Indegy Terms of Use

Last Revised: March 19, 2019

Indegy Ltd. (“Indegy“, “we“, “our“, “Company”)  is the developer and owner of advanced industrial cyber security monitoring and security technologies to provide visibility, protection and operational continuity for industrial cyber security/process networks. Indegy welcomes you (the “User(s)”, or “you”) to our website at http://www.indegy.com/  and the OT HealthCheck and any additional services which may be offered by Indegy via the website from time to time (the “Site” and collectively the “Services”). Each User may use the Services in accordance with the terms and conditions hereunder. It is hereby clarified that all references to the “Services” in these Terms shall include without limitation, the Output (as defined herein).

1. Acceptance of the Terms

By entering to, connecting to, accessing or using the Services, you acknowledge that you have read and understood the following terms of use, including the terms of our Privacy Policy (collectively, the “Terms“) and you agree to be bound by them and to comply with all applicable laws and regulations regarding your use of the Services and you acknowledge that these Terms constitute a binding and enforceable legal contract between Indegy and you. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE DO NOT ENTER TO, CONNECT TO, ACCESS OR USE THE SERVICES IN ANY MANNER. YOUR FAILURE TO COMPLY WITH THE TERMS MAY RESULT (IN INDEGY’S SOLE DISCRETION) IN IMMEDIATE TERMINATION OF YOUR ACCESS TO THE SERVICES.

2. The Site

The Site provides you with comprehensive information and resources about Indegy’s  products, systems, services and technology and any other content related thereto In addition, the Site allows Users to subscribe to our newsletters to receive information about Indegy’s updates and developments and to request a demo of Indegy’s products, services and technology.

3. The OT HealthCheck

The OT HealthCheck is a way for Users to gain insights about their cyber security standing in the form of an analysis report generated using Indegy’s proprietary technology and information and data provide by you (the “Output”) . Your use of OT HealthCheck and the Output is subject to and in accordance with the Additional Terms of OT HealthCheck stated in these Terms.

4. License

Indegy is granting you with a limited, personal, non-exclusive, non-transferable, non-sublicensable, fully and immediately revocable at Indegy’s discretion, license, to use the Services, all subject to the terms and conditions in these Terms. These Terms do not entitle you with any right in the Services or any part thereof, other than a limited right to use it in accordance herewith.

You hereby agree that upon Indegy’s notice you will immediately cease use of the Services.  

5. Use Restrictions

There are certain conducts which are strictly prohibited when accessing and/or using the Services.

You may not, whether by yourself or anyone on your behalf: (i) use the Services or Output for any purpose other than as explicitly permitted under these Terms; (ii) except as otherwise expressly permitted, transfer, distribute, reproduce, download, publish, disclose, disseminate, copy, emulate, assign, sublicense, sell, pledge, rent, lease, share or permit any third party to access the Services or Output; (iii) reverse-engineer, decompile, disassemble, alter, enhance, improve, add to, delete from, make derivatives of, separate into component parts, or otherwise modify, or derive (or attempt to derive) the technology or source code underlying, the Services or Output, or otherwise attempt to discover or recreate the source code of the Services; (v) remove, obscure or delete any and all copyright notices, restrictions and signs indicating proprietary rights of Indegy or its licensors, including copyright mark [©] or trademark [™] contained in or accompanying the Services or Output;  (vi) use the results of any benchmarking or testing of the Services for its own competing development activities; or (Vii) interfere with or violate any other Site visitor’s right to privacy or other rights, or harvest or collect personally identifiable information about visitors of this Site without their express consent, including using any robot, spider, site search or retrieval application, or other manual or automatic device or process to retrieve, index, or data-mine; (viii) transmit or otherwise make available in connection with this Services any virus, worm, Trojan Horse, time bomb, web bug, spyware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component; (ix) transmit or otherwise make available in connection with this Services any content which infringes on any third party’s rights; (x) interfere with or disrupt the operation of this Services, or the servers or networks that host the Services or make the Services available, or disobey any requirements, procedures, policies, or regulations of such servers or networks; (xi) use this Services or Output for any illegal, immoral or unauthorized purpose.

6. Privacy Policy

Indegy respects your privacy and is committed to protect the information you share with it. Indegy believes that you have a right to know our practices regarding the information Indegy collects when you connect to, access or use the Services. Our policy and practices and the type of information collected are described in our Privacy Policy. If you intend to connect to, access or use the Services you must first read and agree to the Privacy Policy.

7. Feedback

In the event that you provide Indegy with any suggestions, comments or other feedback relating to Services (including any part thereof) and/or Indegy products and/or services (collectively, “Feedback”), such Feedback is deemed as the sole and exclusive property of Indegy and you hereby irrevocably assign to Indegy all of its rights, title and interest in and to all Feedback, if any, and waives any moral rights to it (or anyone on its behalf) may have in such Feedback. Without derogating from the foregoing, you hereby represent and warrant that you shall not provide any Feedback which is subject to any third-party rights or any limitations, and, without derogating from the foregoing, shall promptly inform Indegy as soon as it becomes aware of any third party right or limitation which may apply to Feedback already provided.

8. Intellectual Property Rights

The Services, including without limitation the Site and OT HealthCheck, the Output and all intellectual property rights pertaining thereto, including, but not limited to, inventions, patents and patent applications, trademarks, trade names, logos, copyrightable materials, graphics, text, images, designs (including the “look and feel” of the Site), specifications, methods, procedures, information, know-how, algorithms, data, technical data, interactive features, source and object code, files, interface and trade secrets, whether or not registered or capable of being registered (collectively, “Intellectual Property“), are owned and/or licensed to Indegy and subject to copyright and other applicable intellectual property rights under Israeli laws, foreign laws and international conventions.

“Indegy” and all logos and other proprietary identifiers used by Indegy in connection with the Services and/or Output, (the “Indegy’s Trademarks”) are all trademarks and/or trade names of Indegy, whether or not registered. No right, license, or interest to Indegy’s Trademarks is granted hereunder, and you agree that no such right, license, or interest shall be asserted by you with respect to Indegy’s Trademarks and therefore you will avoid using any of those marks, unless expressly permitted herein.

9. Third Party Components
The Services may use or include third party software, files and components that are subject to open source and third party license terms (“Third Party Components”). Your right to use such Third Party Components as part of, or in connection with, the Services is subject to any applicable acknowledgements and license terms accompanying such Third Party Components, contained therein or related thereto. If there is a conflict between the licensing terms of such Third Party Components and these Terms, the licensing terms of the Third Party Components shall prevail only in connection with the related Third Party Components. These Terms do not apply to any Third Party Components accompanying or contained in the Services and Indegy disclaims all liability related thereto.

10. Availability

The Services’ availability and functionality depends on various factors, such as communication networks, software, hardware, and Indegy’s third party providers and contractors. Indegy does not warrant or guarantee that the Services will operate and/or be available at all times without disruption or interruption, or that it will be error-free.

11. Changes to The Services

Indegy reserves the right, at its sole discretion, to modify, correct, amend, enhance, improve, make any other changes to, or discontinue, temporarily or permanently this Services (or any part thereof) without notice, at any time. You agree that Indegy shall not be liable to you or to any third party for any modification, suspension, or discontinuance of this Services

12. Disclaimer and Warranties

INDEGY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, THE INABILITY TO USE OR OPERATE, OR THE RESULTS OF THE USE OF THE SERVICES (AND ANY PART THEREOF) OR OUTPUT. THE SERVICES (AND ANY PART THEREOF), INCLUDING WITHOUT LIMITATION ANY CONTENT OR OUTPUT AVAILABLE VIA THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. INDEGY DISCLAIMS AND MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE ACCURACY, QUALITY, AVAILABILITY, RELIABILITY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, USEFULNESS, OR EFFECTIVENESS OF THE SERVICES (AND ANY PART THEREOF) .

YOU AGREE AND ACKNOWLEDGE THAT THE USE OF THE SERVICES (AND ANY PART THEREOF) OR OUTPUT, IS ENTIRELY, OR TO THE MAXIMUM PERMITTED BY THE APPLICABLE LAW, AT YOUR OWN RISK.

13. Limitation of Liability

IN NO EVENT SHALL INDEGY, AND/OR ANY OF INDEGY’S AFFILIATES AND/OR SUBSIDIARIES BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF THE SERVICES, OR THE USE OR INABILITY TO USE THE SERVICES, FAILURE OF THE SERVICES TO PERFORM AS REPRESENTED OR EXPECTED, THE OUTPUT, LOSS OF GOODWILL, DATA OR PROFITS, THE PERFORMANCE OR FAILURE OF INDEGY TO PERFORM UNDER THESE TERMS, ANY OTHER ACT OR OMISSION OF INDEGY BY ANY OTHER CAUSE WHATSOEVER; INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM THE CONDUCT OF ANY USERS AND/OR THIRD PARTY SITES.

14. Indemnification

You agree to defend, indemnify and hold harmless Indegy and any of the Indegy’s affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, debts,  fines, late fees, cancellation fees and expenses (including but not limited to attorney’s fees) arising directly or indirectly from: (i) your use of the Services (or any part thereof); (ii) your violation of any term of these Terms; (iii) any damage of any sort, whether direct, indirect, special or consequential, you may cause to any third party which relates to your use of the Services (including your violation of any third party rights; (v) your violation of the Privacy Policy, any third party intellectual property rights, privacy rights or other rights through your use of the Services or provision of information; and (vi) your violation of any applicable law or regulation.

15. Amendments to the Terms

Indegy may change the Terms from time to time, at its sole discretion and without any notice. We will notify regarding substantial changes of these Terms on the homepage of the Site and/or we will send you an e-mail regarding such changes to the e-mail address that you may have provided to Indegy. Such substantial changes will take effect seven (7) days after such notice was provided on our Site or sent via email. Otherwise, all other changes to these Terms are effective as of the stated “Last Revised” date and your continued use of the Services after the Last Revised date will constitute acceptance of, and agreement to be bound by, those changes.

16. Minors

To enjoy the Services you must be over the age of sixteen(16). We reserve the right to request proof of age at any stage so that we can verify that minors under the age of sixteen (16) are not using the Services. In the event that it comes to our knowledge that a person under the age of sixteen (16) is using the Services, we will prohibit and block such User from accessing the Services and will make all efforts to promptly delete any Personal Information (as such term is defined in our Privacy Policy with regard to such User).

17. General.

These Terms do not, and shall not be construed to create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between the parties hereto. Any claim relating to this Services will be governed by and interpreted in accordance with the laws of the State of Israel, without reference to its conflict-of-laws principles. Any dispute arising out of or related to your use of the Services will be brought in, and you hereby consent to exclusive jurisdiction and venue in, the competent courts of the Tel Aviv, Israel. If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provision. You may not assign, sublicense or otherwise transfer any or all of your rights or obligations under these Terms without Indegy’s prior express written consent. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof. These Terms are the entire terms and conditions between you and Indegy relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and Indegy. Notices to you may be made via email or by displaying such notices or by providing links to such notices via the Services. Without limitation, you agree that a printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

18. For information, questions or notification of errors, please contact:

If you have any questions (or comments) concerning the Terms, you are most welcome to send us an email to the following address and Indegy will make an effort to reply within a reasonable timeframe: info@indegy.com.

 

ADDITIONAL TERMS FOR OT HEALTHCHECK 

A. User Representations. User hereby represents and warrants that it shall: (i) be and remain exclusively responsible for all content, data and information provided to or made available to Indegy by You (the “Network Recording”) for the purpose of performing the Services, and that such Network Recording has been and shall be legally obtained, does not and will not infringe any third party rights, (ii) to the extent your Network recording contains any Personal Information (as such term is defined in the Privacy Policy) you shall have obtained all necessary consents and permissions and provided all necessary disclosures under applicable law, in order to allow Indegy to provide the Services and perform its obligations hereunder, (iii) hold and any necessary rights to allow the use of your Network Recording as contemplated hereunder, (iv) ensure that your network and systems comply with the relevant specifications provided by Indegy from time to time, (v) be solely and fully responsible for any loss, injury and/or damages incurred as a result or in connection with any decision made or action taken or not taken in reliance on any information or analytics made available through the Services, including the Output; and (vi) comply with all applicable laws.

B. Network Recording. You hereby grant Indegy the right to store, access, use, transfer and display your Network Recording in order to provide the Service and in aggregate anonymized form for Indegy’s internal business purposes.

C. License to the Output. Indegy hereby grants you with a perpetual, non-exclusive, non-transferable, non-sublicensable license, to use the Output generated via the use of the Service solely for the Your internal benefit, provided however that such license excludes any use of the Output in breach of the use restrictions set forth in Section 3 of the Terms.