Privacy policy

Last Modified: April 24, 2026
Welcome to the online service operated by Customed Ltd. (“Company,” “we,” or “us”). [cite: 93] This page explains the terms by which you may use our services, our website (“Site”), and software provided on or in connection with the service (the “Platform”), including our generative AI based, software solution for creation of models and 3D-printable design files of specific artificial implants and surgical guides (collectively, the “Service”). [cite: 94] By accessing or using the Service, or by clicking a button or checking a box marked “I Agree” (or something similar), you signify that you have read, understood, and agree to be bound by these Terms of Service (this “Agreement”), and to the collection and use of your information as set forth in our Privacy Policy, whether or not you are a registered user of our Service. [cite: 95] Company reserves the right to modify these terms and will provide notice of these changes as described below. [cite: 96] This Agreement applies to all visitors, users, and others who access the Service (“Users”). [cite: 97]
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. [cite: 98]
ARBITRATION NOTICE: THIS AGREEMENT CONTAINS A MANDATORY INDIVIDUAL ARBITRATION AND CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS. [cite: 99] AGREEING TO ARBITRATION IS AN IMPORTANT DECISION WHICH YOU SHOULD CAREFULLY CONSIDER. [cite: 100]
IF YOU ARE USING THE SERVICE IN AN EVALUATION MODE (A LIMITED IN TIME, FREE OF CHARGE LICENSE) THE TERMS OF SECTION 5 SHALL APPLY TO SUCH USE (IN ADDITIONA TO ALL OTHER PROVISIONS OF THEASE TERMS. [cite: 101]

Our Service [cite: 102]

General. Company provides a Service enabling the design and creation of models and 3D-printable design files of specific artificial implants and surgical guides. [cite: 103] The Services provided by the Platform may be delivered in different ways: (i) fully automatically by the software, (ii) semi- automatically through a combination of software and manual efforts, or (iii) entirely through manual efforts by the Company’s team. [cite: 104] The Platform is a designing tool that assists with the conversion of pre-existing surgical plans into 3D-printable files, it is designed as a tool to assist with surgery planning and does not in any way substitute or replace professional assessment, diagnosis, or treatment by qualified healthcare professional. [cite: 105] The service is and may provide general information about procedures but does not guarantee addressing specific medical issues or conditions. [cite: 106] To remove any doubt, it is clarified that neither the Company nor the Platform offer any healthcare services or medical advice or any healthcare tools or consultation. [cite: 107] Any medical and/or surgical use of the Services and/or the Platform are at the Users sole responsibility and liability. [cite: 108] All medical decisions connected to the use of the Services remain the responsibility of the User. [cite: 109]
Changes to the Service. Company may, with reasonable prior notice, change the Service; [cite: 110] stop providing the Service or certain features of the Service, to you or to Users generally; [cite: 111] or create usage limits for the Service. We may permanently or temporarily terminate or suspend your access to the Service without liability, if, in our sole determination, you violate any provision of this Agreement. [cite: 112] Upon termination of your access to the Service for any reason, you shall continue to be bound by the terms of this Agreement as applicable. [cite: 113]
Service Location. The Service is controlled and operated from facilities in Israel. [cite: 114] Company makes no representations that the Service is appropriate or available for use in other locations. [cite: 115] Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable local laws and regulations, including but not limited to export and import regulations. [cite: 116] You may not use the Service if you are a resident of a country embargoed by the United States. [cite: 117]

Eligibility [cite: 118]

This is a contract between you and Company. You must read and agree to these terms before using or accessing any of the Company Services. [cite: 119] If you do not agree to any of these terms, you may not use the Service. [cite: 120] You may use the Service only if you can form a binding contract with Company including on behalf of any corporation or institute you work for, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. [cite: 121] Any use or access to the Service by anyone under the age of 18 is strictly prohibited and in violation of this Agreement. [cite: 122] The Service is not available to any Users previously removed from the Service by Company. [cite: 123] In addition to the forgoing, you represent and warrant that you are not a resident of (and will not use the Service in) a country that the U.S. government has embargoed for use of such Service or under any other applicable trade sanctioning regulations. [cite: 124] The use of the Service is limited to Users that are provided access to use it under a commercial agreement with the Company. [cite: 125] Any use of the Service by a User that is not eligible under and according to these Terms of Service, is prohibited and is at the own risk of such User. [cite: 126]

Use of Services and Responsibility [cite: 127]

You acknowledge and agree that the use of the Services provided by the Company is at your sole responsibility, to be used by you in compliance with all applicable laws and regulations. [cite: 128] User is responsible to ensure that the use of the Platform and the Service are complaint with all applicable regulations and legal requirements in the region or country of User. [cite: 129] Any personalized solutions, such as PSIs or implants designs, generated by the Platform, must be verified by the User to ensure their accuracy and appropriateness for the condition and needs of each a specific patient. [cite: 130] Company assumes no liability or responsibility for any usage of the Services provided hereunder or to the use of any device manufactured by the use of the Services and it is the User’s obligation to verify the quality and/or accuracy of the devices created by using the Services. [cite: 131] The Platform does not “recommend” or “advise” any specific diagnosis, treatment, or outcomes. [cite: 132] Any and all decisions related to patient care or treatment are the sole responsibility of the User and healthcare providers and professionals using the Services, and the platform does not assume any liability for medical outcomes or decisions made using our tools. [cite: 133] Users are responsible to ensure the accuracy, correctness, completeness, and appropriateness of any data or medical information they upload or generate within the Platform. [cite: 134] Users must provide all necessary documentation and information required for the use of the Platform. [cite: 135] User shall not upload personal identifying data (PII) to the Platform and shall verify that any data used in the Platform is fully anonymized. [cite: 136] Medical or surgical planning data should be used with the Platform without including any personal patient identifiers. [cite: 137]
Automated Segmentation. Any automated segmentation provided as part of the Services is intended for evaluation and guidance purposes only. [cite: 138] For clinical-grade segmentation, Users must request this service separately, which may be subject to additional charges. [cite: 139] The platform is not responsible for the outcomes based on the automated segmentation. [cite: 140] Users also have the option to upload to the Platform their own segmentation data, which they are responsible for ensuring meets clinical and regulatory standards. [cite: 141]
Data Aggregation and Statistical Analysis. The Platform may aggregate data from multiple Users and use cases to improve the Services, conduct statistical analysis, and enhance the Platform functionality. [cite: 142] Such data aggregation will be done anonymously to protect User confidentiality. [cite: 143] The company may publish aggregated statistical data in marketing materials or within the Platform, provided that such data will not contain any identifiable user information and will remain anonymous. [cite: 144]

Limited Use License [cite: 145]

Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, non-transferable, non- assignable, non-sub-licensable, worldwide, limited, revocable right and license to use the Service for your own use only and as permitted by the features of the Service according to the terms and subject to the conditions of this Agreement (the “ Use License ”). [cite: 146] The Use License granted to the hereunder is for internal use only and shall not provide for any use that is for the benefit of any other person or entity. [cite: 147] Company reserves all rights not expressly granted herein in the Service. [cite: 148] Company may terminate this license at any time for any reason or no reason. [cite: 149]

Evaluation Use [cite: 150]

In the event that Users are granted access to the Service and to the Platform for a limited, free of charge, evaluation trail period (the “ Evaluation ”), the Users are granted a Use License that is limited to the Evaluation Period only (an “ Evaluation License ”). [cite: 151] The Evaluation period will be defined by the Company and in any event will not be longer than ninety (90) days following the first access to the Service by the relevant User (the “ Evaluation Period ”). [cite: 152]
When using the Service under an Evaluation License, Users assume all risks associated with such use of the Services, including any damage to systems, data, or other property. [cite: 153] The Evaluation License is not intended for any medical and/or surgical use by Users. [cite: 154]
The Company may define what parts or features of the Service will be available for Users’ use under an Evaluation License, at its sole and absolute discretion. [cite: 155]
The Company shall have the right to terminate the Evaluation License of a User at any time and at its sole discretion and shall provide the User a notice upon such discontinuance of the use. [cite: 156]
In event that a User executed a separate Evaluation Licensing Agreement with the Company, the terms of such an agreement shall be in effect and not the provisions of this Section 5. [cite: 157]

User Accounts [cite: 158]

You may access the Service and functionality that we may establish and maintain from time to time and in our sole discretion subject to this Agreement. [cite: 159] We may maintain different types of accounts for different types of Users. [cite: 160] To access certain features or areas of the Service, you may be required to provide certain personal information as part of a registration or log-in process. [cite: 161] When creating your “User Account”, you must provide accurate and complete information, and you must keep this information up to date. [cite: 162] You are solely responsible for the activity that occurs on your User Account, and if you are required to provide a password for your User Account, you must keep it secure. [cite: 163] You must notify Company immediately of any breach of security or unauthorized use of your User Account. [cite: 164] Company will not be liable for any losses caused by any unauthorized use of your User Account. [cite: 165] Company reserves the right, but is not obligated, to reject and/or remove any User Content that Company believes, in its sole discretion, violates any of these provisions. [cite: 166] You may control your User Account. By providing Company your email address and other contact information, you consent to our using such contact information to send you Service-related notices, including any notices required by law. [cite: 167] Such notices may be provided to you by email, or any other contact form you may provide us with and you agree to receive such notices. [cite: 168] We may also use your email address or phone number to send you other messages, such as changes to features of the Service and special offers. [cite: 169] If you do not want to receive such notifications, you may opt out or change your preferences in your settings page. [cite: 170] Opting out may prevent you from receiving notification including notices regarding updates, improvements, or offers. [cite: 171] You will not be able to opt-out from receiving service and payment connected notifications from the Company. [cite: 172]

User Content [cite: 173]

Some features of the Service may allow Users to submit, post, display, provide, or otherwise make available content or information (any such materials a User submits, displays, provides, or otherwise makes available on the Service is referred to as “ User Content ”). [cite: 174]
User shall not upload or otherwise make available User Content that includes any content that is false, abusive, unlawful, obscene, harmful, or that contains any information or content that you do not have a right to make available under any law or under contractual relationships. [cite: 175] You agree that any User Content that you post does not and will not violate third-party rights of any kind, including without limitation any Intellectual Property Rights (as defined herein) or any rights of privacy. [cite: 176]
WE CLAIM NO OWNERSHIP RIGHTS OVER USER CONTENT CREATED BY YOU. THE USER CONTENT YOU CREATE REMAINS YOURS. [cite: 177]
Company has the right (but not the obligation) in its sole discretion and without an obligation to provide reasoning, to remove any User Content that is shared via the Service. [cite: 178] By submitting, posting, displaying, providing, or otherwise making available any User Content on or through the Service, you expressly grant, and you represent and warrant that you have all rights necessary to grant, to Company a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit and make derivative works of all such User Content in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and Company’s (and its successors’ and affiliates’) business, including without limitation for promoting [cite: 179] and redistributing part or all of the Service. [cite: 180]
For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction. [cite: 181] In connection with your User Content, you affirm, represent and warrant the following: [cite: 182] You have obtained and are solely responsible for obtaining all consents as may be required by law to post any User Content relating to third parties. [cite: 183] Your User Content and Company’s use thereof as contemplated by this Agreement and the Service will not violate any law or infringe any rights of any third party, including but not limited to any Intellectual Property Rights and privacy rights. [cite: 184] Company may exercise the rights to your User Content granted under this Agreement without liability for payment of any residuals, fees, or royalties. [cite: 185]

Acceptable Use [cite: 186]

You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Platform or the Service in any medium, including without limitation by any automated or non-automated “scraping”; [cite: 187] (ii) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; [cite: 188] (iii) uploading invalid data, viruses, worms, or other software agents through the Service; [cite: 189] or (iv) bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein. [cite: 190]

Our Proprietary Rights [cite: 191]

Except for your User Content, the Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, and User Content belonging to other Users (the “Company Content”), and all Intellectual Property Rights related thereto, are the exclusive property of Company and its licensors. [cite: 192] Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Company Content. [cite: 193] Use of the Company Content for any purpose not expressly permitted by this Agreement is strictly prohibited. [cite: 194] You may choose to or we may invite you to submit comments or ideas about the Service, including without limitation about how to improve the Service or our products (“Ideas”). [cite: 195] By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Company under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. [cite: 196] You further acknowledge that, by acceptance of your submitted Ideas, Company does not waive any rights to use similar or related ideas previously known to Company, or developed by its employees, or obtained from sources other than you. [cite: 197]

Privacy [cite: 198]

We care about the privacy of our Users. You understand that by using the Service you consent to the collection, use and disclosure of information, all as set forth in our Privacy Policy that can be reviewed at: https://www.customed.ai/privacy-policy. [cite: 199] You further consent to have your information collected, used, transferred to and processed by the Company. [cite: 200] We encourage you to read our Privacy Policy on a regular basis, for a description of such data collection and use practices. [cite: 201]

Security [cite: 202]

Company uses commercially reasonable physical, managerial, and technical safeguards to preserve the integrity and security of your personal information and implement your privacy settings. [cite: 203] However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. [cite: 204] You acknowledge that you provide your personal information at your own risk. [cite: 205] In the event that any information under our control is compromised as a result of a breach of security, we will take reasonable steps to investigate the situation and, where appropriate, notify those Users whose information may have been compromised and take other steps, in accordance with any applicable laws and regulations. [cite: 206]

Third-Party Links and Information [cite: 207]

The Service may contain links, features, or interactive tools supplied by third parties. [cite: 208] Company does not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. [cite: 209] If you access a third-party tools or service from the Service or share your User Content on or through any third-party service, you do so at your own risk, and you understand that this Agreement and Company’s Privacy Policy do not apply to your use of such third-party tools, products or services. [cite: 210] You expressly relieve Company from any and all liability arising from your use of any third-party tools or service. [cite: 211]

Payment for Services [cite: 212]

The use of the Services is be subject to payment of particular fees, as determined by the Company in its sole discretion (“Fee(s)”). [cite: 213] We will provide notice of such Fees then in effect in relation to each of the Services. [cite: 214] Use of the Services, may require Users to pay the applicable Fees in advance. [cite: 215] Company reserves the right to change its Fees at any time, upon notice to you if such change may affect your existing subscriptions. [cite: 216] All Fees shall be deemed to be in U.S. Dollars, except as specifically stated otherwise in writing by Company. [cite: 217] To the extent permitted by law (and unless specified otherwise by Company in writing), all Fees are exclusive of all taxes (including value added tax, sales tax, goods and services tax, etc.), levies or duties imposed by taxing authorities (“Taxes”), and you shall be responsible for payment of all applicable Taxes relating to your use of the Services, or to any payments or purchases made by you. [cite: 218] If Company is obligated to collect or pay Taxes for the Fees payable by you, and whether or not such Taxes were added and collected from you for previous transactions, such Taxes may be added to the payment of any outstanding Fees and will be reflected in the Invoice for such transaction. [cite: 219] We recommend that you verify the existence of any additional fees you may be charged by third parties in connection with the purchase of Services or in connection with the renewal thereof (such as international transaction fees, currency exchange fees or fees due to banks or credit card companies). [cite: 220] Company is not responsible for any such additional fees or costs. [cite: 221] As part of registering or submitting information to receive Services, you also authorize Company (either directly or through its affiliates, subsidiaries or other third parties) to request and collect payment (or otherwise charge, refund or take any other billing actions) from our payment provider or your designated banking account, and to make any inquiries Company or its affiliates may consider necessary to validate your designated payment account or financial information, in order to ensure prompt payment, including for the purpose of receiving updated payment details from your payment, credit card or banking account provider (e.g., updated expiry date or card [cite: 222] number as may be provided to us by your credit card company). [cite: 223]
Invoices. Company and/or its affiliated companies will issue an invoice or credit memo for any payment of Fees or refund made to or by Company (“Invoice”). [cite: 224] Each Invoice will be issued in electronic form and based on the country stated in your billing address and will be made available to you via your User Account and/or by e-mail. [cite: 225] For the purpose of issuing the Invoice, you may be required to furnish certain Personal Information (as such term is defined in the Privacy Policy) in order to comply with local laws. [cite: 226]

Indemnity [cite: 227]

You agree to defend, indemnify and hold harmless Company and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Service, including any data or content transmitted or received by you; [cite: 228] (ii) your violation of any term of this Agreement, including without limitation your breach of any of the representations and warranties above; [cite: 229] (iii) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; [cite: 230] (iv) your violation of any applicable law, rule or regulation; [cite: 231] (v) User Content or any content that is submitted via your User Account including without limitation misleading, false, or inaccurate information; [cite: 232] (vi) your willful misconduct; or (vii) any other party’s access and use of the Service with your unique username, password or other appropriate security code. [cite: 233]

No Warranty [cite: 234]

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. [cite: 235] USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. [cite: 236] NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPANY OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. [cite: 237] WITHOUT LIMITING THE FOREGOING, COMPANY, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; [cite: 238] THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; [cite: 239] THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. [cite: 240] ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE. [cite: 241]

Limitation of Liability [cite: 242]

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICE. [cite: 243] UNDER NO CIRCUMSTANCES WILL COMPANY BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. [cite: 244] TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT OR INFORMATION; [cite: 245] (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; [cite: 246] (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; [cite: 247] (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; [cite: 248] (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; [cite: 249] (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; [cite: 250] AND/OR (VII) USER CONTENT. IN NO EVENT SHALL COMPANY, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO COMPANY HEREUNDER OR $10,000, WHICHEVER IS GREATER. [cite: 251] THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. [cite: 252]

Governing Law, Arbitration, and Class Action/Jury Trial Waiver [cite: 253]

Governing Law. You agree that: (i) the Service shall be deemed solely based in Tel Aviv, Israel; [cite: 254] and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than Tel Aviv, Israel. [cite: 255] This Agreement shall be governed by the internal substantive laws of the State of Israel, without respect to its conflict of laws principles. [cite: 256] The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. [cite: 257] You agree to submit to the personal jurisdiction of the courts located in Tel Aviv, Israel for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below, including any provisional relief required to prevent irreparable harm. [cite: 258] You agree that Tel Aviv, Israel is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable. [cite: 259]
Arbitration. READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES EACH OF US TO ARBITRATE OUR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM COMPANY. [cite: 260] For any dispute with Company, you agree to first contact the Company and attempt to resolve the dispute with us informally. [cite: 261] In the unlikely event that Company has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by the Israeli Institute of Commercial Arbitration (“IICA”) and under its terms and policies - https://eng.borerut.com/. [cite: 262] The arbitration will be conducted in Tel Aviv, Israel, unless you and Company agree otherwise. [cite: 263] IICA may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from IICA. [cite: 264] The award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses. [cite: 265] Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. [cite: 266] This Section shall not be interpreted as preventing Company from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, Intellectual Property Rights or other proprietary rights. [cite: 267] You agree that this arbitration provision will survive the termination of your relationship with Company. [cite: 268]
Class Action/Jury Trial Waiver. WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER THEY HAVE OBTAINED OR USED THE SERVICE FOR PERSONAL, COMMERCIAL OR OTHER PURPOSES, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. [cite: 269] THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. [cite: 270] YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDINGS OF ANY KIND. [cite: 271]

General [cite: 272]

Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Company without restriction. [cite: 273] Any attempted transfer or assignment in violation hereof shall be null and void. [cite: 274]
Notification Procedures and Changes to the Agreement. Company may provide notifications, whether such notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by Company in our sole discretion. [cite: 275] Company reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. [cite: 276] Company is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. [cite: 277] Company may, in its sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. [cite: 278] When we change the Agreement in a material manner, we will update the ‘last modified’ date at the top of this page and notify you that material changes have been made to the Agreement. [cite: 279] Your continued use of the Service after any such change constitutes your acceptance of the new Terms of Service. [cite: 280] If you do not agree to any of these terms or any future Terms of Service, do not use or access (or continue to access) the Service. [cite: 281]
Entire Agreement/Severability. This Agreement, together with any amendments and any additional agreements you may enter into with Company in connection with the Service, shall constitute the entire agreement between you and Company concerning the Service. [cite: 282] If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect, except that in the event of unenforceability of the universal Class Action/Jury Trial Waiver, the entire arbitration agreement shall be unenforceable. [cite: 283]
No Waiver. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Company’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. [cite: 284]
Contact. Please contact us at support@customed.ai with any questions regarding this Agreement. [cite: 285]
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