Terms of Use

• “the Business” – PrimeFlow, including its agents, managers, employees and subcontractors.
• “the Platform” – the PrimeFlow software product, including all of its modules, APIs, automations, designs and updates, as well as any customization or extension made for a user.
• “the Customer” – any individual or entity (including an exempt dealer, a licensed dealer, a company or a partnership) who registers for and uses the Platform, including the account holder and anyone acting on its behalf.
• “the Services” – the license to access the Platform, data storage, basic email support, and any other defined service agreed in writing.

• The Customer represents and undertakes that it has the legal capacity to enter into this agreement. In the case of an exempt dealer, notice is hereby given that the Consumer Protection Law may apply to some of the Services; however, the Customer acknowledges that the service is provided entirely digitally, and that it has expressly waived any right of cancellation or refund beyond what is stated in these Terms, subject to the law.
• The Customer shall bear full and sole responsibility for all activity in its account.

• Subject to full compliance with these Terms, the Business grants the Customer a non-exclusive, non-transferable and non-sublicensable license of use, for its internal business purposes only.
• Nothing herein confers on the Customer any right, title or interest in the Platform, the code, the design, the algorithms or the intellectual property.

The Customer undertakes not to engage in (or permit) any of the following:

• Reverse engineering, copying, distribution, decompilation, or creation of a competing product.
• Use of the Platform for any unlawful, infringing or offensive activity.
• Connecting or using an external API that alters the nature of the Platform or impairs its stability.
• Uploading highly sensitive personal information (such as genetic health data, etc.) without express written approval.

• The price of the service shall be set out in a price quote or an engagement agreement. All amounts are subject to the addition of VAT.
• No refunds. All payments for support hours, setup, customization or subscriptions are final, complete and non-refundable. By making payment, the Customer waives any claim for repayment of funds, except for a technical billing error made by the Business itself.
• Late payment: the Business may suspend access without further notice. Restoration of access is conditional upon payment of the full outstanding amount plus linkage differentials and interest.

• The Platform: all rights, including improvements, updates, bespoke customizations and custom scripts, shall remain the sole property of the Business. The Customer has no rights in them beyond the license of use.
• Customer data: the Customer retains its rights in the raw data it uploaded. The Business may use anonymous and statistical data only, for the purpose of improving the system.

• The collection of information is subject to PrimeFlow’s Privacy Policy.
• The Customer represents that it has obtained all consents required by law with respect to third-party information that it uploads to the Platform.
• Sole responsibility for ensuring that such information is lawful, accurate and free of malware rests with the Customer.

• The Platform is provided “as is”. The Business does not guarantee continuous, perfect or error-free availability.
• The Business shall bear no liability for interruptions, slowdowns or disconnections, whether originating in the Business’s infrastructure or in third-party providers (such as hosting providers, external APIs, communications providers).
• Basic support by email at support@primeflow.ai is provided on a “reasonable efforts” basis only. Response times are not guaranteed.

• The Platform is an auxiliary tool only. The Business is in no way responsible for the Customer’s business, financial, marketing or other decisions, and shall not be deemed an adviser.
• Full exclusion: in no event shall the Business (its managers, employees or contractors) be liable for any damage: direct, indirect, consequential, special, punitive, loss of profits, loss of data, loss of goodwill, harm to customer relationships, or any financial or other damage – even if arising directly from the use of, or inability to use, the Platform.
• The Customer’s sole remedy, if the Business finds that the system is defective, is the correction of the defect using reasonable efforts.
• These limitations are material and form a basis of the engagement. The assumption of risk is reflected in the price of the service.

The Customer shall immediately indemnify and compensate the Business for any claim, demand, damage or expense (including attorneys’ fees) arising as a result of:

• A breach of these Terms.
• Unlawful, incorrect or infringing information uploaded by the Customer.
• Unreasonable or unauthorized use of the Platform.

• Termination by the Customer: with the Business, subject to the subscription terms. No refunds.
• Termination by the Business: immediately, without the need for prior notice, in the event of a fundamental breach (unlawful use, non-payment, infringement of intellectual property).
• Upon termination, the Customer will be permitted to export its data for 14 business days. Thereafter, the Business may permanently delete the data.

The Business may update these Terms from time to time. An update takes effect immediately upon publication, and continued use thereafter constitutes irrevocable acceptance.

The laws of the State of Israel shall apply exclusively. Exclusive jurisdiction is vested in the courts of Tel Aviv.