Terms and Conditions

Last Updated: 01/06/2021

These Terms of Service (this “Agreement”) are entered into by Igloo.la (www.Igloo.la  website, apps and browser extension) (“Igloo.la”) and the entity executing this Agreement (“you”, or “your”). This Agreement governs your use of the Igloo.la’s service (the “Service”). This Agreement govern your access to and use of our services, including our various websites (Igloo.la), SMS, APIs, email notifications, applications, buttons, widgets, ads, commerce services, and our other covered services that link to these Terms (collectively, the “Services”), and any information, text, links, graphics, photos, audio, videos, or other materials or arrangements of materials uploaded, downloaded or appearing on the Services (collectively referred to as “Content”). By using the Services you agree to be bound by these Terms.

BY COMPLETING THE REGISTRATION PROCESS AND OPENING AN ACCOUNT ON THE INTERFACE (“ACCOUNT”), OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE REVIEWED AND ACCEPT THIS AGREEMENT AND ARE AUTHORIZED TO ACT ON BEHALF OF, AND BIND TO THIS AGREEMENT, THE OWNER OF THIS ACCOUNT.

We recommend that you save a copy of this Agreement for your records.

You must be at least 13 years of age (or such other minimum age as is applicable in your country of residence) to create use the Services. If you are aged between the relevant minimum age and 18 (or the age of majority where you live), you and your parent or guardian must review this Agreement together. Parents and guardians are responsible for the acts of children under 18 years of age when using the Services. Igloo.la recommends that parents and guardians familiarize themselves with parental controls on devices they provide their child.

You further acknowledge and agree that your use of the Service is governed by Igloo.la’s Privacy Policy available on the Site at https://www.igloo.la/terms.php, as may be modified from time to time in accordance with its terms (“Privacy Policy“).

Certain elements of the Services or other services or programs offered by Igloo.la may have different terms and conditions (“Additional Terms”) in order to use or access them. If there is a conflict between the terms of this Agreement and any Additional Terms, the Additional Terms will prevail.

Igloo.la  reserves the right to update, modify, discontinue or terminate the Services or any part thereof, or to modify this Agreement at any time. If Igloo.la  modifies this Agreement, it will update this Agreement on the website located http://www.igloo.la/and change the “Last Updated” date at the top of this Agreement. In addition, should the update be material, Igloo.la shall provide you with notice pertaining to such update through the Platform or by sending you an email or such other method deemed reasonable by Igloo.la. Please note that it is your responsibility to review the Agreement from time-to-time to check for updates. By continuing to access or use the Site following any update, you agree to be bound by the modified Agreement. If the modified Agreement is not acceptable to you, your only recourse is to cease using the Platform and terminate this Agreement.

In consideration of the foregoing, the parties agree as follows:

1.    Nonexclusive License. Subject to the terms and conditions of this Agreement, Igloo.la grants you a limited, revocable, non-exclusive, non-sublicensable license to (a) copy and use the Igloo.la page code (the “Code”) solely to use the Service on websites owned by you (the “Properties”); and (b) access, view and download analytical reports generated by the Services in connection with Your Properties on [http://www.Igloo.la] (the “Interface”, and together with the Code, the “Platform”).

2.    Documentation.  To the extent that Igloo.la makes available Documentation (defined below) to you, you may use such Documentation solely for your internal business purposes and solely in connection with your use of the Platform during the Term. Unless the Documentation is separately referred to herein, all references in this Agreement to the Platform shall include the Documentation.  “Documentation” means documentation that Igloo.la generally makes available to its clients, in print or electronic form, that describes the features and operation of the Services and the Platform.

3.    Restrictions.  

4.    Except as expressly permitted in this Agreement, you must not, and shall not allow any third party to:(i) copy, give, sell, rent, lease, timeshare, sublicense, disclose, publish, assign, market, transfer or distribute the Platform, or any portion of the Platform, to any third party, or use the Platform in any service bureau or time-sharing arrangement; (ii) circumvent, disable or otherwise interfere with security-related features of the Platform or that enforce limitations on use of the Platform;  (iii) reverse engineer, decompile or disassemble the Platform or any components thereof; (iv) modify, translate, patch, or create any derivative works of the Platform, or any part thereof; (v) use any robot, spider, scraper, or other automated means or manual process to access, monitor, copy or use the Platform or any portion thereof for any purpose; (vi) take any action that imposes or may impose (in Igloo.la ’s sole discretion) an unreasonable or disproportionately large load on the Igloo.la ’s infrastructure; (vii) interfere or attempt to interfere with the integrity or proper working of the Platform, or any related activities; (viii) remove, deface, obscure, or alter Igloo.la or any third party’s copyright notices, trademarks, or other proprietary rights affixed to or provided as part of the Platform; (ix) use the Platform to develop a competing service or product; or (x) use the Platform in violation of any applicable law.

5.    You shall not, and shall not authorize or encourage any third party to: (i) use any means to artificially increase or manipulate the views, engagements, impressions or other interactions in connection with the Services; (ii) directly or indirectly engage in any deceptive or misleading behavior; (iii) use the Services in connection with any websites or content containing any copyright infringements, firearm, drugs, alcohol, tobacco, pornography, gambling, hate speech or any other content which Igloo.la  reasonably deems objectionable, or which promotes illegal goods, services or activities or link to any of the foregoing; or (iv) use the Services in connection with websites or content targeted to children under the age of 13.

 

6.    Promotions on Pages, Groups, and Events

 

Communicating a Promotion

 

If you use Igloo.la to communicate or administer a promotion (ex: a contest), you are responsible for the lawful operation of that promotion, including:

§  The official rules;

§  Offer terms and eligibility requirements (ex: age and residency restrictions); and

§  Compliance with applicable rules and regulations governing the promotion and all prizes offered (ex: registration and obtaining necessary regulatory approvals).

Required Content

Promotions on igloo.la must include the following:

§  A complete release of igloo.la by each entrant or participant; and

§  Acknowledgement that the promotion is in no way sponsored, endorsed, administered by or associated with igloo.la.

Administration of a Promotion

Promotions may be administered on Pages, Groups, Events, or within apps on Igloo.la. Personal Timelines and friend connections must not be used to administer.

Assisting Promotions

Igloo.la will not assist you in the administration of your promotion, and you agree that if you use our service to administer your promotion, you do so at your own risk.

 

Collection of Data on Pages, Groups, and Events

 

Collecting Data From Users

 

If you collect content and information directly from users, your Igloo Page, Group or Event must make it clear that you (and not Igloo.la) are collecting it, and must provide notice about and obtain user consent for your use of the content and information that you collect. Regardless of how you obtain content and information from users, you are responsible for securing all necessary permissions to reuse their content and information.

 

Automated Collection of Data

 

Your Igloo Page, Group or Event must not collect users' content or information, or otherwise access igloo.la, using automated means (such as harvesting bots, robots, spiders, or scrapers) without written permission from igloo.la. Users' content or information, including donors names and details and followers names and details can be used by Igloo.la and you grant Igloo.la a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, monetize, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed).  

 

Calls to Action

 

Your igloo Page, Group or Event cannot use information obtained from a person’s interaction with your Page's call-to-action button for any purpose other than to provide the service associated with the call-to-action button. If you want to use this information for any other purpose, first obtain a person’s explicit consent.

 

7.    Your Account. You will be required to access the Platform through your Account using a user name and password (“Credentials“). You shall maintain the confidentiality of the Credentials and not disclose them to any third party. You must not allow anyone other than your authorized employees or independent contractors (the “Permitted Users”) to access and use your Account on the Platform. You acknowledge and agree (a) to keep, and ensure that any Permitted Users keep, all Credentials secure at all times; and (b) that you will remain solely responsible and liable for the activity that occurs in connection with your Account. Igloo.la may monitor use of your Account, including without limitation, in order to identify or prevent unauthorized use of your Account. You shall (i) upon Igloo.la ’s request, provide Igloo.la  with details of each Permitted User; (ii) promptly notify Igloo.la  in writing if you become aware of, or have reason to suspect, any unauthorized access or use of your Account or the Platform; and (ii) cooperate with Igloo.la  to prevent or restrain unauthorized access and use of your Account or the Platform.

8.    Your Data and Personal Data. You shall retain all right, title and interest in and to the User Data, including all intellectual property rights therein. You are solely responsible for the User Data and the provision of User Data to Igloo.la in connection with the Services, including, but not limited to: (a) compliance with all applicable laws, including, without limitation, the European Union General Data Protection Regulation (2016/67910) and California Consumer Privacy Act (CCPA), relating to Your Data; (c) any claims that Your Data infringes, misappropriates, or otherwise violates the rights of any third party; and (d) backing up and maintaining Your Data. Notwithstanding anything to the contrary, you acknowledge and agree that Igloo.la  may use, store and retain the User Data in connection with the Services in accordance with the Privacy Policy, which shall be reflected in the scope of your consent and privacy notices to visitors of the Properties. “User Data” shall mean any data or information of or connection with visitors of the Properties.

9.    To the extent that any User Data contains Personal Data subject to the GDPR and the California Consumer Privacy Act (CCPA), the parties agree that as between you and Igloo.la, you shall be considered a Data Controller and Igloo.la a Data Processor. To this effect, the parties agree to enter into the data processing agreement attached hereto as Annex A (the “DPA”). You agree to indemnify, defend and hold Igloo.la  harmless against all losses, liabilities fees and damages of any kind (including attorney fees) related to: (i) your breach of your representations, warranties or obligations under this Agreement and/or the DPA; or (ii) your failure to comply with the obligations applicable to you under the GDPR and California Consumer Privacy Act (CCPA) and/or data protection laws or regulations.

10.Title The intellectual property and all other rights, title and interest of any nature in and to the Services, the Platform, and any related content thereunder, including all modifications, upgrades, customizations and derivative works (whether or not permitted under this Agreement) thereof, are and shall remain the exclusive property of Igloo.la  and its licensors.

11.To the extent that you provide Igloo.la or its affiliates with any feedback, ideas or suggestions regarding the Services or the Platform or any other of Igloo.la ’s products or services (collectively, “Feedback“), you agree that such Feedback shall be exclusively owned by Igloo.la , and you hereby assign such Feedback to Igloo.la  and its successors and assigns, and waive, and agree not to assert any rights you may have or retain in such Feedback.

12.Client Reference. You agree that Igloo.la may (i) use your name and logo on its website and in its promotional materials, press releases, presentations or advertisements to state that you are or have been a client of Igloo.la  and/or a user of the Services; and (ii) generally describe your business and use of the Service. You agree to serve as a reference customer of Igloo.la  and shall cooperate with Igloo.la ‘s reasonable marketing and referencing requests.

13.Term.  This Agreement shall become effective on the Effective Date and shall remain in effect for a period of one (1) year (“Initial Term“). Following the Initial Term, this Agreement shall automatically renew for successive one (1) year periods (“Renewal Terms“, and the Initial Term, together with any Renewal Terms, the “Term“).   Notwithstanding the foregoing, either party may terminate this Agreement in accordance with the terms of this Agreement.

14.Termination.  Termination for Convenience. Either party may immediately terminate this Agreement for any reason or no reason. For a reasonable period following termination, Igloo.la will provide you with access to the Platform to retrieve or otherwise access your data.

15.Termination for Bankruptcy. Igloo.la may terminate this Agreement immediately upon written notice to you, upon the filing or institution of bankruptcy, reorganization, liquidation, dissolution or receivership proceedings against you, or if you cease to operate as a going concern or become insolvent or unable to pay your debts, or upon an assignment of a substantial portion of your assets for the benefit of creditors, provided that in the case of involuntary bankruptcy proceedings or receivership proceedings, such right to terminate shall only become effective if you consent to the involuntary bankruptcy or such proceeding is not dismissedwithin sixty (60) days.

16.Effect of Termination.  Upon termination of this Agreement (i) all amounts owed to Igloo.la shall become due; (ii) you shall cease use of the Services and the Platform; (iii) Igloo.la  may terminate your account and you will lose all access to the Platform; and (iv) you will lose access to your Ads and any other materials stored on the Platform.

17.Survival. This Section [9] and Sections [6] , [5] , [3] , [10] , [12] , [13], [14] , [15], [16], [19] and any provision so intended, as well any outstanding obligations or rights accrued, shall survive expiration or termination of this Agreement.

18.Suspension. If Igloo.la believes (in its sole discretion) that you may be using the Services or the Platform in a manner that may cause harm to Igloo.la or any third party or expose Igloo.la to financial or other risk, or if you are in default of your payment obligations hereunder, or if you are using igloo.la igloo/profile name that is a trademark or owned by a person who is not yourself or your organization, then Igloo.la may, without derogating from Igloo.la ’s right to terminate this Agreement under Section [9] above, suspend your use of the Services and access to and use of the Platform until such time as Igloo.la  believes the threat of harm, or actual harm, or trademark name is proven to be yours, has passed or you have paid any outstanding amounts due (as applicable). You acknowledge and agree that you will have no claim against Igloo.la or its affiliates in regard to such suspension of service. For example, you cannot open an Igloo accont names Google as Google is a trademark fully owned by Google Inc.

19.Fees and Payment.  

20.You use of the Services is subject to your payment of the applicable fees or revenue share program set forth in Annex B or at https://www.Igloo.la website attached hereto (“Fees“). The calculation of Fees shall be calculated solely on the basis of Igloo.la ’s reporting system.

Payment Terms.  All payments and deposits made in relation to the Services (if any) shall be paid in US Dollars to Igloo.la ’s bank account or Igloo.la ’s PayPal account as notified by Igloo.la from time to time.  Monies deposited or paid in other currencies will be exchanged to U.S. dollars the exchange rate available to Igloo.la through the provider of Igloo.la ‘s choosing. Payments shall be made without any right of set-off or deduction and are irrevocable and non-refundable. You acknowledge that payments to Igloo.la may be subject to deductions for bank fees associated with payment processing which shall be fully borne by you. You shall pay all Igloo.la invoices within thirty (30) days of the date of the invoice. Any amount not paid when due to be paid hereunder shall accrue interest on a daily basis until paid in full at the lesser of: (i) the rate of one and a half percent (1.5%) per month; or (ii) the highest amount permitted by applicable law. In the event of any failure to pay any amounts to Igloo.la  hereunder, you shall be liable to Igloo.la  for all costs, expenses, and damages incurred or suffered by Igloo.la  in connection with the collection of such amounts, including without limitation, any fees paid to collection agencies, administrative costs, court costs and reasonable attorney’s fees. In case you choose to have Igloo.la ’s revenue share model, Igloo.la  will pay you your revenue share only once exceeding $200 US Dollars. Igloo.la  shall pay to you all invoices within forty five (45) days of the date of the invoice. by completing the registration process and opening an account on the interface (“account”), or using the service, you acknowledge and agree to the above terms, as well as the IAB-V3 General Terms and Conditions, which are an integral part of this agreement. See: http://www.iab.net/media/file/IAB_4As-tsandcs-FINAL.pdf

1.    Taxes.  All fees payable to Igloo.la  are exclusive of applicable taxes (including without limitation VAT), withholdings or duties.  You shall be responsible for the payment of all such taxes with respect to this Agreement and the Services, other than taxes based on Igloo.la ‘s net income.  In the event that Client is required by applicable law to withhold taxes, then the amounts due to Igloo.la  shall be increased such that Igloo.la  receives an amount equal to the sum it would have received had you not made any withholding. VAT might be included to your invoice in your payment according to your country origin. You might need (in some countries) to prove you are above 18 years old to withdraw your money or to send a proforma invoice for the amount to be paid prior to transferring the amount of money. 

2.    Warranty Disclaimer.  

3.    EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE SERVICES, PLATFORM AND ANY PRODUCTS OR SERVICES PROVIDED BY IGLOO.LA , ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OR GUARANTEES OF ANY KIND EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OR TITLE, OR WHICH MAY ARISE IN THE COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE HEREBY DISCLAIMED.

4.    YOU ASSUME ALL RESPONSIBILITY FOR THE SELECTION OF THE SERVICES TO ACHIEVE YOUR INTENDED RESULTS.  IGLOO.LA  DOES NOT WARRANT THAT THE SERVICES OR THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED.  IGLOO.LA  DOES NOT MAKE ANY REPRESENTATION, WARRANTY OR GUARANTEE REGARDING ANY CONTENT, INFORMATION, OR RESULTS THAT CLIENT OBTAINS THROUGH THE USE OF THE SERVICES OR THE PLATFORM.  CLIENT’S USE OF AND RELIANCE ON THE SERVICES AND THE PLATFORM, CONTENT, USER DATA, PLATFORM FEATURES, REPORTS AND ANY MATERIALS AVAILABLE THROUGH THE PLATFIRM IS ENTIRELY AT YOUR SOLE DISCRETION AND RISK, AND IGLOO.LA SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER TO YOU IN CONNECTION WITH ANY OF THE FOREGOING.

5.    NEITHER PARTY, NOR ITS AFFILIATES, SUPPLIERS, AND LICENSORS, NOR ANY THIRD-PARTY SERVICE PROVIDERS, SHALL BE HELD RESPONSIBLE FOR ANY CONSEQUENCES THAT MAY RESULT FROM TECHNICAL PROBLEMS INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE INTERNET (SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.  Applicable law may not allow the exclusion of certain warranties, so to that extent such exclusions may not apply.

6.    Limitation of Liability.  

7.    NOTWITHSTANDING ANYTHING TO THE CONTRARY AND TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL:(A)IGLOO.LA , ITS AFFILIATES AND LICENSORS BE LIABLE FOR ANY INDIRECT, EXEMPLARY OR PUNITIVE, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND, OR LOST PROFITS OR REVENUE, ARISING OUT OF THIS AGREEMENT; AND (B) THE AGGREGATE LIABILITY OF IGLOO.LA , ITS AFFILIATES AND LICENSORS, FOR ANY DAMAGES UNDER THIS AGREEMENT OR IN CONNECTION WITH THE USE OF OR THE INABILITY TO USE THE PLATFORM EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU HEREUNDER DURING THE SIX (6) MONTHS PRIOR TO THE EVENT GIVING RISE TO SUCH CLAIM, IF ANY.

8.    THE FOREGOING EXCLUSIONS AND LIMITATIONS SHALL APPLY: (A) EVEN IF IGLOO.LA , ITS AFFILIATES OR LICENSORS HAVE BEEN ADVISED, OR WERE OR SHOULD HAVE BEEN AWARE, OF THE POSSIBILITY OF LOSSES OR DAMAGES; (B) EVEN IF ANY REMEDY IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE; AND (C) REGARDLESS OF THE THEORY OR BASIS OF LIABILITY (INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, TORT, NEGLIGENCE OR STRICT LIABILITY). THIS SECTION [13] CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.

1.    Indemnification. You agree to defend, indemnify and hold harmless Igloo.la , its affiliates and licensors, and its and their, respective officers, directors, agents, consultants and employees, from any third party claims, demand, action, suit, and proceedings, and all damages, liabilities, costs, and expenses (including reasonable attorney’s fees) arising from such claims, which arise from: (i) your use of the Services or the Platform; (ii) your breach of this Agreement; or (iii) your negligence or willful misconduct.

2.    Disclosure.  Igloo.la  reserves the right to access, read, preserve, and disclose any information that Igloo.la  obtains in connection with the Platform as Igloo.la  reasonably believes necessary to: (i) satisfy any applicable law, regulation, legal process, subpoena or governmental request, (ii) enforce the terms of this Agreement, including to investigate potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to Client’s support requests, and/or (v) protect the rights, property or safety of Igloo.la , its users or the public.

3.    Confidential Information.

Each party may have access to certain non-public and/or proprietary information of the other party, in any form or media, including (without limitation) confidential trade secrets and other information related to the products, software, technology, data, know-how, or business of the other party, whether written or oral, and any such other information that, regardless of the manner in which it is furnished and given the totality of the circumstances, a reasonable person or entity should have reason to believe is proprietary, confidential, or competitively sensitive (“Confidential Information“).  Each party shall take reasonable measures, at least as protective as those taken to protect its own confidential information, but in no event less than reasonable care, to protect the other party’s Confidential Information from disclosure to a third party.  Except as permitted under this Agreement, neither party shall use or disclose the Confidential Information of the other party except as expressly permitted under this Agreement or by applicable law.

4.    Confidential Information does not include any information that: (a) was already known through lawful means by the receiving party without an obligation of confidentiality before the receiving party received the information as evidenced by written records predating the disclosure; (b) is readily accessible to the public on or after the date of disclosure to the receiving party other than through the receiving party’s breach of this Agreement and without using the Confidential Information itself to locate the same in a public source (except that this exception applies only after the information becomes so readily accessible); (c) was rightfully received by the receiving party without restriction on disclosure from a third party entitled to make such a disclosure (except that this exception applies only after Recipient receives the information from the third party); or (d) is approved for release or disclosure by written authorization from the party originally disclosing that Confidential Information under this Agreement. The receiving party may comply with an order from a court or other governmental body of competent jurisdiction and disclose the other party’s Confidential Information in compliance with that order only if the receiving party: (i) gives the disclosing party prior notice to such disclosure if the time between that order and such disclosure reasonably permits or, if time does not permit, gives the disclosing party notice of such disclosure promptly after complying with that order and (ii) fully cooperates with the disclosing party in seeking a protective order, confidential treatment, or taking other measures to oppose or limit such disclosure.  The receiving party must not release any more of the other parties’ Confidential Information than necessary to comply with that order.

5.    All right, title and interest in and to Confidential Information are and shall remain the sole and exclusive property of the disclosing party. The terms of this Agreement are Confidential Information of Igloo.la (although you may disclose the terms herein to your advisors and investors, subject to a confidentiality undertaking at least as restrictive as this Section, in which case you shall be liable for any act or omission of such advisor or investor as is done by you).

6.    Assignment. You cannot assign your account without Igloo.la ’s prior written consent. Igloo.la  may assign or delegate its rights and obligations in whole or in part without your consent.

7.    Notice.  Any notice under this Agreement shall be in writing and addressed as follows:

To Igloo.la : 3 Rappaport St, Kfar Saba, Israel.

To you: Pursuant to the details you leave on the Platform.

Notice shall be deemed to have been received by a party: (i) when delivered personally by hand (with written confirmation of receipt); (ii) on the business day sent, if sent by confirmed email or fax transmission before 5pm (or on the next business day if sent after 5pm); or (iii) on the fifth (5th) business day after which such notice is deposited prepaid in the registered postal system.  Either party may change its address for notice purposes upon issuance of notice thereof in accordance with this section. You may also change your details by updating them on the Platform.

1.    Content on the Services and Your Rights and Grant of Rights in the Content

You are responsible for your use of the Services (Igloo.la), and for any Content you provide, including compliance with applicable laws, rules, and regulations. You should only provide Content that you are comfortable sharing with others within the service.

Any use or reliance on any Content or materials posted via the Services (Igloo.la, www.Igloo.la, or other domains owned by Igloo.la ), or obtained by you through the Services is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Services. You understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. All Content is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the Services and, we cannot take responsibility for such Content.

Igloo.la reserve the right to remove Content that violates the User Agreement, including for example, copyright or trademark violations, impersonation, unlawful conduct, or harassment. Information regarding specific policies and the process for reporting or appealing violations can be found in our Help Center. If you believe that your Content has been copied in a way that constitutes copyright infringement, please report this by visiting our Copyright reporting form (https://igloo.freshdesk.com/support/tickets/new) or contacting our email at
Email: support (at) Igloo.la.

1.    Your Rights and Grant of Rights in the Content

You retain your rights to any Content you submit, post or display on or through the Services.

By submitting, sharing, social bookmarking, pin into a board, posting or displaying Content on or through the Services, you grant Igloo.la a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, monetize, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed). This license authorizes Igloo.la to make your Content available to the rest of the world and to let others do the same. This license authorizes Igloo.la  to drive traffic back to your site or social pages using its services. You agree that this license includes the right for Igloo.la to provide, promote, and improve the Services and to make Content submitted to or through the Services available to other companies, organizations or individuals for the syndication, broadcast, distribution, promotion or publication of such Content on other media and services, subject to our terms and conditions for such Content use. Such additional uses by Igloo.la, or other companies, organizations or individuals, may be made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Services.

Igloo.la has an evolving set of rules for how ecosystem partners can interact with your Content on the Services. You understand that Igloo.la may modify or adapt your Content as it is distributed, syndicated, published, or broadcast by us and our partners and/or make changes to your Content in order to adapt the Content to different media.

You represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for any Content that you submit, post or display on or through the Services. You agree that such Content will not contain material subject to copyright or other proprietary rights, unless you have necessary permission or are otherwise legally entitled to post the material and to grant Igloo.la  the license described above.

1.    Governing Law and Disputes. This Agreement and any disputes between you and Igloo.la  in connection thereto shall be governed by the laws of the State of Israel, without reference to its conflict of laws rules.  The exclusive jurisdiction and venue for all disputes between you and Igloo.la  relating to this Agreement and the Services shall be the courts located in Tel Aviv-Yaffo, and each party hereby irrevocably consents to the jurisdiction of such courts.  Application of the United Nations Convention on Contracts for the International Sale of Goods are excluded from this Agreement. Notwithstanding the foregoing, each party reserves the right to seek injunctive relief in any court of competent jurisdiction.

2.    General.  This Agreement comprises the entire agreement between the parties regarding the subject matter hereof and supersedes all prior understandings, oral and written, between the parties relating to the subject matter of this Agreement. The headings used in this Agreement are for convenience only and shall in no case be considered in construing this Agreement. Except for your obligations to pay Igloo.la , neither party shall be liable for any failure to perform due to causes beyond its reasonable control. Nothing herein shall be construed to create any employment relationship, partnership, joint venture or agency relationship or to authorize any party to enter into any commitment or agreement binding on the other party.  If any part of this Agreement is held by a court of competent jurisdiction to be illegal or unenforceable, the validity or enforceability of the remainder of this Agreement shall not be affected and such provision shall be deemed modified to the minimum extent necessary to make such provision consistent with applicable law. No failure or delay in exercising any right hereunder by either party shall operate as a waiver thereof, nor will any partial exercise of any right hereunder preclude further exercise.

Annex A

DATA PROCESSING AGREEMENT/ADDENDUM

This Data Processing Agreement (“DPA” or “Addendum”) is made and entered into as of the date you (collectively, “You”, “Your”, “Customer”,  or “Data Controller”) accept the Igloo.la  Terms of Use located at (https://www.igloo.la/terms.php), as applicable (collectively the “Agreement”). You acknowledge that You have read and understood and agree to comply with this DPA, and are entering into a binding legal agreement with Igloo.la as defined below (“Igloo.la ”“Us”“We”, “Our”, “Service Provider” or “Data Processor”) to reflect the parties’ agreement with regard to the Processing of Personal Data (as such terms are defined below) of European individuals. Both parties shall be referred to as the “Parties” and each, a “Party”.

WHEREAS, Igloo.la shall provide web services and additional online services for visitors of Customer’s website or application (collectively, the “Services”), as described in the Agreement; and

WHEREAS, The Services may entail the processing of personal data in accordance with the EU Data Protection Directive 95/46/EC and its corresponding implementation laws in the EU Member States, as well as, as of May 25th 2018, the General Data Protection Regulation (EU) 2016/679 and the California Consumer Privacy Act (CCPA) Protection Directive and its corresponding implementation laws in the USA (collectively, the “Data Protection Laws and Regulations”); and

WHEREAS, In the course of providing the Services pursuant to the Agreement, we may process Personal Data on your behalf, in the capacity of a “Data Processor”; and the Parties wish to set forth the arrangements concerning the processing of Personal Data within the context of the Services and agree to comply with the following provisions with respect to any Personal Data, each acting reasonably and in good faith.

NOW THEREFORE, in consideration of the mutual promises set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the Parties, the parties, intending to be legally bound, agree as follows:

1.    INTERPRETATION AND DEFINITIONS

1.    The headings contained in this DPA are for convenience only and shall not be interpreted to limit or otherwise affect the provisions of this DPA.

2.    References to clauses or sections are references to the clauses or sections of this DPA unless otherwise stated.

3.    Words used in the singular include the plural and vice versa, as the context may require. 

4.    Capitalized terms not defined herein shall have the meanings assigned to such terms in the Agreement.

5.    Definitions:

 

Annex B

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