This TOU and all restrictions and policies implemented by Cocohub from time to time with respect to the Platform and/or the Services and/or any website operated by Cocohub (“Website”), both as defined below (“General Policies”, together with the TOU, the “Terms”) govern the Customer’s and the Customer’s Users access and use of the Platform and/or the Services.
By accessing or using the Platform and/or the Services, Customer and Customer’s Users acknowledges the Terms and agrees to be bound by the Terms. If Customer or Customer’s Users do not accept the Terms, Customer or Customer’s Users may not use the Platform and/or the Services.
Cocohub may make changes to this TOU, and Customer should check back often and make sure that Customer is familiar with the most current version of this TOU whenever Customer accesses and/or uses the Platform and/or the Services. Any amendment to this TOU will be effective upon Cocohub’s posting of such updated TOU at this location or the successor URL that Cocohub may select. Customer’s or Customer’s Users continued use of the Platform and/or the Services after such posting constitutes Customer’s or Customer’s Users consent to be bound by this TOU, as updated, and amended.
Subject to the Customer’s compliance with the terms and restrictions set forth in the Terms, Cocohub grants Customer a limited, personal, revocable, non-assignable, non-transferrable, non-sublicensable, and non-exclusive right to access and use the Platform, the Services and the Website subject to the Terms and in connection with websites, applications, or other web-based services that Customer owns, licenses, or has a right to use. It shall be clarified that these Terms do not entitle Customer to any right or title in the Platform and/or the Services (or any part thereof), other than the rights explicitly granted herein.
In order to access the Platform and to use the Services, the creation of a Customer account is required (collectively, an “Account”). For the creation of an Account, Customer must sign-up by providing the following information: Customer’s name, email and additional identification details that may be required throughout the process.
Customer must create a password to access Customer’s Account. Customer is responsible for maintaining the confidentiality of Customer’s Account and password and Customer must not disclose this information to any other person or entity. Customer also acknowledges that Customer’s Account and password is personal to Customer, and Customer agrees not to provide any other person with access to the Platform and/or Services using Customer’s Account or password. Customer agrees to notify Cocohub immediately of any unauthorized access to or use of Customer’s Account or password or any other breach of security at email@example.com.
Customer also agrees to ensure that Customer exits from Customer’s Account at the end of each session. Customer should use caution when accessing Customer’s account from a public or shared computer so that others are not able to view or record Customer’s password or other personal information of Customer.
Cocohub may impose limits on certain features and Services or restrict Customer’s access to parts of or the entire Platform, terminate or limit any use of the Platform if Customer violates this TOU or Cocohub otherwise objects to Customer’s use of the Platform, at Cocohub’s sole discretion.
If Customer wishes to purchase the right or license to use certain components and/or bots and/or other services (“Bot”) provided in the Platform shop (the “Shop”), Customer shall put such Bot in Customer’s digital shopping cart and click the “checkout” button (or as may be otherwise applicable on the Platform).
By clicking the “checkout” button Customer acknowledges, warrants and undertakes that (i) Customer is authorized to purchase the Bot; (ii) the prices and payment schedules presented next to each Bot in the Shop (the “Price”) may be changed by Cocohub from time to time, and the Price might not be the correct current Price; (iii) the Bot elected by Customer might not be available; (iv) clicking the “checkout” button constitutes Customer’s legally binding offer to purchase the respective Bot for the Price (“Offer”); and (iv) Cocohub may at its sole discretion accept or refuse the Offer.
Cocohub does not warrant that the Prices and/or special deals, if any, appearing on the Platform are updated and correct, and Cocohub shall not be bound by such Prices and/or special deals. In case the Price is not updated and/or correct Cocohub shall notify Customer about the actual correct price (“Updated Price”), and Customer may decide whether to withdraw the Offer or make a new Offer regarding such Updated Price within 24 hours of Cocohub’s notification.
In case Cocohub accepts Customer’s Offer, Cocohub shall send Customer an acceptance notification (“Acceptance Notification”). Customer acknowledges that the receipt of Cocohub’s Acceptance Notification constitutes a legally binding acceptance of Customer’s Offer, and Customer has entered into a legally binding contract for the purchase of the respective Bot between Cocohub and Customer.
Customer acknowledges, warrants, and undertakes that Customer is purchasing any Bot for Customer’s own use, and Customer must not license, sub-license, distribute, resell, lease, or rent any Bot to any third party.
Availability of the Platform and the Services.
Cocohub will make reasonable commercial efforts to keep the Platform and the Services operational during normal business hours. However, Cocohub might have to change, suspend, or discontinue any aspect of the Platform and/or the Services, or any part thereof, at any time, including the availability of the Platform and/or the Services. Customer acknowledges that it is normal to have a certain amount of system downtime and agrees not to hold Cocohub liable for any of the consequences of such interruptions.
Customer acknowledges that it is informed that the Services are partially based on third party services (interface, API, etc.) and that in the event of unavailability or dysfunction of one of the Services will be unavailable and Cocohub shall in no case be held responsible for any of the consequences.
Cocohub reserves the right to update and make operational modifications to the Platform at any time. These updates and operational modifications to the Platform may make access to the Services momentarily unavailable. Customer agrees that the purchase of Services thereby is neither contingent upon the delivery of any future functionality or updates, nor dependent upon any oral or written public comments made by Cocohub with respect to future functionality or updates.
The Customer undertakes not to expose the Platform to any risk of piracy and attempted attacks on the vulnerability of the Platform and its security system, and to implement all appropriate measures to prevent those aforementioned risks or any other risk that may affect the Platform.
The Customer is prohibited from:
distributing data, information or content of a defamatory, damaging, obscene, offensive, violent or violence-inciting nature via the Platform, or that is political, racist, xenophobic or generally in any way contrary to the laws and regulations in force;
creating links to any content available via the Platform, without Cocohub’s prior written approval;
selling, exchanging or monetizing information, content or any data on the Platform or the Services, without Cocohub’s express written permission;
reverse engineering, decompiling, disassembling, decrypting on the Platform or otherwise attempting to obtain the source code in relation to any intellectual property used to provide the Services;
using manual or automatic devices or software, coding robots or other means to access, explore, extract or index any page on the Platform;
scanning the Platform, or testing the vulnerability of the Platform, or breaching the security or authentication measures of the Platform;
using logos, trademarks or any other element protected by Cocohub’s intellectual property rights;
simulating the appearance or functioning of the Platform, e.g. by mirroring;
disturbing or disrupting the Platform, directly or indirectly or the transmitting or activating viruses via or on the Platform.
The Customer must ensure that its Users undertake to comply with the prohibitions of this section, and in general with the Terms.
Customer Data and Generated Content.
Customer Data. Customer shall retain all right, title, and interest (including all intellectual property rights) in and to the Customer Data. Customer hereby grants to Cocohub and its Affiliates a non-exclusive, worldwide, royalty-free right to process the Customer Data solely to the extent necessary to provide the Services and perform all related obligations under this Agreement, or as may be required under applicable law. Customer shall be exclusively responsible for the content, legality, and accuracy of all Customer Data. Customer warrants that Customer has and will have sufficient rights in the Customer Data to grant the rights to Cocohub under this TOU.
Cocohub will not bear any liability for any loss, damage, cost, or expense that Customer may suffer or incur as a result of or in connection with uploading any content and Cocohub is not responsible or liable to any third party for the content or accuracy of any content posted by Customer or any other user of the Platform and/or Services. Customer is solely responsible for its content and the consequences of posting or publishing such content on the Platform and/or the Services, in any way.
Customer represents and warrant that Customer is the rightful owner of the content Customer uploads to the Platform and/or Services or that Customer has (and will continue to have) all the necessary licenses, rights, consents, and permissions from the rightful owners of such consent, and that such content does not infringe any third party’s intellectual property rights or other rights, including without limitation, any privacy rights, publicity rights, copyrights, or any other intellectual property rights.
Without derogating from the above, Customer expressly agrees that the content that Customer posts or uploads will not include (i) any spam, unsolicited promotions, advertising, contests or raffles; (ii) content which is unlawful, defamatory, libelous, harassing, offensive, indecent, pornographic, abusive, fraudulent, threatening or vulgar; (iii) content that unlawfully discriminates on the basis of race, origin, ethnicity, nationality, religion, gender, occupation, sexual orientation, illness, physical or mental disability, faith, political view or socio-economical class; (iv) content that encourages criminal behavior or conduct that would constitute a criminal offense under any law, or could give rise to civil liability or other lawsuit; or (v) content that might reasonably pose a risk to a person’s safety, security or health. The above examples of unlawful and prohibited content do not constitute an exhaustive list.
Cocohub is under no obligation to edit or control Customer’s content that and will not be in any way responsible or liable for Customer’s content. Although Cocohub has no obligation to screen, edit or monitor any of the Customer’s content, Cocohub explicitly reserves the right, at its sole discretion, to remove, edit, or block without giving any prior notice, any Customer content available on the Platform and/or Services at any time and for any reason, and Customer is solely responsible for creating backup copies of Customer’s content.
Intellectual Property and Ownership.
The Platform, the Services, and all software, documentation, information, tools, documents, processes, methodologies, know-how, websites and any additional intellectual or other property used by or on behalf of Cocohub or otherwise related to the PLATFORM, together with all copyrights, trademarks, patents, trade secrets and any other proprietary rights inherent therein and related thereto (collectively, “Cocohub Property”) will be and remain the sole and exclusive property of Cocohub. To the extent, if any, that ownership of any Cocohub Property does not automatically vest in Cocohub by virtue of the Terms, or otherwise, Customer hereby transfers and assigns to Cocohub, upon the creation thereof, all rights, title, and interest Customer may have in and to such Cocohub Property (and waives any and all moral rights, as applicable).
Cocohub owns and shall maintain ownership of all right, title and interest in and to the Platform and the Services and any content, software, information, technology, data and materials, however supplied or made available by Cocohub hereunder (including any intellectual property rights therein). Cocohub expressly reserves all rights to the foregoing, and except for the limited license of rights expressly set forth herein, Cocohub does not grant Customer any right, title, or interest in any intellectual property owned or licensed by Cocohub.
Without derogating from the above, Cocohub shall have a royalty-free, fully paid-up, worldwide, transferable, sub-licensable, irrevocable, and perpetual license to implement, use, modify, commercially exploit and/or incorporate into the Platform and/or the Services any suggestions, enhancement requests, recommendations, or other feedback Cocohub receives from Customer.
Usage Data includes but is not limited to query logs, and any data (other than Customer Data) relating to the operation, support and Customer’s or Customer’s User’s use of the Platform, the Services, and the Website (“Usage Data”). Cocohub may collect and use Usage Data to develop, improve, support, and operate its products and services. Cocohub shall refrain from sharing Usage Data that includes Customer’s Confidential Information with third parties except as expressly permitted hereunder, or to the extent such Usage Data is aggregated and anonymized.
This TOU does not confer any right of ownership for the Platform and/or the Services and/or the Website. The temporary provision of the Platform and the Services shall not be construed as assigning any intellectual property right whatsoever to the Customer.
The Customer may in no case make the Services available to any third party and is strictly prohibited from any other use, including but not limited to any adaptation, modification, translation, arrangement, distribution, decomplication, or reproducing any element of the Platform or any documentation related to it.
Support Cocohub has no obligation to provide any type of technical or other support for the Platform or the Services or any content related thereto, whether provided by Cocohub, by Customer, or by third parties. However, Customer has the possibility to purchase certain support options from Cocohub as set forth in package selction page.
Fees. Customer agrees to pay to Cocohub for all fees of Services purchased or used by Customer, in accordance with the services package selected by Customer for the Customer Account (“Fees”). Customer will be billed using the billing method selected by Customer for the Customer Account.
Recurring Fees. Some of our Services are billed on a recurring or periodic basis (“Subscriptions”) where you will be billed in advance for each period of time (“Billing cycle”). Billing cycles are typically monthly or annual, depending on the type of Subscription selected by Customer for the Customer Account. Subscriptions will automatically renew at the end of each Billing cycle. Customer may cancel a Subscription through Customer’s Account management page, or by contacting our customer support team.
Cocohub may use a third-party service provider to manage payment processing provided that such service provider. Customer must notify Cocohub of any change in Customer’s payment account information, either by updating Customer’s Account or by contacting customer support.
Taxes. Fees do not include taxes, levies, duties, or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”). Customer agrees to pay all Taxes associated with its purchases hereunder, which, to the extent Cocohub is legally required to collect the same, will be detailed on the Cocohub’s invoice. If Customer is legally required to withhold any amounts under any law or tax regime, Customer will gross up the applicable payments so that the Cocohub will receive the full amount actually quoted and invoiced. If Cocohub is required to pay or collect Taxes for which Customer is responsible hereunder, the appropriate amount will be invoiced and paid by the Customer, unless, prior to the due date, Customer will provide Cocohub with a valid tax exemption certificate authorized by the applicable taxing authority.
Price changes. Cocohub may change the fees charged for the Services at any time, provided that, for Subscription based Services, the change will become effective at the end of Customer’s current Billing cycle.
Failure to pay Fees. Failure to pay overdue Fees may result in your access to the Platform and the Services being limited, suspended, or terminated, which may result in a loss of access to Customer Data.
Term and Termination.
Customer may cancel its access to the Platform at any time by notifying Cocohub, or by ceasing all use of the Platform and/or the Services, and deleting data collected from the Platform (the “Cocohub Data”) in Customer’s possession or control. Termination by Customer shall not derogate from Customer’s duty to pay all Fees due and owing up to the lapse of its next Billing Cycle.
Cocohub may terminate Customer’s access to the Platform and/or the Services immediately if Customer does not comply with the TOU, is engaged in any activity that may expose Cocohub to risk or liability of any kind, or if Cocohub otherwise objects to Customer’s use of the Platform, at Cocohub’s sole discretion. Customer agrees that Cocohub shall not be liable to Customer or any third party for any costs, liabilities, losses, expenses, or damages that may result from termination of this TOU or Customer’s access to the Platform and/or the Services.
Free Trial. Upon the expiration of Customer’s free trial period, Cocohub may immediately suspend Customer’s access to the Services and the Platform. Customer must export Customer Data prior to the lapse of the free trial period or Customer Data will be permanently deleted. Cocohub will have no obligation to maintain, store or otherwise retain Customer Data beyond the term of the free trial period.
Data Export. Upon termination or expiration of this TOU for any reason, Customer’s access to the Platform and the Services and other Cocohub technology will terminate. Cocohub strongly advises Customer to export all Customer Data prior to closing Customer’s Account. Customer agrees, following the termination or expiration of these TOU or an unrenewed Subscription Term, that Customer Data will be retained or deleted in accordance with Cocohub’s data retention policy. Customer Data cannot be recovered once it is purged.
Customer agrees that Cocohub shall not be liable to Customer or to any third party for any access, use, modification, suspension, or discontinuance of the Platform and/or the Services, or any portion thereof.
Sections of this TOU intended to survive termination thereof shall survive any expiration or termination of this TOU.
Upon any expiration or termination of this TOU, Customer will promptly cease using the Platform and the Services, and any Cocohub Data. It shall be clarified that unless explicitly provided herein, in case of termination, whether by Customer or by Cocohub, Customer shall not be entitled to any refund of any payments made by Customer.
Confidentiality Each party will protect the other party’s Confidential Information from unauthorized disclosure, use or access in the same manner as it protects its own Confidential Information and, in any event, using not less than a level of reasonable care. Except as expressly permitted hereunder, a party receiving Confidential Information may use the disclosing party’s Confidential Information solely for the purposes of exercising its rights and performing its obligations under these TOU, and will disclose such Confidential Information solely to its respective employees, representatives and agents who have a need to know such Confidential Information for such purposes and who are bound by obligations to maintain the confidentiality of such Confidential Information. If party receiving Confidential Information is required by law or court order to disclose Confidential Information of the other party, then the receiving party will, to the extent legally permitted, provide the disclosing party with advance written notification, and cooperate in any effort to obtain confidential treatment of the Confidential Information. .
Audit. Cocohub shall have the right to audit, or to appoint an independent auditor under appropriate non-disclosure conditions to audit Customer’s systems and records to confirm Customer’s compliance with the Terms.
Privacy and Data Security.
Customer will at all times comply and ensure that Customer, its employees, agents and service providers comply with all applicable local, state, provincial, national or international laws or regulations, and policies of regulatory bodies or agencies, including but not limited to: (i) the European Union General Data Protection Regulation (Regulation 2016/679); (ii) the ePrivacy Directive (Directive 2002/58/EC) or any local or European law implementing or replacing the same; (iii) the California Consumer Privacy Act of 2018; or any regulations implemented pursuant thereto.
The parties will comply with the terms of the Data Processing Addendum (“DPA”) [https://about.beyondvirtual.ai/data-processing-addendum], which is incorporated into these TOU by this reference. Cocohub will use appropriate technical and organizational measures in order to protect the Customer Data from unauthorized access, processing, loss, or disclosure. Cocohub measures are intended to provide adequate level of security in respect of the risk involved in our processing of Customer Data within the Services. Customer understands and agrees that Cocohub and its Affiliates will process Customer Data in accordance with applicable data protection laws, this Agreement, including the DPA, and the Privacy Notice.
Disclaimer of Warranties. THE PLATFORM AND/OR THE SERVICES AND/OR THE BOTS ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND Cocohub EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, TO THE EXTENT ALLOWED BY APPLICABLE LAW. USER’S USE OF THE PLATFORM AND/OR THE SERVICES AND/OR THE BOTS IS AT THE USER’S SOLE DISCRETION AND RISK, AND THE USER IS SOLELY RESPONSIBLE FOR ANY DAMAGE THAT MAY ARISE FROM SUCH USE. Cocohub MAKES NO WARRANTY OR GUARANTEE THAT USER’S USE WILL BE UNINTERRUPTED, TIMELY OR ERRORFREE, OR THAT ANY ERRORS IN THE PLATFORM WILL BE CORRECTED.
By Customer. The Customer agrees to defend, indemnify and hold harmless Cocohub, its affiliates and each of their respective officers, directors, employees, agents from and against any and all claims, suits, losses, damages (actual or consequential), liabilities, costs, fees and expenses (including reasonable attorneys’ fees) arising out of or related to (i) third party claim with respect to the Customer’s and Customer User’s use of the Platform, and/or the Services infringe the intellectual property or other rights of a third party; and/or (ii) Customer’s and Customer User’s acts or omissions under the Terms; (iii) Customer’s and Customer User’s breach of any representation, warranty, obligation or covenant under the Terms; (iv) Customer’s and Customer User’s gross negligence or willful misconduct; and/or (v) Customer’s and Customer User’s access to or use of the Platform and/or the Services.
By Cocohub. Subject to the Indemnification Conditions set forth below, Cocohub hereby agrees to defend and indemnify Customer against any damages awarded against Customer by a court of competent jurisdiction, or paid in settlement, in connection with a third-party claim, suit or proceeding that Customer’s use of the Platform and/or the Services and/or the Bots within the scope of this TOU infringes any intellectual property rights of a third party. However, Cocohub shall have no obligations or liability hereunder to the extent that the alleged infringement is based on the Customer’s Data. Without derogating from the foregoing defense and indemnification obligation, if Cocohub believes that the Platform and/or the Services, or any part thereof, may be infringing, then Cocohub may at its sole discretion: (i) obtain (at no additional cost to Customer) the right to continue to use the Platform and/or the Services; (ii) replace or modify the allegedly infringing part of the Platform and/or the Services, so that it becomes non-infringing while giving substantially equivalent performance; or (iii) terminate this TOU immediately. It shall be clarified that this Section states Cocohub’s entire liability and Customer’s exclusive remedy for any claims of infringement.
Indemnification Conditions. The defense and indemnification obligations of Cocohub under this section are subject to: (i) Cocohub being given prompt written notice of the claim; (ii) Cocohub being given immediate and complete control over the defense and/or settlement of the claim; and (iii) Customer providing cooperation and assistance, at Cocohub’s expense, in the defense and/or settlement of such claim and not taking any action that prejudices Cocohub’s defense of or response to such claim; except if there is any conflict of interest between the parties or Cocohub has failed to defend such claims, in such event the Customer shall have the right to appoint its own legal counsel, at the Customer’s expense.
Limitation of Liability. SUBJECT TO APPLICABLE LAW, Cocohub SHALL HAVE NO LIABILITY WITH RESPECT TO THE TERMS, THE PLATFORM, THE SERVICES, THE BOTS, OR OTHERWISE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSSES OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING IN ANY WAY FROM THE TERMS, THE PLATFORM, THE SERVICES, THE BOTS, EVEN IF Cocohub HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT DEROGATING FROM THE ABOVE, Cocohub’S LIABILITY TO CUSTOMER OR TO ANY THIRD PARTY, IN CONNECTION WITH THE PLATFORM, THE SERVICES AND THESE TOU, FOR ANY REASON, WILL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY CUSTOMER IN OR FORE THE CALENDAR MONTH PRECEEDING THE CLAIM. THIS LIMITATION OF LIABILITY SHALL APPLY TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS, AND OTHER TORTS.
Notice and Takedown Policy.
Cocohub will respond to notices of alleged copyright infringement that comply with applicable law. If Customer believes any materials accessible on the Platform and/or Services infringe Customer’s copyright, Customer may request removal of those materials (or access to them) from the Platform and/or Services by submitting written notification to Cocohub’s copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must substantially include the following information: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of the copyright; (ii) a description of the copyrighted work that Customer claims has been infringed; (iii) a description of the material that Customer claims to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information sufficient to permit Cocohub to locate the material (including URL address or screen capture of such infringing activity); (iv) information so that Cocohub can contact Customer, such as address, telephone number and e-mail address; (v) a statement that Customer believes in good faith that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; (vi) a statement that the information in the notification is accurate and, under penalty of perjury, Customer is the copyright owner or are authorized to act on behalf of the owner of a copyright that is allegedly infringed.
Cocohub can be reached at: firstname.lastname@example.org .
If Customer fails to comply with all of the requirements of Section 512(c)(3) of the DMCA, Customer’s DMCA Notice may not be effective.
If Customer believes that material Customer posted on the Platform and/or the Services was removed or access to it was disabled by mistake or misidentification, Customer may file a counter-notification with Cocohub (a “Counter-Notice”) by submitting written notification to Cocohub’s copyright agent designated above. Pursuant to the DMCA, the Counter-Notice must include substantially the following: (i) full name, address, phone number and physical or electronic signature; (ii) identification of the material and its location before removal; (iii) a statement under penalty of perjury that the material was removed by mistake or misidentification; (iv consent to an appropriate judicial body; and (v) any other information required under the relevant applicable law. Cocohub reserves the right to notify the person or entity providing the infringement notice of such counter-notice and provide any details included therein. In accordance with the DMCA, Cocohub may restore the removed content if the party filing the original DMCA Notice does not file a court action against Customer within ten business days of receiving the copy of Customer’s Counter-Notice.
Customer should be aware that if Customer knowingly misrepresents that certain material or activity on the Platform and/or Services was removed or disabled by mistake or misidentification, Customer may be held liable for damages (including costs and reasonable attorneys’ fees) under Section 512(f) of the DMCA. Cocohub may disable and/or terminate the accounts of Customers who are infringers hereunder.
Affiliates. These TOU are not applicable to affiliates, distributors, agents or resellers of the Services or the Platform. Third parties may not resell, distribute, or otherwise make the Platform or the Services available for any purpose other than their internal business operations and use. Third parties who wish to become affiliates, resellers or distributors of the Platform or the Services, should contact Cocohub directly in order to apply, and to the extent approved by Cocohub, enter into specific legal terms governing such a legal engagement directly with Cocohub.
Entire Agreement. This TOU constitutes the entire agreement between Cocohub and Customer and supersedes any prior oral or written TOUs relating to the subject matter hereof between Cocohub and the Customer.
Assignment. This TOU and the rights and obligations hereunder may not be assigned or delegated by Customer without the prior written consent of Cocohub, which may be withheld at the sole discretion of Cocohub.
Relationship of the Parties. Nothing herein will be construed to create a partnership, joint venture or any type of agency, resale, or distribution relationship between Customer and Cocohub.
Cocohub may identify Customer as an Cocohub customer in its promotional materials. Customer may request that Cocohub stop doing so by submitting an email to our customer support at any time. Please note that it may take up to thirty (30) days to process such a request.
Waiver. The failure of Cocohub to exercise or enforce any right or provision of this TOU will not constitute a waiver of such right or provision.
Severability. If any provision of this TOU is found by a court of competent jurisdiction to be invalid or unenforceable, then that provision will be removed from this TOU and the remaining provisions will remain in full force and effect.
Publicity. Unless otherwise expressly approved by Cocohub in advance and in writing, the Customer may not make any statement, press release or other public communication regarding this TOU or the use of the Platform.
Non-Exclusivity. Nothing in the Terms is intended to create, nor shall it be construed as creating, any exclusive arrangement between the parties to the Terms. The Terms shall not restrict either party from entering into similar arrangements with others, provided it does not breach its obligations under the Terms by doing so, including any confidentiality obligations.
Injunctive Relief. The Customer acknowledges that Customer’s breach of the TOU may cause Cocohub irreparable harm. Thus, the Customer agrees that, in addition to any other rights or remedies available under applicable law, Cocohub shall have the right to immediate injunctive relief in the event of any such breach.
Notices. All notices to be provided by one party to the other under these TOU may be delivered in writing by (i) nationally recognized overnight delivery service or US mail to the mailing address provided in the Customer’s Account; or (ii) electronic mail to the e-mail address provided for Customer’s Account. The address for a notice to Cocohub is: Ha’hashmonain 100, Tel Aviv . with a copy to email@example.com by electronic mail. All notices will be deemed to have been given immediately upon delivery by electronic mail, or if otherwise delivered upon receipt or, if earlier, five (5) business days after being deposited in the mail or with a courier as required above.
Anti-Corruption. Neither party has received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from an employee or agent of the other party in connection with these TOU. If Customer learns of any violation of the above restriction, Customer will use reasonable efforts to promptly notify customer support without delay.
Force Majeure. Neither party will be liable to the other for any delay or failure to perform an obligation under these TOU if the delay or failure results from any cause beyond such party’s reasonable control, including but not limited to, acts of God, acts of government, acts of terror or civil unrest, epidemic, communication failures, or acts undertaken by third parties not under the performing party’s control, including, without limitation, DOS attacks.
Export Compliance. The Platform, the Services, and other components thereof which Cocohub may make available to Customer or Customer’s Users, may be subject to U.S. (or other territories) export control and economic sanctions laws, rules, and regulations, including without limitation the regulations promulgated by the U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”) and the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) (collectively, “Export Control Laws”). Customer agrees to comply with all the Export Control Laws as they relate to access to and use of the Platform, Services, and such other components by Customer and Customer’s Users. Customer shall not access or use the Platform or the Services if Customer is located in any jurisdiction in which the provision of the Platform or the Services or other components is prohibited under U.S. or other applicable laws or regulations, including, without limitation, a country or territory that is subject to comprehensive U.S. trade sanctions (including Crimea, Cuba, Iran, North Korea, and Syria) (a “Excluded Jurisdiction”) and Customer shall not provide access to the Platform or the Services to any government, entity or individual located in any Excluded Jurisdiction. Customer represents, warrants and covenants that (i) Customer is not named on, or owned or controlled by any party named on any U.S. government (or other government) list of persons or entities prohibited from receiving U.S. exports, or transacting with any U.S. person, (ii) Customer is not a national of, located in, or a company registered in, any Excluded Jurisdiction, (iii) Customer shall not permit Customer’s Users to access or use the Platform or the Service in violation of any Export Control Laws, (iv) no Customer Data created or submitted by Customer is subject to any restriction on disclosure, transfer, download, export or re-export under the Export Control Laws, and (v) Customer shall comply with all applicable laws regarding the transmission of technical data exported from the United States and the country in which Customer and Customer’s Users are located.
Governing Law; Jurisdiction. This TOU will be governed by and construed according to the laws of the State of Israel, without reference to its conflict of laws provisions. The parties agree to submit to the personal and exclusive jurisdiction of the courts in Tel Aviv, Israel.
“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a party, where “control” means the possession, directly or indirectly, of the power to direct, or cause the direction of the management and policies of such entity, whether through the ownership of voting securities, by contract, or otherwise.
“Customer Data” means, all electronic data, text, messages, video, audio or other materials, including, without limitation, Personal Data of Customer’s Users, submitted to the Services by Customer or through Customer’s Account in connection with Customer’ use of the Services.
“End User” means, any person or entity other than Customer with whom Customer interacts using the Platform or the Services.
“Personal Data” means data that may be used, either alone or in conjunction with other information that is in, or is likely to come into, the possession of the data controller (as defined under GDPR)., to identify an individual user, including, without limitation, a user’s name, address, telephone number, username, email address, city and country, geolocation, unique identifiers, picture, or other similar information and includes personal data as defined in the General Data Protection Regulation 2016 /679 of the European Parliament and of the Council of 27 April 2016 (“GDPR”).
“PLATFORM”, or the “Cocohub CONVERSATIONAL PLATFORM”, means the interface environment which is accessible at https://cocohub.ai where Cocohub may offer certain services, including but not limited to the Shop (as defined below), as may be amended from time to time by Cocohub (“Services”).