The following constitute the terms and conditions of access and use of the Website, as defined hereunder, which shall be deemed to have been read and agreed to if you access and use the Website.

1. Acceptance

By visiting and/or accessing and/or using this NYEditor.com Website at www.nyeditor.com (the “Website”, “Site”, “New York Editor”, “NYE”), You signify Your assent to these terms and conditions (the “Terms of Use”), as shall be updated from time to time, and the Website’s Privacy Policy which is incorporated herein by reference. These Terms of Use constitute a binding and enforceable agreement between the Website operates and controlled by Adcore Inc. or other companies in Adcore’s group (“the Company”), and you, the person accessing and using the Website. If You find the Terms of Use to be inadequate or you do not agree to one or more of the terms below, you must immediately terminate your use of this Website.

2. No Representations or Warranties

The Website, including any content, information, documents, graphics, and images published at the Website, may include inaccuracies, typographical errors, or other errors. The Website and/or the Company make no commitment, however, to update what is contained on the Website. Furthermore, the Website and/or the Company reserve the right to temporarily, or permanently, modify, alter, discontinue, or delete the same without prior notice. The Website and/or the Company does not take any responsibility for the accuracy, reliability, or completeness of any information on the Website.

TO THE EXTENT PERMITTED BY LAW, THE SERVICES AND INFORMATION ON THE WEBSITE ARE PROVIDED “AS IS,” AND WITHOUT WARRANTY, AND ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ARE HEREBY DISCLAIMED, AND YOU HEREBY WAIVE ALL SUCH WARRANTIES.

Users of the Website should not rely upon opinions expressed at the Website when making business, financial, medical, personal or any other decisions. Furthermore, the Website and/or the Company do not endorse the opinions of third parties expressed on the Website or on linked Websites. Users of the Website are advised to use their own discretion when relying on information provided on the Website. Any use or rely upon such opinions are in the sole discretion and responsibility of the users.

The Website may contain advertisements or sponsored content, and the Website and/or the Company does not endorse or assume any liability for such content. Users of the Website are advised to use their own discretion when relying on information provided on the Website. The Website and/or the Company shall not be liable for any losses, damages, or expenses arising from the use of the Website or reliance on the information provided on the Website. It is the User’s responsibility to evaluate the accuracy, completeness, or usefulness of any information or other content available on the Website.

Website Does Not Constitute Any Kind Of Medical or Financial or Legal or Any Other Professional Advice

Without derogating from the aforementioned, the Website is for general informational purposes only.

The Website is not intended as a substitute for, nor does it replace, any professional medical advice, diagnosis, or treatment. Do not avoid, disregard or delay seeking and obtaining medical advice from qualified healthcare providers due to information which You may have read on the Website. The Website is strictly not to be used for any emergency medical needs. Should You experience any medical emergency or otherwise, immediately call Your physician or healthcare professional.

The Website is not, nor shall it be, intended to serve as legal, tax, or financial advice. It is important to consult with a qualified professional for advice specific to your individual situation. The information provided is for general informational purposes only and does not constitute an endorsement or recommendation of any particular course of action. It is always advisable to seek the advice of a qualified professional before making any decisions, including regarding legal, tax, or financial matters.

3. Use of Information

Company may collect or receive information and data submitted by Users through the Website including without limitation Private Information, as set forth in the Privacy Policy, and as set forth herein. Any such information may be monitored, retrieved analyzed and used by Company for creation of general statistics regarding use of the Website, utilization of Website and for purposes of establishing patterns of behavior, manner and fashion of use of the Website, to the extent permitted by applicable law and subject to Company’s Privacy Policy (all the foregoing, “Extracted Information”), for example, in order to determine popularity of certain features and improve the functionality and the quality of the Website, a delivering customized content and customized Advertising Material (as defined below), and for other purposes commercializing an monetizing upon such Extracted Information.

4. Advertising Material

 The Website and the Company may present in the Website screens information, texts, advertisements for products and/or services, notices and/or other materials which are uploaded to the Website by the Company (“Advertising Material”). Such Advertising Material may be personalized and assigned to individual Users. Such personalization may be based on information, including Private Information, retrieved by the Company resulting from User’s use of the Website. Company hereby disclaims any and all liability arising from or in connection with receiving such Advertising Material, their origin, contents and/or their context.

5. Use Limitations

 You may not use this Website to sell a product or service, or to increase traffic to your website for commercial reasons, such as advertising sales. You may not take the results from any type of Web search and reformat and display them, or mirror the Website home page or results pages on your website. If you want to make commercial use of the Website, you must enter into an agreement with the Company to do so in advance. Please contact us for more information.

The Website and Content may not be used, copied, reproduced, distributed, transmitted, broadcasted, displayed, sold, licensed, or otherwise exploited for any other purpose whatsoever without the prior written consent of the Company. Company reserves all rights in and to the Website and the Content.
Without derogating from the aforesaid, you may not use the Website for promoting or supporting any of the following purposes (the “Prohibited Activities”); Company disclaims any and all liabilities, losses and or damages with respect to any use of the Website which constitutes a Prohibited Activity.
5.1 Engaging in unlawful, indecent, obscene or other morally objectionable activities.
5.2 Disseminating any unlawful, harassing, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable or illegal materials;

5.3 Transmitting material that encourages conduct which may constitute a criminal offence, result in civil liability or otherwise breaches any relevant law, regulation and/or code of practice;

5.4 Gaining unauthorized access to other computer systems;

5.5 Interfering with any other person’s use of the Websitef;

5.6 Transmitting, junk mail, chain letters or “spam”;

5.7 Making and/or transferring and/or storing electronic copies of materials protected by copyright without the express permission of the owner of the material, or otherwise making such use of the Website that infringes third parties intellectual property rights;

5.8 Circumvent, disable or otherwise interfere with security related features or other features of the Website, or enforce any limitations on use of the Website.

6. Affiliate Links

 If a search result includes “Aff” or “Affiliate”, an affiliate code has been added to the link and the Company may receive financial compensation related to that search result.

7. Website Links and Third Party Sites and Services

 The Website may contain links to other Websites, which are independent of the Website (“Third Party Website and Services”). The use of Third Party Websites and Services is subject to the applicable licenses, terms of use and conditions of such Third Party Websites and Services. Company makes no representation or warranty as to the accuracy, value, integrity, completeness or authenticity of the information or opinions contained in any such linked Website, and any link to another Website shall not in any manner be construed as an endorsement by the Website or the Company of that Website, or of the products or services described therein. Furthermore, these links may lead to sites or links that contain offensive and objectionable content or which may contain dangerous computer viruses. You assume, and the Website and the Company hereby disclaim, all responsibility for any of the content on these sites or for any damage sustained by users of these sites.  The Company shall not bear any responsibility or liability with regards to any such Third Party Websites and Services, their contents, the information presented therein, etc., and any use of any User thereof, and in no event will the Website or Company be liable in any way for any damages of any kind whatsoever resulting from or in connection with any use of any such Third Party Websites and Services or any reliance on any information presented therein, and any such use shall be on User’s own discretion, risk and responsibility.

8. Confidentiality

 Your confidential use of the Website cannot be guaranteed by the Website or the Company. The Website or the Company shall not be responsible for any harm that you or any person may suffer as a result of a breach of confidentiality in respect to your use of the Website.

9. Intellectual Property Rights

 All right and title in the Website and its content including without limitation, software (both source and object codes), scripts, graphics, form, text, content of text, and the like and any and all trademarks, copyrights, service marks and logos contained and embodied therein (“Content”), are owned by or licensed to the Website and/or the Company, and are subject to copyright and other intellectual property rights under Israeli laws, foreign laws and international conventions.

The Website respects the intellectual property of others and may, in appropriate circumstances and at its sole discretion, terminate the accounts/links/access of users who infringe the intellectual property rights of others. If you believe that any material on the Website infringes on any copyright which you own or control, or that any link on the Website directs you to another Website that contains material that infringes on any copyright which you own or control, you may file a notification of such infringement with the Website by electronic mail to policy@nyeditor.com to have the material removed or otherwise blocked from access.

10. International Use

 The Website does not represent that all content, materials and services on the Website are appropriate or available for use in all geographic locations and accessing such from certain locations may be illegal and prohibited. Those who do access content, materials and services from such locations act on their own initiative and the Website or the Company are not responsible for their compliance with local laws or other applicable laws. You will not access the foregoing where prohibited by law.

11. Limitation of liability

 WITHOUT DEROGATING FROM ANY OTHER LIMITATION OF LIABILITY EXPRESSLY SET FORTH HEREIN UNDER THESE TERMS OF USE IN NO EVENT SHALL THE WEBSITE AND THE COMPANY AND COMPANY INDEMNITIES BE LIABLE FOR ANY, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM THE USE OF, THE VISIT IN, THE WEBSITE AND THE SERVICES HEREIN, AND/OR RESULTING FROM USER’S ENGAGEMENT WITH ANY THIRD PARTY AND/OR THE USE OF USER OR RELIANCE OF USER ON ANY THIRD PARTY CONTENT (AS DEFINED BELOW), WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. IN THE EVENT THAT NOTWITHSTANDING THE FOREGOING, COMPANY IS FOUND LIABLE FOR DAMAGES OF ANY KIND IN CONNECTION WITH THE WEBSITE, SERVICES AND/OR THESE TERMS OF USE, IN NO EVENT SHALL SUCH LIABILITY EXCEED THE FEES PAID TO COMPANY BY USER IN RELATION TO THAT CERTAIN CAMPAIGN THAT IS THE SUBJECT MATTER OF THE CLAIM, OR IF NO SINGLE CAMPAIGN IS SO APPLICABLE, THEN COMPANY’S LIABILITY SHALL NOT EXCEED THE FEES PAID BY USER TO COMPANY DURING THE SIX (6) MONTHS PRECEDING THE EVENT, WHICH IS THE SUBJECT MATTER OF SUCH CLAIM. YOU AND THE COMPANY AGREE THAT ANY CLAIM BASED ON CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITE, WHETHER IN CONTRACT, IN TORT OR IN GENERAL UNDER APPLICABLE LAW, MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION OCCURS. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. COMPANY MAKES NO REPRESENTATIONS THAT THE WEBSITE IS LEGALLY OR OTHERWISE APPROPRIATE OR AVAILABLE FOR USE IN YOUR LOCATION. THOSE WHO ACCESS OR USE THE WEBSITE MAY DO SO AT THEIR OWN FREE WILL AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAWS.

12.1 The Website and the content are provided to you “as is”, without any warranty.

12.2 The Website, the Company, its officers, directors, shareholders, employees, consultants, agents and affiliates (“Company Indemnities”) disclaim all warranties, express or implied, in connection with the Website (including any information or advice provided therefrom and the results thereof), the service, the content, and the use thereof in terms of correctness, accuracy, reliability, merchantability, fitness for a purpose, or otherwise. In addition to and without derogating from the foregoing, the Website and the Company expressly disclaim any warranty of the level of saving or improvement in quality you may or will achieve by using the Website. You acknowledge and agree that there is no guarantee for the Website’s effectiveness or accuracy and Company accepts no responsibility whatsoever for non-improvement or diminution or even failure in the performance of your actions through the use of the Website.

12.3 Company and Company Indemnities assume no liability or responsibility for (I) any bugs, viruses, trojan horses, or the like which may be transmitted to or through the Website by any third party, or user, and/or (II) any errors or omissions in any content or for any loss or damage of any kind incurred as a result of the Website or use of any content posted, emailed, transmitted, or otherwise made available via the Website.

12.4 The Website, the Company and Company Indemnities disclaim all warranties express or implied, in connection with any Third Party Services, third party contents and third party websites, accessible and/or available and/or posted and/or advertised through or in the Website (collectively, for the purpose of this section, “third party content”). The Website and the Company make no warranties or representations of any kind, express or implied, regarding third party content in terms of legality, non-infringement, correctness, accuracy, reliability, merchantability, fitness for a purpose, or otherwise and shall not be liable or responsibility in connection with third party content and in connection with any losses or damages whatsoever in connection with third party content.

Without derogating from any other limitation of liability expressly set forth herein under these terms of use in no event shall the Company and Company Indemnities  be liable for any, indirect, incidental, special, punitive, or consequential damages whatsoever, including injury or property damage, of any nature whatsoever, resulting from the use of, the visit in, the Website herein, and/or resulting from user’s engagement with any third party and/or the use of user or reliance of user on any third party content (as defined above), whether based on warranty, contract, tort, or any other legal theory, and whether or not the Website or the Company is advised of the possibility of such damages. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.

13. Indemnity

 You agree to defend, indemnify and hold harmless the Website, the Company, and Company Indemnities  from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) a violation by You of any term of these Terms of Use; (ii) a violation by You of any third party right, including without limitation any copyright, trademark, property, or privacy right, while using the Website or in connection thereto. This obligation for defense, indemnification, and holding harmless will survive the termination or expiration of these Terms of Use and Your use of the Website.

14. General & Governing Laws and Jurisdiction in Case of Dispute

 Any claim or dispute brought by You against Company that arises in whole or in part from or in connection with the Website and Services or these Terms of Use shall be subjected to the exclusive jurisdiction of the competent courts of Tel Aviv, Israel, without giving effect to rules of conflict of laws. Any claim or dispute brought by Company against you that arises in whole or in part from or in connection with the Website and Services or these Terms of Use shall be subjected exclusively to either the jurisdiction of the competent courts of Tel Aviv, Israel, or the jurisdiction of the competent courts at defendant’s domicile, at Company’ sole and exclusive discretion, without giving effect to rules of conflict of laws. The parties hereto further agree that such courts shall interpret these Terms of Use with accordance and subject to the laws of the State of Israel. Counterclaims may only be filed to the court already having jurisdiction over the claiming party’s action. You agree that the Services herein shall be deemed as provided by a passive website that does not give rise to personal jurisdiction over the Company, either specific or general, in no jurisdiction whatsoever. If any provision of these Terms of Use is deemed to be invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect. No waiver of any term of this these Terms of Use shall be deemed a further or continuing waiver of such term or any other term, and Company’s failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision. Company reserves the right to amend and/or update these Terms of Use at any time and without notice. and Your use of the Website following any amendment of these Terms of Use will signify Your assent to and acceptance of its revised terms. These Terms of Use, and any rights granted hereunder, may not be transferred or assigned by You, but may be assigned by the Company without restriction including any claim Company may have against any User. For any questions, please contact us at Podium Advertising Technologies Ltd. (which is a wholly owned subsidiary of Adcore Inc.) PO Box 29302, Tel Aviv, 6525101, Israel or by electronic mail to info@nyeditor.com.