Terms and conditions

PLEASE READ THE FOLLOWING CAREFULLY BEFORE INSTALLING AND/OR USING THE APP.

By clicking the “accept” or “ok” button, or installing and/or using the BioData mobile software application (the “App”), that may be used in connection the Labguru service (including with its respective terms) (the “Labguru”), you hereby expressly acknowledge and agree that you are entering into a legal agreement with BioData Inc. (“BioData”, “we”, “us” or “our”), and have understood and agree to comply with, and be legally bound by, the terms and conditions of this End User License Agreement (“Agreement”). You hereby waive any applicable rights to require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent not prohibited under applicable law. If you do not agree to be bound by this Agreement please do not download, install or use the App or the Labguru.

Ability to Accept. By installing the App you affirm that you are over thirteen (13) years of age. If you are between the age of thirteen (13) and eighteen (18) years then, prior to installing the App, you must first review this Agreement with your parent or guardian to make sure that you and your parent or guardian understand its terms and conditions and agree to them.
License. Subject to the terms and conditions of this Agreement, we hereby grant you a personal, revocable, non-exclusive, non-sublicensable, non-assignable, non-transferable license (“License”) to (i) download, install and use the App in connection with the Labguru on a mobile telephone, tablet or device (each a “Device”) that you own or control; and (ii) access and use the App on that Device in accordance with this Agreement and any applicable Usage Rules (defined below). For clarity and in addition to the terms of this Agreement, you hereby agree acknowledges and agrees that: (I) the service provided through the App is offered to you for internal and fair use and not for commercial and/or distribution purposes; (II) the use of the App is subject to the terms of this Agreement; (III) we may stop providing the service and your access to the App, at any time; (IV) we may add the App name, link to our website or any other identifiable mark and/or information to any output (scanned data message or signature) created by using the App and the services (for example: “created using Labhandy www.labhandy.com”); (V) we may send you messages regarding the service provided through the App, BioData’s other services and/or other offers.
License Restrictions. You agree not to, and shall not permit any third party to: (i) sublicense, redistribute, sell, lease, lend or rent the App and/or the Labguru; (ii) make the App available over a network where it could be used by multiple devices owned or operated by different people at the same time; (iii) disassemble, reverse engineer, decompile, decrypt, or attempt to derive the source code of, the App; (iv) copy (except for back-up purposes), modify, improve, or create derivative works of the App or any part thereof; (v) circumvent, disable or otherwise interfere with security-related features of the App or features that prevent or restrict use or copying of any content or that enforce limitations on use of the App; (vi) remove, alter or obscure any proprietary notice or identification, including copyright, trademark, patent or other notices, contained in or displayed on or via the App or the Labguru; (vii) use any communications systems provided by the App to send unauthorized and/or unsolicited commercial communications; (viii) use the BioData name, logo or trademarks without our prior written consent; and/or (xi) use the App to violate any applicable laws, rules or regulations, or for any unlawful, harmful, irresponsible, or inappropriate purpose, or in any manner that breaches this Agreement.
Account. In order to use some of the App features you may have to create or use an account (an “Account”). If you create an Account, you must provide accurate and complete information for yourself. You are solely responsible for the activity that occurs in your Account, and you must keep your Account password secure. You must notify us immediately of any unauthorized use of your Account.
Usage Rules. If you are downloading the App from a third-party mobile device platform or service provider (“Distributor”), please be aware that the Distributor may have established usage rules which also govern your use of the App (“Usage Rules”). We specifically refer to the Usage Rules of certain Distributors below in the section entitled 'Distributor Requirements and Usage Rules', but other Usage Rules may be applicable depending on where the App has been downloaded from. You acknowledge that, prior to downloading the App from a Distributor, you have had the opportunity to review and understand, and will comply with, its Usage Rules. The Usage Rules that are applicable to your use of the App are incorporated into this Agreement by this reference. You represent that you are not prohibited by any applicable Usage Rules and/or applicable law from using the App; if you are unable to make such a representation you are prohibited from installing and/or using the App.
Location Data. Certain features or functionality (“Features”) of the App may collect or be dependent on data related to your geographic location (“Location Data”). If you wish to use these Features, you hereby agree to provide or to make your Location Data accessible to us. To the extent that we do collect Location Data, we shall use it in accordance with our Privacy Policy (defined below). If you do not provide or make such Location Data accessible then the Features may be limited or not operate.
Use of the App in a Vehicle. If you are using the App in a vehicle, you agree: (i) to comply with all applicable traffic laws; and (ii) if you are the driver, not to use the App unless your vehicle is stationary and legally parked.
Messages. The App may permit you to send messages, such as the data scanned and analyzed by using the App, to third parties (“Messages”) via your Device capabilities or through your Account. You are solely responsible for your Messages and the consequences of sending them, and you agree to hold us harmless, and expressly release us, from any and all liability arising from your Messages. You grant us a worldwide license to use, store, and reproduce your Messages for the limited purpose of facilitating sending them to your designated recipients (and we may also use the tools, software or services of third-party service providers to facilitate the sending of Messages to your designated recipients). You represent and warrant that you own or have the necessary rights and permissions to use all of the intellectual property rights in and to your Messages and to grant the foregoing license to us. You retain all of your ownership rights in your Messages.
Intellectual Property Rights.
1. Ownership. The App is licensed and not sold to you under this Agreement and you acknowledge that BioData and its licensors retain all title, ownership rights and intellectual property rights in and to the App (and its related software, including the Labguru) and any feedback that will be provided by you. We reserve all rights not expressly granted herein to the App.
2. Content. The content on the App and the Labguru, including without limitation, the text, information, documents, descriptions, products, software, graphics, photos, sounds, videos, interactive features, and services (the “Materials”), and the trademarks, service marks and logos contained therein (“Marks”, and together with the Materials, the “Content”), is the property of BioData and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. “BioData” and the BioData logo, “Labguru” and the Labguru logo and marks, “Labhandy” and the Labhandy logo and marks are Marks of BioData and its affiliates. All other Marks used on the App are the trademarks, service marks, or logos of their respective owners.
3. Use of Content. The Content on the App is provided to you “as is” for your personal use only and may not be used, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent. If you download or print a copy of the content you must retain all copyright and other proprietary notices contained therein.
Payments.
1. The License to use the App is granted hereunder for free, however, we may in the future charge a fee for certain features and/or uses. You will not be charged for any such uses of the App unless you first agree to such charges, but please be aware that any failure to pay applicable charges may result in you not having access to some or all of the App.
2. Please be aware that your use of the App may require and utilize internet connection or data access. To the extent that third-party service provider or carrier charges for your internet or data usage are applicable, you agree to be solely responsible for those charges.
Information Description. We attempt to be as accurate as possible. However, we cannot and do not warrant that the content available on the App is accurate, complete, reliable, current, or error-free. We reserve the right to make changes in or to the Content, or any part thereof without the requirement of giving you any notice prior to or after making such changes to the Content.
Privacy. We will use any personal information that we may collect or obtain in connection with the App in accordance with our privacy policy which is available at https://www.labguru.com/privacy/ (“Privacy Policy”), and you agree that we may do so. Please also be aware that certain personal information and other information provided by you in connection with your use of the App may be stored on your Device (even if we do not collect that information). You are solely responsible for maintaining the security of your Device from unauthorized access.
Third-Party Sources and Content.
1. The App may enable you, while using some of the App’s features, to view, access, link to, and use content from Third Party Sources (defined below) that are not owned or controlled by us (“Third Party Content”). The App may also enable you to communicate and interact with Third-Party Sources. “Third Party Source(s)” means third-party websites and services.
2. We are not affiliated with and have no control over any Third Party Sources. We do not assume any responsibility for the content, terms of use, privacy policies, actions or practices of, any Third Party Sources. Please read the terms of use and privacy policy of any Third Party Source that you interact with before you engage in any such activity.
3. We are not responsible for, and we expressly disclaim all warranties regarding, the accuracy, appropriateness, usefulness, safety, or intellectual property rights of, or relating to, any Third Party Content.
4. We do not endorse any advertising, promotions, campaigns, products, services or other materials that is included in any Third Party Content or that is communicated to you from a Third Party Source.
5. By using the App you may be exposed to Third Party Content that is inaccurate, offensive, indecent, or objectionable. You always have the choice of deciding whether or not to interact with a Third Party Source or to view and use Third Party Content. Your interaction with a Third Party Source and your use of, and reliance upon, any Third Party Content is at your sole discretion and risk.
6. You are solely responsible and liable for your interaction with a Third Party Source. You agree to waive, and hereby do waive, any legal or equitable rights or remedies you may have against BioData, and release BioData from any and all liability, arising from your use of and interaction on any Third Party Content and from your interaction with any Third Party Source. If you have any query or complaint regarding a Third Party Source or any Third Party Content, you agree to contact the Third Party Source directly.
Warranty Disclaimers.
1. You hereby acknowledge that the App and the services provided therein are not specifically designed or intended for use in environments in which the failure of the App could lead directly to death, personal injury, or severe physical or property damage (collectively, “High-Risk Activities”). Without limiting the generality of Sections ‎15.3 and 15.4 below, BioData expressly disclaims any express or implied warranty of fitness for High-Risk Activities.
2. Portions of the App may include third-party open-source software that is subject to third-party terms and conditions (“Third Party Terms”). A list of any third-party open-source software and related Third Party Terms is available at www.labhandy.com/third-party-terms-and-conditions. If there is a conflict between any Third Party Terms and the terms of this Agreement, then the Third Party Terms shall prevail but solely in connection with the related third-party open-source software. Notwithstanding anything in this Agreement to the contrary, BioData makes no warranty or indemnity hereunder with respect to any third-party open-source software.
3. THE APP AND LABGURU ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND INCLUDING, WITHOUT LIMITATION, REPRESENTATIONS, WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE.
4. WE DO NOT WARRANT THAT THE APP AND/OR LABGURU WILL OPERATE ERROR-FREE, THAT THE APP AND/OR LABGURU IS FREE OF VIRUSES OR OTHER HARMFUL CODE or that WE will correct any errors in the APP AND/OR LABGURU. YOU AGREE THAT WE WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM TECHNICAL PROBLEMS INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE INTERNET (SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION, OR OVERLOAD OF OUR OR OTHER SERVERS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.
5. Applicable law may not allow the exclusion of certain warranties, so to that extent, such exclusions may not apply.
Limitation of Liability.
1. UNDER NO CIRCUMSTANCES SHALL BIODATA BE LIABLE FOR ANY SPECIAL, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF DATA, REVENUE, BUSINESS OR REPUTATION, THAT ARISES UNDER OR IN CONNECTION WITH THIS AGREEMENT, OR THAT RESULTS FROM THE USE OF, OR THE INABILITY TO USE, THE APP AND/OR LABGURU EVEN IF BIODATA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
2. IN ANY EVENT, BIODATA'S TOTAL AGGREGATE LIABILITY FOR ALL DAMAGES AND LOSSES THAT ARISE UNDER OR IN CONNECTION WITH THIS AGREEMENT, OR THAT RESULT FROM YOUR USE OF OR INABILITY TO USE THE APP AND/OR LABGURU, SHALL NOT IN ANY CIRCUMSTANCE EXCEED THE TOTAL AMOUNTS, IF ANY, ACTUALLY PAID BY YOU TO BIODATA FOR USING THE APP WITHIN THE THREE (3) MONTHS PRECEDING THE DATE OF BRINGING A CLAIM, OR THE PRICE YOU PAID FOR THE LABGURU, WHICHEVER IS HIGHER.
Indemnity. You agree to defend, indemnify and hold harmless BioData and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney's fees) arising from: (i) your use of, or inability to use, the App and/or the Labguru; (ii) your violation of this Agreement; and (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right. Without derogating from or excusing your obligations under this section, we reserve the right (at your own expense), but are not under any obligation, to assume the exclusive defense and control of any matter which is subject to indemnification by you if you choose not to defend or settle it. You agree not to settle any matter subject to indemnification by you without first obtaining our express approval.
Export Laws. You agree to comply fully with all applicable export laws and regulations to ensure that neither the App nor any technical data related thereto is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by such laws and regulations.
Updates and Upgrades. We may from time to time provide updates or upgrades to the App and/or to the Labguru (each a “Revision”), but are not under any obligation to do so. Such Revisions will be supplied according to our then-current policies, which may include automatic updating or upgrading without any additional notice to you. You consent to any such automatic updating or upgrading of the App. All references herein to the App and/or to the Labguru shall include Revisions. This Agreement shall govern any Revisions that replace or supplement the original App and/or the Labguru unless the Revision is accompanied by a separate license agreement that will govern the Revision.
Term and Termination.
1. This Agreement is effective until terminated by us or you. We reserve the right, at any time, to (i) discontinue or modify any aspect of the App and/or the Labguru; and/or (ii) terminate this Agreement and your use of the App with or without cause, and shall not be liable to you or any third party for any of the foregoing. If you object to any term or condition of this Agreement or any subsequent modifications thereto, or become dissatisfied with the App and/or the Labguru in any way, your only recourse is to immediately discontinue the use of the App and/or the Labguru.
2. Upon termination of this Agreement, you shall cease all use of the App. This Section ‎19.2 and Sections ‎‎9 (Intellectual Property Rights), ‎12 (Privacy), ‎13 (Third Party Sources and Content), ‎14 (Warranty Disclaimers), ‎15 (Limitation of Liability), ‎16 (Indemnity), and ‎20 (Assignment) through ‎23 (General) shall survive termination of this Agreement.
Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by BioData without restriction or notification.
Modification. We reserve the right to modify this Agreement at any time by sending you an in-App notification and/or publishing the revised Agreement on the App. Such change will be effective ten (10) days following the foregoing notification thereof, and your continued use of the App thereafter means that you accept those changes.
Governing Law and Disputes. This Agreement shall be governed by and construed in accordance with the laws of Tel Aviv without regard to its conflict of laws rules. You agree to submit to the personal and exclusive jurisdiction of the courts located in Tel - Aviv, Israel, and waive any jurisdictional, venue, or inconvenient forum objections to such courts. Notwithstanding the foregoing, we may seek injunctive relief in any court of competent jurisdiction.
General. This Agreement, and any other legal notices published by us in connection with the App, shall constitute the entire agreement between you and BioData concerning the App. In the event of a conflict between this Agreement and any such legal notices, the terms of the applicable notice shall prevail with respect to the subject matter of such notice. No amendment to this Agreement will be binding unless in writing and signed by BioData. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and a party's failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. YOU AGREE THAT ANY CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE APP AND/OR THE LABGURU MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Distributor Requirements and Usage Rules.
1. Apple. If you download the App from the Apple, Inc. (“Apple”) App Store (or in any event if you download an Apple iOS App) then, without derogating from the warranty disclaimers and limitation of liability as set forth in the Agreement:

You acknowledge and agree that:
1. this Agreement is concluded between BioData and you only, and not with Apple, and BioData and its licensors, and not Apple, are solely responsible for the App and the content thereof.
2. your use of the App is also subject to the Usage Rules established by Apple, including those set forth in the Apple App Store Terms of Service, effective as of the date that you enter into this Agreement.
3. the License granted herein is limited to a non-transferable right to use the App on an Apple iPhone, iPod Touch, iPad, or other Apple-branded product that you own or control and that runs the iOS;
4. BioData is solely responsible for providing any maintenance and support services with respect to the App, as specified in this Agreement, or as required under applicable law. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App;
5. BioData is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will, to the extent applicable, refund any purchase price paid (if any) by you for the App to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be BioData' sole responsibility;
6. BioData, and not Apple, is responsible for addressing any product claims you, or any third party, may have relating to the App or your possession and/or use of the App, including, but not limited to: (a) product liability claims; (b) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation, including in connection with the App’s use of HealthKit and HomeKit frameworks;
7. in the event of any third party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, Apple shall not be responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim;
8. Apple, and its subsidiaries, are third party beneficiaries of this Agreement, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary thereof.
You represent and warrant that: (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
If you have any questions, complaints, or claims regarding the App, please contact BioData at: Email: labhandy@labguru.com.

Address: BioData Ltd., 12 Ha’Zaiit St, Building C, Lev Ha’Aretz Ind. Park, Rosh Ha’Ayin PO Box 8011, Israel.

By entering into this Agreement you, to the extent legally permitted, hereby waive any applicable law requiring that this Agreement be localized to meet your language and other local requirements. To the extent that the foregoing is not permitted, you agree to be bound by the standard Apple Licensed Application End User License Agreement which is part of the Apple App Store Terms of Service, at www.apple.com/legal/itunes/us/terms.html#SERVICE (as amended from time to time).

Last updated: February 2021