Terms of Use

Terms of the agreement: Whereas the Customer operates a business and, for the purpose of managing such business, and/or for any other private purpose, wishes to use a computerized data-processing and business-management system, and for that purpose has invited the Company’s representative to the business in order to lease and install the System;

And whereas the Company is engaged, among other things, in the marketing and development of computer software and the leasing of licenses in accordance with what has been agreed in advance, including for the management of businesses in various sectors; and whereas the Company has offered the Customer a computerized system that includes software and application services hosted in an external server farm, as required and as detailed below in this agreement (hereinafter – "the System"); "Software" – a CRM-based business-management platform defined as a finished product.

1. In accordance with this order form, the Customer orders and undertakes to lease from the Company, and the Company undertakes to lease and supply to the Customer, the above System as inspected by the Customer at demo.crmonline.co.il or demo.crmnow.co.il, with usage rights for the software of A.M. Gazit Management Ltd. only.

1.1. The conditions required to be granted the software are: a working computer with infrastructure and an internet provider at a minimum speed of 10 Mbps, and an operating system (provider, browser) as required by the Company.

2. The Customer will receive support, information and guidance services regarding the operation of the software only, by the Company’s support representatives over the phone – software support services as needed and pre-scheduled, for a representative of the Customer designated in advance.

2.1. Business days are weekdays only: Sunday, Monday, Tuesday, Wednesday and Thursday, between 09:00 and 17:00 only. Excluding holidays and Yom Kippur.

2.2. It is hereby clarified to the Customer – any changes the Customer chooses to make shall be at the Customer’s expense.

2.3. Configuring, hosting and operating the Customer’s outgoing mail server is the sole responsibility of the Customer. If the Customer chooses to use the System’s servers, this will be billed separately. The Customer shall have no claim regarding this service, and the Company will do everything within its ability to improve it.

2.3.1. The parties agree that resolving problems arising from improper operation by the Customer and/or at the Customer’s request – deletion, incorrect configuration and so on – will be performed by the Company and paid for by the Customer. The Customer may choose to restore data only up to one backup day, up to 8:00 on the previous day. The Customer shall have no claim against the Company regarding the results of the restoration.

3. Declarations of the parties:

3.1. The Customer declares and confirms that any additional module shall be considered additional development, ordered by the Customer and recorded in the order form. The Customer further declares that the order was placed after understanding the System and its capabilities.

3.1.1. The Customer declares that the Customer has been informed by the Company that storing credit-card details in various fields within the System/Software is strictly prohibited, except for secured fields designated for entering credit details. This clause exists to protect the individual, and the Company shall bear no responsibility toward the Customer in the event of a breach. If the Customer chooses to record such details in any field within the System, all responsibility for this rests with the Customer alone.

3.1.2. Likewise, the Customer alone is responsible for the exposure of any data entered into the System to its employees or to any other party who had access to the Customer’s System. The Company bears no responsibility regarding this clause.

3.2. The Customer undertakes to pay for any order requested, signed or confirmed by email, message or phone.

3.2.1. If the Customer paid for an order by credit card in any form (telephone, secure transaction, online or in any other manner), cash, checks or various transfers, the Customer undertakes not to cancel payments. This clause also applies to future payments in accordance with the order form and/or any other Company form and/or correspondence by email, letter or telephone request. The Customer shall be liable for payments to the Company. If the Customer cancels a payment, the Customer’s contact person and/or any signatory on behalf of the Customer shall be personally responsible, and this obligation shall constitute a personal guarantee.

The Customer and/or its representative dealing with the Company is a personal guarantor for all payments, debts or cancellations toward the Company.

3.2.1.1. At the end of the agreement, if the Customer has not requested in writing the cancellation and termination of the service, and has not received the Company’s confirmation of receipt of such letter, the Company shall be entitled to continue charging the Customer at the Company’s standard non-commitment rates, and/or in accordance with the order and agreement between the parties.

3.2.1.2. If the Customer breaches sections 3.2 through 3.2.2, the Customer declares that the Company has explained that such an act may amount to defamation and slander against the Company by the Customer.

3.2.2. The Customer and/or its representative who signed an order form, or confirmed it by phone or by email, is responsible for its payment as a company and/or as a private individual, jointly and severally. The duty of payment applies jointly and severally to the company and/or to the person approving the order as a personal guarantor.

3.3. The Company declares and confirms that the System leased to the Customer under this agreement is based on the Customer’s declarations and requirements as presented. The Customer has been informed in advance that in any development there are certain percentages of fixes and/or bugs, which will be addressed by the Company once discovered by the parties.

3.3.1. The Company declares and confirms that it is engaged in the distribution and implementation of software, and possesses the knowledge, experience, expertise and manpower required for everything related to the use of the application software and the provision of services under this agreement.

3.4. The Company will schedule an installation date with the Customer within 7 business days from the date the order is completed, excluding holidays and rest days, and after the first payment or authorization for payment from the credit company has been received. Installation shall be in accordance with what has been agreed between the parties and/or within up to 30 business days, and/or the estimated date in the order form. In the event of a delay on the Company’s side, the Company will report it to the Customer.

3.4.1. The Company will provide the Customer with training on the software and its services.

crmonline.co.il. 3.4.2  or crmnow.co.il. The Company will transfer the Customer’s database, upon request, in CSV format at the end of the engagement at no additional charge.

4. Additional developments are unrelated to the CRM System and in any case the Customer undertakes to pay for the above System and its associated licenses. The Customer also declares that it is understood that any development and/or implementation and/or any product ordered from the Company cannot be cancelled.

4.1. The Company bears no responsibility of any kind for misunderstanding the software and/or any malfunction or operations thereof. The Company will do everything required to ensure the service and treatment needed to resolve any problem. The Customer understands that the Company will do its maximum to repair the software, and the Customer waives in advance any claim against the Company.

4.2. Transferring the Customer’s database before the end of the commitment period is charged at the support-hour rate.

4.3. The Customer undertakes to be present at the business address on the date set for installing the System and to cooperate with anything required.

4.4. The Customer agrees that if the Customer schedules the Company’s representative to visit the Customer’s business while the Customer is not present at the business, the Customer will be charged a wasted-visit fee of NIS 600 plus VAT as required by law.

4.5. The Customer declares that it has understood and agreed to the Company’s requirement to provide the conditions necessary for installing the software. The Customer shall have no claim against the external server farm with which the Company works.

4.6. The Customer undertakes to designate one representative only from its organization – "the trusted service contact" – for receiving support from the Company.

5. Early exit from the contract and its consequences (for customers who purchased the software licenses under commitment only and/or received the benefit value).

5.1. In the event of cancellation of the contract, the Customer will be charged – beyond what was signed in the order – NIS 350 for each remaining year of the commitment period for each license, as well as the remaining license cost for the subscription period during which the Customer received a discount. The Customer will pay the difference for the months during which the subscription was active – the full monthly license cost (the non-commitment rate) according to and based on the module or system sold – and in addition the Customer will pay back the discount received for implementation and/or development for the commitment period, returning the benefit value.

6. Breaches and Remedies

6.1. The provisions of the Contracts Law (Remedies for Breach of Contract), 5731-1970, shall apply to the provisions of this agreement, and the Company shall have all remedies under any law for its enforcement at any time.

6.2. The Customer declares that it has been informed that, in the event of a breach of this agreement and/or failure to make the payments for the agreement and/or for the licenses for the System/Software, the Company is entitled to disable the System/Software and/or use of the licenses and/or any use of the Company’s systems by the Customer and/or its employees, and/or anyone connected to the Customer using the Company’s products, until the agreement and/or payment is settled by the Customer with the Company. The Company shall bear no responsibility or liability for any damage caused as a result of the use of this clause. All expenses and damages shall be paid by the Customer if it breaches this agreement.

7. Miscellaneous:

7.1. The Customer confirms that the Customer has read this agreement, understood its meaning and content, all of its chapters and clauses, and that the Customer has and will have no claims or demands of any kind against the Company.

7.2. The Customer’s signature on this order constitutes authorization for the Company and anyone on its behalf to enter the property/premises for the purpose of installation and/or providing service, and to perform all related actions necessary for that purpose, including entering the business/Customer’s premises after prior coordination with the Customer.

7.3. Subject to the provisions of the law, the engagement under this agreement is personal, between the Company and the Customer (authorized signatories and personal guarantor and/or representative on behalf of the Customer), and the Customer may not transfer to any third party its rights or obligations under this agreement. The Customer’s signature binds the Customer and/or the Customer jointly or severally.

7.4. The parties expressly agree that for any dispute, or the law applicable to this agreement, the law of the State of Israel shall apply. Exclusive jurisdiction over all matters relating to this agreement and/or arising from it shall be vested in the competent courts in the city of Haifa only.

7.5. This agreement exhausts the obligations between the parties and their rights. Any change in the agreement or waiver regarding any condition contained in it requires a written document signed by both parties.

Gazit A.M.

Email: office@crmnonline.co.il

Address: Tirat Carmel, Yozma 6, Israel