The following terms and conditions constitute an agreement between you and Scheduly under in cooperation. ("Scheduly", "we", or "us"), the operator of Scheduly.com (the "Site"). This agreement (the "Terms of Use") governs your use of the Site, both as a casual visitor and as a registered user. The effective date of these Terms of Use is 01/01/2008. BY USING THE SITE, AND/OR BY REGISTERING WITH US, YOU SIGNIFY THAT YOU AGREE TO THESE TERMS OF USE, including that you consent to the information practices disclosed in our Privacy Policy, and that you consent to resolve in the State of Israel any dispute that you may have with us, or the Site. Please note that we offer the Site "AS IS" and without warranties.

  About The Site

Everything we offer on the Site is referred to in these Terms of Use collectively as the "Services". Some of what's on the Site is viewable without registering with us, but to actively participate or store your information, you must register as a member and authorize the use and disclosure of your personal information.

  Amendments

We may amend these Terms of Use at any time, as we deem appropriate. Upon any change in these Terms of Use, we will post the amended agreement on the Site and will send you an email notifying you of the nature of the modifications and a link to the modified document on the Site so that you may review it. Your continued use of the Site and/or the Services following receipt of such notification shall constitute your affirmative acknowledgement of the Terms of Use and its modification and agreement to abide and be bound by the Terms of Use, as amended. If at any time you choose not to accept these Terms of Use, including following receipt of notification of any modifications hereto, then please do not use the Site.

  Registration

As part of the registration process, you will provide an e-mail address and create a password. These are your credentials for accessing the Services that are only available to members ("Credentials").

  Personal Information

In order to register, you must provide certain personal information about yourself. The Scheduly Privacy Policy explains the information practices that apply to this and other personal information we have about you, as well as any choices you can make about the ways this information is used. Please review it carefully.

  Your Responsibilities

You are responsible for all use of the Site and for all use of your Credentials, including use by others to whom you have given your Credentials. You are responsible for keeping your password confidential and for notifying us if your password has been hacked or stolen. You may notify at privacy@Scheduly.com. You may use the Site and the Services for lawful, non-commercial purposes only. You may not use the Site in any manner that could damage, disable, overburden, or impair our servers or networks, or interfere with any other party's use and enjoyment of the Site or the Services. You may not attempt to gain unauthorized access to any of the Services, user accounts, or computer systems or networks, through hacking, password mining or any other means. Without limiting any of the foregoing, you agree that you shall not (and you agree not to allow any third party to):

• modify, adapt, translate, or reverse engineer any portion of the Site and/or the Services;
• remove any copyright, trademark or other proprietary rights notices contained in or on the Site and/or the Services or in or on any content or other material obtained via the Site and/or the Services;
• use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Site and/or the Services;
• access, retrieve or index any portion of the Site and/or the Services for purposes of constructing or populating a searchable database of reviews related to the content of the Site either posted by users or otherwise;
• reformat or frame any portion of the web pages that are part of the Site and/or the Services;
• create user accounts by automated means or under false or fraudulent pretenses; or
• collect or store personal data about other users in connection with the prohibited activities described in this paragraph.

In addition to any other right hereunder, we may take any legal action and implement any technical remedies to prevent the violation of this provision and to enforce these Terms of Use. Even though some of the Services are provided free of charge, the usual and customary charges for any services rendered by collaborating service providers profiled on the Site will apply and will be entirely your responsibility.

  Changes to the Services

We may from time to time add new services to the Services, substitute a new service for one of the existing Services, or discontinue or suspend one of the existing Services. Information about the new services will be included on the Site, and the users of new services will be governed by these Terms of Use. You agree that Scheduly will not be liable to you or any third party for any suspension or discontinuation of any of the Services.

  Links to Other Sites

The Site may include links to other websites, including links provided as automated search results. Some of these sites may contain materials that are objectionable, unlawful, or inaccurate. These links are provided for your convenience only and do not mean that we endorse these sites or the products and services they provide. You acknowledge and agree that we are not responsible or liable for the content or accuracy of these other sites.

  Additional Terms

Certain of the Services on the Site may have additional terms (such as policies, guidelines, and rules) that will further govern your use of that particular Service and supplement these Terms of Use. If you choose to register for or access any such Services, you will be presented with any relevant additional terms and conditions at that time. By using those Services, you agree to comply with such additional guidelines and rules.

  No Spam

You may not use contact information provided by our users or collaborating service providers, or harvest such information for the purpose of sending, or to facilitate the sending, of unsolicited bulk communications such as SPAM. You may not allow others to use your account to violate the terms of this section. We may terminate your membership or access to the Site immediately and take other legal action if you or anyone using your Credentials violates these provisions.

  Content You Post or Submit

You will have the opportunity to submit feedback regarding your experiences with service providers who are featured on the Site. It is important that you act responsibly when providing this feedback. Please give clear, honest information about the service and/or the service provider and your experiences, but do not use inappropriate language or make gratuitous personal criticisms or comments. We reserve the right to remove feedback for any reason. We are not, however, responsible for any failure or delay in removing feedback. Keep in mind that the feedback of others is simply opinion and you should not be relied on. In addition:

• You are solely responsible for any content and other material that you submit, publish or display on the Site or transmit to other members and/or other users of the Site (hereinafter, "Posted Content").
• You may not post, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. You may not submit any content or material that infringes, misappropriates or violates the intellectual property, publicity, privacy or other rights of any party.
• You may not provide any Posted Content that falsely expresses or implies that such content or material is sponsored or endorsed by Scheduly.
• You may not provide any Posted Content that is unlawful or that promotes or encourages illegal activity.
• You understand and agree that Scheduly may review and delete any Posted Content that in the sole judgment of Scheduly violates these Terms of Use or which might be offensive, illegal, or that might violate the rights of, harm, or threaten the safety of other users or members of the Site and/or other website users.
• You agree that you will only provide Posted Content that you believe to be true and you will not purposely provide false or misleading information.
• By posting Posted Content on the Site, you agree to and hereby do grant, and you represent and warrant that you have the right to grant, Scheduly, its contractors, and the users of the Site an irrevocable, perpetual, royalty-free, fully sublicensable, fully paid up, worldwide license to use, copy, publicly perform, digitally perform, publicly display, and distribute such Posted Content and to adapt, edit, translate, prepare derivative works of, or incorporate into other works, such Posted Content. This license is non-exclusive, except you agree that Scheduly shall have the exclusive right to practice this license to the extent of combining your Posted Content with the Posted Content of other Scheduly users for purposes of constructing or populating a searchable database of reviews related to services provided by users and service providers.
• The following is a partial list of the kind of content and communications that are illegal or prohibited on/through the Site. Scheduly reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Services and terminating the membership of such violators or blocking your use of the Services and/or the Site. You may not post content that:
  • is false or intentionally misleading;
  • harasses or advocates harassment of another person;
  • involves the transmission of unsolicited mass mailing or "spamming";
  • violates the intellectual property or other rights of any person;
  • is threatening, obscene, defamatory or libelous; or
  • is pornographic or sexually explicit in nature.

  Your Use of Content

Except for content posted or submitted by you or any other visitors to the Site, all of the content available on or through the Services and/or the Site, including without limitation, text, photographs, graphics and video and audio content, is owned by us and our licensors and is protected by copyright, trademark, patent, and trade secret laws, other proprietary rights, and international treaties. You acknowledge that the Services and any underlying technology or software used in connection with the Services contain Scheduly’s proprietary information. We give you permission to use the aforementioned content for personal, non-commercial purposes only and do not transfer any intellectual property rights to you by virtue of permitting your use of the Services. You may print, download, and store information from the Site for your own convenience, but you may not distribute, republish (except as permitted in this paragraph), sell, or exploit any of the content, or exploit the Site in whole or in part, for any commercial gain or purpose whatsoever. Except as is expressly and unambiguously provided herein, Scheduly and its suppliers do not grant you any express or implied rights, and all rights in the Site and the Services not expressly granted by Scheduly to you are retained by Scheduly.

  Disclaimer of Warranties

WE PROVIDE THE SITE AND THE SERVICES “AS IS”, “WITH ALL FAULTS” AND “AS AVAILABLE.” WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR GUARANTEES ABOUT THE SERVICES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL SUCH WARRANTIES, INCLUDING ALL STATUTORY WARRANTIES, WITH RESPECT TO THE SERVICES AND THE SITE, INCLUDING WITHOUT LIMITATION ANY WARRANTIES THAT THE SERVICES ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING. WE DO NOT GUARANTEE THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE EFFECTIVE, RELIABLE OR ACCURATE OR WILL MEET YOUR REQUIREMENTS. WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE SERVICES (EITHER DIRECTLY OR THROUGH THIRD-PARTY NETWORKS) AT TIMES OR LOCATIONS OF YOUR CHOOSING.

  General Limitation of Liability

YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH US IS THE CANCELLATION OF YOUR REGISTRATION. IN NO EVENT SHALL OUR TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY AND ALL CLAIMS RELATING TO OR ARISING OUT OF YOUR USE OF THE SERVICES OR THE SITE, REGARDLESS OF THE FORM OF ACTION, EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT OF FEES, IF ANY, THAT YOU PAID TO UTILIZE THE SITE OR THE SERVICES OR (B) $100. IN NO EVENT SHALL WE BE LIABLE TO YOU (OR TO ANY THIRD PARTY CLAIMING UNDER OR THROUGH YOU) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF, OR INABILITY TO USE, THE SITE AND/OR THE SERVICES. THESE EXCLUSIONS APPLY TO ANY CLAIMS FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF WE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. 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, OUR LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

  Termination

We may terminate and/or suspend your registration immediately, without notice, if there has been a violation of these Terms of Use or other policies and terms posted on the Site by you or by someone using your Credentials. We may also cancel or suspend your registration for any other reason, including inactivity for an extended period, but will attempt to notify you in advance of such cancellation or suspension. Scheduly shall not be liable to you or any third party for any termination of your access to the Site and/or the Services. Further, you agree not to attempt to use the Site and/or the Services after any such deletion, deactivation or termination.

  Indemnification

Upon a request by us, you agree to defend, indemnify, and hold harmless us, our employees, contractors, officers, directors, agents, parent, other affiliated companies, and suppliers, from all liabilities, claims, demands and expenses, including attorney's fees, made by any third party that arise from or are related to (a) your access to the Site, (b) your use of the Services, or (c) the violation of these Terms of Use by you or any third party using your Credentials of any intellectual property or other right of any person or entity. The foregoing indemnification obligation does not apply to liabilities, claims and expenses arising as a result of our own gross negligence or intentional misconduct.

  Electronic Contracting and Notices

Your affirmative act of using this Site and/or registering for the Site or the Services constitutes your electronic signature to these Terms of Use and your consent to enter into agreements with us electronically.

  Entire Agreement

This agreement and any supplemental terms, policies, rules and guidelines posted on the Site, including the Privacy Policy, constitute the entire agreement between you and us and supersede all previous written or oral agreements. If any part of these Terms of Use is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The failure of Scheduly to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

  Assignment

We may assign this contract at any time to any parent, subsidiary, or any affiliated company, or as part of the sale to, merger with, or other transfer of our company to another entity. We will post a notice on the Site regarding any change of ownership so that you have the opportunity to discontinue your use of the Site or cancel your registration if you do not wish to continue to use the Site and the Services under the new ownership. You may not assign, transfer or sublicense these Terms of Use to any one else and any attempt to do so in violation of this section shall be null and void.

  Eligibility

You must be 18 or over, or the legal age to form a binding contract in your jurisdiction if that age is greater than 18 years of age, to register with us or use the Site and the Services. If you are under the age of 18 or the applicable legal age in your jurisdiction, you can use the Services only in conjunction with, and under the supervision of, your parent or guardian who has agreed to the Terms of Use. If you do not qualify, do not use the Services. Membership in the Services is void where prohibited by applicable law, and the right to access the Site is revoked in such jurisdictions. You must be 13 or older to use the site, in compliance with the Children's Online Privacy Protection Act (COPPA). By using the Site and/or the Services, you represent and warrant that you have the right, authority, and capacity to enter into these Terms of Use and to abide by all of the terms and conditions set forth herein.