END USER LICENSE AGREEMENT (EULA)

Eligibility and Acceptance of These Terms

By accessing or using Amplify, including the website through which it is offered ("Product"), you confirm that you are at least eighteen (18) years old and have legal capacity to enter a binding agreement with us. You may not access, use, or accept this Agreement if the laws of your place of residence or the place from which you reach the Product prohibit you from receiving or using the services available through it.

These terms ("Agreement") cover any download, installation, copying, access, or use of the Product, including any website or other online channel where the Product is offered. By downloading, installing, copying, accessing, or otherwise using the Product, you confirm that you have read and understood this Agreement and agree to be bound by it. If you do not agree, you must not download, install, copy, access, or use the Product. In this Agreement, "you" also includes, where relevant, any company, organization, or other legal entity for which you act. If you accept on behalf of an entity, you represent that you are authorized to bind that entity. Without that authority, you may not accept this Agreement or use the Product for that entity.

We may update this Agreement from time to time. A revised version may be posted or otherwise made available through the Product and/or our website, and we may ask you to review and accept the updated Agreement before you continue using the Product. Depending on the change, continued use may also require you to install the latest version of the Product.

If you keep using the Product after an updated Agreement becomes effective, that continued use will count as acceptance of the new terms. If you do not agree to the revised Agreement, your sole remedy is to stop using the Product.

If you breach this Agreement, we may, at our discretion, warn you or immediately suspend or terminate some or all of your access to the Product. You acknowledge that we are not required to give advance notice before taking such steps, though we may choose to do so.

License Scope; Authorized Purposes; Use Restrictions

The Product includes software, content, and other materials owned by us and/or our licensors and protected by copyright, trademark, and other intellectual property laws. You may not use the Product, or any intellectual property contained in, incorporated into, or made available through it, in any way that infringes our rights or those of our licensors. Except as expressly allowed by this Agreement or by applicable law, you may not copy, reproduce, adapt, modify, publish, distribute, reverse engineer, recompile, create derivative works from, or otherwise exploit any software, application, utility, tool, file, or other intellectual property derived from, incorporated into, forming part of, or used with the Product, and you may not use the Product in any unauthorized way.

As long as you accept and continue to comply with this Agreement, we grant you, for the term of this Agreement, a limited, personal, revocable, non-exclusive, non-transferable, and non-sublicensable license to install and/or use the Product solely for your internal purposes. For clarity, neither you nor anyone acting for you may use the Product for a commercial purpose unless we have expressly authorized that use in writing in advance. The Product is licensed, not sold, and you receive only the rights this Agreement expressly grants. All rights not expressly granted remain with us.

We may, at our discretion, change, improve, expand, or update the Product from time to time. Unless a separate license comes with a given update, that update remains subject to this Agreement. You acknowledge that updates may alter the Product and how you access, use, or interact with it. We have no obligation to provide maintenance, technical support, or any other support for the Product.

Unless we expressly agree otherwise in writing, you may not reproduce the Product or make the Product, any part of it, or access to it available to any third party.

Without limiting any other restriction in this Agreement, and unless we first give written consent, you may not sublicense, rent, lease, lend, sell, auction, trade, gift, bequeath, assign, or otherwise transfer the Product, whether for payment or free of charge. You may not use the Product for any unlawful purpose or in breach of any applicable law or regulation. You agree to access and use the Product only through methods we make available or expressly authorize, and you may not create, facilitate, or distribute any means for others to gain access to the Product. You must not attempt unauthorized access to the Product or to related computers, servers, or networks, including by bypassing, disabling, impairing, manipulating, or altering any technical or security measure, device, or software. You also may not engage in conduct that places an unreasonable or disproportionate load on our systems or infrastructure.

Availability of the Product; Disruptions; Downtime

In all cases, we disclaim liability for any interruption, suspension, or unavailability of the Product, and we may suspend or discontinue the Product at our sole discretion. We do not guarantee that the Product will always be available or that it will run without delay, interruption, or error. Your ability to access or use the Product may be affected by many factors that can cause outages or reduced performance, including your local network, firewall, internet service provider, access to the public internet, and power supply. We are not responsible for any outage, disruption, interruption, or delay caused by the failure or inadequacy of any such factor, or by any other event beyond our reasonable control, including pandemics, labour disputes, strikes, lockouts, shortages of energy, raw materials, or supplies, war, terrorism, riots, acts of God, governmental actions or regulations, military activity, political interference, network or server failures, infrastructure breakdowns, or shortages of labor, fuel, energy, or technological resources.

Acceptable Use Requirements

You may not use the Product to defraud us or any other user, or attempt to do so, and you may not use the Product in bad faith. If we determine, in our sole discretion, that you have acted in bad faith, breached this Agreement, or behaved below reasonable standards of use, we may terminate this Agreement and limit, block, or otherwise stop your use of the Product. Without limiting the foregoing, you agree that you will not:

• upload, post, transmit, or otherwise distribute any material that a reasonable person would view as vulgar, indecent, obscene, pornographic, sexual, offensive, or otherwise objectionable;
• libel, ridicule, defame, mock, stalk, intimidate, threaten, harass, bully, discriminate against, or otherwise abuse any person, including in a hateful, racial, ethnic, or similarly abusive way;
• make any statement or representation about us unless we have first approved it in writing; or
• engage in fraudulent conduct involving payment methods or advertiser tracking mechanisms;
• interfere with, intrude into, hack, or decipher any communications to or from the servers or systems linked to the Product;
• upload, send, post, or otherwise distribute any virus, Trojan horse, worm, time bomb, cancelbot, corrupted file or data, or any other code, software, or program that could damage, disrupt, or impair the Product or the devices or systems of other users;
• violate any applicable law or regulation, or encourage, support, or promote unlawful activity, including copyright infringement, trademark infringement, defamation, invasion of privacy, identity theft, hacking, cracking, or distribution of counterfeit software;
• copy, rent, lease, sell, assign, transfer, sublicense, disassemble, reverse engineer, decompile, alter, or modify any part of the Product;
• use, upload, transmit, distribute, or otherwise make available through the Product any information or material in a way that infringes any contractual, personal, intellectual property, or other right of any person or entity, including any copyright, trademark, patent, trade secret, privacy, or publicity right.

Ownership of the Product; Intellectual Property

All right, title, and interest in and to the Product and all content, materials, and components made available through, contained in, or embodied in the Product—including software, interfaces, designs, layouts, graphics, text, information, images, video, audio, music, files, and the selection and arrangement of the foregoing (together, "Product Components")—belong and will continue to belong to us, our affiliates, and/or our licensors. The Product Components are protected by applicable copyright, trademark, patent, trade dress, international convention, and other intellectual property and proprietary rights laws. Except for the limited rights expressly granted in this Agreement, no right, title, license, or other interest in any Product Components is transferred or granted to you.

You are not required to give us feedback, ideas, or suggestions about the Product or any Product Components. If you still send comments, proposals, recommendations, or suggestions about correcting, changing, improving, or enhancing the Product or any Product Components, you grant us a non-exclusive, irrevocable, worldwide, royalty-free license, with the right to sublicense, to use, disclose, reproduce, display, perform, modify, make, have made, use, sell, offer for sale, and otherwise exploit those submissions, and any products, services, or content that embody them, in any manner and through any media, without acknowledgment or payment.

Unless we give express prior written consent, you may not—and may not allow or authorize any third party to—copy, reproduce, republish, scrape, download, display, post, transmit, distribute, transfer, rent, lease, sublicense, sell, modify, decompile, disassemble, reverse engineer, frame, create derivative works from, or otherwise exploit any Product Components, in whole or in part, for any purpose other than using the Product as expressly allowed under this Agreement. Any copying, redistribution, or other use of the Product Components in breach of this Agreement is strictly forbidden and may lead to termination of your access to the Product, as well as civil and criminal liability to the fullest extent allowed by applicable law.

Disclaimers; Liability Limits; Indemnity

You acknowledge and agree that you use the Product entirely at your own risk. The Product is provided on an "AS IS" and "AS AVAILABLE" basis. To the fullest extent allowed by applicable law, we disclaim all warranties, conditions, and representations of every kind, whether express, implied, statutory, oral, or written, including any implied warranties of title, non-infringement, merchantability, fitness for a particular purpose, usefulness, authority, accuracy, completeness, and timeliness.

Without limiting that disclaimer, we do not warrant or represent that the Product will meet your needs, run continuously, be uninterrupted, secure, error-free, or free of viruses, or that defects will be fixed. We make no representation or warranty about your use of the Product or any results from that use, including correctness, accuracy, quality, reliability, or fitness for any particular task or application. No oral or written information or advice from us or any authorized representative creates any warranty or expands this disclaimer. You assume all responsibility for, and all risk from, your use of the Product. We do not warrant or represent that our security measures will prevent loss of your data or unauthorized access to it, and we disclaim responsibility for transmission errors, corruption, or the security of information sent over telecommunications lines.

To the maximum extent allowed by applicable law, neither we nor any of our managers, directors, officers, shareholders, partners, affiliates, employees, consultants, service providers, or any other person or entity acting for us will be liable to you or any third party for any special, direct, indirect, incidental, punitive, exemplary, or consequential damages of any kind, including lost profits or lost data, arising out of or relating to your use of the Product or any materials accessed through or downloaded from the Product, whether the claim rests on warranty, contract, tort, strict liability, or any other legal theory, and whether or not we were told such damages might occur. If, despite this paragraph, we are found liable for any damages arising from your use of the Product, our total aggregate liability for all such damages will not exceed US $100.

You agree to defend, indemnify, and hold harmless us, our affiliates, and each of our and their respective directors, officers, contractors, partners, employees and agents, from and against any losses, liabilities, claims, demands, damages, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to any of the following:

Your use of the Product, and your access to any Product Components, do not give you any ownership interest in the Product Components or in any derivative works based on them.

• your breach of any provision of this Agreement; and/or
• our infringement of, or other violation of, any third-party right, including any copyright, property, or privacy right.
• your access to, or use of, the Product;
• any access to or use of the Product by any person acting on your behalf;

Some laws do not allow limits on implied warranties or the exclusion or limitation of certain kinds of damages. Where those laws apply to you, the disclaimers, exclusions, and limitations above apply only to the fullest extent permitted by applicable law.

Electronic Notices and Communications

You agree that we may send notices to you electronically, including through the Product and/or through other applicable contact details. We may also notify you of changes to this Agreement, or other matters, by posting notices or links to notices generally within the Product. You acknowledge and agree that agreements, notices, disclosures, and other communications we provide in this way meet any legal requirement that such communications be in writing. Any notice we send you by e-mail is deemed sufficient and effective when sent, whether or not you open, read, or actually receive it.

Governing Law; Jurisdiction; Resolution of Disputes

You agree that the courts of Israel will have personal and exclusive jurisdiction over any dispute arising out of or relating to this Agreement or your use of the Product, as well as any other court of competent jurisdiction that we may designate. This Agreement, and any such dispute, claim, or controversy, will be governed by and interpreted under the laws of Israel, without regard to conflict-of-laws rules that would require another jurisdiction's laws. Any dispute or claim must be brought exclusively before a court of competent jurisdiction in Israel and not before any other court. You expressly consent to the jurisdiction and venue of the courts in Tel-Aviv, Israel, and waive any objection based on lack of personal jurisdiction or forum non conveniens. If a dispute arises out of or in connection with this Agreement, including any question about its existence, validity, or termination, the parties are strongly encouraged to first try to resolve it through our customer support channels.

Suspension; Termination; Further Remedies

At any time, for any period, and without prior notice, we may suspend your access to the Product, terminate your access to the Product, and/or immediately end this Agreement in our sole discretion, including if you breach this Agreement or any applicable terms of service, if we decide in our sole discretion that you have intentionally infringed a third party's intellectual property rights, if we cannot verify or authenticate information you gave us, or if you engage in conduct we view as inappropriate, abusive, or inconsistent with the intended use or spirit of the Product. In those cases, we reserve the right either to warn you or to immediately suspend or terminate some or all of your access to the Product.

Regardless of anything else in this Agreement, if the Product or your access to it is suspended, terminated, or cancelled for any of the reasons above, whether temporarily or permanently, or if we terminate this Agreement in those circumstances, you may lose access to the Product immediately. We also reserve all rights to pursue any further remedies available under applicable law.

You acknowledge and agree that we have no duty to give advance notice before suspending or terminating your access to the Product, although we may choose to do so at our discretion.

Privacy Notice and Data Handling Practices

Information collected through the Product, or otherwise in connection with it, will be collected, used, stored, and processed under our Privacy Notice. Any Personal Data, as defined in that Privacy Notice, collected through the Product is governed by the Privacy Notice, which you should review to understand how we handle Personal Data.

Miscellaneous Provisions

This Agreement is the complete and exclusive understanding between you and us on its subject matter and replaces all earlier or contemporaneous proposals, discussions, communications, understandings, and agreements, whether oral or written, relating to that subject matter.

Our failure or delay in enforcing any provision of this Agreement will not waive our right to enforce that provision or any other provision later. If a court of competent jurisdiction finds any provision of this Agreement invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent allowed by law, and the remaining provisions will stay in full force and effect.

To the maximum extent allowed by applicable law, and regardless of any contrary statute or rule of law, any claim or cause of action arising out of or relating to the Product must be started within one (1) year after it first accrues, or it will be forever barred.

For questions about this Agreement or the Product, please contact us at: [email protected].