom or for transcription;
(e) any abnormal user calling patterns or call volume which may be inconsistent with those of a normal, individual, private user.
6.2. Koltrol may offer an unlimited plan for its products and Services, which is subject to the terms and restrictions of our Fair Usage Policy set forth above and other restrictions described in this Agreement. If, for any reason, Koltrol believes that you are using the unlimited plan for a prohibited purpose and/or your call usage violates the Fair Usage Policy, then Koltrol may, in its sole discretion with or without notice, terminate your account.
7. Billing and payment
7.1. When you subscribe to a Service you will be required to provide us with a payment method and can decide whether to subscribe and pay for the Services via Google Play or Apples iTunes (App Stores), using a 3rd party payment provider like PayPal, or by a direct payment by providing a valid credit card, proper billing information, and authorization to charge your payment method.
7.2. Koltrol may grant you a trial period to use and explore the App and Services free of charge. However, if you chose to use a paid version of the Services on a free-trial basis and do not cancel the trial before the expiration of the trial period, then, upon the expiration of the trial period and depending on the relevant App Store policy, the Services will automatically be materially downgraded or your account may be automatically converted to a paid account and will be charged in accordance to your use of the Services.
7.3. Monthly or other subscription fees will be billed in full in advance. Termination and usage charges, if any, will be billed in arrears, and are subject to Koltrols or the relevant App Stores billing policy, and the applicable billing method. All fees are exclusive of any type of taxes.
7.4. You agree to advise and notify us of any changes to your payment method. If your billing information and payment source is invalid, if charges billed to you are declined or not paid or if you fail to pay charges for a paid version of the Services when due, your account may be downgraded, suspended or cancelled, at Koltrol’s discretion. We further reserve the right to continue to attempt charging your billing method for any outstanding Service charges and pursue any other legal remedies available to Koltrol.
7.5. If a User account is suspended, Koltrol may, but is not obligated to, maintain your account and/or related information, in order to allow the User to pay the past-due charges and restore its account. Please note that until paid in full, all past due amounts will bear an additional charge of the lesser of 1.5% per month or the maximum amount permitted under applicable law.
7.6. Dispute of charges. If you paid any fees directly to Koltrol rather via one of the App Stores or direct payment , you may dispute any charge for the Services by way of a written notice to Koltrol within thirty (30) days of the date that such charge was made. If you fail to provide a written statement explaining in reasonable detail your reasons for disputing the charge, within the time period specified above, you hereby irrevocably waive any objection and further recourse with regard to such charges. Written statements disputing charges must be sent to [ support@Meucci.com].
8.1. By using the App you agree not to:
(a) use the App on any device that you do not own or control;
(b) make available or distribute the App over a network where it could be used by multiple devices at the same time;
(c) sell, sublicense, rent, lease, lend, redistribute, or otherwise transfer the App or any software or code thereto, related documentation or materials, or any portions of thereof, to any other party;
(d) copy or translate the App or any software or code thereto, related documentation or materials or any portion thereof;
(e) reverse engineer, disassemble, decompile, decrypt, derive the source code of, or otherwise create any human-readable representation of the App software in any form or by any means;
(f) modify or create derivative works;
(g) defeat, circumvent, or disable any copy protection mechanism or mechanism in the Application used or designed to limit license duration or access to non-licensed functionality or capacity;
(h) make use of any material or content that is subject to any third party proprietary rights, unless you have obtained consent from the owner of such rights;
(i) impact or attempt to impact the availability of the Application or Services in any way, including but not limited to the using a Denial of Service (DoS) or a Distributed Denial of Service (DDoS) attacks;
(j) use, operate or execute any automated system, including but not limited to spiders or bots or any offline readers that access any software provided by Koltrol, including without limitation the App and Services.
(k) use the App in order to abuse, defame, harass, stalk, threaten or any other way that may result in infringement or violation of any other partys rights;
(l) use the Application or Services in any way that is unlawful or illegal;
(m) attempt to do any of the above; or
(n) enable or allow others to do any of the above.
8.2. You hereby acknowledge and understand that upon any breach of the terms of this Agreement, including but not limited to the restrictions set above, you may be subject to prosecution and liable for damages.
9.1. This Agreement shall terminate and any license granted hereunder shall automatically revoke if you fail to comply with the terms of this Agreement. You may terminate this Agreement at any time without notice by discontinuing all further use of the App and promptly uninstalling and erasing/deleting all copies of the App in your possession. Upon termination hereof the license granted herein shall expire.
9.2. Any payment authorization provided by you will remain valid until thirty (30) days after you terminate our authority to charge your payment method. Upon termination, we may charge you with fees and any other outstanding charges and disconnect your service. Notwithstanding the above, upon termination of your account for any reason, you may be refunded certain fees, as follows: Users who paid for the Services via the App Stores shall be refunded in accordance to the App Stores subscription refund policy, if any; A User who paid subscription fees directly to Koltrol shall be refunded by Koltrol by no more than the amount charged and actually received by Koltrol for subscription fee for months unutilized.
9.3. Koltrol reserves the right terminate a Users account, impose limits on the use of or access to our Services, without notice or liability, in any case of a Users breach of this Agreement, including but not limited to: (a) any user activity that may be deemed by Koltrol as unreasonable abuse of the App or Services, including any breach of the Fair Usage; (b) any unlawful or unauthorized use; (c) any violation on your part of intellectual property rights of Koltrol.
9.4. Survival. Sections 2, 7, 10, 11, and 13 of the Agreement will survive any termination of the Agreement.
10.1. You agree and acknowledge that: (a) the App may not work entirely or properly with all specific devices or operating systems; and that (b) the performance of the App may be affected by maintenance performance, failures in internet connectivity, malfunctions in the system and/or failures in the provision of third party services.
10.2. No representation is made by us that in any particular location our services are available to use. Koltrol reserves the right to alter, remove, change, suspend or disable access to our Services at any time without notice. In no event will we be liable for the removal of or disabling of access to our Services.
10.3. We do not warrant that the use of the Application will be uninterrupted, error-free or completely secure. You acknowledge that there are certain risks inherent in using the App that could result, inter alia, in the loss of data. We shall not be responsible for the backup of any of your data.
10.4. THE FOREGOING WARRANTY OF KOLTROL IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. KOLTROL SPECIFICALLY DISCLAIMS ANY WARRANTY THAT THE APP AND/OR SERVICES SHALL OPERATE UNINTERRUPTED OR ERROR FREE. IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
11. Limited Liability
YOU ACKNOWLEDGE AND AGREE THAT THE APP IS PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS,” AND IS USED ONLY AT YOUR SOLE RISK, TO THE FULLEST EXTENT PERMISSIBLE BY LAW. KOLTROL DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND, REGARDING THE APP (INCLUDING WITHOUT LIMITATION ITS SOFTWARE, FUNCTIONALITY, THE RECORDING AND STORAGE OF CONTENT), INCLUDING ANY IMPLIED WARRANTIES AS TO TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, ACCESSIBILITY, COMPATIBILITY, SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, QUALITY, OR LACK OF VIRUSES. KOLTROLS ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH KOLTROL IS TO DISCONTINUE YOUR USE OF THE APP. KOLTROL AND ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SERVANTS OR AGENTS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGE ARISING FROM YOUR USE OF THE APP OR SERVICES FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OR REGISTRATION WITH KOLTROLS APP OR SERVICES. THESE EXCLUSIONS FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF KOLTROL HAD BEEN ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED.
KOLTROL’S LIABILITY, AND (AS APPLICABLE) THE LIABILITY OF KOLTROL’S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAID KOLTROL IN THE 6 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, KOLTROLS LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. KOLTROL DOES NOT IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY COMMUNICATION OR CONTENT BETWEEN YOU AND OTHER USER. YOU ACKNOWLEDGE AND AGREES THAT WITHOUT THE FOREGOING EXCLUSIONS AND LIMITATIONS OF LIABILITY, KOLTROL WOULD NOT BE ABLE TO OFFER END USERS THE APP AND/OR THE SERVICES.
13.1. Entire Agreement. This Agreement comprises the entire agreement between you and Koltrol relating to the App and the Services. We may change the terms of this Agreement at any time, so please review these pages regularly. Any changes with respect to fees will not be retroactive, and a notice of such change will be posted on the App or sent to you by way of email or push notification.
13.2. Device Use. The App may use your devices bandwidth, memory or processing resources, limited to the purpose of facilitating and establishing the connection between the Apps users. In any case where you depend upon a third partys equipment to enable the application to use such resources, you hereby acknowledge and agree that your license to use the App is subject to any such relevant third partys consent. You represent and warrant that by accepting the terms of this Agreement, such consent have been obtained by you.
13.3. Assignment. This Agreement (and the license granted hereunder) may not be assigned by you directly or by operation of law without our written consent. Any attempt to assign this Agreement in contravention of the preceding sentence is void.
13.4. Third Party Beneficiaries. You acknowledge that Apple Inc., Google Inc. and any of their subsidiaries are third party beneficiaries to this Agreement and will have the right to enforce it as a third party beneficiary thereof.
13.5. Governing Law. The Application, Services, this Agreement and any dispute arising in connection therewith shall be exclusively governed by and construed in accordance with the laws of the State of Israel. You agree that all such disputes shall be brought exclusively in the appropriate courts of Tel Aviv, Israel.
13.6. Severability. If any provision of this Agreement is held unenforceable, then such provision will be modified to reflect the parties’ intention. All remaining provisions of this Agreement shall remain in full force and effect.