Subject to the terms and conditions of this Agreement, Babylon Ltd. ("Babylon")
hereby grants you a non-exclusive, time limited, revocable license to use Babylon's
client software in connection with viewing Babylon's proprietary "Babylon Glossaries"
system (the "Client"), free of charge and on an "AS IS" basis, solely for your private,
personal use. You agree not to reverse engineer, decompile, disassemble, alter,
duplicate, distribute for profit, or make copies of the Client.
By accepting the terms of this license agreement ("Agreement"), you agree that
Babylon is permitted to limit, deny, create different priorities to different users, or cancel
some or all of the functionality of the Client at any time without prior notice. While
Babylon intends to distribute a commercial release of the Client, Babylon reserves the
right not to do so; or, if so released, to alter prices, features, licensing terms, or other
characteristics of such commercial release.
This Client license does not entitle you to any hard-copy documentation, support or
telephone assistance but includes your right to limited viewing access to the Babylon
Glossaries system (the "BG System"). You understand that the BG System may also
be accessible through other applications and may be published on Babylon's website
at http://www.Babylon.com (the "Babylon Website"). Babylon makes no warranty or
guarantee as to the availability or reliability of the Client to you or any other user. This
access granted to you or any other user can be terminated, limited or denied at any time,
temporarily or permanently, with no advance notice. Babylon also reserves the right to
change, reduce or limit the functionality and features of the Client at any time, temporarily or permanently without any prior notice, for any or no reason as determined by Babylon,
in its sole discretion. Babylon may elect to grant different grades of service at any time
or introduce new features in this version of the Client or in future versions that may cause
functionality change, limitation or termination of the functionality of features in earlier
versions still in use, including, but not limiteed to, functionality changes in privacy features,
at any time without prior notice at Babylon's sole discretion. Babylon may elect, in its sole
discretion, to condition the continuation of access to viewing the BG System, on your
accepting Client improvements, corrections, adaptations, or changes to the BG System.
You agree to the effect that the above changes in the Client or the BG System may have
on your ability to use the Client or the BG System, in whole or in part.
In addition, Babylon may elect, in its sole discretion, to condition the continuation
of access to the BG System on your accepting Client improvements, corrections,
adaptations, conversions to more recent Client versions or any other changes to
the Client, or to revised or new terms of use or service, including the terms of this
Agreement, that are made available on or through the Babylon Website, at http://www.Babylon.com/legal/.
This Agreement includes and incorporates Babylon's Privacy Statement, which appears
at the end of this Agreement, as Exhibit A, as well as at http://www.Babylon.com/aboutus/privacy
You will not use or rely on the Client, the Babylon Website, the BG System or any other
program, information or service whatsoever related thereto for "mission critical" or
"content sensitive" applications and use. For purposes of this Agreement "mission
critical" applications and use shall mean applications and use that may result in damage;
"content sensitive" applications and use shall mean any information or data you do not
wish to be freely accessible and generally available to Internet users.
By using the Client and the BG System, you agree to comply with any applicable legal
obligations, including but not limited to, obligations imposed by copyright, secrecy,
defamation, decency, privacy and export laws. Babylon is not responsible and/or liable
for any information, including without limitation, the databases and user-posted website
material, submitted to the Babylon Website. Babylon may erase, remove, delete, delay,
jam or alter such information without prior notice, for functional or any other reason.
Babylon does not want to receive any confidential, secret or proprietary information and
material from you through the Babylon Website, mail and e-mail addresses, or in any other
way. ANY INFORMATION OR MATERIAL SUBMITTED OR SENT
TO BABYLON OR THE BABYLON WEBSITE WILL BE DEEMED
NOT TO BE CONFIDENTIAL OR SECRET. By submitting or sending
documentation, information or other material to Babylon, you: (i) warrant that you have
no rights of any kind to the materials or the content thereof; that to the best of your
knowledge, no other party has any rights to the materials or their content; (ii) grant
Babylon an unrestricted, irrevocable license to use, reproduce, display, perform, modify,
transmit and distribute such documentation, information or other materials; and
(iii) further agree that Babylon is free to use any ideas, know-how, concepts or
techniques you send to Babylon for any purpose.
YOU EXPRESSLY AGREE THAT USE OF THE CLIENT AND THE BG
SYSTEM IS AT YOUR SOLE RISK. THE CLIENT AND THE BG SYSTEM
IS PROVIDED ON AN "AS IS, AS AVAILABLE" BASIS. BABYLON MAKES
NO WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, WITHOUT
LIMITATION, THOSE OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE, WITH RESPECT TO THE CLIENT AND THE BG
SYSTEM, INCLUDING BUT NOT LIMITED TO THE BABYLON SERVERS,
ANY BABYLON SERVICE, OR ANY INFORMATION POSTED BY USERS
ON THE BABYLON WEBSITE. BABYLON DOES NOT WARRANT,
GUARANTEE OR MAKE ANY REPRESENTATION REGARDING THE
USE OR THE RESULTS OF THE USE OF THE CLIENT, THE BG SYSTEM
OR THE SERVICE IN TERMS OF THE ACCURACY, RELIABILITY, QUALITY,
VALIDITY, STABILITY, COMPLETENESS, CURRENTNESS, OR OTHERWISE
OF THEIR CONTENTS OR PRODUCTS. THE ENTIRE RISK AS TO THE
RESULTS AND PERFORMANCE OF THE BG SYSTEM, CLIENT AND
SERVERS IS ASSUMED BY THE USER.
Babylon does not warrant or guarantee that the functions or services performed by the
Client will be uninterrupted or error-free or that defects in the Client or the BG System
will be corrected. You hereby acknowledge that you are aware that by downloading the
Client from the Babylon Website (or from any other website), you might be exposed to
infection by viruses, worms, Trojan horses or anything else manifesting contaminating
or destructive properties. It is your sole responsibility to isolate the Client and
information, execute anti-contamination software and otherwise take steps to ensure
that the Client or information, if contaminated or infected, will not damage your
information or system. You acknowledge that you are aware of security and privacy
limitations arising from usage of the Internet, including, but not restricted to, the
limitation of authentication measures. The entire risk as to the quality and performance
of the BG System and the accuracy, adequacy, completeness, correctness, validity
and quality thereof or of any other information is with you.
For convenience purposes, the Client may be provided to you on a free CD-ROM, or
bundled with other products or services. You acknowledge that no payment was made
by you for the CD-ROM, and if payments were made, they are made for third party
products and services and not for the CD-ROM, the Client, or the BG System.
IN NO EVENT WILL BABYLON BE LIABLE TO YOU OR ANY OTHER
PARTY (i) FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE,
INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT
NOT LIMITED TO, DAMAGES FOR LOSS OF BUSINESS PROFITS,
BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION,
AND THE LIKE), OR ANY OTHER DAMAGES ARISING IN ANY WAY
OUT OF THE AVAILABILITY, USE, RELIANCE ON, OR INABILITY TO
USE THE CLIENT, THE BABYLON SERVICES, THE BG SYSTEM, OR
ANY OTHER INFORMATION PROVIDED BY BABYLON OR ITS USERS,
EVEN IF BABYLON SHALL HAVE BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES, AND REGARDLESS OF THE FORM OF ACTION,
WHETHER IN CONTRACT, TORT, OR OTHERWISE; OR (ii) FOR ANY
CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER
INACCURACIES IN, OR DESTRUCTIVE PROPERTIES OF ANY
INFORMATION.
IN NO EVENT WILL BABYLON'S LIABILITY WITH RESPECT TO THIS
AGREEMENT EXCEED THE AMOUNT YOU PAID (IF YOU PAID) TO
BABYLON FOR THE CLIENT.
Please note that by using the Client, you acknowledge that you are also bound by and
subject to the provisions of the Babylon Terms of Use, which is available on or through http://www.babylon.com/legal/. In case of contradiction between any provision of this
Agreement and any provision of Babylon's Terms of Use, the provisions of this Agreement
shall prevail, unless: the provisions of the Babylon Terms of Use reflect a narrower
responsibility on behalf of Babylon; or (ii) the Babylon Terms of Use are marked with a
more recent date than that on the Agreement that accompanies your version of the
Client, in either which case the appropriate provision in the Babylon Terms of Use shall
prevail.
You agree that this agreement is not intended to confer, and does not confer, any rights
or remedies upon any person other than the parties to this agreement. You also
understand and agree that the Babylon Terms of Use, including Babylon's enforcement
of those policies, are not intended to confer, and do not confer, any rights or remedies
upon any person other than Babylon.
If any part of this agreement is held invalid or unenforceable, that portion shall be
construed in a manner consistent with applicable law to reflect, as nearly as possible,
the original intentions of the parties, and the remaining portions shall remain in full force
and effect.
Babylon may transfer, assign sublicense or pledge in any manner whatsoever, any of its
rights and obligations under this Agreement to a subsidiary, affiliate, successor thereof,
or to any third party whatsoever, without notifying you or receiving your consent. You
shall not transfer, assign, sublicense or pledge in any manner whatsoever, any of your
rights or obligations under this agreement.
Babylon may change, from time to time, the Babylon Terms of Use with or without a
release of a new version of the Babylon Client. You agree that your continuing to use
the Client and/or the BG System, for a period of thirty (30) days or more after such
notice has been provided on the BG System or Babylon Website for the first time, shall
constitute your consent to the new or revised set of the Babylon Terms of Use.
The laws of the State of Israel, excluding its conflicts of law rules, shall govern this
Agreement. Please note that your use of the Client as well as the BG System may be
subject to other local, state, national, and international laws. You expressly agree that
exclusive jurisdiction for any claim or dispute with Babylon or relating in any way to
your use of the Client and/or the BG System resides in the courts of Tel Aviv, Israel
and you further agree and expressly consent to the exercise of personal jurisdiction
in the applicable courts of Tel Aviv, Israel in connection with any such dispute,
including but not limited to any claim involving Babylon or its affiliates, subsidiaries,
employees, contractors, officers, directors, telecommunication providers, users and
content providers. The above assurance and commitment shall survive termination
of this agreement.
Copyright ⌐1997-2000 Babylon Ltd. All Rights Reserved
EXHIBIT A
=========
Privacy Statement of Babylon.com
================================
Babylon Ltd. is committed to preserving the privacy of our users. This Privacy
Statement explains which information we collect and how we use it.
The Babylon.com website ("Babylon Website") entitles our users to use Babylon
software, both on line and after downloading it, as well as to participate in our message
board service. To improve our site, we use cookies to save our users' usernames and
passwords so our users don't have to re-enter them each time they visit the Babylon
forums. We also offer our users the option of receiving Help Desk support and our
newsletter. As part of the registration process after downloading Babylon software or
when participating in our message board service, Babylon requests the following
information: the user's age, gender, country, zip code, e-mail address and general interests.
The purpose of gathering this information is to help Babylon provide better service to
our users and aggregate information to third parties interested in usage patterns of
different demographic groups. Babylon may share information about users with
advertisers, business partners, sponsors and other third parties; however, we do so
only in the aggregate. All users should exercise caution when deciding to disclose
any personal information on message boards, which are freely available to the public.
Babylon uses this information to contact our users with information related to Babylon
software and services, to personalize the services, to help us understand the use of the
services, and to describe the Babylon customer base generally to prospective users,
the media and advertisers. When our customers use Babylon software and services,
we collect and categorize aggregated data, which remains anonymous.
Our users can at any time add, remove or revise e-mail addresses and any other
information previously provided to Babylon, as well as opt-out of receiving our
newsletter by sending email to "unsubscribe-newsletter@babylon.com", by
visiting Babylon.com and modifying the user's profile, or revising the registration
form provided with the downloaded software.
The Babylon Website contains links to other sites from which the software can
be downloaded. Babylon does not share any information provided by our users
with these sites. However, Babylon.com is not responsible for the privacy practices
or the content of such Websites.
We also ask users, at their option, to fill out an online survey to assist us in
evaluating the demand for new versions of Babylon software. This survey asks
visitors for contact information (i.e., name and email address), to facilitate notifying
interested customers of new products and services offered by Babylon.
We also have security measures (such as firewall protection on our servers and
PC's) in place to protect the loss, misuse and alteration of the information under
our control.
Users should also be aware of the following:
(i) The details users elect to post during the registration procedure or thereafter
become the property of Babylon upon receipt by Babylon;
(ii) Settings, technical and other information from your computer, such as your
operating system, Babylon version, browser version, connectivity, various
communication parameters and other information related to the operation and
interaction of Babylon software ("Parameters") may be collected by Babylon,
subject to the provisions set forth herein. Parameters are collected in order to
provide you with Babylon software and services provided through the Babylon
Website, subject to the provisions hereof;
(iii) Babylon gathers information and usage patterns relating to our users' use
of the Babylon software ("Usage Patterns") to better understand how such users,
as a group, use the software and the various features thereof, as well as to help
Babylon tailor offerings to our users as individuals, and to conduct market research;
and
(iv) Various data, including but not limited to, the Parameters and the Usage Patterns
may be used in the aggregate for commercial purposes, including without limitation,
for advertising, targeted advertising, marketing, co-registration to other services,
promotional or any other activity, all subject to the provisions herein.
Questions about this privacy statement should be directed to privacy@Babylon.com
for clarification.
APPENDIX - Cydoor Technologies Ltd.
===================================
Since you're about to intall a Cydoor enabled application,
you must read and accept the following -
Cydoor Technologies Ltd. Software End User License Agreement
By clicking on the "Yes" button, you are consenting to be
bound by and are becoming a party to this agreement. If you
do not agree to all of the terms of this agreement, click
the "No" button.
1. Definitions:
(a) "Cydoor Software" means the software program covered by
this Agreement, and all related updates supplied by
Cydoor Technologies.
(b) "Cydoor Product" means the Cydoor Software and any
related documentation, models and multimedia content
(such as animation, sound and graphics), and all related
updates supplied by Cydoor Technologies Ltd (follows:
"Cydoor").
Upon acceptance of this agreement, Cydoor Technologies grants
to you a non-exclusive license to use the Software, provided
that you agree to the following:
2. License Grant:
You may install the Software on a hard disk or other storage
device; install and use the Software on a file server for use
on a network for the purposes of (i) permanent installation
onto hard disks or other storage devices or (ii) use of the
Software over such network; and make backup copies of the
Software.
You may make and distribute unlimited copies of the Software,
excluding copies for commercial distribution, as long as each
copy that you make and/or distribute is subject to this
Agreement, and the same copyright and other proprietary
notices pertaining to this Software that appear in the
Software. If you download the Software from the Internet or
similar on-line source, you must include the Cydoor
copyright notice for the Software with any on-line
distribution and on any media you distribute that includes
the Software.
This License does not entitle you hard-copy documentation,
support or telephone assistance. Cydoor reserves the right
at any time not to release a commercial release of the
Software or, if released, to alter prices, features,
licensing terms, or other characteristics of the commercial
release.
3. Restrictions:
You may not permit other individuals to use the Software
except under the terms listed above. You may not copy the
Software other than as specified above. You agree not to
