SwitchBee Ltd. (the “Company” or “We“) thanks you for your purchase and wishes you safe and enjoyable use of its products. The Company is a provider of “Smart-Home” solutions based on an extensive platform, including the end-user appliances (the “Products“), a central control unit (the “Central Unit“), an application for your smartphone and tablet (the “Application“) and cloud based data services (the “Cloud Server“, and jointly with the Products, Central Unit and Application, the “Services“).
Please read the following terms and conditions (the “Agreement”) carefully before using the Application, any of the Products or the Services provided by the Company.
By using any of the above you confirm that you have read and agreed to the terms of this Agreement.
If you do not agree to any of the terms of this Agreement you must discontinue any use of the Application and the Products, delete the Application from your mobile phone or tablet and return the Products to the Company within 14 days from the date of purchase (or as otherwise stated in your applicable purchase order).
You confirm that you are of legal age and capacity to enter into a contractual relationship with the Company and to utilize its Products and accept full responsibility for your choice and use of the Products and the Company’s Services.
This Agreement is effective starting on the earlier of (a) the time the Application is first downloaded; or (b) the date of installation of the Products, and shall be effective until terminated according to the terms below.
1. Changes to the Services
The Company reserves the right to upgrade or alter the Services, the features and design of the Application or the terms of this Agreement at any time and with no prior notice, by notice posted on its website www.switchbee.com or by email or regular post.
You are responsible for acquainting yourself with any such changes.
By using the Services following a notice of such changes you shall be deemed to have consented to such changes as aforesaid.
Without derogating from the generality of the above, the Company reserves the right to terminate the Services, in whole or in part.
The Company will post a notice concerning such termination on its website.
2. Registration and Security
As condition to using the Products or certain aspects of the Services, you may be required to register with the Company and chose a username and password (the “User Identification”).
All information provided to the Company must be full, true, accurate and up to date.
Providing partial or inaccurate information shall be deemed a breach of this Agreement and may cause its termination and a prohibition on your use of the Services.
Any unauthorized use of a person’s name or User Identification is prohibited. You are responsible to safeguard your username and password.
You are not obligated by law to provide us with the details we may require in the registration process; however, failing to do so may inhibit your acuity to utilize the Services in full.
The Company will not use your User Identification details except in accordance with the Company’s Privacy and Information Security Policy, available on the Company website.
3. Service Termination
The Company is entitled to terminate your access to the Services in its sole discretion. Without derogating from the generality of the above, the Company may cancel your registration or access to the Services in any of the following events:
1) If you provide inaccurate or partial information upon registration
2) In case of any act or omission of yours which may harm the Company or third parties, including, without limitation, other customers or service providers of the Company
3) If you use the Services or the Application to commit or attempt to commit an act which is illegal, or may be interpreted as being illegal in any applicable jurisdiction, or act in a manner as to facilitate, assist or encourage such illegal act
4) If you breach any condition of this Agreement or the conditions of any other Company services
5) If you act in any manner which inhibits others from joining or utilizing the Services
6) If you transfer your username and password to any third party;
7) If your credit card has been blocked or otherwise limited (in case of paid Services)
8) If you fail to make timely payments to the Company or anyone on its behalf, including, without limitation, the applicable App Stores, or any affiliate of the Company.
4. Permitted Use
The Services and their components (including, without limitation, the Application, the Products, the Central Unit, the Cloud Server and all other software or hardware components which form part of the Services) are the property of the Company.
The Company grants you permission to install the Application and utilize the Services only for their defined purpose and in accordance with this Agreement, solely for your personal and non-commercial use and not for the benefit of any third party.
The Company may alter, suspend or terminate the Services at any time, including the availability of the Application, any software program or database.
The Company may also limit your access to certain portions of the Services without prior notice and with no obligation.
The Company retains full ownership and rights to any software component utilized in the Services and grants you a limited, non-exclusive and non-transferable right to use such components solely for the purposes stated herein and in strict compliance with the terms of this Agreement.
5. Intellectual Property
The Products, the Application and the rest of the components of the Services are protected under applicable Israeli and international law.
All copyright and other rights in the Products, Application and other component of the Services, including without limitation, their design, content, operation, graphics, trademarks, texts, code and all other contents included therein, are the sole property of the Company or used under license from its providers, business partners or affiliates, as applicable.
This Agreement does not confer any right or license to use or make any changes or modifications in the Application or any software component of the Services.
You hereby undertake not to make any unauthorized or unlawful use of the Products, Application or Services. Without derogating from the generality of the above, you hereby undertake not to:
a) Copy or create any derivative work from the Application, Products or any components of the Services
b) Break into or bypass any password, code or encryption utilized in the Services, access the Company systems, upload, transfer or store any illegal material on the Company systems, tamper with, alter or interfere with any security components safeguarding the programs or digital content of the Services
c) Utilize any spider, bot, crawler or other automatic means to access or create an index of the digital content of the Services
d) Make any use of the Services other than through the interface provided by the Company
e) Market, tender, lease, license, copy, distribute, sell or otherwise make available the Products, Application, Services or any other software component connected to the Services to any third party other than in accordance with this Agreement
f) Decompile, disassemble or reverse engineer any component of the Services or attempt to obtain the source code of any software included in the Services, including, without limitation, the Application and any other software component included in the Services.
The name of the Company and its Products and the Company’s logos and trademarks (whether registered or not) are the sole property of the Company. Any use of the above without the Company’s explicit prior written consent is strictly prohibited.
6. Limited Warranty; Indemnification
Subject to your compliance with the terms hereof, and subject to any terms included in the limited warranty provided with the Products (the “Warranty Certificate“), the Company warrants that the Products shall be free of any defects in material and workmanship for the limited time period of eighteen months following the date of purchase, provided that such Products were installed by a certified electrician authorized by the Company.
Such warranty applies only to Products purchased by you and used within the state of Israel.
The warranty does not cover damage which occurs beyond the control of the Company, including, without limitation, damage caused due to misuse, accident, unauthorized use or use other then as instructed by the Company, normal wear and tear or unauthorized service, repair or installation by a person not explicitly authorized by the Company to perform such service, repair or installation.
Your sole remedy (and the Company’s sole obligation) in connection with faulty Products shall be the replacement or fixing of such Product, as specified in the Warranty Certificate, in the Company’s full discretion. EXCEPT AS SET FORTH IN THE WARRANTY CERTIFICATE, THE PRODUCTS, APPLICATION AND SERVICES ARE PROVIDED ON AN AS-IS BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED ARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON INFRINGEMENT OR WITH ANY GUARANTEE THAT THE PRODUCTS, APPLICATION OR SERVICES WILL PERFORM WITH NO FAULTS.
THE SERVICES MAY NOT BE FITTED FOR INDIVIDUAL SPECIFICTIONS AND YOU SHALL HAVE NO CLAIM AGAINS THE COMPANY WITH RESPECT THERETO. YOU ASSUME FULL RESPONIBILITY AND RISK IN CONNECTION WITH THE USE OF THE APPLICATION AND PRODUCTS.
THE AVAILABILITY AND FUNCTIONALITY OF THE SERVICES DEPEND ON VARIOUS FACTORS AND ELEMENTS, INCLUDING SOFTWARE, HARDWARE AND COMMUNICATION NETWORKS, AND PARTIALLY PROVIDED BY THIRD PARTIES, INCLUDING THIRD PARTY HOSTING AND STORAGE SERVICES. THESE FACTORS ARE NOT FAULT FREE.
WE DO NOT WARRANT OR GUARANTEE THAT THE SERVICES WILL OPERATE WITHOUT DISRUPTION, LIMITATIONS, DELAYS, ERRORS OR INTERRUPTIONS, OR THAT THEY WILL BE ACCESSIBLE, OR AVAILABLE AT ALL TIMES, OR IMMUNE FROM UNAUTHORIZED ACCESS OR ERROR FREE.
THE PRODUCTS ARE INTENDED FOR HOME OR OFFICE USE ONLY AND ARE NOT DESIGNED, DESIGNATED OR AUTHORIZED FOR USE IN ANY MEDICAL, LIFE-SAVING OR LIFE SUPPORT APPLICATION OR IN ANY OTHER VITAL SYSTEMS IN WHICH FAILURE OF THESE PRODUCTS MAY LEAD DIRECTLY OR INDIRECTLY TO DEATH, BODILY INJURY OR SERIOUS PROPERTY DAMAGE. ANY USE OF THE PRODUCTS OTHER THAN IN ACCORDANCE WITH THE COMPANY’S INSTRUCTIONS SHALL BE AT YOUR OWN RISK AND UNDER YOUR FULL RESPONSIBILITY.
IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY DAMAGES RELATED TO THIRD PARTY APPLIANCES CONNECTED TO OR OPERATED THROUGH THE PRODUCTS.
YOU AGREE TO INDEMNIFY AND HOLD THE COMPANY AND ITS OFFICERS, DIRECTORS, EMPLOYEES AND AFFILIATES HARMLESS FROM ANY LIABILITY, DAMAGES, LOSSES, COSTS AND EXPENSES (INCLUDING ATTORNEYS’ FEES), IF AND WHEN INCURRED, AND AGAINST ANY THIRD PARTY CLAIM OR DEMAND ARISING IN CONNECTION WITH YOUR USE OF THE PRODUCTS, APPLICATION OR SERVICES OR FROM YOUR VIOLATION OF THIS AGREEMENT OR YOUR VIOLATION OF ANY RIGHTS OF OTHERS.
7. Limitation of Liability
IN NO EVENT SHALL THE COMPANY OR ITS THIRD PARTY PROVIDERS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE PRODUCTS OR SERVICES, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE PRODUCTS OR SERVICES, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, EVEN IF THE COMPANY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF SUCH DAMAGES WERE REASONABLY FORESEEABLE. IN NO EVENT SHALL THE COMPANY OR ITS THIRD PARTY PROVIDERS BE LIABLE TO ANYONE FOR ANY DIRECT DAMAGES RESULTING FROM EVENTS OUTSIDE THE SCOPE OF THE COMPANY’S CONTROL. IN NO EVENT SHALL THE COMPANY’S LIABILITY TO YOU EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO THE COMPANY IN CONNECTION WITH THE SERVICES.
8. Privacy and Information Security
We respect your privacy.. The use of any Services shall at all times be subject to our Privacy and Information Security Policy, which constitutes an integral part of this Agreement. The Company reserves the right to modify the Privacy and Information Security Policy in its discretion from time to time, therefore it is recommended that you read it periodically. Continued use of the Services after any such changes shall constitute your consent to such changes.
In the process of using the Services, you may be required to submit certain information to the Company.
By submitting such information, you irrevocably grant the Company a worldwide, perpetual, irrevocable, non-exclusive, royalty-free, fully paid-up, fully sub-licensable and transferable right and license to use, modify, host, deliver and display such information as may be necessary to perform the Services.
By accepting this agreement you herby grant the Company and its affiliates explicit consent to utilize and transfer your personal identifiable and non-identifiable information solely in accordance with the Company’s Privacy and Information Security Policy.
9. Customer Services
Please contact SwitchBee’s customer service at firstname.lastname@example.org for any inquiries with respect to the Products, Application or Services.
Fees may apply to certain Services. You must pay the applicable fees incurred by you when due. The Company reserves the right to update its fees and apply new fees to Services, at any time by notice which may be posted on the Company’s website or sent to you directly. Using the Services following such notice shall be deemed as your acceptance of the new or updated fees.
All fees paid hereunder are non-refundable, unless mentioned otherwise explicitly on the Company’s Website.
If you purchase the Products directly from the Company, please read the return and refund policy as well as information regarding warranties provided with the Products, or contact customer support for more information.
11. Term and Termination
This agreement is effective from the moment of your acceptance by clicking the “I agree” button or otherwise as stated above, and shall continue in full force and effect for as long as you utilize the Products or Services.
You may cease using the Services for any reason or for no reason at all, at your convenience, provided however, that any fees that have been received by us prior to such termination shall be non-refundable and any fees not yet paid on account of Services provided prior to such termination will become immediately payable by you to the Company. The Company reserves the right, in its sole discretion, to terminate the Agreement or suspend your access to the Services or any portion thereof and at any time without notice.
The termination of this Agreement for any reason shall not affect any rights, obligations or liabilities accrued through the date of termination, including, but not limited to, any unpaid fees and any other obligations you have incurred through the date of termination for your use of the Services.
The provisions which by nature should survive termination, including without limitation those concerning intellectual property, permitted use, limited warranties, limitation of liability and indemnification, shall survive the termination or expiration of this Agreement.
This Agreement shall be exclusively governed by the laws of the State of Israel, without regard to the choice or conflicts of law provisions thereof, and any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Services shall be subject to the exclusive jurisdiction of the courts of Tel-Aviv or the central district in Israel.
This Agreement comprises the entire agreement between the parties and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties, regarding the subject matter contained herein.
No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and either signed or accepted electronically by both parties. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision, with all other provisions remaining in full force and effect. No joint venture, partnership, employment, or agency relationship exists between the parties as a result of this Agreement or use of the Services.
The failure of the Company to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by the Company in writing.
The section headings in this Agreement are included for convenience only and shall take no part in the interpretation, or construing of the Agreement. You shall bear full responsibility for any taxes or levies imposed on you (if applicable) in connection with this Agreement.
This Agreement may not be assigned by you, whether by operation of law or otherwise, without the prior written consent of the Company and any assignment without such prior written consent shall be void.
We may freely assign this Agreement and our rights and obligations hereunder.
The Services, other technology we make available, and derivatives thereof may be subject to export laws and regulations of the United States, Israel and other jurisdictions.
You represent that you are not named on any U.S.
or Israeli government denied-party list. You shall not permit anyone to access or use Services in a U.S. or Israeli embargoed country or in violation of any U.S. or Israeli export law or regulation.
Last updated: June 1, 2015