Last updated Jan 2024
PLEASE READ THE FOLLOWING TERMS OF USE AND PRIVACY POLICY CAREFULLY BEFORE ACCESSING OR USING www.esmspice.com (the “ESM WEBSITE”) AND ITS CONTENT MADE AVAILABLE BY Efrat Shalem (AS DEFINED BELOW). BY ACCESSING OR USING THE ESM WEBSITE, YOU AGREE TO BE BOUND BY THESE TERMS OF USE, INCLUDING THE PRIVACY POLICY AVAILABLE AT www.esmspice.com/privacy-policy (“PRIVACY POLICY”). IF YOU DO NOT AGREE TO THESE TERMS OF USE, DO NOT USE THE ESM WEBSITE.
1. ACCEPTANCE OF TERMS
Efrat Shalem and its affiliates is the owner and operator of the ESM Website. Any person, who uses the ESM Website, shall be referred to as a “User” or “you”. By using the ESM Website, Users agree to the terms and conditions of these Terms of Use, which include the Privacy Policy (collectively, the “Agreement”), as well as all other policies and guidelines incorporated from time to time by reference to this Agreement. This Agreement is a binding agreement between any User and Efrat Shalem.
2. GENERAL CONDITIONS
The following conditions shall apply to all Users:
2.1. The ESM Website will be used only for lawful purposes and only in a lawful manner. All Users agree to comply with all applicable laws and regulations in all applicable jurisdictions and shall not violate any law, any third party’s rights, or this Agreement.
2.2. All Users must be natural persons of at least eighteen (18) years of age or older and be able to understand and sign legally binding contracts. No internet bots, crawlers, or any other automatic applications or codes designated to retrieve and collect information are allowed to use the ESM Website.
2.3. Users shall immediately report to Efrat Shalem at efshalem@gmail.com upon any security breach and/or improper use of the ESM Website, which comes to their attention.
2.4. Efrat Shalem has the right to monitor User communication and may disclose any content and information about a User as described in the Privacy Policy.
2.5. Users’ access to and use of the ESM Website is expressly conditioned upon compliance with all the terms of this Agreement and any applicable laws. Any violation of any of this Agreement shall immediately revoke the User’s right to use the ESM Website. Efrat Shalem, at its sole discretion, may limit or refuse any User’s access to and/or use of the ESM Website. Efrat Shalem reserves the right to modify or discontinue the ESM Website (or any part or feature thereof) at any time and without notice. User agrees that Efrat Shalem shall not be liable to User or to any third party for any damages caused by or in connection with any limitation, refusal, modification, suspension, or discontinuance of the ESM Website or any portion thereof.
3. INFORMATION SECURITY
Efrat Shalem uses commercially reasonable security safeguards and protocols to protect the ESM Website, its databases, and servers against misuse, risks of loss, unauthorized access, destruction, and inadvertent or improper disclosure of data (“Security Breach”). However, Efrat Shalem does not assume any responsibility for any such Security Breach and does not guarantee that such Security Breach shall not occur or be fixed within any time frame.
4. INTELLECTUAL PROPERTY RIGHTS
ESM owns or has a license to use all elements and components of the ESM Website, including, without limitation, all visual interfaces, interactive features, graphics, design, compilation, computer code, products, and software (collectively, the “ESM Content”), and all rights and interest in and to such ESM Content. Efrat Shalem also owns or has a license to use any and all intellectual property rights, associated with the ESM Content, including, without limitation, all patents, copyrights, designs, trademarks, service marks, trade names, and other intellectual property and proprietary rights throughout the world, whether registered or not, which are protected by applicable intellectual and proprietary rights and laws. User may not modify, reproduce, distribute, create derivative works or adaptations of, reverse engineer, decompile, publicly display or in any way exploit any of the ESM Content in whole or in part, without Efrat Shalem’s prior written consent. Efrat Shalem does not grant any express or implied rights in the ESM Content to User, and all rights in and to the ESM Website and/or ESM Content are retained and reserved by Efrat Shalem. Moreover, the term “ESM” and anything on the ESM Website that identifies or distinguishes Efrat Shalem from other companies, goods or services, are registered or unregistered trademarks and tradenames of Efrat Shalem (the “ESM Trademarks”). Except as otherwise permitted by Efrat Shalem, the User shall not display or use the ESM Trademarks in any manner without Efrat Shalem’s prior written consent.
To the extent you provide us with any materials through the ESM Website, including, without limitation, the information provided through a Contact Form, or your CV, you represent and warrant that any such materials that you provide (i) comply with applicable law; (ii) do not infringe or violate any third party intellectual property rights, privacy or publicity rights, or moral rights; and (iii) that you have all necessary rights and authorities to submit such materials.
5. LIMITATION OF LIABILITY
ESM provides the ESM Website and any information, content, or all other components on an “as-is” basis and for informational purposes only. Efrat Shalem does not provide a warranty as to the completeness, timeliness, or accuracy of any information or content on the ESM Website. ESM disclaims any and all implied warranties including, without limitation, the implied warranty of merchantability, fitness for a particular purpose, and non-infringement. Without limiting the generality of the foregoing, ESM does not warrant that the ESM Website will be accurate, error-free, virus-free, provided on an uninterrupted basis, or that it will meet any specific requirements of a User. ESM does not: (i) guarantee the accuracy, completeness, or usefulness of any information on the ESM Website, or (ii) adopt, endorse or accept responsibility for the accuracy or reliability of any opinion, advice, or statement made by any party that appears on the ESM Website. Under no circumstances will ESM or its affiliates be responsible for any loss or damage resulting from the User’s or any third party’s reliance on information or other content posted on the ESM Website or transmitted to or by any User or third party. ESM shall not be liable for any indirect, consequential, special, or incidental damages or lost profits resulting from the User’s use or access to the ESM Website, whether based on breach of contract, breach of warranty, tort (including negligence), or any other legal theory. These limitations apply to any matter related to the ESM Website or the ESM Content; third-party internet sites, programs, or conduct; viruses or other disabling features. These limitations also apply even if this remedy does not fully compensate the User or any third party for any losses or fails its essential purpose; or even if ESM knew or should have known about the possibility of the damages.
6. INDEMNIFICATION
User shall indemnify and hold ESM and its shareholders, affiliates, officers, agents, subsidiaries, partners, and employees harmless, from and against any damages, losses, liabilities, claims, or demands, (including reasonable attorneys’ fees and expenses), made by any third party due to or arising out of (i) any unlawful, unauthorized or misuse of the ESM Website by User, (ii) violation of these Terms of Use by User, (iii) violation by User of any rights of another including but not limited to infringement of another’s copyright or other intellectual property rights, or (iv) any other negligent act or misconduct by User.
7. CHANGES TO THIS AGREEMENT
These Terms of Use including the Privacy Policy and all other policies governing the use of the ESM Website may be modified, changed, or altered at Efrat Shalem’s sole discretion, at any time and without prior notice. However, Efrat Shalem will publish notices of material changes to this Agreement; such notices may be posted on the ESM Website when they become effective. User agrees that User’s continued use of the ESM Website following any modifications, changes, or alterations to this Agreement and after the changes take effect will constitute User’s acceptance of such modifications, changes, or alterations and conclusively demonstrates User’s acceptance of such modifications, changes, or alterations.
8. MISCELLANEOUS
8.1 Notices. User hereby consents to receipt of any and all information in an electronic format. ESM may provide required information to the User by email at any address provided by the User, or via the ESM Website. Notices provided to the User via email will be deemed delivered and received on the transmission date. User agrees and acknowledges that this Agreement and any notices given pursuant to this Agreement are enforceable in electronic format.
8.2 Invalidity. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be replaced and deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision; the remaining provisions of this Agreement will remain in full force and effect.
8.3 No Waiver. Any party’s failure or omission to act with respect to a breach of this Agreement does not constitute a waiver or affect that party’s rights to act subsequently.
8.4 Assignment. Users may not assign rights or delegate any duties under this Agreement. ESM may assign its rights or delegate its duties under this Agreement to any of its affiliates, successors, or assignees.
8.5 Governing Laws and Jurisdiction. This Agreement shall be governed by the laws of the State of Israel and any dispute arising out of or in connection with this Agreement is hereby submitted to the sole and exclusive jurisdiction of the competent courts in Tel Aviv, Israel, and User hereby agrees and submits to the exclusive jurisdiction and venue of such courts in connection with any disputes arising under or in connection with this Agreement.
8.6 Entire Agreement. This Agreement, including the Privacy Policy and any other agreement entered with a User or incorporated by reference, constitutes the entire agreement between ESM and the User and supersedes any prior agreements between ESM and User.
8.7 Relationship. Nothing in this Agreement creates any agency, employment, joint venture, or partnership relationship between you and ESM or enables you to act on behalf of ESM.