Terms of Service

These Terms of Service ("Agreement") govern your use of the services, features, and related content provided by ByteVision Analytics Ltd. (collectively, the "Service"). By accessing or using the Service, you ("Customer") agree to be bound by this Agreement. If you do not agree, do not use the Service.

ByteVision Analytics Ltd. operates in the SaaS and Data Solutions sector and provides SDR support, demo booking, and pipeline management through business intelligence and AI analytics tools.

For purposes of this Agreement, "ByteVision," "we," "our" or "us" means ByteVision Analytics Ltd., and "Customer," "you" or "your" mean you, the customer purchasing and administering access to the Service.

1. Service

1.1 Access and Use During the Subscription Period and subject to the terms of this Agreement, Customer may (a) access and use the Service; and (b) use included software and documentation only as needed to access and use the Service for internal business purposes. If a Customer Affiliate enters a separate agreement with ByteVision Analytics Ltd., that Affiliate forms a separate agreement with ByteVision Analytics Ltd.

1.2 User Accounts Customer is responsible for all actions on Users' accounts and for all Users' compliance with this Agreement. Customer and Users must protect the confidentiality of their passwords and login credentials. Customer will promptly notify ByteVision Analytics Ltd. if it suspects or knows of any fraudulent activity with its accounts, passwords, or credentials, or if they become compromised.

1.3 Feedback and Usage Data Customer may, but is not required to, give ByteVision Analytics Ltd. feedback, in which case Customer gives feedback "AS IS". ByteVision Analytics Ltd. may use all feedback without restriction. In addition, ByteVision Analytics Ltd. may collect and analyze Usage Data to maintain, improve, enhance, and promote its products and services. ByteVision Analytics Ltd. may disclose Usage Data only in aggregated form that does not identify Customer or Users.

1.4 Customer Content ByteVision Analytics Ltd. may copy, display, modify, and use Customer Content only as needed to provide and maintain the Service and related offerings. Customer is responsible for the accuracy and content of Customer Content.

1.5 Machine Learning Service features that include artificial intelligence or machine learning models are not human and are not a substitute for human oversight.

2. Restrictions & Obligations

2.1 Restrictions on Customer Except as expressly permitted by this Agreement, Customer will not (and will not allow anyone else to): (i) reverse engineer, decompile, or attempt to discover any source code or underlying ideas or algorithms of the Service (except to the extent Applicable Laws prohibit this restriction); (ii) provide, sell, transfer, sublicense, lend, distribute, rent, or otherwise allow others to access or use the Service; (iii) remove any proprietary notices or labels; (iv) copy, modify, or create derivative works of the Service; (v) conduct security or vulnerability tests on, interfere with the operation of, cause performance degradation of, or circumvent access restrictions of the Service; (vi) access accounts, information, data, or portions of the Service to which Customer does not have explicit authorization; (vii) use the Service to develop a competing service or product; (viii) use the Service with any High Risk Activities or with any activity prohibited by Applicable Laws; (ix) use the Service to obtain unauthorized access to anyone else’s networks or equipment; or (x) upload, submit, or otherwise make available to the Service any Customer Content to which Customer and Users do not have the proper rights.

2.2 Suspension If Customer (a) has an outstanding, undisputed balance on its account for more than 30 days; (b) breaches Section 2.1 (Restrictions on Customer); or (c) uses the Service in violation of the Agreement or in a way that materially and negatively impacts the Service or others, then ByteVision Analytics Ltd. may temporarily suspend Customer's access to the Service with or without notice. However, ByteVision Analytics Ltd. will try to inform Customer before suspending Customer's account when practical. ByteVision Analytics Ltd. will reinstate Customer's access only after Customer resolves the underlying issue.

3. Privacy & Security

3.1 Personal Data Each party will comply with its obligations under the ByteVision Analytics Ltd. Data Processing Agreement ("DPA"), and the DPA will control in the event of conflict on personal data matters.

3.2 Prohibited Data Customer will not (and will not allow anyone else to) submit Prohibited Data to the Service unless authorized by the Agreement.

4. Term & Termination

4.1 Term The Agreement will start when Customer first uses the Services and continue for an initial term (a “Subscription Term”) (which will generally be for one (1) month). The Subscription Term shall automatically renew for successive Subscription Terms of equal length thereafter, unless terminated in accordance with this Agreement. Either party may prevent automatic renewal by cancelling the Services in the Service prior to the end of the then-current term.

4.2 Termination Either party may terminate this Agreement immediately: a) if the other party fails to cure a material breach of this Agreement following 5 days notice; b) upon notice if the other party (i) materially breaches this Agreement in a manner that cannot be cured; (ii) dissolves or stops conducting business without a successor; (iii) makes an assignment for the benefit of creditors; or (iv) becomes the debtor in insolvency, receivership, or bankruptcy proceedings that continue for more than 60 days.

4.3 Force Majeure Either party may terminate if a Force Majeure Event prevents the Service from materially operating for 30 or more consecutive days. ByteVision Analytics Ltd. will pay to Customer a prorated refund of prepaid fees for the remainder of the Subscription Period. A Force Majeure Event does not excuse Customer's obligation to pay fees accrued prior to termination.

4.4 Effect of Termination Upon any expiration or termination: a) Customer will no longer have any right to use the Service. b) Upon Customer's request, ByteVision Analytics Ltd. will delete Customer Content within 60 days. c) Each Recipient will return or destroy Discloser's Confidential Information in its possession or control. d) ByteVision Analytics Ltd. will submit a final bill for all outstanding fees accrued before termination and Customer will pay the invoice according to Section 5 (Payment & Taxes).

4.5 Survival The following sections will survive expiration or termination of the Agreement: Section 1.3 (Feedback and Usage Data), Section 1.5 (Machine Learning), Section 2.1 (Restrictions on Customer), Section 4.4 (Effect of Termination), Section 4.5 (Survival), Section 5 (Payment & Taxes) for Fees accrued before expiration or termination, Section 6 (Representations & Warranties), Section 7 (Disclaimer of Warranties), Section 8 (Limitation of Liability), Section 9 (Indemnification), Section 10 (Confidentiality), Section 11 (Reservation of Rights), Section 12 (General Terms), and Section 13 (Definitions).

5. Payment & Taxes

5.1 Automatic Payment Customer will provide credit card, debit card, or other payment method ("Payment Method"). ByteVision Analytics Ltd. will automatically charge the Payment Method on file every Subscription Term for fees and Customer authorizes all such charges. ByteVision Analytics Ltd. will make a copy of Customer's bills or transaction history available to Customer.

5.2 Fees All fees for the Services are displayed to Customer when entering their Payment Method (“Fees”). Unless specified otherwise, all Fees are in U.S. Dollars and are exclusive of taxes. Except for the prorated refund of prepaid Fees allowed with specific termination rights given in the Agreement, Fees are non-refundable.

5.3 Taxes Customer is responsible for all duties, taxes, and levies that apply to fees, including sales, use, VAT, GST, or withholding, that ByteVision Analytics Ltd. itemizes and includes in an invoice. However, Customer is not responsible for ByteVision Analytics Ltd.'s income taxes.

5.4 Payment Customer will pay ByteVision Analytics Ltd. fees and taxes in the invoiced currency, unless specified otherwise, according to the payment process.

5.5 Payment Dispute If Customer has a good-faith disagreement about the fees charged or invoiced, Customer must notify ByteVision Analytics Ltd. about the dispute before payment is due, or within 30 days of an automatic payment, and must pay all undisputed amounts on time. The parties will work together to resolve the dispute within 15 days. If no resolution is agreed, each party may pursue remedies available under the Agreement or Applicable Laws.

5.6 Fee Changes ByteVision Analytics Ltd. may in its sole discretion and at any time, modify the fees. Any fee change will become effective at the end of the then-current Subscription Term. ByteVision Analytics Ltd. will provide Customer with reasonable prior notice of any fee change to give Customer an opportunity to cancel in advance of automatic renewal. Customer's continued use of the Service after a fee change constitutes agreement to pay the modified fees.

6. Representations & Warranties

6.1 Mutual Each party represents and warrants to the other that: (a) it has the legal power and authority to enter into this Agreement; (b) it is duly organized, validly existing, and in good standing under the Applicable Laws of the jurisdiction of its origin; and (c) it will comply with all Applicable Laws in performing its obligations or exercising its rights in this Agreement.

6.2 From Customer Customer represents and warrants that it, all Users, and anyone submitting Customer Content each have and will continue to have all rights necessary to submit or make available Customer Content to the Service and to allow the use of Customer Content as described in the Agreement.

6.3 From ByteVision Analytics Ltd. ByteVision Analytics Ltd. represents and warrants to Customer that it will not materially reduce the general functionality of the Service during the Subscription Period.

7. Disclaimer of Warranties ByteVision Analytics Ltd. makes no guarantees that the Service will always be safe, secure, or error-free, or that it will function without disruptions, delays, or imperfections. Except for the warranties in Section 6, ByteVision Analytics Ltd. and Customer each disclaim all other warranties and conditions, whether express or implied, including merchantability, fitness for a particular purpose, title, and non-infringement, to the maximum extent permitted by Applicable Laws.

8. Limitation of Liability Except as otherwise provided in the Agreement, each party's total cumulative liability for all claims arising out of or relating to this Agreement will not be more than the fees paid or payable by Customer to ByteVision Analytics Ltd. in the 12 month period immediately before the claim, and neither party will be liable for indirect or consequential damages.

9. Indemnification Each party’s indemnification obligations are set forth in the Agreement, including procedures, exclusions, and remedies.

10. Confidentiality Each party will protect the other party’s Confidential Information and only use it as permitted by the Agreement.

11. Reservation of Rights ByteVision Analytics Ltd. retains all right, title, and interest in and to the Service. Customer retains all right, title, and interest in and to Customer Content, subject to licenses in the Agreement.

12. General Terms The Agreement includes terms regarding updates, governing law, assignment, force majeure, export controls, anti-bribery, and interpretation.

13. Definitions Defined terms include Affiliate, Applicable Laws, Confidential Information, Customer Content, Documentation, Fees, Force Majeure Event, Personal Data, Prohibited Data, Service, Usage Data, and User.