Last Updated: April 22, 2019
We are a private limited company, registered in Israel. Our registered company number is 515146454 and our registered office is at 23 Pa’amei Aviv Street, Givat Hen, 43905, Israel.
The Sites host content related to plant-derived terpene flavors varieties and related products (“Products”) and allows online purchases of such Products (collectively, with all other services provided through the Site, the “Services”). Certain features of the Site or Services may be subject to additional guidelines, terms, or rules, which will be posted on the Site in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into these Terms.
We do not permit access to our Sites and use of our Services for individuals who are under the age of 18 years old. Upon accessing any of our Sites, you will be required to declare whether you are at least 18 years old. However, if you are under the age of 18 and you have gained access to any of the Sites, you are prohibited from further accessing the Sites and using the Services.
- ACCEPTANCE OF OUR TERMS
- HEALTH AND USE DISCLAIMER
You expressly acknowledge, agree, and understand that any statements relating to the Products, and to the ingredients in any of the Products have not been evaluated by the FDA or any other regulatory authority or agency. The Products available on the Site or through the Services are not intended to diagnose, treat, cure, mitigate, or prevent any medical condition, illness, or disease in humans or animals. The information provided is designed for educational purposes only and is not intended to be a substitute for informed medical advice or care. If you are pregnant, nursing, taking medication, or have a medical condition, we suggest consulting with a physician before using any Products.
Furthermore, certain Products and in particular those available at https://staging.eybna.com/ (“B2B Products”) are not intended to be sold or otherwise provided to consumers. Such B2B Products are intended to be sold directly to business entities who intend solely to resale such B2B Products in accordance with and upon our specific instructions, as we shall issue in writing from time to time. You may only purchase B2B Products if you are a business entity and provided that you resale or otherwise dispose of such B2B Products strictly in accordance with our written instructions.
- ELIGIBILITY AND ACCOUNT TERMS
You represent and warrant that: (a) all required registration information you submit is truthful and accurate; and (b) you will maintain the accuracy of such information at all times. You may not create more than one Account (except if separate accounts are required for each Site). You may delete your Account at any time, for any reason, by sending an email to [email protected] requesting such deletion.
You are solely responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You hereby agree to immediately notify Company of any breach of security, and Company shall not be liable for any loss or damages arising from Users’ failure to comply with the requirements specified above.
- YOUR CONTENT
Eybna may allow you to upload, post, publish and make available copyrightable materials such as literary works, text, images, photos, videos, strips and any other proprietary materials (the “User Generated Content” or “Content”). Such User Generated Content shall remain at all times, and to the extent permitted by law, the respective property of its third party owner. You understand and agree that you are solely responsible for any of your User Generated Content and the consequences of posting or publishing such material, on the Site and/or through the Services, in any way.
You represent and warrant that you are the rightful owner of the User Generated Content you upload, or, that you have (and will continue to have) all the necessary licenses, rights, consents, and permissions from the rightful owners of such User Generated Content, which are required to use and to enable Eybna to use the User Generated Content you upload and that such User Generated Content does not infringe any third party’s copyright or other rights. You agree that you will not post or upload any User Generated Content containing content which is unlawful for you to possess, post or upload in the country in which you are resident, which is against any internal policies or regulations of the organization for which you may work, or which it would be unlawful for Eybna to use or possess in connection with the Site or Services. Eybna explicitly reserves the right to remove the User Generated Content without giving any prior notice, at its sole discretion. When you upload, post, publish or make available any User Generated Content or use such User Generated Content, you grant Eybna an irrevocable, perpetual, non-exclusive, royalty-free, transferable, assignable, sub-licensable and worldwide license, to use, reproduce, distribute, transmit, make derivative works of, display, copy, make available and perform that User Generated Content, along with your name, details, trade-marks, service-marks and logos, only in connection with the Services and/or Site, whether through the Internet, any mobile device or otherwise, in any media formats and through any media channels known today and developed in the future.
Eybna is not responsible for the content of any unaffiliated websites that may be linked to or from the Site. These links are provided for your convenience only and you access them at your own risk. Any other website accessed from the Site is independent from Eybna, and Eybna has no control over the content of that other website. In addition, a link to any other website does not imply that Eybna endorses or accepts any responsibility for the content or use of such other website. In no event shall any reference to any third party or third-party product or service be construed as an approval or endorsement by Eybna of that third party or of any product or service provided by a third party.
There are certain conducts which are strictly prohibited on the Site. Please read the following restrictions carefully. Your failure to comply with the provisions set forth may result herein (at Eybna’s sole discretion) in the termination of your use and access to the Site and Services and may also expose you to civil and/or criminal liability.
You may not, whether by yourself or anyone on your behalf:(i) copy, modify, adapt, translate, reverse engineer, decompile, or disassemble any portion of the contents of and at this Site, including without limitation any Java applets associated with the Site, in any way or publicly display, perform, or distribute them (“Eybna Content”); (ii) make any use of the Eybna Content on any other website or networked computer environment for any purpose, or replicate or copy the Eybna Content without Eybna’s prior written consent; (iii) create a browser or border environment around Eybna Content (no frames or inline linking); (iv) interfere with or violate any other Site visitor’s or user’s right to privacy or other rights, or harvest or collect personally identifiable information about visitors or users of the Site without their express written consent, including using any robot, spider, site search or retrieval application, or other manual or automatic device or process to retrieve, index, or data-mine; (v) defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights of others; (vi) transmit or otherwise make available in connection with this Site any virus, worm, Trojan Horse, time bomb, web bug, spyware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component; (vii) interfere with or disrupt the operation of this Site, or the servers or networks that host the Site or make the Site available, or disobey any requirements, procedures, policies, or regulations of such servers or networks; (viii) sell, license, or exploit for any commercial purposes any use of or access to the Eybna Content or the Site and Services; (ix) frame or mirror any part of the Site without Eybna’s prior express written authorization; (x) create a database by systematically downloading and storing all or any of the Eybna Content from the Site; (xi) forward any data generated from the Site without the prior written consent of Eybna; or (xii) transfer or assign your accounts data and password, even temporarily, to a third party; (xiii) use the Site, post or communicate any information for any illegal, immoral or unauthorized purpose; (xiv) use the Site for non-personal or commercial purposes without Eybna’s express prior written consent; or (xv) infringe or violate any of the Terms.
You must comply with all applicable laws, regulations, and industry standards in your personal or business conduct, and in the event that any person, entity, or government authority accuses you of any illegal or unethical conduct, Company shall have the right in its sole discretion to immediately suspend or terminate Your use of the Site and Services
We care for your safety and well-being. If you believe a user or a third party acted inappropriately including, but not limited to, offensive, violent or sexually inappropriate behavior or content, please report immediately such person to the appropriate authorities and to us.
- INTELLECTUAL PROPERTY
The Site, Services, the design, logos, graphics, images, as well as the selection, assembly and arrangement thereof, Eybna’s proprietary software, algorithms and all intellectual property rights pertaining thereto, including inventions, patents and patent applications, trademarks, trade names, logos, copyrightable materials, graphics, text, photographs, designs (including the “look and feel” of the Site and Services and any part thereof), specifications, methods, processes, algorithms, data, technical information, technology, interactive features, source code and objects, files, interfaces, interface graphics and trade secrets, whether or not registered or registerable (collectively, “Intellectual Property”), are owned and/or licensed to Eybna and are subject to copyright and other applicable intellectual property rights under local law, foreign laws and international conventions. Unless expressly permitted in these Terms, you may not copy, distribute, display, publicly perform, make available to the public, disassemble, separate, modify, sublicense to, commercial use, sell, rent, lend, process, connect, perform “reverse-engineer”, combine with other software, translate, modify, or create derivative works of any material that is subject to Eybna’s proprietary rights, including Eybna’s Intellectual Property, either by yourself or by someone acting on your behalf, in any way or by an means.
All logos and other proprietary identifiers used by Eybna in connection with the Site and Services are all trademarks and/or trade names of Eybna, whether or not registered (“Eybna Trademarks”). All other trademarks, service marks, trade names and logos, which may appear on or with respect to the Site and Services belong to their respective owners (“Third Party Marks”). No right, license, or interest to Eybna Trademarks and/or to the Third Party Marks is granted hereunder, and you agree that no such right, license, or interest shall be asserted by you with respect to Eybna Trademarks or the Third Party Marks and therefore you will avoid using any of those marks, unless expressly permitted herein.
You are hereby prohibited from removing or deleting any and all copyright notices, restrictions and signs indicating proprietary rights of Eybna and/or its licensors, including copyright mark [©] or trademark [® or ™] contained in or accompanying the Site and/or Services, and you represent and warrant that you will abide by all applicable laws in this respect. You are further prohibited from using, diluting or staining any name, mark or logo that is identical, or confusingly similar to any of Eybna Trademark, whether registered or not. To avoid any doubt, the provisions of this Section 7, DO NOT apply to your User Generated Content.
- EYBNA’S RIGHTS
Eybna reserves the right to modify or terminate and/or shut down the Site and/or Services, cease the offering of Products or refuse the provision of Services for any reason, without notice at any time.
While we will use our reasonable commercial efforts to fulfill all orders, Eybna cannot guarantee the availability of any particular Product displayed on this Site.
Verbal or written abuse of any kind (including threats of abuse or retribution) of any of Eybna’s customers, employees, members, or officers will result in immediate Account termination.
We reserve the right to provide our services to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that Eybna’s employees and contractors may also be Eybna’s customers/merchants and that they may compete with you, although they may not use your confidential information in doing so.
- ORDERING PRODUCTS
You may place orders for the Products listed in the Site (“Order“). Our Order confirmation to you does not signify our acceptance of your Order, nor does it constitute confirmation of our offer to sell. At any time after receipt of your Order, we may accept, decline, or place quantity or other limits on your Order for any reason. If we reject, limit, or otherwise modify your Order, we will attempt to notify you using the email address you provide to us. If we cancel an Order or part of an Order that we’ve already charged you for, we’ll refund you the full amount of the canceled portion of the order. Except as expressly set forth herein, Orders are biding upon User, non-cancellable by User, non-refundable to User and non-returnable by User.
The supply of Product listed on the Site are subject at all time to stock availability. Eybna may remove from or add Products to the Site at any time, in its sole discretion.
You understand and acknowledge that you may incur fees or charges from Eybna, retailers, or other third parties in connection with the Products and other services purchased or facilitated through the Site (“Charges”). All Charges will be identified in your cart prior to or during checkout, and in your receipt. Such Charges may include some combination of the following: (a) The retail or wholesale (as applicable) price of Products are displayed with that item on the Site (“Product Price“). The displayed Product Price may include discounts, promotions, and price reductions at the sole discretion of Eybna. At checkout, the combined Product Price is the subtotal of an order as shown in your cart, (b) applicable taxes, such as state, federal, local or foreign, excise, use, value-added, customs and duties (as may vary depending on the laws and regulations in place at the time of your purchase (“Taxes“), (c) the applicable shipping and delivery fees for each order you place, and (d) additional fees and charges may apply to your orders as determined by Eybna, the retailers, and/or third parties with whom you transact. The description of any such fees will be available at checkout. Your bank may also charge additional fees.
Generally, we’ll charge your payment method for a Product when we ship the Product to you or confirm its availability in stock. However, we may preauthorize your order amount with your credit card, credit account, or debit card issuer at the time you place the order, which may have an effect on your available credit line. When you pre-order with a debit card, we’ll debit your card when you place the pre-order. For special delivery items, we’ll charge your payment method when you confirm a delivery time.
All Charges are due immediately and are non-refundable. If you are unhappy with your purchase, you may contact customer support at [email protected] and send a detailed request regarding any requests for cancellation and/or refund and/or return of the Products you have ordered, not exceeding 24 hours following the date of purchase or 48 following the date of delivery. Eybna may consider, under its sole discretion to accept such request.
Prices listed on the Site are subject to change in Eybna’s sole discretion at any time.
Eybna may, in its sole discretion, make promotional offers with differing features and/or charges to any User. You may receive promotions or referral codes that you can apply toward payment of certain charges. Promotions or referral codes are only valid for use on the applicable Site, and are not transferable or redeemable for cash except as may be required by applicable law. Additional restrictions on promotions or referral codes may apply as communicated to you in a relevant promotion.
All Product Prices are exclusive of all Taxes future. You are responsible for all applicable Taxes that arise from or as a result of your purchase of Products and services herein. These Taxes are based on the rates applicable to the billing address you provide to us. Such amounts are in addition to the Products Prices and will be billed to your payment method. If you are exempt from payment of such Taxes, you must provide us with evidence of your exemption, which in some jurisdictions includes an original certificate that satisfies applicable legal requirements attesting to tax-exempt status. Tax exemption will only apply from and after the date we receive evidence satisfactory to Eybna of your exemption. If you are not charged Taxes by Eybna, you are responsible for determining if Taxes are payable, and if so, self-remitting Taxes to the appropriate tax authorities in your jurisdiction.
You may be subject to import duties and taxes, which are levied once the package reaches the specified destination. Any additional charges for customs clearance must be borne by you; we have no control over these charges. Customs policies vary widely from country to country, so you should contact your local customs office for further information. Additionally, please note that when ordering from the Site, you are considered the importer of record and must comply with all laws and regulations of the country in which you are receiving the products. Your privacy is important to us and we would like our international customers to be aware that cross-border deliveries are subject to opening and inspection by customs authorities.
- SHIPPING AND EXPORT
You expressly acknowledge that sales or use of Products available via the Site be regulated under applicable state, local, or international laws. Eybna’s shipping services may not be available in all countries, states or territories worldwide. You acknowledge that your use of Eybna’s Products or shipping services subject to such laws, and that it is your responsibility to review the laws of your country, state or territory and to know whether you are legally able to purchase, receive, possess, or use Products available via the Site. You acknowledge and agree that Eybna shall not be liable for any loss or damage arising from your failure to comply with such applicable laws.
You agree to comply fully with all U.S., Israel and foreign export laws and regulations to ensure that neither the Products, not the Site, nor the Services nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. By using the Site, you represent and warrant that: (a) you are not located in a country that is subject to a U.S. or Israel embargo, or that has been designated by the U.S. or Israel Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. or Israel list of prohibited or restricted parties.
Products available on the Site are shipped to an address designated by the User, provided that such address is within the Eybna’s shipping service Areas, which are determined solely by Eybna. Product orders can take multiple business days to be processed and shipped. Products are shipped utilizing a third-party logistics provider who sends Products and accessories via air or ground shipping. All transactions are made pursuant to a shipping contract, and, as a result, risk of loss and title for Products purchased on the Site passes to you upon shipment (provided payment therefor has been made in full). Estimated delivery times are determined based on the method of shipping chosen when Products are purchased and the destination of the Products.
THE PPODUCTS ARE CONSUABLES AND NOT SUBJECT TO ANY WARRANTY. THE SITE, AND SERVICES AND PRODUCTS ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND WE (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SITE, SERVICES AND PRODUCTS WILL (I) MEET YOUR REQUIREMENTS, (II) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (III) WILL BE ACCURATE, RELIABLE, FREE OF DEFECTS, VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE MAKE NO REPRESENTATION OR WARRANTY THAT ANY USE OF THE SITE SERVICES TO DEPICT OR DESCRIBE TREPENE, CANNABIS OR RELATED PRODUCTS OR SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION. IT IS YOUR SOLE RESPONSIBILITY TO DETERMINE AND COMPLY WITH ALL APPLICABLE LEGAL OR REGULATORY REQUIREMENTS AND RESTRICTIONS. YOUR USE OF THE SITE, SERVICES AND PRODUCTS IS ENTIRELY AT YOUR OWN RISK. SPECIFICALLY WITH RESPECT TO PRODUCTS, THE DISCLAIMER OF WARRANTIES HEREIN MAY NOT BE VALID OR ENFORCABLE IN CERTAIN JURISDCITIONS AND IN SUCH CASES, THE WARRANTY PROVIDED WITH RESPECT TO THE PRODUCTS (ONLY) SHALL BE TO THE MINIMUM EXTENT PERMITTED BY THE APPLICABLE LAW.
- LIMITATION OF LIABILITY
IN NO EVENT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL WE, OUR AFFILIATES AND SUBSIDIARIES OR ANY OF OUR AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR CONTENT OR SERVICE PROVIDERS (COLLECTIVELY, THE “PROTECTED ENTITIES”) BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE SITE, SERVICES, PRODUCTS, EYBNA CONTENT OR USER GENERATED CONTENT, LOST DATA, LOST BUSINESS OR LOST SALES, EVEN IF SUCH PROTECTED ENTITY HAS BEEN SPECIFICALLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, IN NO EVENT SHALL PROTECTED ENTITIES’ AGGREGATE LIABILITY SHALL EXCEED US$100. WE WILL FURTHER NOT BE LIABLE OR RESPONSIBLE FOR ANY FAILURE TO PERFORM, OR DELAY IN PERFORMANCE OF, ANY OF OUR OBLIGATIONS UNDER THESE TERMS THAT IS CAUSED BY EVENTS OUTSIDE OUR REASONABLE CONTROL OR ANY OTHER ‘FORCE MAJEURE’ CIRCUMSTANTIATES UNDER APPLICABLE LAW. THE LIMITATIONS OF LIABILITY HEREIN MAY NOT BE VALID OR ENFORCABLE IN CERTAIN JURISDCITIONS AND IN SUCH CASES, THE PROTECTED ENTITIES’ LIABILITY SHALL EXTENDED TO THE MINIMUM EXTENT PERMITTED BY THE APPLICABLE LAW.
You agree to indemnify and hold Protected Entities harmless from any and all losses, damages, liabilities, claims, actions, judgments, awards, penalties, fines, costs and/or expenses (including reasonably attorneys’ fees) arising from or relating to any claim or demand made by any third party due to or arising out of (i) your use or misuse of the Site, Services or Products, (ii) your User Generated Content, or (iii) your violation of these Terms, applicable laws or regulations or any third party rights. Protected Entities reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Protected Entities herein and you agree to cooperate with the defense of these claims. You agree not to settle any matter without the prior written consent of Protected Entities. Protected Entities will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
- INFORMATION, QUESTIONS OR NOTIFICATION OF ERRORS