This License Agreement (“Agreement”) is between you and KNOWMAIL S.A.L. Ltd. (“Knowmail”). It specifies the terms and conditions governing your use of the Software. Please read this Agreement carefully. By clicking the acceptance button at the bottom of this Agreement, or by installing the Software, you accept, without limitations or qualifications, all of the terms and conditions of this Agreement. If You do not agree to (or cannot comply with) all of the terms and conditions of this Agreement, You may not install, ACCESS or otherwise USE the SOFTWARE.
“Documentation” means the version of documentation provided to you (to the extent actually provided) by Knowmail with the Software, together with any Updates thereto that Knowmail may provide you, or otherwise makes available to you, from time to time, in Knowmail’s sole discretion.
“Software” means the software named “Knowmail for Outlook” (as may be amended from time to time), whether provided to you, or otherwise made available to you (including at the following website: https://www.knowmail.me/), by Knowmail or any other person, and any derivative work thereof, with any associated and/or incorporated materials provided therein or therewith, as the case may be, including, without limitation, the Documentation (printed materials, and “online“ or electronic documentation), software modules, tools, executable files, add-ons, stencils, templates, filters, tutorials, help and other files that comprise or accompany the Software, together with all Updates thereto, to the extent that such Updates have been made available by Knowmail, from time to time, in its sole discretion.
“Support Services” means the technical information and assistance provided by Knowmail pursuant to a Support Arrangement, if applicable.
“Support Arrangement” means a separate arrangement entered into between you and Knowmail pursuant to which you may receive Support Services.
“Update” means any new enhancement, upgrade, or extension to the Software that Knowmail makes generally available, in the normal course of business and in its sole discretion, to all or part of those customers of Knowmail for which Knowmail has resolved to grant licenses similar to the license granted hereunder and under similar terms.
The Software is protected by patent and copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Notwithstanding anything else to the contrary in this Agreement, you hereby acknowledge that the Software and any intellectual property and/or confidential information embedded in or otherwise provided as part of the Software is being licensed under the terms provided herein, and not sold, and no right, except to the limited license provided herein, is granted to you with respect to the Software and/or any of the aforementioned intellectual property and/or confidential information related to the Software.
3. LICENSE GRANT
Subject to your compliance, in full and to the satisfaction of Knowmail, with all of the terms and conditions of this Agreement, Knowmail hereby grants you a non-exclusive, non-sublicensable, personal, non-transferable, revocable and limited right and license to install the Software and use the Software solely in accordance with the applicable Documentation and the features embedded within the Software. The Software may be utilized only for your personal usage, as provided herein. The license to use the Software currently provided to you free of charge. However, Knowmail reserves the right, at any time, to start charging for the grant of said license. In such case, Knowmail will notify you in advance of the applicable fees and payment terms for the license, and your right to continue using the Software shall be subject to the payment of such fees.
4. OWNERSHIP OF THE SOFTWARE
The foregoing provisions of Section 3 provide you a limited license to use the Software. Knowmail retains an exclusive ownership of any and all rights, title and interests in and to the Software and/or any intellectual property and/or confidential information embedded in the Software and/or related, directly or indirectly, to the Software and to any other proprietary materials that may be provided to you by Knowmail. You hereby acknowledge and agree that any and all rights, title and interests, including, without limitation, all copyrights, trademarks, trade names, logos and service marks, trade secrets, know-how, patents, designs and algorithms, utility models, and all improvements thereto, and any other intellectual property incorporated in and/or otherwise related to the Software, including but not limited to any images, photographs, animations, video, audio, music, text, and “applets”, and any copies of the Software and any other form of derivative work thereof is and will be owned solely by Knowmail. All rights not specifically granted to you under this Agreement are hereby explicitly reserved by Knowmail.
Except for the scope of use permitted in accordance with the terms of this Agreement and the Documentation, copying of the Software or any portion and/or component thereof, including Software that has been modified or incorporated into or with other software, is expressly forbidden. In case of any permitted copy of the Software, you must reproduce and include any copyright notice, patent notice, product identification, and any other notice that appears on or in the Software, or on any media containing the Software (to the extent applicable). You will not (and will not allow any third party to) (i) decompile, disassemble, or otherwise reverse engineer or attempt to reconstruct or discover, by any means whatsoever, any source code or underlying ideas or algorithms of the Software; (ii) remove any product identification, copyright, reference for patent or other notices; (iii) provide, lease, lend, use for timesharing or service bureau purposes or otherwise use or allow others to use the Software for the benefit of third parties; (iv) except as specified in the applicable Documentation, modify, incorporate into or with other software or create a derivative work of any part of the Software; or (v) use the Software after the termination of this Agreement.
6. SUPPORT SERVICES
Knowmail may offer you, in its sole discretion, its Support Services. Such Support Services shall be provided to you in accordance with the terms of the Support Arrangement. Any supplemental software provided to you as part of the Support Services shall be considered part of the Software and subject to the terms and conditions of this Agreement. With respect to technical information that you provide to Knowmail as part of the Support Services or otherwise, Knowmail may use such information for its business purposes, including for product support and development, and you hereby give Knowmail a non-exclusive, perpetual, royalty free and worldwide license to make any use it desires in connection with such information.
7. COMPLIANCE WITH LAWS
You must, and hereby agree to, comply with all applicable laws regarding the use of the Software.
Knowmail reserves the right to terminate this Agreement at any time, and cancel or suspend the license to use the Software at any time, with or without cause, upon notice by Knowmail to you. Upon such termination, you must immediately cease all use of the Software and other information and/or materials provided by Knowmail and delete and destroy all copies of the Software and such other information and/or materials (whether or not modified or incorporated with or into other software) and so certify to Knowmail of your compliance with the above, to the following address: https://www.knowmail.me/support/contact-support/. Except for the license granted hereunder, as described in Section 3 of this Agreement, the terms of this Agreement shall survive the termination or expiration thereof. You acknowledge that termination is not Knowmail’s exclusive remedy, and all other remedies will be available to Knowmail whether or not this Agreement is terminated or expired.
You may terminate your use of the Software at any time and for whatever reason by deleting the Software from your server.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SOFTWARE AND ALL INFORMATION AND/OR MATERIALS PROVIDED BY KNOWMAIL ARE PROVIDED “AS IS” AND KNOWMAIL HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESSED, IMPLIED OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, THE ACCURACY, COMPLETENESS OR PERFORMANCE OF THE SOFTWARE, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, INCLUDING NONINFRINGEMENT OF THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES. KNOWMAIL DOES NOT WARRANT THAT THE SOFTWARE WILL BE FREE FROM DEFECTS, OR THAT YOUR USE OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. KNOWMAIL IS NOT RESPONSIBLE AND HAS NO LIABILITY FOR ANY HARDWARE, SOFTWARE, OR OTHER ITEM OR SERVICE PROVIDED BY IT OR BY ANY OTHER PERSON. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE SOFTWARE, INCLUDING AS TO THE ADEQUAT QUALITY AND/OR ACCURACY OF THE SOFTWARE, REMAINS WITH YOU, AND YOU EXPRESSLY ASSUME ALL RESPONSIBILITY FOR ANY DAMAGES, INCLUDING THE LOST DATA, LOST PROFITS AND OTHER DIRECT AND INDIRECT DAMAGES, THAT MAY RESULT IN ANY WAY OUT OF THIS AGREEMENT AND/OR THE USE OF THE SOFTWARE. WITHOUT DEROGATING FROM THE GENERALITY OF THE FOREGOING, YOU HEREBY ACKNOWLEDGE THAT KNOWMAIL DOES NOT WARRANT OR GUARANTY THE SECURITY OF THE SOFTWARE OR OF COMMUNICATIONS MADE USING THE SOFTWARE, AND YOU ASSUME ALL RISKS ASSOCIATED WITH THE SAME. YOU FURTHER ACKNOWLEDGE THAT THE SOFTWARE MAY, IN ORDER TO PERFORM ITS FUNCTION, MODIFY THE CONFIGURATION OF THE COMPUTER SOFTWARE AND DEVICES INSTALLED ON YOUR COMPUTER/SERVER.
10. LIMITATION OF LIABILITY
To the maximum extent permitted by THE applicable law, in no event will KNOWMAIL or any of its suppliers, EMPLOYEES, CONSULTANTS, SHAREHOLDERS AND OTHERS ACTING ON ITS BEHALF OR RELATED THEREWITH be liable under any legal theory (including, without limitation, contract, tort, OR strict liability) for any DAMAGES WHATSOEVER, WHETHER DIRECT OR indirect (including, special, incidental, and/or consequential) damages OR OTHERWISE (including, without limitation, damages for loss of business profits, business interruption, loss of business information, corruption or loss of data, cost of procurement of substitute goods, services, or technology) arising out of the subject matter of this Agreement, OR ANY RELATED AGREEMENT FOR SUPPORT SERVICES ENTERED INTO BY THE PARTIES (UNLESS STATED OTHERWISE IN the applicable SUPPORT ARRANGEMENT), even if KNOWMAIL has been advised of the possibility of such damages. In any case, TO THE EXTENT NOT EXCLUDED IN THIS AGREEMENT, knowmail’s maximum liability for damages arising under this Agreement, shall be limited to the AMOUNT OF FIVE (5) us DOLLARS.
Except as expressly allowed in this Agreement, you will not disclose information and/or materials disclosed to you by Knowmail, including any technology, idea, algorithm or information related to the Software. This obligation of confidentiality shall extend for a period of three (3) years after termination or expiration of this Agreement. However, you may disclose the existence of this Agreement and that you are an existing customer of Knowmail. You further agree to treat as confidential and not to disclose to any third party any information related to an alleged defect, bug or malfunction of the Software or the related technology associated with the Software. You acknowledge that unauthorized disclosure or use of such information will diminish the value of the proprietary interests that are the subject of this Agreement and might cause irreparable harm to Knowmail. If you breach any of your obligations hereunder, in addition to any other right or remedy that it may be available to it, Knowmail will have the right to seek and obtain an immediate injunctive relief to enforce obligations under this Section without the necessity of proving actual damages and without the necessity of posting bond or making any undertaking in connection therewith.
12. COLLECTION AND USE OF DATA
Knowmail is committed to protecting the privacy of its users. This clause has been drafted in order to inform you about how Knowmail manages, collects, stores and uses the information you provide it in connection with your use of the Software.
12.2. Nature of Information Collected & Purpose
Knowmail may collect certain information regarding your use of the Software. Such information may be of both personal and non-personal nature. Currently, the only personal information which Knowmail collects from you is your email address, which is provided by you as part of your registration process. Your email address will be used as an email identifier, in order to enable you to use the Software, and in order to enable Knowmail to contact you with respect to the Software, this Agreement and commercial proposals for Knowmail’s products. In addition, the Software tracks and reports to Knowmail certain data regarding your use of the Software (mainly, the time you invested working with you email, the period of time for reply emails, and other behavioral patters regarding your use of the Software). Any collection or use of said information will be anonymous and aggregate and in a form that does not personally identifies you. This anonymous, statistical or aggregated information will only be used to improve Knowmail’s products and services and for further internal, commercial and statistical purposes. Knowmail may also use such anonymous, statistical or aggregated information, in a form that does not personally identifies you, by posting, disseminating, transmitting or otherwise communicating or making available such information to other users of the Software, to Knowmail’s service providers, partners and any other third party.
However, note that if non-personal information is collected for an activity that also requires personal information, Knowmail may combine your non-personal information with your personal information in an attempt to provide you with a better user experience, to improve the value and quality of the Software and to analyze how the Software is being used.
Other than as provided herein, Knowmail does not rent, sell, share, or trade your personal information with third parties, and will not make use of your information for any purpose, other than the purposes indicated above. However, Knowmail may share your information in the following circumstances:
12.2.1. Within Knowmail, and, to the extent applicable, with its affiliates;
12.2.2. With business partners, service vendors, authorized third-party agents or contractors in order to provide a requested service or transaction, including intelligence and analytics services and hosting services. If applicable, Knowmail shall provide these third parties with only the minimum amount of information necessary to complete/provide the requested service or transaction;
12.2.3. In order to comply with the law or a legal process (such as responding to subpoenas or court orders) and to exercise Knowmail’s legal rights or defend against legal claims;
12.2.4. In order to investigate, prevent, or take action regarding illegal activities.
12.2.5. To a third party as part of a sale of the assets of Knowmail, a subsidiary, or division, or as the result of a change in control of Knowmail or one of its affiliates, or in preparation for any of these events.
By installing and using the Software, you expressly consent and agree to collection and use of such information by Knowmail, as described above, and waive any and all claims you may have in this respect. In addition, you hereby acknowledge that the information may be stored and processed by Knowmail and/or its agents at servers around the world, and you hereby give your consent to Knowmail to transfer your abovementioned information to be stored and processed in such servers around the world, including in Israel, Europe and U.S.A.
12.4. Contact Knowmail
If you would like to contact Knowmail regarding any matter covered under this Agreement, please contact Knowmail at email@example.com.
You may not assign or transfer the license granted hereunder or any other right or obligation you may have under this Agreement without the prior written consent of Knowmail. Any attempt to do so in violation of the foregoing shall be void. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect while most nearly adhering to the intent expressed herein. No failure to exercise, and no delay in exercising, on the part of Knowmail, any privilege, any power or any right hereunder will operate as a waiver thereof or constitute the basis for any form of estoppels. Except as provided below, any waivers or amendments to this Agreement shall be effective only if made in writing signed by a representative of Knowmail that is authorized to bind Knowmail. Knowmail may amend this Agreement or any portion thereof in its sole discretion, and you will have reasonable notice thereof, including, without limitation by posting an amended version of this Agreement on its website, in such case, Knowmail shall indicate the date in which this Agreement was last modified, and you shall have the sole responsibility to review such amended version of Agreement. The amended terms and conditions of the Agreement shall bind you as of their effective date or their publication, the later thereof. This Agreement shall be deemed to have been made in, and shall be construed pursuant to the laws of, the State of Israel, without regard to conflicts of laws provisions thereof and without giving effect to the United Nations Convention on Contracts for the International Sale of Goods. You hereby agree to the exclusive jurisdiction of the courts located in Tel-Aviv-Jaffa, Israel, for all disputes relating to or arising out of this Agreement, including issues relating to the Software. Unless provided otherwise by a different agreement between the parties, you and Knowmail agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements and communications relating to the subject matter of this Agreement, the supply of the Software and use thereof in particular. YOU acknowledge and agree that the warranty disclaimers and liability and remedy limitations in this Agreement are material part of, and by your acceptance are also deemed as bargained in respect of, this Agreement and that You and KNOWMAIL have taken them into account in determining the benefits of, and other reasons to ENTER into, this Agreement.
Last update: January 31, 2017