Delver Terms of Use Agreement
Delver Communications Ltd. ("Delver", formerly known as Semingo Ltd.) develops and offers a people-oriented search platform to enable improved search experience and connect people with other people who have mutual interests. The services offered by Delver include a Website - Delver.com ("Website"), widgets ("Widgets"), and other features, content or applications, as may be offered in the future, in connection with the Website or the Widgets (Collectively referred as the "Services"). This Terms of Use Agreement (the "Terms") sets the legally binding terms for using the Services.
1. General
1.1. Acceptance of These Terms By accessing and using the Services, either in the form of a Widget or by browsing the Website, whether you are a visitor, using the Website without registration ("Visitor"), or a user, that registered to have an account in the Website ("User") ("Visitor" and "User" collectively referred as "You"), You agree to be bound by these Terms. If You do not agree to any of the provisions as set hereunder in these Terms, You have no right to use the Widget, the Website or the Services.
1.2 Eligibility to Use the Services By using the Services, You represent that: a) You are thirteen (13) years of age or older; b) Your use of the Services does not violate any applicable law or regulation; c) all required information that You submit or post in the Website in order to use the Services is accurate and You will maintain the accuracy of the information; d) You are using the Services for personal, non-commercial use. If Delver is informed or has reason to believe that you are not eligible to use the Services or that You become ineligible, Your use may be terminated without notice and Your account may be deleted. You do not have any right to use the Services for commercial use and if You wish to use the Services for commercial use, You must first contact Delver (at: info@delver.com) to get prior written approval and will be required to enter into separate agreement with Delver.
1.3. Modifications to Terms Delver reserves the right to change or modify the Terms, Privacy Policy, or Copyright Policy from time to time. Posting the modified Terms, Privacy Policy, or Copyright Policy on the Website will give effect to the revised terms. Your continued use of the Services indicates Your acceptance of any revised terms. If You do not agree to the revised terms, please refrain from using the Services and/or leave the Website.
1.4. Changes in the Services Delver reserves the right to suspend, discontinue, delete, modify, or remove any content or service offered from time to time, without prior notice, without reason or liability, and/or to offer certain services only in various versions or in selected times, based on Delver's sole discretion. In addition, Delver may charge You, in the future, for services which are currently available for free. Delver may also offer, in the future, services for commercial users or API-Based services which will require entering into separate agreement with Delver (for more information contact: info@delver.com)
2. User Accounts and Profiles
2.1. Registered Users Certain Services require registration in order to be able to enjoy certain functionalities. Delver reserves the right to decide which functionalities require registration or will require registration in the future.
2.2. Registered User Information The registration process may require the User to provide information regarding, but not limited to, his\her age, citizenship, address or other information. Once You register as a registered User, You represent and warrant all registration information You submit is accurate and truthful and that You agree to update and maintain the accuracy of such information. You further represent and warrant that Your use of the Website shall not violate any applicable law or regulation. Delver reserves the right to terminate the account or refuse any or all use the Services of a registered User if registration information submitted seems or proves to be false, inaccurate or incomplete. The registration process also requires the User to enter an e-mail address as a user name ("User Name") and password. Delver will, in accordance with its Privacy Policy, keep Your User Name and password confidential. You are responsible for maintaining the confidentiality of Your User Name and password and for logging out of Your account at the end of each session. Registration of more than one account per individual is not permitted and automatic generation of multiplied accounts by individuals or companies is restricted and may lead to legal action.
2.3. Registered User Photo In the course of the registration process and thereafter, You may be entitled to upload photos to your profile. The photos you upload may not contain nudity, obscenity, sexually explicit material or contain images of people which have not given explicit permission to be publicly viewed in these photos. In addition, an attempt to impersonate other person/s is strictly prohibited and may lead to legal action.
2.4. Claiming a Profile Delver may enable Users, in the future, the functionality to claim ownership in a profile which was generated automatically by Delver's system to represent the aggregated information regarding a person that correlates to the profile's identifiers (the "Profile"). In order to claim a Profile, the User must be a registered user in the Website. In the process of claiming a profile, the registered User will be required to authenticate his/her identity and provide information that can confirm ownership of the identifier which is associated with the Profile. In certain cases, the Profile may be linked to an external site with an independent authentication process, such as username and password, and the User will be required to provide the username and password in order to claim the Profile. The provided password will not be stored by Delver in any way. Delver will ensure that once a User's authentication process is completed, no record of the password is left in the Website's log files, database or archive.
2.5. Profile Ownership Dispute Resolution Delver implements authentication measures to prevent fraudulent or false claiming of a Profile. However, Delver can not ensure that such activity may not occur. If You have grounds to believe that You own the rights in a Profile which was already claimed by another, You are entitled to initiate a compliant process by reporting the wrongly claimed profile to Delver (at: support@delver.com). Once notified of an allegedly wrongly claimed profile, Delver will examine the claims and if deemed necessary, exercise an internal dispute resolution process to resolve the dispute and assign the profile to the rightful owner. Delver may prevent, in its sole discretion, access to a Profile in the course of the dispute resolution process.
3. Proprietary Rights
Delver owns the intellectual property related and associated with the Website, the Widget and the Services. The Services contain copyrighted material, patented technology, trademarks, and other proprietary information of Delver and its licensors. The User is granted no right in the intellectual property associated or related to the Widget, the Website or the Services and nothing should be inferred as granting such rights to the user.
4. Right of Use & Unauthorized Uses
4.1. Limited License, Permitted Uses You are granted a limited, non-exclusive, non-sublicensable, non-transferable, revocable license to: (i) access and use the Widget, the Website or the Services strictly in accordance with these Terms and the Privacy Policy incorporated in the Website, and (ii) solely for internal, personal, non-commercial purposes. This license does not include any collection, aggregation, copying, duplication, display or derivative use of the Services nor any use of data mining, robots, spiders, or similar data gathering and extraction tools for any purpose, unless expressly permitted by Delver. You are not allowed to use software, scripts or automated agents and Bots in a manner intended to mine data from the Services, generate multiple accounts or automatically post multiple messages.
4.2 Restrictions on Offensive or Illegal Use Delver strictly prohibits the use of the Services or any of its functionalities for offensive, illegal or harming purposes. You agree not to use the Services to create, edit, post or share any content that is harmful, unlawful, obscene, libelous, racist, hateful, or criminal or that violates the privacy of others or any other illegal, offensive or inappropriate content. Delver reserves the right to remove any content which deems to be illegal, offensive or inappropriate, in Delver's sole discretion, and may take action against the User, including, but not limited to, suspending any or all use of the Services, in any way or manner, or terminating the User's account.
4.3. Restrictions on Commercial Use and Unsolicited Commercial Messages The Services are for the User's personal use only and may not be used in connection with any commercial activity unless specifically approved in writing by Delver. You agree not to use the Services for advertising or solicitation to buy or sell any products and for creating, sharing and sending unsolicited commercial messages. You agree not to transmit, post or otherwise make available on the Website, or any third party links, by embedded code or emails sent from the Website, any unsolicited or unauthorized advertising, promotional materials, spam, junk mail, chain letters, pyramid schemes or any other solicitation material. Delver reserves the right to take legal action against Users who abuse the Services for transmitting, posting or sending unsolicited commercial messages, including, but not limited to, removing or modifying any postings in its discretion without notice, suspending any or all use of the Services or terminating the User's account.
5. Website Content
5.1. Source and Accuracy of Content All content, either in the form of a text, image, video, link or other, posted on, transmitted through, or linked from the Services (Collectively referred as "Content"), are at the sole responsibility of the person from whom such Content originated. Delver does not control, and is not responsible for the Content made available through the Services. By using the Services, You may be exposed to Content that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. Delver makes no representation or warranty as to the accuracy, completeness or authenticity of the Content. You acknowledge that Delver does not pre-screen, monitor, endorse or approve the Content. You must evaluate, and bear all risks associated with the use of any Content, and You may not rely on the Content. In addition, under no circumstances will Delver be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise made available via the Services.
5.2. Inappropriate Content Delver may (but not obligated to) review and remove any Content that, in its sole discretion, violates these Terms or may be offensive, illegal or violate the rights, harm, or threaten the safety of any User, Visitor or person not associated with the Website (collectively "Inappropriate Content"). You are solely responsible for the Content that You make visible via the Services or to any third Party links or any other material or information that You transmit or share with other Users or unrelated third parties via the Services.
5.3. Reporting Inappropriate Content If You find Inappropriate Content on the Website or during Your use of the Services, Delver encourages You to report such Inappropriate Content (to: abuse@delver.com). The owner of the reported Inappropriate Content may receive, based on Delver's sole discretion, a notice via email that his or her Content has been flagged. The User may refute the claim by submitting via e-mail an answer to the notice stating a valid reason why the Content should not be removed. If the complaint is justified, the Content may be removed and the User owning the Content may have the infraction noted on his or her account. The User receiving an infraction may also lose his or her user privileges in the Services. Likewise, Users submitting claims can also lose user privileges if Delver finds, in its sole discretion, that they submitted false or unjustified claims.
5.4 Reporting Wrong Relations The Services display relations between people and relations between people and content. Delver makes tremendous efforts to ensure the accuracy of such relations. If you have grounds to believe that some content was wrongly related to a specific person (regardless of this person actually using the Services), or some person was wrongly related to another person in any way, Delver encourages You to report the situation at support@delver.com. Delver will examine the complaint carefully and will remove wrong relations should the complaint is justified, in its sole discretion. Delver reserves the right to refrain from removing relations between people, or relation between person and some content in cases where such relations are publicly and explicitly described in other websites such as, but not limited to, social networks, media sharing, blogs and other websites.
6. Rights in the Content
6.1. License in User's Posted Content The Services include Content that You may submit, post or display. No compensation will be paid with respect to the Content that You submit, upload, post, transmit or otherwise make available through the Services. By submitting, posting or displaying the content on the Services, You give Delver a irrevocable, perpetual, worldwide, non-exclusive, fully-paid and royalty-free, license (with the right to sublicense) to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any Content which You submit, post, display on or through the Services. The Content may be reproduced, adapted, modified, translated, published, publicly performed, publicly displayed and distributed all in accordance with the Privacy Policy. You acknowledge that in performing these activities, Delver may technically need to transmit or distribute the Content over various networks or in various media, and may make changes to the Content to conform or adapt to the technical requirements of connecting networks, devices, services and media. You confirm and warrant that You have all the rights, power and authority to grant the above license. By uploading Content via the Services, You expressly agree to share the Content with others under these Terms set forth herein.
7. Copyright Policy
7.1. Reporting Copyright Infringement Except for public domain material, the Content on the Website and included on the Services is protected by intellectual property laws, including U.S. copyright laws. Delver may remove or disable access to material or terminate account/s, at its sole discretion, as a result of any copyright claim regarding infringing activity. If Delver removes or disables access in response to such a claim, Delver will make a good-faith attempt to contact the owner of the affected Content regarding the take down procedure in accordance with any applicable law. Please address any notices and/or claims regarding infringement activity in writing and in accordance with Digital Millenium Copyright Act (section 512) to Delver's designated agent in the following address: Delver's address in US IPnotices@delver.com
8. Disclaimer of Warranties; Limitation of Liability
8.1. General Disclaimer YOU EXPRESSLY AGREE THAT USE OF THE WEBSITE, THE WIDGETS AND THE SERVICES IS ENTIRELY AT YOUR OWN RISK. THE WEBSITE, THE WIDGETS AND THE SERVICES ARE PROVIDED ON AN "AS IS" OR "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR OTHERWISE, AS WELL AS ANY WARRANTIES REGARDING SECURITY, RELIABILITY, TIMELINESS, ACCURACY, AND PERFORMANCE OF THE WEBSITE, THE WIDGETS AND THE SERVICES, ARE ALL EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. DELVER ALSO DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE WEBSITE OR THE SERVICES, OR ACCESSED THROUGH ANY LINKS ON THE WEBSITE OR THE SERVICES. TO THE FULLEST EXTENT PERMITTED BY LAW, DELVER DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE WEBSITE, THE WIDGETS OR THE SERVICES.
8.2. Disclaimer regarding Content and Information Accuracy DELVER DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY FOR THE ACCURACY, CONTENT, COMPLETENESS, LEGALITY, RELIABILITY, OR OPERABILITY OR AVAILABILITY OF INFORMATION OR MATERIAL DISPLAYED IN OR AS RESULT OF USE OF THE SERVICES OR ANY SEARCH RESULTS. DELVER DISCLAIMS ANY RESPONSIBILITY FOR THE DELETION, FAILURE TO STORE, CREATING BACK-UPS, MIS-DELIVERY, OR UNTIMELY DELIVERY OF ANY INFORMATION OR CONTENT OR MATERIAL. DELVER DISCLAIMS ANY RESPONSIBILITY FOR ANY HARM RESULTING FROM DOWNLOADING OR ACCESSING ANY INFORMATION OR CONTENT OR MATERIAL ON THE INTERNET THROUGH THE SERVICES.
8.3 Limitation of Liability UNDER NO CIRCUMSTANCES SHALL DELVER BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF DELVER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF THE WEBSITE, THE WIDGETS OR THE SERVICES, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OR RELIANCE OR, INABILITY TO USE THE WEBSITE, THE WIDGETS OR THE SERVICES, OR WHETHER THEY ARISE FROM THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE WEBSITE OR THE SERVICES. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE WEBSITE OR THE SERVICES OR ANY LINKS ON THE WEBSITE, AS WELL AS BY REASON OF RELIANCE ON OR USE OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE WEBSITE OR THE SERVICES OR ANY LINKS ON THE WEBSITE. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. In addition, Delver will not be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, but not limited to, Internet failure, computer equipment failures, telecommunication equipment failure, other equipment failure, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light or air conditioning.
8.4. Disclaimer of Advertisement or Sponsored Content The Services may contain authorized or unauthorized advertising and sponsorships. Advertisers and sponsors are responsible for ensuring that material submitted on the Services is accurate and complies with applicable laws. DELVER IS NOT RESPONSIBLE FOR THE ILLEGALITY OR ANY ERROR, INACCURACY OR PROBLEM IN THE ADVERTISER'S OR SPONSOR'S MATERIALS. DELVER DOES NOT ENDORSE OR PROMOTE OR REPRESENT ANY OF THE PRODUCTS OR SERVICES OFFERED AND WILL NOT BE LIABLE FOR THESE PRODUCTS OR SERVICES. THE PLACEMENT OF THE ADVERTISEMENT OR SPONSORED CONTENT, THE SELECTION OF THE ADVERTISEMENT OR SPONSORED CONTENT AND THE TAGGING OF SUCH ADVERTISEMENT OR SPONSORED CONTENT, MAY BE DONE IN AN AUTOMATED MANNER AND IN NO CASE DELVER WILL BE RESPONSIBLE OR LIABLE FOR THE SELECTION, PLACEMENT OR TAGGING OF AN ADVERTISEMENT OR SPONSORED CONTENT.
8.5. Disclaimer of Third Parties Content, Sites and Services Any content displayed as search results or as links on the Website or through the Services are developed by people over whom Delver exercises no control. Delver cannot and does not screen the sites linked or the content displayed before including them in the sources from which such automated search results are gathered. Using the Services may produce content or search results or links to sites that some people find indecent, objectionable, inappropriate, or offensive. Delver cannot guarantee that the use of the Services will not locate unintended or objectionable content. Delver is not responsible for the content, accuracy or opinions expressed in such content or such websites, and such content and websites are not investigated, monitored or checked for accuracy or completeness by Delver. Inclusion of any linked website on the Website or the Services does not imply approval or endorsement of the linked website by Delver. If You decide to access these third-party websites via the Services, you agree to comply with all the terms of use for such websites, and You do so at your own risk and responsibility. Delver serves as a repository of information, and as such, User-posted content does not represent the advice, views, opinions or beliefs of Delver, and Delver makes no claim of accuracy of any User-posted material. Delver allows for the posting of links to third-party websites. The linked websites' content, business practices and privacy policies are not under Delver's control, and Delver is not responsible for the content of any linked website or any link contained in a linked website. The inclusion of a link on any of the Services does not imply any endorsement by or any affiliation with Delver.
8.6. Indemnification You agree to indemnify and hold harmless Delver and its subsidiaries, its affiliates, officers, directors and employees, from and against any and all liability, losses, claims, damages and expenses, including but not limited to reasonable attorney's fees and costs of litigation, related to Your breach of these Terms, or to any Content You submit or post, or to Your use of the Services, or to Your violation of any rights of a third party.
9. Privacy
The terms of our Privacy Policy are incorporated into, and considered part of, these Terms and must be accepted by You prior to Your use of the Services. For more information regarding Delver's privacy policy, read carefully the Privacy Policy.
10. Termination
This Agreement shall be in force while You use the Services. You may stop using the Services at any time and in Your sole discretion, with no need for justification and with no charge, contact Delver and request to delete Your account and/or disable Your profile. Note that, in any case, a new profile may be generated automatically in the future based on publicly available information and in response to random search or collection of publicly available information. Furthermore, the termination of an account or deletion of a profile does not delete the information from the sources of the information or from search engines' archive and You may need to contact them directly to request editing, deletion or removal of information. Delver reserves the right to terminate, without prior notice, any User account or to suspend any or all of the Services, with or without the User's consent, for violating these Terms. If Your account is terminated, Your rights to use the Services will cease immediately. Termination is without prejudice to all other remedies available to Delver by law or under these Terms.
11. Miscellaneous
11.1. Governing Law and Jurisdiction This Agreement shall be treated as though it was executed and performed in State of California and shall be governed by and construed in accordance with the laws of the State of California (without regard to conflict of law principles). Any claim that the User may have in connection with these Terms must first, and before taking any other legal action, be submitted to Delver in the form of a complaint (to: complaints@delver.com), to enable the parties to resolve the claim in a friendly and effective manner. If the parties fail to resolve the claim in this manner in a reasonable timetable, or if any other claim or dispute in connection with these Terms arises, it shall be resolved in a cost effective manner, through binding non-appearance-based arbitration. The arbitration shall be initiated through an established alternative dispute resolution provider mutually agreed upon by the parties. The arbitration judgment may be entered and forced in any court of competent jurisdiction. Notwithstanding the foregoing, Delver may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction.
11.2. Entire Agreement The Terms constitute the entire legal agreement between You and Delver and govern Your use of the Services and replace any prior agreement of understanding between You and Delver in relation to the Services. Any waiver of any provision of the Terms will be effective only if in writing and signed by the waiving party.
Copyright & Trademark Notice Copyright©2008, Delver. All Rights Reserved. The trademarks, logos and service marks displayed on the Services are Delver's property or the property of other third parties. You are not permitted to use these trademarks, logos and service marks without prior written consent from Delver or such third party.