Webeyez Terms of Service

These Terms of Service (the “Terms”) are a binding agreement between Webeyez Analytics Ltd., an Israeli company with its registered office at Halamish 15, Caesarea, Israel (“Webeyez,” “we,” “us” or “our”), and the entity that registers for or uses the Services (“Customer,” “you” or “your”).

By clicking to accept these Terms, executing an Order Form that references them, or accessing or using the Services, you agree to be bound by them. If you are accepting on behalf of an entity, you represent that you have authority to bind that entity, and “Customer” refers to that entity.

The Services are offered solely for business use. They are not directed to consumers, and you may not register for or use the Services other than in the course of a trade, business, craft or profession.

1. Definitions

“Administrator” means an End User designated by Customer with elevated permissions to configure the Services and manage other End Users.

“Affiliate” means any entity that controls, is controlled by, or is under common control with a party, where “control” means ownership of more than 50% of the voting interests.

“Aggregated Data” means data and information derived from the operation of the Services that is aggregated and de-identified such that it does not identify Customer, any End User, any Visitor, or any natural person.

“Customer Data” means data, including Personal Data, that is transmitted to, collected by, or processed through the Services by or on behalf of Customer, including data captured from Customer’s websites and applications about Visitors.

“Documentation” means the then-current user guides, technical documentation and help materials that Webeyez makes generally available for the Services at https://help.webeyez.com

“DPA” means the Webeyez Data Processing Addendum available at https://webeyez.com/legal/dpa, which is incorporated into and forms part of these Terms.

“End User” means an individual authorised by Customer to access the Services under Customer’s account, including employees, contractors and agents.

“Order Form” means a written or electronic ordering document, online purchase flow, or subscription plan selection that references these Terms and specifies the Services purchased, the subscription term, and the applicable Fees.

“Personal Data” has the meaning given in Applicable Data Protection Law.

“Services” means the Webeyez digital-experience and analytics platform, including the tracking script, dashboards, reporting, alerting, session replay, and any related features Webeyez makes available under an Order Form, together with the Documentation.

“Site” means webeyez.com and its subdomains.

“Visitor” means an individual who interacts with a website or application on which Customer has deployed the Services.

“Webeyez Technology” means the Services, the Site, all underlying software, scripts, APIs, algorithms, models, methodologies, know-how, templates, benchmarks, and all documentation and improvements to any of the foregoing, together with all intellectual property rights therein.

2. Account Registration and Access

2.1 Registration. You agree to provide true, accurate, current and complete registration information and to keep it updated. You may not register using a false identity, or register if Webeyez has previously terminated your access.

2.2 Credentials. You are responsible for safeguarding all account credentials, for all activity occurring under your account, and for ensuring that credentials are not shared between individuals. You will notify Webeyez promptly at [email protected] of any suspected unauthorized access.

2.3 Administrators and End Users. Administrators may access, disclose, restrict, export or delete Customer Data and may control other End Users’ access. Webeyez has no responsibility for Customer’s internal management or administration of the Services. Customer is responsible for its End Users’ compliance with these Terms and is liable for their acts and omissions as if they were Customer’s own.

2.4 Sanctions and Eligibility. You represent that you are not located in, organised under the laws of, or ordinarily resident in a country or territory subject to comprehensive sanctions, and are not a person or entity listed on any applicable restricted-party list. You will not export, re-export or make the Services available in violation of applicable export control or sanctions laws.

3. Licence and Restrictions

3.1 Licence Grant. Subject to these Terms and payment of applicable Fees, Webeyez grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the subscription term to access and use the Services and Documentation for Customer’s internal business purposes, and to deploy the Webeyez tracking script on websites and applications that Customer owns or controls.

3.2 Restrictions. Customer will not, and will not permit any third party to: (a) copy, modify, host, sublicense, rent, lease, resell or otherwise commercially exploit the Services; (b) reverse engineer, decompile, disassemble or attempt to derive the source code or underlying structure of the Services, except to the extent this restriction is expressly prohibited by applicable law; (c) access the Services to build or assist in building a competing or substantially similar product or service, or for benchmarking or competitive analysis; (d) scrape, spider or use automated means to extract data from the Services or Site, other than public search engine indexing of the Site; (e) remove, alter or obscure any proprietary notices; (f) access the Services by any means other than the interfaces Webeyez provides; (g) introduce malicious code or interfere with or disrupt the integrity, security or performance of the Services; (h) circumvent usage limits, authentication, or other technical restrictions; (i) use the Services in violation of any applicable law or third-party right; or (j) misrepresent affiliation with Webeyez or imply an association that does not exist.

3.3 Usage Limits. Use of the Services is subject to the volume, session, domain, or seat limits stated in the applicable Order Form or plan description. Webeyez may meter usage and, on notice, charge for overages at its then-current rates or require an upgrade.

3.4 Suspension. Webeyez may suspend Customer’s access, in whole or in part, where Customer’s use (a) poses a security risk or an imminent threat to the Services or others; (b) may subject Webeyez or any third party to liability; (c) is materially non-compliant with these Terms; or (d) involves Fees more than 30 days overdue. Except in an emergency, Webeyez will give reasonable prior notice and an opportunity to cure. Suspension does not relieve Customer of its payment obligations.

4. Free Trials, Beta Features and Roadmap

4.1 Free Trials. Webeyez may make Services available on a free trial basis. Trials expire at the end of the stated trial period, and continued use requires a paid subscription. Unless Customer converts to a paid plan, trial data is purged in accordance with Section 6.5.

4.2 Beta Features. Features designated as beta, preview, evaluation or early access are provided for experimental use only, without warranty or support commitment of any kind, may be modified or withdrawn at any time, and are excluded from any service level commitment. Sections 13 (Warranties) and 15 (Limitation of Liability) apply to them with full force.

4.3 Forward-Looking Statements. Information about possible future products, features or functionality describes general product direction only, is not a commitment, and must not be relied upon in making a purchasing decision. Development, release and timing remain at Webeyez’s sole discretion.

5. Fees and Payment

5.1 Fees. Customer will pay the fees stated in the applicable Order Form or plan (“Fees”). Except as expressly stated in these Terms, Fees are non-refundable and payment obligations are non-cancellable.

5.2 Invoicing and Payment. Fees are payable in advance, on the schedule stated in the Order Form / monthly by the payment method on file. Invoiced amounts are due within 30 days of the invoice date. Customer authorises Webeyez and its payment processors to charge the payment method on file for all amounts due.

5.3 Late Payment. Overdue amounts accrue interest at the lower of 1.5% per month or the maximum permitted by law, from the due date until paid. Customer will reimburse Webeyez’s reasonable costs of collection.

5.4 Taxes. Fees are exclusive of VAT and all other taxes, levies and duties. Customer is responsible for all such amounts, excluding taxes on Webeyez’s net income. Where Customer is required to withhold tax, Customer will gross up so that Webeyez receives the full amount invoiced.

5.5 Price Changes. Webeyez may change its Fees effective on renewal of a subscription term, on at least 45 days’ notice before the end of the then-current term.

5.6 Disputes. Customer must notify Webeyez of any good-faith billing dispute within 30 days of the invoice date. Undisputed amounts remain payable.

6. Term, Renewal and Termination

6.1 Term. These Terms commence on the earlier of Customer’s acceptance or first use of the Services and continue until all subscription terms have expired or been terminated.

6.2 Renewal. Unless the Order Form states otherwise, each subscription term automatically renews for a further period equal to the then-expiring term, unless either party gives written notice of non-renewal at least 30 days before the end of the then-current term.

6.3 Termination for Cause. Either party may terminate for the other’s material breach that remains uncured 30 days after written notice, or immediately if the other party becomes insolvent, enters administration or liquidation, or makes an assignment for the benefit of creditors.

6.4 Termination for Convenience. Customer may terminate a subscription for convenience on 30 days’ written notice, provided that Fees for the remainder of the then-current subscription term remain payable and are not refundable. Webeyez may terminate a free trial or free-tier account at any time on notice.

6.5 Effect of Termination and Purge of Customer Data. On expiry or termination, Customer’s right to access the Services ends immediately and all accrued Fees become due.

Webeyez purges Customer Data when Customer stops using the Services. Customer Data is deleted from live production systems within thirty (30) days of expiry or termination, and is deleted or overwritten in backup and archival media within thirty (30) days thereafter. Deletion is permanent and irreversible.

Customer is responsible for exporting any Customer Data it wishes to retain before its subscription ends. Export functionality is available within the Services throughout the subscription term. Webeyez has no obligation to retain, restore or reproduce Customer Data after the purge, and no liability for its unavailability.

The purge does not apply to (a) Aggregated Data as defined in Section 9, which does not identify Customer or any individual; (b) account, billing and tax records Webeyez is required to retain by law; or (c) data Webeyez must retain for a live or reasonably anticipated legal claim, which is isolated from further processing and remains subject to the confidentiality and security obligations of these Terms.

6.6 Survival. Sections 1, 3.2, 5 (as to accrued amounts), 6.5, 6.6, 7, 9, 10, 11, 13, 14, 15, 17 and 18 survive termination, together with any other provision that by its nature should survive.

7. Customer Data and Customer Responsibilities

7.1 Ownership. As between the parties, Customer owns all right, title and interest in Customer Data. Webeyez claims no ownership in Customer Data.

7.2 Licence to Webeyez. Customer grants Webeyez and its Affiliates and sub-processors a worldwide, non-exclusive, royalty-free licence during the term to host, store, copy, transmit, process, analyse, display and otherwise use Customer Data solely to (a) provide, secure, maintain and support the Services; (b) prevent or address technical or security issues; (c) comply with law; and (d) create Aggregated Data as permitted by Section 9. This licence terminates when Customer Data is deleted under Section 6.5.

7.3 Customer Warranties and Responsibilities. Customer represents, warrants and covenants that it:

1. has all rights, consents and lawful bases necessary to provide Customer Data to Webeyez and for Webeyez to process it as contemplated by these Terms;
2. is solely responsible for providing all legally required notices to, and obtaining all legally required consents from, Visitors and other data subjects, including, where required, prior consent for the deployment of tracking technologies, session recording and analytics and for honouring opt-outs, global privacy control signals and data subject requests;
3. will determine and correctly configure the masking, exclusion, redaction and retention settings made available in the Services, and acknowledges that Webeyez does not control what data Customer chooses to capture;
4. will comply with all laws applicable to its collection and use of Customer Data, including data protection, privacy, electronic communications, wiretapping, interception and consumer protection laws; and
5. will maintain an accurate, current and legally compliant privacy notice on each property where the Services are deployed that discloses the use of analytics and session recording technologies and the involvement of third-party service providers.

7.4 Prohibited Data. Customer will not transmit to or process through the Services any:

1. protected health information subject to HIPAA or equivalent health privacy laws, or “consumer health data” as defined under applicable US state law, unless the parties have executed a separate written agreement addressing such data;
2. government-issued identification numbers, including social security, national insurance, passport, driver’s licence or other state identification numbers;
3. financial account numbers, payment card numbers, security codes, or other cardholder data subject to PCI DSS;
4. authentication credentials, including passwords and security question answers;
5. special categories of personal data within the meaning of Article 9 of Regulation (EU) 2016/679 (GDPR) or equivalent categories under UK GDPR, the Israeli Protection of Privacy Law, or applicable US state privacy laws including data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, genetic or biometric data, health data, sex life or sexual orientation, and data concerning criminal convictions or offences;
6. precise geolocation data; or
7. personal data of individuals known or reasonably believed to be under the age of 16, or data subject to COPPA or equivalent children’s privacy laws.

Customer acknowledges that the Services are not designed or configured for the categories above and that Webeyez provides masking and exclusion controls for Customer to prevent their capture. If Customer becomes aware that Prohibited Data has been transmitted, Customer will notify Webeyez promptly and cooperate in its deletion.

7.5 Security Configuration. Webeyez makes encryption in transit available for all data transmission and applies the technical and organisational measures described in the DPA. Customer is responsible for correctly configuring the Services, including any optional security and masking settings, and for the security of its own systems, websites and credentials.

7.6 Collection Technology. The Services identify a Visitor’s session using an anonymous cookie containing a randomly generated identifier that is not derived from and does not reveal any attribute of the Visitor or their device. The Services do not use device fingerprinting, canvas fingerprinting, or any equivalent technique that identifies a Visitor by combining device or browser characteristics. The Services do not store Visitors’ IP addresses.

Customer acknowledges that placing or reading a cookie on a Visitor’s terminal equipment requires prior consent in many jurisdictions, including under the EU ePrivacy Directive and its national implementations, regardless of whether the cookie identifier constitutes personal data. Obtaining and recording that consent, and suppressing the Webeyez script until consent is given where required, is Customer’s responsibility under Section 7.3.

7.7 Retention. Webeyez retains Customer Data for the following periods, after which it is automatically and permanently deleted:

Data	Retention period
Session recordings	1 month from collection
Analytics, event and metric data	3 months from collection

Customer may configure shorter periods where the Services make that available. Longer retention is available only where expressly agreed in an Order Form. Aggregated Data is not subject to these periods. Customer acknowledges these periods when planning its own reporting and record-keeping, and is responsible for exporting data it needs to retain for longer.

8. Data Protection

8.1 Roles. To the extent Webeyez processes Personal Data on Customer’s behalf in providing the Services, Customer is the controller (or business) and Webeyez is the processor (or service provider), processing Personal Data solely on Customer’s documented instructions as set out in these Terms, the Order Form and the DPA.

8.2 DPA. The DPA at https://webeyez.com/legal/dpa is incorporated into these Terms and governs the processing of Personal Data, including sub-processing, security measures, personal data breach notification, assistance with data subject requests and impact assessments, audit rights, international transfers, and deletion. In the event of conflict between these Terms and the DPA in respect of Personal Data, the DPA prevails.

8.3 Sub-processors. Webeyez maintains a current list of sub-processors at https://webeyez.com/legal/sub-processors and will give notice of additions as set out in the DPA. Customer’s sole remedy for a reasonable, documented objection to a new sub-processor is termination of the affected Services.

8.4 International Transfers. Webeyez hosts the Services in the EU. Webeyez and its personnel and sub-processors may access Customer Data from Israel and other locations listed in the DPA for support, maintenance and security purposes. Israel is the subject of an adequacy decision of the European Commission. Where a transfer is not covered by an adequacy decision, the parties will rely on the transfer mechanisms set out in the DPA. Webeyez will give at least 60 days’ notice before materially changing the primary hosting region.

8.5 Regulatory Cooperation. Each party will provide the other with reasonable cooperation and information necessary to demonstrate compliance with applicable data protection law in respect of the Services.

9. Aggregated Data

Webeyez may collect, generate and use Aggregated Data to operate, secure, analyse, improve, develop and benchmark the Services and Webeyez’s other products, and to produce industry benchmarks, statistics and research. Webeyez owns all Aggregated Data and any resulting insights, models and reports. Webeyez will not publish or disclose Aggregated Data in a form that identifies Customer, any End User or any Visitor, or that permits re-identification, and will not present Aggregated Data as attributable to Customer without Customer’s consent.

10. Confidentiality

10.1 Definition. “Confidential Information” means non-public information disclosed by one party (“Discloser”) to the other (“Recipient”) that is designated confidential or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure. Customer Data is Customer’s Confidential Information. Webeyez Technology, and non-public pricing, roadmap and security information, are Webeyez’s Confidential Information.

10.2 Obligations. Recipient will (a) use Confidential Information solely to perform under these Terms; (b) protect it with at least reasonable care and no less care than it uses for its own confidential information; and (c) disclose it only to its and its Affiliates’ personnel and professional advisers who need to know and are bound by confidentiality obligations no less protective than these.

10.3 Exclusions. These obligations do not apply to information that is or becomes public through no fault of Recipient, was rightfully known to Recipient without restriction before disclosure, is rightfully received from a third party without restriction, or is independently developed without use of or reference to Confidential Information.

10.4 Compelled Disclosure. Recipient may disclose Confidential Information to the extent required by law or legal process, provided it gives Discloser prompt notice where legally permitted and reasonable cooperation in seeking protective treatment.

10.5 Duration. These obligations continue for three (3) months after termination, and indefinitely for information constituting a trade secret and for Customer Data for so long as it is held.

11. Intellectual Property and Feedback

11.1 Webeyez Ownership. Webeyez and its licensors own all right, title and interest in and to the Webeyez Technology. Except for the limited rights expressly granted in Section 3.1, no rights in the Webeyez Technology are granted to Customer, whether by implication, estoppel or otherwise. All rights not expressly granted are reserved.

11.2 No Trademark Licence. These Terms grant no right to use Webeyez’s trademarks, logos, domain names or brand features.

11.3 Feedback. If Customer provides suggestions, ideas, enhancement requests or other feedback regarding the Services (“Feedback”), Customer grants Webeyez a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable licence to use and exploit the Feedback for any purpose without obligation or attribution. Feedback is provided voluntarily and is not Customer’s Confidential Information.

11.4 Publicity. Webeyez may identify Customer as a customer and use Customer’s name and logo on the Site and in sales materials, subject to Customer’s brand guidelines and Customer’s right to revoke this permission on written notice. Any case study or press release requires Customer’s prior written approval.

12. Service Availability, Support and Changes

12.1 Availability. Webeyez will use commercially reasonable efforts to make the Services available consistent with industry standards, excluding scheduled maintenance, emergency maintenance, force majeure events, and issues arising from Customer’s systems, configurations, or third-party services.

12.2 Changes to the Services. Webeyez may modify, enhance or discontinue features of the Services from time to time. Webeyez will not materially degrade the core functionality of the Services during a paid subscription term without at least 30 days’ notice. Webeyez may discontinue free trials, free tiers and beta features at any time.

12.3 Updates. Customer acknowledges that Webeyez may update the Services, including the tracking script, with or without notice, and that Customer may need to update third-party software to continue using the Services.

12.4 Geographic Availability. The Services may not be available in all countries or languages. Customer is responsible for ensuring its use of the Services is lawful in each jurisdiction where it operates.

13. Warranties and Disclaimers

13.1 Limited Warranty. Webeyez warrants that, during a paid subscription term, the Services will perform materially in accordance with the Documentation. Customer’s exclusive remedy, and Webeyez’s entire liability, for breach of this warranty is for Webeyez to use commercially reasonable efforts to correct the non-conformity and, if Webeyez fails to do so within a reasonable period, for Customer to terminate the affected Services and receive a pro-rata refund of prepaid, unused Fees.

13.2 Mutual Warranties. Each party warrants that it has the authority to enter into these Terms and that it will comply with all laws applicable to its performance.

13.3 No Outcome Warranty. Webeyez does not warrant any particular business result, including any increase in conversion, revenue, or engagement, or the detection of any particular error, failure or friction point. Analytics output is provided for informational purposes and Customer is responsible for its own business decisions.

13.4 Disclaimer. EXCEPT AS EXPRESSLY STATED IN SECTION 13.1 AND 13.2, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND WEBEYEZ AND ITS LICENSORS DISCLAIM ALL WARRANTIES, CONDITIONS AND REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WEBEYEZ DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR THAT ALL ERRORS WILL BE CORRECTED.

14. Indemnification

14.1 By Webeyez. Webeyez will defend Customer against any third-party claim alleging that the Services, as provided by Webeyez and used in accordance with these Terms, infringe that third party’s patent, copyright, trademark or trade secret rights, and will indemnify Customer for damages and reasonable legal costs finally awarded or agreed in settlement. This obligation does not apply to claims arising from (a) Customer Data or Customer’s websites, applications or content; (b) modification of the Services by anyone other than Webeyez; (c) combination of the Services with items not supplied by Webeyez; (d) use of the Services other than in accordance with these Terms or the Documentation; or (e) beta features or free-of-charge Services.

If the Services become, or Webeyez believes they may become, the subject of an infringement claim, Webeyez may at its option procure the right to continue use, modify or replace the Services to make them non-infringing, or terminate the affected Services and refund prepaid, unused Fees. This Section states Webeyez’s entire liability and Customer’s exclusive remedy for intellectual property infringement.

14.2 By Customer. Customer will defend and indemnify Webeyez, its Affiliates and their respective officers, directors, employees and agents against any third-party claim, demand, proceeding or regulatory action, and all resulting damages, fines, penalties, settlements and reasonable legal costs, arising out of or relating to:

1. Customer Data, including the collection, capture, configuration, content, transmission, use or disclosure of Customer Data;
2. Customer’s failure to provide required notices or obtain required consents from Visitors or other data subjects, or to honour opt-out or data subject requests;
3. any allegation that the deployment or operation of the Services on Customer’s properties violated any privacy, data protection, electronic communications, wiretapping, interception, eavesdropping or consumer protection law;
4. Customer’s transmission of Prohibited Data under Section 7.4;
5. Customer’s websites, applications, products or content; or
6. Customer’s breach of these Terms or violation of applicable law.

14.3 Procedure. The indemnified party will give prompt written notice of the claim, grant the indemnifying party sole control of the defence and settlement (provided that no settlement imposing liability or admission on the indemnified party may be made without its consent, not to be unreasonably withheld), and provide reasonable cooperation at the indemnifying party’s expense.

15. Limitation of Liability

15.1 Exclusion of Indirect Damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, ANTICIPATED SAVINGS, OR LOSS OR CORRUPTION OF DATA, REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

15.2 General Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO WEBEYEZ IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED US DOLLARS (US$100).

15.3 Enhanced Cap. NOTWITHSTANDING SECTION 15.2, EACH PARTY’S TOTAL AGGREGATE LIABILITY FOR BREACH OF ITS OBLIGATIONS UNDER SECTION 8 (DATA PROTECTION) AND THE DPA WILL NOT EXCEED ONE (1) TIMES THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

15.4 Exclusions from the Cap. The limitations in Sections 15.2 and 15.3 do not apply to (a) Customer’s payment obligations; (b) Customer’s indemnification obligations under Section 14.2; (c) either party’s fraud or wilful misconduct; or (d) Customer’s breach of Section 3.2 (Restrictions) or infringement of Webeyez’s intellectual property rights.

15.5 Statutory Floor. Nothing in these Terms excludes or limits either party’s liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded or limited.

15.6 Free Services. Webeyez’s total aggregate liability in respect of free trials, free tiers and beta features will not exceed US$1,000.

15.7 Allocation of Risk. The parties agree that the limitations in this Section are a fundamental element of the basis of the bargain and reflect the allocation of risk between them, and that Fees would be materially higher absent these limitations.

16. Modifications to These Terms

Webeyez may update these Terms from time to time. The current version will always be posted on the Site with an updated “Last Updated” date.

For changes that are not material, the updated Terms take effect on posting. For material changes, Webeyez will provide at least thirty (30) days’ notice through the Services or by email to the Administrator on the account before they take effect, and the changes will apply from the start of Customer’s next renewal term or thirty (30) days after notice, whichever is later. For new customers, updated Terms apply on acceptance.

If Customer does not agree to a material change, Customer may terminate the affected Services by written notice before the change takes effect and receive a pro-rata refund of prepaid, unused Fees. Continued use after the effective date constitutes acceptance. Webeyez may require affirmative acceptance of updated Terms before permitting continued use.

Where an Order Form or negotiated agreement expressly states that these Terms are fixed as of a specified version, that version governs for that subscription term.

17. Electronic Communications and Notices

17.1 Electronic Communications. Customer consents to receive communications from Webeyez electronically and agrees that all agreements, notices and disclosures provided electronically satisfy any legal requirement that they be in writing. This does not affect any non-waivable statutory rights.

17.2 Notices to Customer. Notices are given to the email address associated with the Administrator on the account and are deemed received on transmission. Customer is responsible for keeping that address current; dispatch to the last address provided constitutes effective notice.

17.3 Notices to Webeyez. Legal notices must be sent to Webeyez Analytics Ltd., Halamish 15, Caesarea, Israel, with a copy to [email protected], and are deemed given on receipt by nationally recognised overnight courier or registered mail.

18. Governing Law and Dispute Resolution

18.1 Governing Law. These Terms and any dispute arising out of or in connection with them are governed by the laws of the State of Israel, without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

18.2 Jurisdiction. The competent courts of Tel Aviv-Jaffa, Israel have exclusive jurisdiction over any dispute arising out of or in connection with these Terms, and each party irrevocably submits to that jurisdiction. Nothing prevents either party from seeking injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property or Confidential Information.

18.3 Waiver of Class Proceedings. To the maximum extent permitted by law, each party waives any right to bring or participate in any claim against the other as a plaintiff or class member in a class, collective, consolidated or representative proceeding. Disputes must be brought on an individual basis.

18.4 Jury Trial Waiver. To the maximum extent permitted by law, each party waives any right to trial by jury in any proceeding arising out of these Terms.

18.5 Limitations Period. Except for claims for non-payment or breach of intellectual property rights, no action arising out of these Terms may be brought more than six (6) months after the cause of action accrued.

19. General

19.1 Entire Agreement. These Terms, together with the DPA, any SLA, and all Order Forms, constitute the entire agreement between the parties regarding the Services and supersede all prior or contemporaneous agreements and understandings on that subject. Any terms in a Customer purchase order or vendor portal are void and of no effect, notwithstanding any acknowledgement or acceptance by Webeyez.

19.2 Order of Precedence. In the event of conflict: (a) the DPA governs matters of Personal Data processing; (b) a signed Order Form governs commercial terms; (c) these Terms govern all other matters.

19.3 Assignment. Customer may not assign or transfer these Terms, in whole or in part, without Webeyez’s prior written consent, and any attempted assignment without consent is void. Webeyez may assign these Terms without consent to an Affiliate or in connection with a merger, acquisition, financing, corporate reorganisation, or sale of all or substantially all of its assets or business. These Terms bind the parties’ permitted successors and assigns.

19.4 Subcontracting. Webeyez may use Affiliates and subcontractors to perform its obligations, and remains responsible for their performance. Sub-processing of Personal Data is governed by the DPA.

19.5 Force Majeure. Neither party is liable for any delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disaster, war, armed conflict, terrorism, civil unrest, labour disputes, epidemic, governmental action, failure of the internet or public telecommunications networks, and denial-of-service or other cyberattacks.

19.6 Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable while reflecting the parties’ original intent, and the remaining provisions remain in full effect.

19.7 Waiver. A party’s failure or delay in enforcing any provision is not a waiver of its right to enforce it later. Waivers must be in writing.

19.8 No Third-Party Beneficiaries. These Terms create no third-party beneficiary rights, except that Webeyez’s Affiliates and indemnified parties may enforce Section 14.2.

19.9 Independent Contractors. The parties are independent contractors. Nothing creates a partnership, joint venture, agency, fiduciary or employment relationship.

19.10 Language. These Terms are drafted in English. Any translation is provided for convenience only, and the English version governs in the event of inconsistency.

19.11 Contact. Questions about these Terms may be directed to [email protected]