TERMS AND CONDITIONS OF SERVICE

Please read these Terms and Conditions of Service ("Terms") carefully before using this site. By accessing or using the Site, you (the "User") accept and agree to all the Terms and Conditions below. If any of the Terms is unacceptable to you, please do not use the Site and refrain from using it in any way.

Hello and welcome to Properpick (the "Site"). ProperPick is a video powered business directory which enables professional service providers to create a personal connection and build trust with prospective customers, and invites consumers to search and select the service provider that is suitable for their needs.

Prior to using any of the pages or other areas on this site, please read carefully These Terms, which govern, together with our Privacy Policy [LINK], your use of this Site. THIS AGREEMENT WILL BECOME BINDING UPON YOU UPON USING THE SITE.

Properpick may occasionally amend or update these Terms at any time to reflect changes in our practices and services, without giving any prior notice to users. All amendments will come into effect and bind users once posted on this Site. Users are encouraged to check these Terms frequently for amendments.

If you have any questions regarding the Terms, please contact us.

Use of the Site

Properpick grants you permission to use this Site for your personal, non-commercial use only, on the condition that you accept and abide by all the Terms.

In order to use this website you must be at least 13 years of age. If you are under 13 years of age, you may not use this site unless your parents or your legal guardian have read and approved the Terms and Conditions, including this Privacy Policy. If your parents or legal guardian have not read and approved the Terms and Conditions, please leave this site unless and until they do so.

Using the site and its services is under your sole responsibility. The services are provided by various third parties. No service and/or advertisement and/or information and/or link and/or recommendation provided on the site are endorsed, warranted or approved by Properpick, and using such services is under your sole responsibility.

Unless specifically permitted, you are not allowed to use the site for commercial purposes. Such use shall be deemed as a severe breach of these terms and conditions, and may subject you to legal actions. Should you wish to use the site for commercial purposes, please contact us.

It is strictly forbidden to use the site and/or its content and/or any data regarding other users and/or advertisers for the purpose of sending commercial and/or advertisement emails.

It is strictly forbidden and you agree not to (a) unlawfully access the site, its server and/or any files related to the site and/or use any robots, spiders, crawlers and the like, for the purpose of data mining, reverse engineering or any other similar methods; (b) transmit to or via the site any content which contains any viruses, bugs, warms and other malicious programs, which could be harmful to the site or to other computers, violate third parties privacy or prevent them from using the site.

The site can remove any data and/or content and/or to refrain from fully or partially advertising such content, according to its own discretion and without any prior notice.

You may not use any hardware or software intended to damage or interfere with the proper working of the Site or to surreptitiously intercept any system, data or personal information from the Site. You agree not to interrupt or attempt to interrupt the operation of the Site in any way, including alter, modify or reverse-engineer.

You may not use any information form this site to send any spam or other unauthorized or unsolicited commercial communications or publicity materials.

No part of this site may be copied, reproduced, published, publicly performed or displayed, transmitted, communicated, made available to the public, stored in any electronic retrieval system or distributed in any medium, without the prior written consent of Properpick.

You or third parties acting on your behalf are not allowed to frame the Site without our written consent.

You may not use frames or utilize framing techniques or technology to enclose any Properpick Content without our express written consent. Properpick may alter or amend any part of the Site at any time upon its sole discretion.

Business profiles

The site invites service providers and businesses (the "Service Providers"), regardless of their size, to set up a business profile and be included in the site's video-based Service Provider's list, which enables businesses to present their activities to potential customers at a live, accessible and direct manner through video clips. In addition to video clips, Service Provider's will be able to upload additional user content such as photos, text, links to social media, links to internet websites (the "Content" or "User Content"), and to offer the customers discounts, special offers or other benefits.

Creating a basic business profile is free, although Service Providers can select from various upgrade paid services offered, and to expand the possibilities for interactions with the users. As necessary, payment for the site's services, shall be conducted through the billing system of Paypal, which enables payment both via credit profile and via a Paypal account.

More information regarding the different services offers by the site are given here.

In order to set up a site's business profile, the Service Providers shall have to register to the site. Username and a password are required in order to register, as well as some further details, which shall be used upon using the site.

Opening the business profile is conditional upon the declaration and commitment of the Service Providers that:

1. All details, activities, data and content uploaded by them are under their own exclusive liability.

2. All details and information regarding their business and/or their profession and/or their services, including accuracy of their training, activities and quality of their services etc' are honest, correct and in good faith. Using incorrect and/or fictional and/or non-proprietary details, shall lead to the deletion of the profile and all its content, without any prior notice or explanation.

3. All content uploaded to the Service Provider's business profile are original or possess all the required licenses and permissions from the legal right owners and/or photographed people.

4. Uploading the content shall not infringe any copyright, trademark, and /or any other intellectual property rights or other legal rights of any third party, or is otherwise illegal.

5. Uploading the content shall not contain any statements that are defamatory, or infringe the right of privacy or the right of publicity of any third party, and /or promotes or encourages discrimination on grounds of race, religion, gender, sexual preference, age or any other grounds, and/or includes any pornographic content.

6. Service Providers may not post Materials of any type that: (i) infringe the patent, copyright, trademark, trade-dress, design rights, trade secrets or any other intellectual property rights of any third party; (ii) contain any statements or messages, whether textual, visual, aural, audio-visual or otherwise that are defamatory or infringe the right of privacy or the right of publicity of any third party; (iii) incite, promote or encourage discrimination on the grounds of race, religion, age, gender, sexual preference or on any other grounds; (iv) are inflammatory or incite, promote or encourage acts of violence, illegal acts, use of prohibited substances or dangerous acts; or (v) contain explicit or distasteful depictions of violence, pain, suffering or illness; (vi) contain nudity or pornographic, obscene or profane materials; (vii) contain trade secrets that belong to others; viii) are menacing, threatening or intimidating; (ix) are otherwise illegal or could serve as grounds for any civil or criminal liability against you or Properpick; (x) advertise or promote, either expressly or impliedly any product, service, business, political party or other organization or cause; (xi) depict or refer to any minor without the prior written consent of his or her parents or legal guardian or could in any way be harmful to a minor or his wellbeing; or (xii) contain any address or contact information of any person other than the User himself, unless the user has obtained the prior written consent of such person

7. In a case of breach of any of the above-mentioned declarations, the Service Provider shall fully indemnify the site, its officers, employees and directors from any and against all damages, loses, costs and expenses, including reasonable legal expenses arising out of such a breach.

The Service Providers grant the site a non-exclusive transferable license to copy, publish, display, transmit, communicate and make available to the public and distribute the content or any part thereof, both within the business profile and/or at any other part of the site, and/or at the site's advertisement and/or ay any related websites, including through social networks.

The site may, upon its exclusive discretion, remove, edit, alter, add any data and/or content uploaded to the business profile, at any time and without prior notice. In case of gross or repeat infringements, we reserve the right to terminate the account of the Service Provider with no prior notice.

Service Providers may withdraw their own Content from the site at any time, but such withdrawal shall not affect any license already granted to or by Properpick as a consequence of the posting or uploading. Properpick, its licensees and affiliates will continue to hold a license to exploit the Content in any context, media and compilation and within any derivative work.

Advertisers and Service Providers using the business directory

In addition to the business directory abovementioned, the site enables various advertisers, according to its sole discretion, to advertise on the site, including by banners and other advertisements (the "Advertisers").

All information, data and content provided by the advertisers, including the accuracy of their details, training, quality of their services or products, are submitted solely by and on behalf of advertisers and is under their responsibility.

Properpick provides Service Providers and Advertisers with the opportunity to increase their exposure to potential customers. The site constitutes an intermediary only. Services and/or products advertised on the site shall not be deemed as a recommendation, endorsement or approval of such services or products by the Site, and the Site cannot check or verify their accuracy and /or correctness. The Site and/or people on his behalf shall not be responsible in any manner for any breach of a representation and/or commitment and/or agreement and /or statement of any business providers or Advertisers, and it shall not be part to any communications between the users and Service Providers and/or Advertisers.

Therefore, it is recommended that any user shall conduct an independent reasonable and careful review and evaluation of services and /or advertisements prior to (a) entering any engagement with Service Providers and/or Advertisers, or (b) relying upon information and /or content advertised on the Site. The Site cannot and does not endorse the quality, accuracy, or usefulness of any services and/or products provided in the Site.

Registration

In order to register to the site, its content, or in order to use the site's search engine, which enables users to search for business providers and view their business profiles, users are not required to register to the site or provide any details.

Live Chat

As a service to the Site's users and according to the site's discretion and service selected by the Service Provider, the Site will enable users and Service Providers to communicate via live chat and provide or receive information in real time. The live chat will be available from the business profile of the Service Provider.

The users, as well as the Service Providers, using the live chat, shall refrain from infringing the right of privacy, good name, or any other right of the other party and / or any third party.

Using the live chat is not recommended for providing sensitive financial data, such as a credit profile number or other such data. Users are requested NOT to provide such data through the live chat.

Notice and takedown

All the content provided and uploaded to the Site by the Service Providers and the Advertisers, is subject to their declaration that all the information is correct and that such content does not infringe any rights of a third party. The Site cannot, and does not, verify the correctness of such declarations.

It is clarified, that as a user generated content platform, the Site will not be liable to any loss or harm resulted to any third party, as a result of any rights infringements.

However, if you find any of the content on the Site harmful or you believe that it infringes your rights, including intellectual property rights, please notify us through the contact details provided on the Site, and describe the precise nature of the infringement and the rights that are claimed to have been infringed.

In your notification, you should include (a) a link to the relevant website page; (b) your details including full name, address and an email address ; (c) a declaration that you are the legal owner of the rights, by virtue of copyrights, any other intellectual property rights, or are the authorized agent of the owner.

Without providing the abovementioned details, the Site will not be able to review your complaint. The Site will review all complaints as soon as possible, and it will act according to its discretion and/or according to the law.

Our Designated Agent for complaints is:

Name: _____________________

Email: _____________________

Address: ___________________

Disclaimer of Warranty and Liability

The Properpick website is an intermediary, which provides a business platform for businesses, Service Providers and advertising, interested in offering their services to the users, in an attractive and unique manner, and it enables the parties to communicate.

USE OF THIS SITE IS AT THE SOLE RISK OF USER. TO THE FULLEST EXTENT PERMITTED BY LAW, PROPERPICK, IT’S OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND USE THEREOF BY ANY USER.

PROPERPICK DOES NOT ENDORSE, WARRANT, RECOMMEND OR APPROVE OF ANY CONTENT ON THIS SITE AND MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE CONTENTS OF THIS SITE, INCLUDING ANY SERVICE PROVIDERS CONTENT.

PROPERPICK ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY: (I) ERRORS, MISTAKES OR INACCURACIES OF THE CONTENT OF THIS SITE, OR OF ANY SITE LINKED HERETO; (II) HARM, INJURY OR DAMAGE TO PERSONA OR PROPERTY OF ANY KIND OR NATURE WHATSOEVER, RESULTING DIRECTLY OR INDIRECTLY FROM YOUR ACCESS TO AND USE OF THIS SITE; (III) DAMAGE, LOSS OR HARM RESULTING FROM ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (IV) DAMAGE, LOSS OR HARM RESULTING FROM ANY INTERRUPTION TO OR CESSATION OF COMMUNICATION WITH THIS SITE, WHETHER TEMPORARY OR PERMANENT, OR ANY OTHER MALFUNCTION OF THE SITE; (V) ANY DAMAGE, LOSS OR HARM RESULTING FROM ANY VIRUSES, BUGS, TROJAN HORSES, WORMS AND OTHER HARMFUL PROGRAMS TRANSMITTED TO, THROUGH OR FROM THIS SITE BY ANY THIRD PARTY; (VI) ANY OTHER LOSSES, DAMAGES OR HARM RESULTING FROM USE OF THE SITE, INCLUDING ANY LOSS OF INCOME, PROFITS, BUSINESS OR PROSPECTIVE OPPORTUNITY, LOSS HARM OR DAMAGE TO NAME OR GOODWILL.

IN NO EVENT SHALL PROPERPICK, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING ANY LOSS OF INCOME, PROFITS, BUSINESS OR OPPORTUNITY, OR ANY LOSS HARM OR DAMAGE TO NAME OR GOODWILL RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF THE CONTENT OF THIS SITE, INCLUDING USER CONTENT, OR ANY SITE LINKED HERETO; (II) HARM, DAMAGE OR INJURY TO PERSON OR PROPERTY OF ANY NATURE OR KIND WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THIS SITE, INCLUDING USER CONTENT; (III) DAMAGE, LOSS OR HARM RESULTING FROM ANY MALFUNCTION OR UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (IV) DAMAGE, LOSS OR HARM RESULTING FROM ANY INTERRUPTION TO OR CESSATION OF COMMUNICATION WITH THIS SITE; (V) ANY DAMAGE, LOSS OR HARM RESULTING FROM ANY VIRUSES, BUGS, WORMS, TROJAN HORSES AND OTHER HARMFUL PROGRAMS TRANSMITTED TO, THROUGH OR FROM THIS SITE BY ANY THIRD PARTY; (VI) ANY STATEMENTS OR CONTENTS CONTAINED IN ANY USER CONTENT, ALL OF THE ABOVE WHETHER THE CLAIM AGAINST US IS BASED ON WARRANTY, CONTRACT, TORT, THE LAW OF PROPERTY, OR ANY OTHER LEGAL GROUNDS OR THEORY, AND WHETHER OR NOT SUCH DAMAGES ARE OR WERE FORESEEABLE OR FORSEEN BY PROPERPICK. THIS LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

The Site does not oblige to save a backup of all the content stored and/or present in the site. Additionally, the Site may sustain the site, in whole or in part, for the purpose of maintenance, update, upgrade or for any other need, and it shall not be liable to any loss, harm or damage, which may be resulted due to such act.

Privacy Policy

Properpick respects your privacy and your choices. For more information about our Privacy Policy, please refer to Privacy Policy

Intellectual Property

Any and all intellectual property rights, including patents, copyrights, trademarks and designs in this site, and its content, including its source program and any and all texts, graphics, artwork, photographs, logos, audio-visual and musical works, sound recordings, interactive materials required for its operation, and any other materials ("Materials"), are owned or licensed by Properpick and are protected by law, as well as under international treaties. All rights in such material are reserved. No licenses of any kind to such Materials are granted or implied other than as specifically set out hereunder.

Video clips and other content provided in the business profiles are owned by the Service Providers and have been uploaded to the site according to their authorization, and their declaration that they are the owners of all the rights, including all intellectual property rights, required for such use. The copyrights and other intellectual property rights in such video clips are owned by the service providers.

Materials on this Site, are provided for the personal and non-commercial use of users and may not be published, copied, reproduced, publicly performed or displayed, transmitted, or made available to the public, distributed, sold, licensed or otherwise exploited without the specific, written authorization of Properpick, or the owner (regarding the user content).

Assignment

The permissions and licenses granted to you hereunder are personal and may not be assigned by you to any third party without the prior written consent of Properpick.

Properpick may assign any of its rights or obligations under these Terms to any subsidiary or affiliate of third party.

Entire Agreement

This is the entire agreement between you and Properpick relating to the subject matter of these Terms. These Terms may not be modified in any way except in a writing signed by Properpick.

Headings

The headings to these Terms and Conditions are intended for convenience only and shall not be used for interpretation.

Separate Agreements

If any provision or provisions of this Agreement should be held to be unenforceable, such holding will not affect the other provisions hereof which shall remain in full force.

No failure of Properpick to invoke or enforce any of the Terms and Conditions shall be considered as a waiver of any right of Properpick.

Contact details

The Properpick site shall be pleased to reply to any question which you may have regarding these terms of use or any other related subject.

Should you wish to contact the site, you may do so through in writing through the "contact us" page, and we shall reply ASAP.

Jurisdiction and Applicable Law

The laws of the State of Israel govern exclusively to these Terms and your use of the Site, and you irrevocably consent to the jurisdiction of the courts located in the Tel Aviv District for any action arising out of or relating to these Terms. You hereby waive any right to file a claim in any other jurisdiction.

LAST UPDATED: November 11, 2012