Ellie Habotit Ltd. (the “Company”, or “us”, “our”, “we”) provides a bot allowing users to find love within their social circles (the “Bot”), by means of our Bot, and on our website, located at Hi-ellie.com (the “Site”, and, together with the Bot, the “Services”). These Terms of Service (“Terms”) govern your access and use of the Services. 
 

The “User” or “You” means a user of the Services.

Sending a message to the Bot, and/or corresponding with the Bot signify your assent to these Terms, as well as to the Privacy Policy located at https://www.hi-ellie.com/privacy-policy (the “Privacy Policy”), verbatim and to their full extent. Please read these Terms carefully.
We reserve the right, in our sole discretion, to revise, modify or update these Terms at any time. You agree to be bound by any such revisions or modifications. Therefore, please review these Terms periodically. Your continued use of the Services after any change or modification of these Terms has been made will constitute your acceptance of the revised Terms. 

You hereby assent that we may modify any component of the Services at any time, or terminate the Services in whole or in part, for any reason whatsoever, without notifying you and without liability. Currently, the Services are provided free of charge. However, we are entitled to modify this policy and to require payment for some or all of the Services. In the event that there occurs a transition to a model whereby payment is required for our Services, we will duly inform you and request your assent to your continued use of the Services for payment. We reserve the right to begin or to cease to charge you for your use of the Services or to increase or decrease any sum we require for use of the Services, at any time, according to our sole discretion. 
   
1. Use of Services. Subject to your assent and the terms and conditions of these Terms, we hereby provide you with a limited, non-exclusive, non-transferable, cancellable right to access and use the Services solely for your personal purposes. You shall not be entitled to use our Services to construct your own database or for any other commercial purpose.
 

While using the Services we will have access to your contacts. You hereby represent that you received your contacts’ consent to transfer their information and data to use for the purpose of providing our Services, and in order for us to cross-reference your contact list with contact lists of other Users for the sake of locating potential partners for our Users. 
Use of the Services is meant for individuals aged 18 or older. By using the Services, you hereby represent and confirm that you are at least 18 years of age.

In order to use our Services, you are required to download and install the WhatsApp application to your mobile device, or to download an alternative messaging app on which the Bot functions. Similarly, an internet connection is required and thus, you will be required to contract with an internet service provider and to pay for these services. Similarly, you will be required to install software and a browser on your mobile device. We are not liable for any fees or costs that you will be required to pay in order to use any messaging app and/or for any cellular use and/or use of internet services. 

You represent that you have all necessary authority to enter into these Terms and that the execution of these Terms and the use of these Services will not conflict with any legal, regulatory, contractual, or other obligations.
 

2. Registration. In order to create a User account, you will be asked to provide us with certain information, as detailed in our Privacy Policy, found here: https://www.hi-ellie.com/privacy-policy. We reserve the right to refuse to open an account for any User, for any reason whatsoever, or to limit the number of accounts a User may open, all according to our sole discretion. We will likely request additional information in the future. Conveying false or misleading information during registration is strictly prohibited. You hereby undertake to update your account in order for it to remain accurate and up to date. Any loss stemming from not having updated your account is your responsibility alone.   
You are prohibited from revealing your account password to others. We will not request that you reveal your password. Your account will be jeopardized if you allow anyone to use it inappropriately. Your account will be subject to termination if you or another who uses your account violates these Terms. In the event that your account is terminated, you will not be permitted to open a new account without our explicit assent. 


You hereby assent to inform us immediately regarding any unauthorized use of your account or password. You are fully and exclusively liable for the security of your computer and mobile device and for all activity on your account, including when the activity was not conducted by you. We will not be liable for any loss or damage stemming from unauthorized use of your account or password. You hereby undertake to indemnify and compensate us for all invalid or illegal use of your account, and for any charges or taxes that apply to it, unless you notified us at eliana@hi-ellie.com that your account was hacked and that you wish to block it. We do not monitor these matters and we cannot guarantee that we will know of any inappropriate use of your account or the Services, or that we can prevent such use.
You hereby assent that we can, for any reason whatsoever, according to our sole discretion and without notifying you, terminate your account and remove any content related to it. Grounds for such termination may include: (a) extended periods of inactivity; (b) violation of the letter or spirit of these Term; (c) fraudulent, harassing or abusive behavior; or (d) behavior which harms other Users, third parties, our community ethos or our business interests. 
If we believe, according to our sole discretion, that a violation of these Terms or any illegal or inappropriate behavior has occurred, we may take any corrective action we consider appropriate. We reserve the right to investigate any suspected violation of these Terms or any illegal or inappropriate behavior through the Services. We will fully cooperate with any law enforcement investigation or court order ordering us or directing us to disclose the identity, behavior or activities of any User believed to have engaged in illegal behavior. 
You may request termination of your account at any time and for any reason by sending an email to eliana@hi-ellie.com or by requesting deletion of your profile on the main WhatsApp menu, or on a different messaging app on which the Bot functions, or via a request for removal by means of direct correspondence with the Bot. 
Any suspension or termination of your account shall not affect your obligations to us under these Terms (including but not limited to ownership, indemnification, any representations and warranties made by you, and limitation of liability), which by their sense and context are intended to survive the suspension or termination of your account.


3. Content Uploaded by Users. In order to provide you with the Services, we allow Users to upload content to the Services, such as images (“User Content”). If you provide us with User Content, you represent that such content does not (a) infringe on any copyright, intellectual property, moral, and/or publicity rights of any third party; (b) include any defamatory, slanderous, indecent, insensitive, and/or offensive content (including content which promotes or praises hate, violence, or zealotry); (c) contain worms, viruses, or malware or (d) violate the applicable law. By publishing or uploading any User Content, you hereby grant the Company and its partners or licensees a universal, non-exclusive, royalty-free, perpetual license to use, publish, display and distribute this User Content in any manner whatsoever as part of the Company’s Services. In the event that User Content is used for marketing purposes, then, prior to such use, we will request permission for such use from the content providers. We reserve the right to remove, suspend access to, or permanently erase any User Content, without prior notice, including but not limited to any User Content which, according to our reasonable understanding, violates the representations detailed above or our business interests. These decisions will be made according to our sole discretion, and you will have no claims regarding these decisions. 


4. Restrictions. Except as set forth expressly herein, you shall not, and shall not permit any third party, to (a) reverse engineer or attempt to find the underlying code of the software that forms of the basis of the Services; (b) modify the Services, manipulate them, copy or create derivatives of them, as well as distribute, sublicense, broadcast, publicly display, publish, transfer, or engage in any other prohibited use not in accordance with these Terms; (c) activate or have the ability to active any computer application, robot, spyware or any other means, including software of the Crawlers and Robots variety and those similar to them, in order to search, scan, copy, or automatically retrieve content from the Services. This includes creating or using such means to build a collection or database which will include content from the Services or their code; (d) attempt to deactivate or bypass any security measure of the Services and/or to limit or prevent use of the Services; (e) attempt to obtain the password or personal information of another registered User, or to use them fraudulently; (f) impersonate another User or falsely represent your likeness, including the use of multiple user accounts; (g) unreasonably burden our infrastructure; (h) infringe on individual rights and legal rights of third parties including defamation, libel, intimidation, harassment, or stalking other Users; or (i) infringe on copyright, privacy rights, or moral rights of any third party.


5. Intellectual Property. The Services in their entirety and the information that appears on them, including their content (and without derogating from the generality of the aforementioned – also their design, their software applications, the names and trademarks and any other detail that appears in or is embodied in them), and including content that is given over by third parties and/or  Users as mentioned above, are the exclusive property of the Company or the third parties that permitted the Company to use them and they are protected by law, including the law of the State of Israel, international treaties and the law of foreign states. Except as explicitly permitted here, you may not copy, further develop, reproduce, distribute, broadcast, republish, modify, download, upload, or otherwise use any material made available through the Services. You may not remove, modify, or conceal any copyright, trademark, service mark or any other proprietary rights notices incorporated in the Services. All trademarks are trademarks or registered trademarks of their respective owners. Nothing in these Terms grants you any right to use any trademark, service mark, logo, or trade name of ours or any third party. 


6. Copyright Infringement. The Company respects the intellectual property rights of others and expects its  Users to do likewise. The Company will remove all infringing User Content, if properly notified that it infringes, third party intellectual property rights, and may do so at its sole discretion, at any time and without prior notice to the  Users. We reserve the right to remove any User Content without prior notice, of any other  User or third party. 

Under the Digital Millennium Copyright Act of 1998 (the “DMCA”), our policy is to respond promptly to copyright owners who believe that certain User Content appearing in the Services infringes on their rights. If you believe that content appearing in the Services infringes on your copyright, you can send us a notice asking to remove it, or to block access to it. If you believe that such a notice was wrongly submitted against you, we will allow you to send us a counter-notice. Notices and counter-notices must abide by the requirements of applicable law. We suggest that you consult with your legal counsel prior to submitting a notice or counter-notices. Please be aware that significant penalties may be levied for false claims. Please send notices and counter-notices to our copyright agent: eliana@hi-ellie.com

 

7. Privacy. We collect information that you provide when registering for the Services, and/or when you use the Services. This information will likely identify you personally or will disclose your areas of interest ( the “Information”). We have the right to use the Information in the manner described in our Privacy Policy, as updated from time to time. The Privacy Policy constitutes an integral part of these Terms. Use of the Services also constitutes assent to the Privacy Policy. 

8. Limitation of Liability. We strive to connect between people who will be compatible with one another, but we cannot guarantee compatibility between two  Users. We do not conduct background checks on  Users, and we are not liable for the behavior of any  User (whether during use of the Services or otherwise). Please use discretion and caution when connecting with other  Users. 
Your use of the Services is at your sole discretion and within your responsibility. We will not be liable for any content received from third parties, except as explicitly mentioned in these Terms. The Services in their entirety, including any information that appears in them and the software at the base of the Services are offered to  Users AS IS and AS AVAILABLE without any liability whatsoever. 

WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. IF YOU CHOOSE TO RELY ON THE SERVICES OR CONTENT, YOU DO SO SOLELY AT YOUR OWN RISK AND WE DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE SERVICES; OR (II) THAT THE SERVICES WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; OR (III) REGARDING THE PERFORMANCE OF OR ACCURACY, QUALITY, CURRENCY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED BY THE SERVICES. WE STRIVE TO PROVIDE YOU WITH INFORMATION. 

The content that appears in the Services comes from many sources, including lists of contacts provided by other  Users, as well as User Content. We strive for the content to be as accurate as possible. However, the Company has no liability for content originating from third parties and the Company does not guarantee the accuracy of this content. We do not guarantee that the content in the Services will be accurate, complete, reliable, updated, or error-free. We are not liable for any inaccurate or erroneous content. We emphasize that the information presented in the Services does not constitute advice, counsel, and/or an offer on our behalf to purchase a product or service, and any reliance upon the information presented in the Services is att the  User’s sole liability and the Company will not be held liable as a result of a  User’s reliance on the information and/or the degree to which the information accords with the  User’s use and/or their needs. 

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMPANY, SHALL CREATE ANY WARRANTY FOR THE COMPANY NOT EXPRESSLY STATED IN THESE TERMS. IF YOU CHOOSE TO RELY ON SUCH INFORMATION, YOU DO SO SOLELY AT YOUR OWN RISK. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access or any content modification. The Company is not responsible for any problems or technical malfunction of any telephone or cellular phone network or lines and/or internet, online computer systems, servers or providers, computer equipment, software, failure of any email due to technical problems or traffic congestion on the internet or on our Services, including any injury or damage to  Users or to any person's mobile device or computer related to or resulting from participation or downloading of materials from the Services. UNDER NO CIRCUMSTANCES SHALL WE BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM USE OF THE services, WHETHER ONLINE OR OFFLINE, FROM ANY PUBLISHED CONTENT OR BEHAVIOR OF THE USERS OF THE SERVICE. 
In no event shall the company, its directors, officers, employees, agents, or shareholders have any liability towards you or any third party for any consequential, indirect, special or punitive damages, arising out of or relating to the use of the Services. The entire liability of the company pursuant to these Terms shall not exceed the total amount you have actually paid to the company in respect of the Services. As such, if you have not made any payment to the company for the use of the Services, the company will have no liability towards you.
The Company is not responsible for connecting to or from the internet. The Company is not responsible for telephone or cellphone lines or networks or for computer systems or servers. Under not circumstances will the Company be liable for loss or damage arising from the use of the Services or from any content uploaded to the Services, or from any behavior of any third party, whether online or offline. 

 

9. Indemnification. You agree to indemnify, defend, and hold the Company and its employees, directors, officers, subcontractors and agents harmless against any and all claims, suits, liabilities, costs or expenses (including reasonable attorneys’ fees and court costs) that arise directly or indirectly from: (a) the breach of these Terms by you or anyone using your mobile phone, computer or password; (b) any claim, loss or damage experienced from your use or attempted use of (or inability to use) the Services, including any transaction that you conducted through the Services; and (c) your violation of any law or regulation. You agree that your use of the Services shall be in compliance with all applicable laws, regulations and guidelines. 

10. Term. The term of the agreement will commence upon your receipt of these Terms and shall continue indefinitely, unless terminated pursuant to these Terms. Either party may terminate these Terms upon written notice (including via email). Notwithstanding the termination of these Terms, Sections 2 – 11 shall survive any termination or expiration thereof. 

11. Miscellaneous. Insofar as we will need to contact you, you assent that we will be able to do so via digital means, including but not limited to via email and via a messaging application, such as WhatsApp. We will have the ability to send you messages to your email address, fax number, or through the postal service according to the contact details you provided us upon registration. Messages sent by email will be considered as having been received at the time they were sent by us. Messages sent by fax will be considered as having been received when we receive a confirmation of its receipt. Messages sent by postal service will be considered as having been received ten days after they were sent. These Terms constitute the entire agreement between the parties regarding the subject matter hereof and supersede any and all other agreements between the parties regarding the subject matter hereof. Nothing in these Terms creates any agency, employment, joint venture, or partnership relationship between you and the Company or enables you to act on behalf of the Company. The Company may assign or transfer its rights and obligations under these Terms, or any part of them, to any third party as it sees fit. You may not assign or transfer your rights and obligations under these Terms, or any part of them, and any attempt to do so will be null and void. If any part of these Terms shall be deemed invalid or unenforceable by an authorized court, such part shall be interpreted as if it was replaced with valid and enforceable terms whose content most closely accords with the meaning and intention of the original terms whereas the remaining Terms will remain valid. All activity in the Services and everything relating to and entailing it, including the Terms, will be governed solely by the laws of the State of Israel and any dispute concerning the Services and their use and the Terms will be submitted exclusively to the jurisdiction of the courts in Tel Aviv-Jaffa, Israel. 

Ellie - Terms of Serivce