torto.ai Customer Terms and Conditions

This Agreement (as defined below) constitutes a binding agreement between you and Torto AI Ltd. (or the other Torto entity specified in an Order Form, if applicable) ("our" or "Company"). By accepting these Terms and/or by accepting any applicable Order Form and/or by accessing and/or using the Platform and services provided thereunder (defined below), you ("you" or "Customer") accept and agree to be bound by the terms of this Agreement. By agreeing to be bound by the terms of this Agreement, you also represent that you have the authority to act on behalf of and bind your company or other legal entity to these terms. If you do not wish to be bound by the terms of this Agreement or do not have the authority to enter into this Agreement, do not accept this Agreement and do not access and/or use the Platform. Company and Customer may be collectively referred to herein as the "Parties", and each individually as a "Party". These Customer Terms and Conditions (the "Terms") and any applicable Order Form are collectively referred to as this "Agreement". To the extent of any conflict or inconsistency between a provision in these Terms and a provision in an Order Form, the former shall prevail, unless the Order Form specifically states otherwise.

"Affiliate" means, with respect to Company, any organization or entity controlling, controlled by, or under common control with, Company, where "control" means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such person, organization or entity, whether through the ownership of voting securities, by contract, or otherwise.
"Content" means any text, data, information, reports, files, images, graphics, software code, or other content.
"Customer Content" means any Content submitted or uploaded to, or transmitted through, the Platform, or otherwise provided or made available to Company, by or on behalf of Customer.
"Company Content" means any Content (excluding Customer Content) appearing on or in, or otherwise provided or made available via, the Platform.
"Intellectual Property Rights" means any and all rights, titles, and interests (under any jurisdiction or treaty, whether protectable or not, whether registered or unregistered, and whether vested, contingent, or future) in and to inventions, discoveries, works of authorship, designs, software, technical information, databases, know-how, mask works, methods, technology, and other intellectual property, and includes but is not limited to patents, copyrights and similar authorship rights, moral (and similar personal) rights, mask work rights, data and database rights, trade secret rights, design rights, trademark, service mark, trade name, trade dress and similar branding rights, as well as: (i) all applications, registrations, renewals, reexaminations, extensions, continuations, continuations-in-part, provisionals, substitutions, divisions or reissues of or for the foregoing; and (ii) all goodwill associated with the foregoing.
"Platform" means the Company's Site (as defined below) and software-as-a-service (SaaS) which is a data-driven solution for capital market investors.
"Usage Statistics" means any non-Customer-identifying information, data, reporting, suggestions, analyses, and/or intelligence relating to the operation, support, and/or Customer’s use, of the Platform and/or Company Content (such as metadata, aggregated data, analytics, security findings or discoveries, etc.).
"Order Form" means our order form that may be completed and placed in various ways, among which, an online form or in-product screens or any other mutually agreed upon offline form delivered by Customer to the Company, including via mail, email or any other electronic or physical delivery mechanism (the “Order Form”). Such Order Form will list, at the least, the services ordered, subscription plan, term and the associated fees.

Subject to the terms and conditions of this Agreement (including without limitation Customer's payment of all applicable Fees), Company grants Customer a limited, personal, non-exclusive, non-transferable, non-sublicensable right and license, during the Term (defined below), to internally access and use the Platform and Company Content (collectively, the "Subscription"). Except for the Subscription, Customer is granted no other right or license in or to the Platform or Company Content, and any right not expressly granted is hereby reserved by Company and its licensors. Company may, but is not obligated to, monitor Customer's use of the Platform. Company may, from time to time, modify and replace the features and functionalities, as well as the user interface, of the Platform.

In order to access certain features in the Platform, Customer must set up a Platform account ("Account"). Customer shall ensure that all information submitted during the registration process is, and will thereafter remain, complete and accurate. As between Company and Customer, Customer shall be solely responsible and liable for maintaining the confidentiality and security of its Account credentials, as well as for all activities that occur under or in such Account. Personal Data (as defined in Company's Privacy Policy available at – https://torto.ai/privacy (the "Privacy Policy") collected by Company in connection with the foregoing, shall be processed in accordance with the then-current Privacy Policy, which is hereby incorporated into this Agreement by reference.

The Platform is made available to Customer via the Company’s own website, https://torto.ai (the "Site"). The hosting of the Platform (and related processing) will be provided by a third party cloud hosting provider selected by Company ("Hosting Provider").

As a condition to (and except as expressly permitted by) the Subscription, Customer shall not do (or permit or encourage to be done) any of the following Subscription restrictions (in whole or in part): (a) copy, manufacture, "frame" or "mirror" the Platform or Company Content; (b) sell, assign, transfer, lease, rent, sublicense, or otherwise distribute or make available the Platform or Company Content to any third party (such as offering it as part of a time-sharing, outsourcing or service bureau environment); (c) publicly perform, display or communicate the Platform or Company Content; (d) modify, adapt, translate, or create a derivative work of the Platform or Company Content; (e) decompile, disassemble, decrypt, reverse engineer, or extract or otherwise attempt to discover the source code or non-literal aspects (such as the underlying structure, sequence, organization, file formats, non-public APIs, ideas, or algorithms) or internal composition of, the Platform or Company Content; (f) remove, alter, or conceal any copyright, trademark, or other proprietary rights notices displayed on or in the Platform or Company Content; (g) circumvent, disable or otherwise interfere with security-related or technical features or protocols of the Platform or Company Content; (h) use the Platform or Company Content to develop any service or product that is the same as (or substantially similar to), or otherwise competitive with, the Platform or Company Content; (i) store or transmit any robot, malware, Trojan horse, spyware, or similar malicious item intended (or that has the potential) to damage or disrupt the Platform or Company Content; (j) employ any hardware, software, device, or technique to pool connections or reduce the number of servers/machines, vendors, or endpoints that directly access or use the Platform or Company Content (sometimes referred to as 'virtualisation', 'multiplexing' or 'pooling'); (k) forge or manipulate identifiers in order to disguise the origin of any Customer Content; (l) take any action that imposes or may impose (as determined in Company's reasonable discretion) an unreasonable or disproportionately large load on the servers, network, bandwidth, or other cloud infrastructure which operate or support the Platform or Company Content, or otherwise systematically abuse or disrupt the integrity of such servers, network, bandwidth, or infrastructure; or (m) use the Platform or Company Content in connection with any internal performance testing or benchmark studies of which the results are designed or likely to be published in any form or media, or otherwise made available to the public, without Company's prior express written approval, or otherwise disclose or publish such results.

Customer acknowledges that the Platform is commercially valuable and proprietary to Company. Company reserves all rights and licenses in and to the Platform not expressly granted to Customer under this Agreement.

Where third parties are authorized by the Customer to access and use the Platform (“Authorized Third Parties”):

Customer shall be responsible for ensuring that any Authorized Third Parties are aware of, and fully complies with, the applicable terms of this Agreement as it relates to the use of the Platform, as applicable, on the same basis as applies to the Customer, and that such Authorized Third Parties have accepted the Terms; and

Customer shall remain fully liable for any and all acts or omissions by Authorized Third Parties related to the Platform and this Agreement.

For the avoidance of doubt, and as further detailed herein, the Customer expressly acknowledges and agrees that use of the Platform is at the Customer's own risk and responsibility and that Company shall bear no responsibility or liability for Customer's use of the Platform.

The content on the Platform is being provided for information purposes only. The Platform does not provide tax, legal, insurance or investment advice, and nothing on the Site should be construed as an offer to sell, a solicitation of an offer to buy, or a recommendation for any security by the Company or any third party. The Customer is solely responsible for determining whether any investment, security or strategy, or any other product or service, is appropriate or suitable for the Customer, based on the Customer’s investment objectives and personal and financial situation and for evaluating the merits and risks associated with the use of the information on the Platform before making any decisions based on such information or other content. the Customer should consult an attorney or tax professional regarding the Customer’s specific legal or tax situation.

Past performance is no guarantee of future results. Therefore, the Customer should not assume that the future performance of any specific investment or investment strategy will be profitable or equal to corresponding past performance levels. Inherent in any investment is the potential for loss. No recommendation or advice is being given as to whether any investment is suitable for a particular investor. It should not be assumed that any investments in securities, companies, sectors or markets identified and described were or will be profitable. the Company is not a fiduciary by virtue of any person’s use of or access to the Platform. the Company is not a licensed securities dealer, broker or investment adviser or investment bank.

Certain features in the Platform may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. Unless stated otherwise, all fees are in US dollars and, except as expressly provided by applicable law, are non-refundable.

Subscription. Certain services in the Platform may include automatically recurring payments for periodic charges (“Subscription Service”). If you activate a Subscription Service, you authorize the Company or its third party payment processors to periodically charge, on a going-forward basis and until cancellation of either the recurring payments or your Account, all accrued sums on or before the payment due date for the accrued sums. The “Subscription Billing Date” is the date when you purchase your first Subscription to the applicable services in the Platform. For information on the “Subscription Fee”, please see our pricing page. Your Account will be charged automatically on the Subscription Billing Date all applicable fees and taxes for the next Subscription period (e.g., monthly billing periods will be billed on the same day each month). The Subscription will continue unless and until you cancel your Subscription or we terminate it. You must cancel your Subscription before it renews in order to avoid billing of the next periodic Subscription Fee to your Account. The Company or its third party payment processor will bill the periodic Subscription Fee to the payment method you provide to us during registration (or to a different payment method if you change your payment information). You may cancel the Subscription Service by following the instructions provided at the following link https://torto.ai/frequently-asked-questions#cancellation, or by contacting us at support@torto.ai.

Price. The Company reserves the right to determine pricing for the Subscription Service. The Company will make reasonable efforts to keep pricing information published on the Site up to date. We encourage you to check our Site periodically for current pricing information. The Company will provide you advance notice of the changes in the pricing before they apply. The Company, at its sole discretion, may make promotional offers with different features and different pricing to any of its customers. These promotional offers, unless made to you, will not apply to your offer or these Terms.

Delinquent Accounts. In the event of failure to collect the fees owed by you, we may, at our sole discretion (but shall not be obligated to) retry to collect at a later time, and/or suspend or cancel the Account, without notice.

Third Party Payment Processor. Your order process is conducted by our online reseller Paddle.com. Paddle.com is the Merchant of Record for all of our Customer’s orders. Paddle provides all Customer’s service inquiries and handles returns.

Company Materials. Company (and/or its licensors and suppliers, as applicable) is, and shall be, the sole and exclusive owner of all right, title and interest (including without limitation all Intellectual Property Rights) in and to: (a) the Platform; (b) Company Content; (c) any feedback, suggestions, or ideas for or about the Platform or Company Content (collectively, "Feedback"); (d) Usage Statistics; and (e) any improvements, derivative works, and/or modifications of/to any of the foregoing, regardless of inventorship or authorship. For the avoidance of doubt, it is acknowledged and agreed that Company (alone and/or together with Company Affiliates and service providers) may generate and commercially exploit Usage Statistics, as well as use Customer Content for the purpose of enhancing the Platform, and nothing in this Agreement shall be deemed to prohibit or otherwise limit such activities.
Customer shall make, and hereby irrevocably makes, all assignments and/or waivers necessary or reasonably requested by Company to ensure and/or provide Company (and/or its designee(s)) the ownership rights set forth in this paragraph.

Customer Content. Any content you enter to the Site for the purposes stated herein, Customer hereby grants the Company a worldwide, perpetual, irrevocable, sub-licensable license, to copy, use, reproduce, analyze, distribute, redistribute, publish, republish, upload, post, transmit, broadcast, modify, alter, and create derivative works of such content through the Site.

THE PLATFORM (INCLUDING WITHOUT LIMITATION ANY REPORTS, ALERTS OR OUTPUT), COMPANY CONTENT, SERVICES, AS WELL AS ANY OTHER GOODS AND SERVICES PROVIDED OR MADE AVAILABLE BY COMPANY OR ITS AFFILIATES HEREUNDER (COLLECTIVELY, THE "COMPANY MATERIALS") ARE PROVIDED AND MADE AVAILABLE ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL DEFECTS, AND ALL EXPRESS, IMPLIED AND STATUTORY CONDITIONS AND WARRANTIES (INCLUDING WITHOUT LIMITATION ANY IMPLIED CONDITIONS OR WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET POSSESSION, NON-INFRINGEMENT, OR QUALITY OF SERVICE, OR THAT OTHERWISE ARISE FROM A COURSE OF PERFORMANCE OR USAGE OF TRADE) ARE HEREBY DISCLAIMED BY COMPANY AND ITS SUPPLIERS AND LICENSORS; AND
COMPANY DOES NOT MAKE ANY REPRESENTATION, WARRANTY, GUARANTEE OR CONDITION: (A) REGARDING THE EFFECTIVENESS, USEFULNESS, RELIABILITY, TIMELINESS, COMPLETENESS, OR QUALITY OF COMPANY MATERIALS; (B) THAT CUSTOMER'S USE OF COMPANY MATERIALS WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE; (C) REGARDING THE OPERATION OF ANY CELLULAR NETWORKS, THE PASSING OR TRANSMISSION OF DATA VIA ANY NETWORKS OR THE CLOUD, OR ANY OTHER CELLULAR OR DATA CONNECTIVITY PROBLEMS; OR (D) REGARDING THE SATISFACTION OF, OR COMPLIANCE WITH, ANY LAWS, REGULATIONS, OR OTHER GOVERNMENT OR INDUSTRY RULES OR STANDARDS. COMPANY WILL NOT BE LIABLE OR OBLIGATED IN RESPECT OF DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO HOSTING PROVIDERS OR PUBLIC NETWORKS OR FOR ANY BUGS OR ERRORS IN COMPANY MATERIALS, INCLUDING ERRORS THAT RESULT IN FALSE DETECTION OR FALSE BLOCKING OF PART OF CUSTOMER CONTENT.

Customer understands that no content published on the Platform constitutes a recommendation that any particular security, portfolio of securities, transaction or investment strategy is suitable for any specific person. Customer further understands that none of information providers, or their affiliates are advising the Customer personally concerning the nature, potential, value or suitability of any particular security, portfolio of securities, transaction, investment strategy or other matter. To the extent that any of the content published on the Platform may be deemed to be investment advice or recommendations in connection with a particular security, such information is impersonal and not tailored to the investment needs of any specific person. Customer understands that an investment in any security is subject to a number of risks, and that discussions of any security published on the Platform will not contain a list or description of relevant risk factors. In addition, Customer should note that some of the stocks about which content is published on the Platform have a low market capitalization and/or insufficient public float. Such stocks are subject to more risk than stocks of larger companies, including greater volatility, lower liquidity and less publicly available information.

Customer understands that performance data is supplied by sources believed to be reliable, that the calculations on Company’s Platform are made using such data, and that such calculations are not guaranteed by these sources, the information providers, or any other person or entity, and may not be complete or up-to-date.

All content on the Platform is presented only as of the date published or indicated, and may be superseded by subsequent market events or for other reasons. Company does not guarantee that any content, including, without limitation, performance data presented in the Platform, is accurate or up-to-date, and Company does not guarantee to update or add any notices regarding the date or accuracy of any content in the Site and the Platform. In addition, Customer is responsible for setting the cache settings on Customer’s browser to ensure that Customer is receiving the most recent data.

EXCEPT FOR A BREACH OF THE SUBSCRIPTION (SUCH AS A BREACH UNDER SECTION 4 (USAGE RESTRICTIONS), IN NO EVENT SHALL EITHER PARTY, ITS AFFILIATES, SUPPLIERS, OR LICENSORS BE LIABLE UNDER, OR OTHERWISE IN CONNECTION WITH, THIS AGREEMENT, FOR:

THE COMBINED AGGREGATE LIABILITY OF COMPANY AND ALL COMPANY AFFILIATES UNDER, OR OTHERWISE IN CONNECTION WITH, THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT OF FEES ACTUALLY PAID BY CUSTOMER TO COMPANY UNDER THIS AGREEMENT IN THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE DATE GIVING RISE TO LIABILITY.

THE FOREGOING EXCLUSIONS AND LIMITATION SHALL APPLY: (A) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW; (B) EVEN IF A PARTY HAS BEEN ADVISED, OR SHOULD HAVE BEEN AWARE, OF THE POSSIBILITY OF LOSSES, DAMAGES, OR COSTS; (C) EVEN IF ANY REMEDY IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE; AND (D) REGARDLESS OF THE THEORY OR BASIS OF LIABILITY, AND WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION FOR NEGLIGENCE OR BREACH OF STATUTORY DUTY), STRICT LIABILITY, MISREPRESENTATION, RESTITUTION, OR OTHERWISE.

Customer agrees to defend, indemnify and hold harmless Company, its officers, directors, shareholders, employees, affiliates and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including attorneys’ fees) arising from: (1) violation of any term of these Terms or any other Company terms or Order Form; (2) violation of any third party right, including any copyright, access rights, property, or privacy right, resulting from the use of Platform or Customer Content and/or your use of any of Company’s services; and/or (3) any other type of claim that the Customer use of the Platform and/or Customer Content caused damage to a third party.

Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Platform and our services, and ending when terminated as described in Section 12.2 below.

Termination. If you violate any provision of these Terms, your authorization to access the Platform and these Terms automatically terminate. In addition, Company may, at its sole discretion, terminate these Terms or your Account on the Platform, or suspend or terminate your access to its services, at any time for any reason or no reason, with or without notice. You may terminate your Account and these Terms at any time by contacting customer service at support@torto.ai.

In order to ensure that Customer will not experience any interruption or loss of services, Customer’s Subscription includes an automatic renewal option by default, according to which, unless Customer disables the auto-renewal option or cancels the Subscription Service prior to its expiration, each Subscription will automatically renew upon the end of the then applicable subscription.

If Customer is not satisfied with its initial purchase of a Subscription Services, Customer may terminate such Subscription Service at any time by providing us a written notice. Customer has the option to terminate the Subscription without any payment obligations within the first 14 days of any applicable Subscription (the “Trial Period”). Customer may terminate the Subscription Service at any time after the Trial Period and Company will refund Customer the prorata portion of any unused and unexpired Subscription Fee pre-paid by Customer in respect of such terminated period of the Subscription, unless such other sum is required by applicable law, in the same currency the Company was originally paid (the “Refund”). To the extent permitted by law, if the Company finds that a notice of cancellation has been given in bad faith or in an illegitimate attempt to avoid payment for Subscription Services actually received and enjoyed, Company reserves its right to reject Customer’s Refund request.

Suspension. Company reserves the right to temporarily suspend provision of the Platform: (a) if Customer is seven (7) days or more overdue on a payment; (b) if Company deems such suspension necessary as a result of Customer’s breach of the Subscription (such as a breach under Section 4 (Usage Restrictions)); (c) if Company reasonably determines suspension is necessary to avoid material harm to Company, to its other customers, or to the Platform, including without limitation if the Platform's cloud infrastructure is experiencing denial of service attacks or other attacks or disruptions outside of Company’s control, or (d) as required by law, regulation, or at the request of a governmental entity.

Effect of Termination; Survival. Upon termination of this Agreement for any reason: (a) the Subscription Service shall automatically terminate; (b) Customer shall cease all access and use of the Platform (and Company shall be entitled to verify same) and certify in a signed writing that it has done so; and (c) Customer shall pay any outstanding Fees and other charges that accrued as of termination, which shall become immediately due and payable, and, if necessary Company shall issue a final invoice therefor. Customer acknowledges that following termination it will have no further access to any Customer Content within the Platform, and that Company may (but shall not be obligated to) delete any Customer Content as may have been stored by Company at any time. All payment obligations and Sections ‎7 (Ownership) through ‎‎‎13 (Miscellaneous) shall survive termination of this Agreement, as shall any provision that is expressly stated to so survive or that ought by its nature to survive. Termination shall not affect any rights and obligations accrued as of the effective date of termination.

Entire Agreement. These Terms, together with any other legal or fee notices provided to Customer by the Company, shall constitute the entire agreement between the Customer and the Company concerning the subject matter hereof or thereof, and supersede any and all prior or contemporaneous agreements, understandings, promises, conditions, negotiations, covenants or representations, whether written or oral, between the Company and the Customer, including those made by or between any of our respective representatives, with respect to any of the Company’s Platform and services. The Customer further agrees that he/she are not relying upon any promise, inducement, representation, statement, disclosure or duty of disclosure of the Company in entering into any of the Company’s policies and agreements.

Modifications. Occasionally the Company may make changes to these Terms for valid reasons, such as adding new functions or features to the Platform, technical adjustments, typos or error fixing, for legal or regulatory reasons or for any other reasons as the Company deems necessary, at Company’s sole discretion. When Company makes material changes to these Terms, the Company will provide Customer with notice as appropriate under the circumstances, e.g., by displaying a prominent notice within the Platform or by sending Customer an email. Customer’s continued access to the Platform and use of the Company’s service after the changes have been implemented will constitute Customer’s acceptance of the changes.

Assignment. These Terms, and any and all rights and obligations hereunder, may not be transferred or assigned by Customer without our written approval. The Company may assign its rights and/or obligations hereunder and/or transfer ownership rights and title in the Platform to a third party without Customer’s consent or prior notice to Customer. Any assignment not authorized under this Section shall be null and void.

Governing Law. This Agreement shall be governed by, and construed in accordance with, the laws of the State of Israel without regard to any conflicts of laws rules or principles. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement and is hereby disclaimed.

Mandatory Arbitration. In the event of any claim, controversy, or dispute under or otherwise in connection with this Agreement (a "Dispute"), such Dispute shall be resolved exclusively by arbitration in accordance with Schedule A attached hereto. However, if the Dispute is not subject to arbitration (either because Customer opted-out of the arbitration in the manner described in Schedule A, or because a court of competent jurisdiction determined that the agreement to arbitrate does not to apply to Customer or the Dispute) then the Dispute shall be subject to the exclusive jurisdiction and venue of the competent courts located in Tel Aviv, Israel, and the Parties hereby irrevocably and unconditionally submit to the personal jurisdiction of such courts and waive any jurisdictional, improper venue, inconvenient forum, or other objections to such jurisdiction and venue.
Regardless of any Law to the contrary, Customer agrees that any claim or cause of action arising under, or otherwise in connection with, this Agreement (other than to seek equitable relief or to otherwise protect or enforce a Party's Intellectual Property Rights) must be filed within ONE (1) YEAR after such claim or cause of action arose, or else Customer agrees that such claim or cause of action will be barred forever. Any claims or damages that Customer may hereunder shall only be enforceable against Company, and not any other entity (such as Company Affiliates) or Company's officers, directors, representatives, employees, or agents. Moreover, if Customer is a consumer (as defined in the laws of your jurisdiction), this Agreement is not intended to, and shall not, exclude or limit any mandatory rights Customer may have under the consumer protection laws of Customer's jurisdiction.

Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, invalid or unenforceable, then: (a) the remaining provisions of this Agreement shall remain in full force and effect; and (b) the Parties agree that the court making such determination shall have the power to limit the provision, to delete specific words or phrases, or to replace the provision with a provision that is legal, valid and enforceable and that most closely approximates the original legal intent and economic impact of such provision, and this Agreement shall be enforceable as so modified in respect of such jurisdiction. In the event such court does not exercise the power granted to it as aforesaid, then such provision will be ineffective solely as to such jurisdiction (and only to the extent of such illegality, invalidity or unenforceability), and will be substituted (in respect of such jurisdiction) with a valid, legal and enforceable provision that most closely approximates the original legal intent and economic impact of such provision.

Third Party Content. The Platform may present, or otherwise allow Customer to view, access, link to, and/or interact with, Content from third parties and other sources that are not owned or controlled by Company (such Content, "Third Party Content"). The Platform may also enable Customer to communicate with the related third parties. The display or communication to Customer of such Third Party Content does not (and shall not be construed to) in any way imply, suggest, or constitute any sponsorship, endorsement, or approval by Company of such Third Party Content or third party, nor any affiliation between Company and such third party. Company shall have no obligation or liability of any kind whatsoever for Third Party Content or for the third party's policies, practices, actions, or omissions. Third Party Content is owned by the applicable third party (and/or its licensors, as applicable), and no right, title, or interest in or to Third Party Content is granted or conveyed to Customer.

No Third Party Beneficiaries. Except as otherwise expressly provided in this Agreement (such as Company's Affiliates), there shall be no third-party beneficiaries of or under this Agreement.

Force Majeure. The Company will not be liable by reason of any failure or delay in the performance of its obligations on account of events beyond its reasonable control, which may include denial-of-service attacks, interruption or failure of the Internet or any utility service, failures in third-party hosting services, strikes, shortages, riots, fires, acts of God, war, terrorism, and governmental action.

Notices. Customer acknowledges notices that the Company provide him/her, in connection with these Terms and/or as otherwise related to the use of the Platform or any of Company’s services, shall be provided as follows: via the Platform, including by posting on Company’s Site or posting in Customer’s Account, text, in-app notification, e-mail, phone or first class, airmail, or overnight courier. The Customer further acknowledges that an electronic notification satisfies any applicable legal notification requirements, including that such notification will be in writing.

Company wants to address your concerns without the need for a formal legal dispute. Before filing a claim against Company, you agree to try to resolve the Dispute informally by contacting disputes@torto.ai. If a Dispute is not resolved within 30 days after the email noting the Dispute is sent, you may initiate proceedings, as set forth in this Schedule A.
Unless the Parties expressly agree otherwise in writing, the arbitration shall take place in-person in Tel Aviv-Jaffa, Israel, except that if telephonic or other remote electronic means are available and permissible, then you may elect to conduct the arbitration via such means. The arbitration will be administered by the Center of Arbitration and Dispute Resolution (www.israelcourts.co.il) ("CADR"), before a single arbitrator and in the English language, in accordance with its then-current rules and in accordance with the Israeli Arbitration Law, 5728-1968, as amended, and as modified by this Agreement. The arbitrator must honor the terms and conditions of this Agreement (including, but not limited to, all liability exclusions and limitations), and shall not make any award or decision that is contrary to, or in excess of, what this Agreement provides.
The arbitrator’s decision must be in writing, and will include the essential findings and conclusions upon which the award is based. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. In the event any litigation should arise between you and Company in any court in a proceeding to vacate or enforce an arbitration award, YOU AND COMPANY HEREBY IRREVOCABLY WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the proceeding be resolved by a judge. The arbitrator may award declaratory or injunctive relief only in favor of the plaintiff/claimant and only to the extent necessary to provide relief warranted by the plaintiff's/claimant’s individual claim.
Regardless of who initiates arbitration for a Dispute, you will always remain responsible for your costs relating to counsel, experts, witnesses, and travel to the arbitration. Payment of all filing, administration and arbitrator fees will be governed by the CADR rules. If you are an individual and have not accessed or used the Site and/or the Platform on behalf of an entity, we will reimburse those fees for claims where the amount in dispute is less than $10,000 (unless the arbitrator determines the claims are frivolous), and we will not seek attorneys’ fees and costs in arbitration (unless the arbitrator determines the claims are frivolous). If Company initiates an arbitration for a Dispute, Company will pay all administrative fees and costs related to the arbitration, including all professional fees for the arbitrator’s services.
All aspects of the arbitration proceeding, including but not limited to the decision and award of the arbitrator and compliance therewith, shall be strictly confidential. The parties agree to maintain its confidentiality, unless (and in such cases, only to the extent) otherwise required by applicable law. This paragraph shall not prevent a party from submitting to a court any information necessary to enforce an arbitration award, or to seek equitable relief.

OPT-OUT: You can choose to reject this agreement to arbitrate (“Opt-out”) by emailing disputes@torto.ai. within thirty (30) days after the date you agree to this Agreement for the first time. The Opt-out email you send to us must state that you do not agree to this agreement to arbitrate and must include your name, address, phone number, and email address. Providing an Opt-out notice is the only way you can opt-out of this agreement to arbitrate. If you Opt-out of this agreement to arbitrate, all other provisions of the Agreement will continue to apply, and you will not permitted to invoke this agreement to arbitrate to resolve any Dispute with Company.
To the extent any provision of this Schedule A is held by a court of competent jurisdiction to be illegal, invalid or unenforceable, you and Company agree that the provisions of Section 13.6 (Severability) shall apply.