Terms of use

These Pre-order Terms and Conditions govern the placing of pre-orders ("Pre-Order") with Baseline Vision Ltd. for our Baseline camera and its accessories  ("Products"). Please read these Terms carefully before submitting your Pre-Order(s). By submitting your Pre-Order, you agree to be legally bound by these terms.

a.

Payment. You will be charged a partial payment (“Partial Payment”) at the time of placing the Pre-Order. Baseline Vision Ltd. reserves itself the right to update the required Partial Payment amount as it sees fit, but not retroactivelym, in which case, the updated Partial Payment amount will be displayed on the website.

b.

Cancellation. Your placing of a Pre-Order constitutes your express agreement to purchase the Product when available. However, you or Baseline Vision Ltd. may cancel this reservation by terminating the Pre-Order at any time for any or no reason prior to our notice to you that your Product is being prepared for shipment. In case of Cancellation, a full refund of the Partial Payment amount will be issued to you within 14 business days of the notice of Cancellation.

c.

Delivery. Once available, Baseline Vision Ltd. will be in contact with you through your provided information in order to complete the purchase (the “Notice”). Baseline Vision Ltd. will proceed to the shipping of the Product once payment has been completed. Shipping costs will be calculated at final checkout according to the shipment size and destiation. If no response or payment is received from you within fourteen (14) days of the Notice, Baseline Vision Ltd. will automatically cancel your Pre-Order and proceed with a refund as described in section b) above. Once received, your Product will be subject to our
Refund and Warranty policy.

d.

Delivery Schedule. Baseline Vision Ltd. will communicate an estimated time of delivery (ETD) through its website and ongoing communications. Although we will make efforts to begin delivering Products on time, you understand and agree that there may be delays. An ETD is an estimate only, and is subject to change. Baseline Vision Ltd. does not represent or warrant that it will be able to ship the Product by the ETD. As a result, in the event that a delay arises and the estimated shipment of the Product is not met, Baseline Vision Ltd. will not be responsible for any damages that may occur to you due to this delay, nor shall it be obligated, except as set forth in these Terms, to provide any discounts, refunds or credits due to any such delays. Baseline Vision Ltd. will provide you with periodic updates with respect to such delivery estimation. If for any reason you decide that you do not wish to continue to wait for your Product, you may cancel your reservation as provided for in Section b) above.

e.

Limitation of Liability. Under no circumstances will Baseline Vision Ltd. be held liable for any incidental, special or consequential damages arising out or related to this Agreement. In the event Baseline Vision Ltd. is held liable for any damages arising out of this agreement, your sole and exclusive remedy will be the full refund of your Partial Payment without interest.

f.

Changes to the Terms. Baseline Vision Ltd. reserves the right to change any of the terms for any reason. We will provide notice of any material changes through email and, if you are unhappy with such changes, your sole and exclusive remedy will be to cancel your reservation as described in Section b) above.

g.

Customer Information. Baseline Vision Ltd. will use any information that we may collect about you only in accordance with our privacy policy.When placing a Pre-Order, you will be required to provide certain information, such as your address and billing information. You represent and warrant that all such information is accurate, and you shall ensure that such information is kept current. Baseline Vision Ltd. shall have no responsibility or liability for inaccurate information or information that later becomes outdated, and shall have no obligation to make efforts to determine the correct contact or shipping information. You can update your information at any time prior to your product being shipped by sending an e-mail to sales@baselinevision.com.

h.

Over-subscription. You acknowledge and agree that Baseline Vision Ltd. may decline or delay reservations to avoid over-subscription or as it deems appropriate, provided that we will make efforts to inform you within fourteen (14) business days of our receipt of your Pre-Order, and that you will be entitled to a full refund of the Partial Payment.

i.

Miscellaneous Provisions. These Terms constitute the entire agreement between the parties as regard to Pre-Orders and it supersedes all prior agreements, representations and understandings of the parties. This Agreement shall be governed by and shall be construed in accordance with the laws of Israel. The venue for any actions relating to the subject matter or enforcement of this Agreement shall be in Israel, the place where this Agreement was entered and is to be performed. You may not assign this Agreement or any of the rights granted to you hereunder.

1.1

PLEASE READ THIS TERMS OF USE AGREEMENT (THE "TERMS OF USE") CAREFULLY. THIS WEBSITE (THE "WEBSITE") AND THE INFORMATION AND CONTENT CONTAINED THEREIN, ARE CONTROLLED BY BASELINE VISION LTD. THESE TERMS OF USE AND THE PRIVACY POLICY GOVERN THE USE OF THE WEBSITE AND APPLY TO ALL INTERNET USERS VISITING THE WEBSITE BY ACCESSING OR USING THE WEBSITE IN ANY WAY, INCLUDING USING THE SERVICES AND RESOURCES AVAILABLE OR ENABLED VIA THE WEBSITE (THE "SERVICES"), BY CLICKING ON THE "I ACCEPT" BUTTON, COMPLETING THE REGISTRATION PROCESS, AND/OR BROWSING THE WEBSITE, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS OF USE AND THE PRIVACY POLICY, (2) YOU ARE OF LEGAL AGE (AT LEAST 18 YEARS OF AGE) TO FORM A BINDING CONTRACT WITH BASELINE VISION LTD., AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE TERMS OF USE. THE TERM "YOU" REFERS TO THE INDIVIDUAL, IDENTIFIED AS THE USER WHEN YOU REGISTERED ON THE WEBSITE. 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 THE TERMS OF USE, YOU MAY NOT ACCESS OR USE THIS WEBSITE OR THE SERVICES.ANY DISPUTE, CLAIM OR REQUEST FOR RELIEF RELATING IN ANY WAY TO YOUR USE OF THE WEBSITE WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF ISRAEL, WITHOUT GIVING RISE TO THE RULES OF CONFLICTS OF LAW.WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION.PLEASE BE AWARE THAT SECTION ‎1.6 (COMMUNICATIONS) OF THIS AGREEMENT CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA E-MAIL, TEXT MESSAGE AND PHONE CALLS.PLEASE NOTE THAT THESE TERMS OF USE ARE SUBJECT TO CHANGE BY BASELINE VISION LTD. IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, Baseline Vision Ltd. will make a new copy of the Terms of Use Agreement available at the Website. We will also update the "Last Updated" date at the top of the Terms of Use Agreement. If we make any material changes, and you have registered with us, we will also send an e-mail to you at the last e-mail address you provided to us pursuant to the Terms of Use. Any changes to the Terms of Use will be effective immediately for new users of the Website and/ or Services.PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.

a.

The Website, the Services, and the information and content available on the Website and the Services (as these terms are defined herein) (each, a "Baseline Vision Ltd. Property" and collectively, the "Baseline Vision Ltd. Properties") are protected by copyright laws throughout the world. Subject to the Agreement, Baseline Vision Ltd. grants you a limited license to reproduce portions of Baseline Vision Ltd. Properties for the sole purpose of using the Services for your personal or internal business purposes. Unless otherwise specified by Baseline Vision Ltd. in a separate license, your right to use any and all Baseline Vision Ltd. Properties are subject to the Agreement.

b.

You understand that Baseline Vision Ltd. Properties are evolving. You acknowledge and agree that Baseline Vision Ltd. may update Baseline Vision Ltd. Properties with or without notifying you.

c.

Certain Restrictions. The rights granted to you in the Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit Baseline Vision Ltd. Properties or any portion of Baseline Vision Ltd. Properties, including the Website; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Baseline Vision Ltd. Properties (including images, text, page layout or form) of Baseline Vision Ltd. ; (c) you shall not use any metatags or other "hidden text" using Baseline Vision Ltd.'s name or trademarks; (d) except as expressly permitted herein, you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of Baseline Vision Ltd. Properties except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to "scrape" or download data from any web pages contained in the Website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) except as expressly stated herein, no part of Baseline Vision Ltd. Properties may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (g) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in Baseline Vision Ltd. Properties. Any future release, update or other addition to Baseline Vision Ltd. Properties shall be subject to the Agreement. Baseline Vision Ltd., its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use of any Baseline Vision Ltd. Property terminates the licenses granted by Baseline Vision Ltd. pursuant to the Agreement.

d.

Baseline Vision Ltd. Communications. By entering into this Agreement or using the Baseline Vision Ltd. Properties, you agree to receive communications from us, including via e-mail, text message and calls. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems for servicing and marketing purposes. Communications from us may include but are not limited to: operational communications concerning updates on new and existing features on the Baseline Vision Ltd. Properties, communications concerning promotions run by us or our third-party partners, and news concerning the Baseline Vision Ltd. and industry developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages that we send. If you wish to opt out of promotional emails, you can unsubscribe from our promotional email list by following the unsubscribe options in the promotional email itself. If you wish to opt out of promotional calls or texts, you will be offered an option to do so within the text message or call. However, you acknowledge that opting out of receiving all texts may impact your use of the Baseline Vision Ltd. properties or related services.

a.

If you are featured in any content, whether made available by Baseline Vision Ltd., another Registered User or yourself, you hereby agree that Baseline Vision Ltd. is authorized to use your name, biographical details, image, likeness, actions, voice and/or statements (collectively, "Likeness") in connection with such Content, without further authorization or any compensation, worldwide, in any media, whether now known or hereafter devised, for any business purpose (including, without limitation, commercial and promotional purposes).

b.

Minors' Likeness. Additionally, if you are a parent or legal guardian of a child under the age of eighteen (18) who is featured in any Content (the "Minor"), whether Made Available by Baseline Vision Ltd., another Registered User or yourself, you hereby agree that Baseline Vision Ltd. is authorized to use of Minor's name, biographical details, image, likeness, actions, voice and/or statements (collectively, "Likeness") in connection with such Content, without further authorization or any compensation, worldwide, in any media, whether now known or hereafter devised, for any business purpose (including, without limitation, commercial and promotional purposes).

c.

You hereby release, hold harmless, and forever discharge Baseline Vision Ltd. from any and all claims, actions, causes of action, demands, rights, damages, costs, and expenses arising out of, related to, or in any way connected with the exercise by Baseline Vision Ltd. of the rights granted herein, including, without limitation, any and all claims for invasion of privacy, infringement of my privacy, publicity, and/or intellectual property rights, defamation, or portrayal in a false light.

a.

As part of the Services, Baseline Vision Ltd. offers products such as the Baseline Camera (the “Products”) through our Website. We may accept your offer to buy Products through the Website.  Standard factory product warranties are provided with Products and cover repair or replacement of defective products in accordance with factory terms for up to 365 days from delivery, or longer if required according to applicable consumer protection laws. For more information on the refund and warranty, please refer to the Refunds & Warranties section.

b.

In order to pay for Product, you shall be redirected to third party service providers of online payment methods (“Third Party Payment Facilitators”) and may be required to supply certain information including, without limitation, information about your method of payment (such as your payment card number and expiration date) and your billing address.

c.

By submitting such payment information, you agree that such information may be used for purposes of facilitating the completion of payment processing of your purchase of a Product or Products or payment pursuant to a Subscription Form initiated by you or on your behalf (“Transaction”). Verification of information may be required prior to the acknowledgment or completion of any Transaction.

d.

When you complete the online payment form, funds will be deducted from your credit card in accordance with the terms of payment on our Website or any Subscription Form or pursuant to the terms and conditions on the website of the Third Party Payment Facilitators. All payments are debited to Baseline Vision Ltd.. Due to the way Transactions are processed by the Third Party Payment Facilitators, there may be delays of 1-3 days in updating your payment in Baseline Vision Ltd.’s records.

e.

Our Third Party Payment Facilitators accept the following cards: Visa, Mastercard, American Express. Credit card payments are secured as follows:
i) Transactions will be processed directly by our Services Provider using Secure Socket Layer (SSL) technology;
ii) Credit card numbers are protected with a high level of encryption when transmitted over the Internet;
iii) Baseline Vision Ltd. does not store in any way your credit card details.

f.

Confirmation:
i) If successful, you will receive a confirmation notice of your completed payment. Baseline Vision Ltd. will confirm your payment details via email and send you an invoice
ii) If unsuccessful, you will be advised that your payment has failed. Baseline Vision Ltd. will not be advised why a payment has failed; therefore, you should contact your credit card provider for details.

g.

Our Third Party Payment Facilitators also include Paypal, Google Pay and Apple Pay

h.

Our Third Party Payment Facilitators may call or text by telephone regarding your Transactions. You agree that we or the Service Provider may place such calls or texts using an automatic dialing/announcing device. You agree that we or the Third Party Payment Facilitators may make such calls or texts to a mobile telephone or other similar device.

i.

With respect to your online Transaction(s), you represent and warrant that:
i) You are at least eighteen (18) years of age, or the age of legal majority in your jurisdiction (if different than 18);
ii) You have the legal right to use any payment card(s) or other payment method(s) utilized in connection with any Transaction;
iii) The information supplied by you is true and correct.

j.

All Transactions shall be carried out in accordance with applicable laws, including without limitation the cancellation of any payment which shall be subject to applicable contractual provisions (if any) and the provisions of the applicable consumers' protection law, as may apply in your country or region.

k.

If, at any time, we record a decline, chargeback or other rejection of a charge of any due on your Account (“Chargeback”), this will be considered as a breach of your payment obligations hereunder, and product will not be shipped to you, without derogating from any other remedy that may be applicable to us under this Agreement or applicable law.

l.

The Products are for the end users use only, and are not intended for resale. Products shall be delivered in the manner and within the timeframe depending on your location by a third party delivery service. Such information shall be relayed to you at the time of purchase. By purchasing Products on our Website you agree that your personal information, such as address and phone number, be relayed to the third party delivery service for the sole purpose of delivering your Products to the address provided to you. For questions or complaints regarding delivery of Products, please contact: sales@baselinevision.com.

m.

Our website is accessible worldwide, but might not be tested and designed to work in your country. You are solely responsible for complying with your country's laws and regulations that are applicable to your use of the Products. You are also solely responsible to pay any applicable taxes relating to your purchase of the Products. You hereby represent that you shall not use the Products in any unlawful manner.

n.

You may return the Product if you are not satisfied with it. You can get a refund according to our refund policy. Please refer to the Refunds & Warranties section of this Website

a.

Baseline Vision Ltd. Properties. You agree that Baseline Vision Ltd. and its suppliers own all rights, title and interest in Baseline Vision Ltd. Properties, including but not limited to, any computer code, videos, methods of operation, moral rights, documentation, and software. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying any Baseline Vision Ltd. Properties.

b.

Baseline Vision Ltd.’s trademarks and all related graphics, logos, service marks and trade names used on or in connection with any Baseline Vision Ltd. Properties or in connection with the Services are the trademarks of Baseline Vision Ltd. and may not be used without permission in connection with your, or any third- party, products or services. Other trademarks, service marks and trade names that may appear on or in Baseline Vision Ltd. Properties are the property of their respective owners.

c.

You agree that submission of any ideas, suggestions, documents, and/or proposals to Baseline Vision Ltd. through its suggestion, feedback, wiki, forum, or similar pages ("Feedback") is at your own risk and that Baseline Vision Ltd. has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Baseline Vision Ltd. a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of Baseline Vision Ltd. Properties and/or Baseline Vision Ltd. business.

a.

As a condition of use, you agree not to use Baseline Vision Ltd. Properties for any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party) either (a) take any action or (b) Make Available any Content on or through Baseline Vision Ltd. Properties that: (i) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (iv) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes without Baseline Vision Ltd.'s prior written consent; (v) impersonates any person or entity, including any employee or representative of Baseline Vision Ltd.; (vi) interferes with or attempts to interfere with the proper functioning of Baseline Vision Ltd. Properties or uses Baseline Vision Ltd. Properties in any way not expressly permitted by this Agreement; or (vii) attempts to engage in or engage in, any potentially harmful acts that are directed against Baseline Vision Ltd. Properties, including but not limited to violating or attempting to violate any security features of Baseline Vision Ltd. Properties, using manual or automated software or other means to access, "scrape," "crawl" or "spider" any pages contained in Baseline Vision Ltd. Properties, introducing viruses, worms, or similar harmful code into Baseline Vision Ltd. Properties, or interfering or attempting to interfere with use of Baseline Vision Ltd. Properties by any other user, host or network, including by means of overloading, "flooding," "spamming," "mail bombing," or "crashing" Baseline Vision Ltd. Properties.

a.

User Responsibility. You are solely responsible for your interactions with other Registered Users and any other parties with whom you interact; provided, however, that Baseline Vision Ltd. reserves the right, but has no obligation, to intercede in such disputes. You agree that Baseline Vision Ltd. will not be responsible for any liability incurred as the result of such interactions.

a.

You agree to indemnify and hold Baseline Vision Ltd., its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a "Baseline Vision Ltd. Party" and collectively, the "Baseline Vision Ltd. Parties") harmless from any losses, costs, liabilities and expenses (including reasonable attorneys' fees) relating to or arising out of any and all of the following: (a) your use of, or inability to use, any Baseline Vision Ltd. Property; (b) your violation of the Agreement; (c) your violation of any rights of another party, including any Registered Users; or (d) your violation of any applicable laws, rules or regulations. Baseline Vision Ltd. reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Baseline Vision Ltd. in asserting any available defenses. This provision does not require you to indemnify any of the Baseline Vision Ltd. Parties for any unconscionable commercial practice by such party or for such party's fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Website or any Services provided hereunder.

a.

As is. You expressly understand and agree that to the extent permitted by applicable law, your use of Baseline Vision Ltd. properties is at your sole risk, and Baseline Vision Ltd. properties are provided on an "as is" and "as available" basis, with all faults. Baseline Vision Ltd. parties expressly disclaim all warranties, representations, and conditions of any kind, whether express or implied, including, but not limited to, the implied warranties or conditions of merchantability, fitness for a particular purpose and non-infringement arising from use of the website.

b.

(a)     Baseline Vision Ltd. parties make no warranty, representation or condition that: (1) Baseline Vision Ltd. properties will meet your requirements; (2) your use of Baseline Vision Ltd. properties will be uninterrupted, timely, secure or error-free; or (3) the results that may be obtained from use of Baseline Vision Ltd. properties will be accurate or reliable.

b.

(b)     Any content downloaded from or otherwise accessed through Baseline Vision Ltd. properties is accessed at your own risk, and you shall be solely responsible for any damage to your property, including, but not limited to, your computer system and any device you use to access Baseline Vision Ltd. properties, or any other loss that results from accessing such content.

b.

(c)     The services may be subject to delays, cancellations and other disruptions. Baseline Vision Ltd. makes no warranty, representation or condition with respect to services, including but not limited to, the quality, effectiveness, reputation and other characteristics of services.

b.

(d)     No advice or information, whether oral or written, obtained from Baseline Vision Ltd. or through Baseline Vision Ltd. properties will create any warranty not expressly made herein.

b.

No liability for conduct of third parties. You acknowledge and agree that Baseline Vision Ltd. parties are not liable, and you agree not to seek to hold Baseline Vision Ltd. parties liable, for the conduct of third parties, including operators of external sites, and that the risk of injury from such third parties rests entirely with you.

c.

No liability for conduct of other users. You are solely responsible for all of your communications and interactions with other users of Baseline Vision Ltd. properties. You understand that Baseline Vision Ltd. does not make any attempt to verify the statements of users of Baseline Vision Ltd. properties. Baseline Vision Ltd. makes no warranty that the goods or services provided by third parties will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Baseline Vision Ltd. makes no warranty regarding the quality of any such goods or services, or the accuracy, timeliness, truthfulness, completeness or reliability of any user content obtained through Baseline Vision Ltd. properties.

d.

Third-party materials. as a part of Baseline Vision Ltd. properties, you may have access to materials that are hosted by another party. you agree that it is impossible for Baseline Vision Ltd. to monitor such materials and that you access these materials at your own risk.

a.

Disclaimer of certain damages. You understand and agree that, to the fullest extent provided by law, in no event shall Baseline Vision Ltd. parties be liable for any loss of profits, revenue or data, indirect, incidental, special, or consequential damages, or damages or costs due to loss of production or use, business interruption, or procurement of substitute goods or services, in each case whether or not Baseline Vision Ltd. has been advised of the possibility of such damages, arising out of or in connection with the agreement or any communications, interactions or meetings with other users of Baseline Vision Ltd. properties, on any theory of liability, resulting from: (a) the use or inability to use Baseline Vision Ltd. properties; (b) the cost of procurement of substitute goods or services resulting from any goods, data, information or services purchased or obtained; or messages received for transactions entered into through Baseline Vision Ltd. properties; (c) unauthorized access to or alteration of your transmissions or data; (d) statements or conduct of any third party on Baseline Vision Ltd. properties; or (e) any other matter related to Baseline Vision Ltd. properties, whether based on warranty, copyright, contract, tort (including negligence), product liability or any other legal theory. The foregoing limitation of liability shall not apply to liability of a Baseline Vision Ltd. party for (i) death or personal injury caused by a Baseline Vision Ltd. party's negligence; or for (ii) any injury caused by a Baseline Vision Ltd. party's fraud or fraudulent misrepresentation.

b.

Cap on liability. To the fullest extent provided by law, Baseline Vision Ltd. parties will not be liable to you for more than the greater of (a) $100; or (b) the remedy or penalty imposed by the statute under which such claim arises. The foregoing cap on liability shall not apply to liability of a Baseline Vision Ltd. party for (i) death or personal injury caused by a Baseline Vision Ltd. party's negligence; or for (ii) any injury caused by a Baseline Vision Ltd. party's fraud or fraudulent misrepresentation.

c.

Exclusion of damages. certain jurisdictions do not allow the exclusion or limitation of certain damages. if these laws apply to you, some or all of the above exclusions or limitations may not apply to you, and you might have additional rights.

d.

Basis of the bargain. The limitations of damages set forth above are fundamental elements of the basis of the bargain between Baseline Vision Ltd. and you.

Vision Ltd.'s policy to terminate membership privileges of any Registered User who repeatedly infringes copyright upon prompt notification to Baseline Vision Ltd. by the copyright owner or the copyright owner's legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on Baseline Vision Ltd. Properties in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information:

a.

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

b.

A description of the copyrighted work that you claim has been infringed;

c.

A detailed description of the infringement itself, including the ways in which the infringement was made

d.

A description of the location on Baseline Vision Ltd. Properties of the material that you claim is infringing;

e.

Your address, telephone number and e-mail address;

f.

A written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Contact information for Baseline Vision Ltd.'s Copyright Agent for notice of claims of copyright infringement is as follows: info@baselinevision.com.

If Baseline Vision Ltd. becomes aware of any possible violations by you of the Agreement, Baseline Vision Ltd. reserves the right to investigate such violations. If, as a result of the investigation, Baseline Vision Ltd. believes that criminal activity has occurred, Baseline Vision Ltd. reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Baseline Vision Ltd. is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in Baseline Vision Ltd. Properties in Baseline Vision Ltd.'s possession in connection with your use of Baseline Vision Ltd. Properties, to (i) comply with applicable laws, legal process or governmental request; (ii) enforce the Agreement, (iii) respond to any claims that Your Content violates the rights of third parties, (iv) respond to your requests for customer service, or (v) protect the rights, property or personal safety of Baseline Vision Ltd., its Registered Users or the public, and all enforcement or other government officials, as Baseline Vision Ltd. in its sole discretion believes to be necessary or appropriate.

a.

The Agreement commences on the date when you accept them (as described in the preamble above) and remain in full force and effect while you use Baseline Vision Ltd. Properties, unless terminated earlier in accordance with the Agreement.

b.

Prior Use. Notwithstanding the foregoing, you hereby acknowledge and agree that the Agreement commenced on the earlier to occur of (a) the date you first used Baseline Vision Ltd. Properties or (b) the date you accepted the Agreement, and will remain in full force and effect while you use any Baseline Vision Ltd. Properties, unless earlier terminated in accordance with the Agreement.

c.

Termination of Services by Baseline Vision Ltd.. If you have materially breached any provision of the Agreement or if Baseline Vision Ltd. is required to do so by law (e.g., where the provision of the Website, the Application, or the Services is, or becomes, unlawful), Baseline Vision Ltd. has the right to, immediately and without notice, suspend or terminate any Services provided to you. You agree that all terminations for cause shall be made in Baseline Vision Ltd.'s sole discretion and that Baseline Vision Ltd. shall not be liable to you or any third party for any termination of your Account.

d.

Termination of Services by You. If you want to terminate the Services provided by Baseline Vision Ltd., you may do so by notifying Baseline Vision Ltd. at any time. Your notice should be sent, in writing, to Baseline Vision Ltd. address set forth below or through the “unsubscribe” option in emails, or through the dedicated option in text and phone calls.

e.

Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also includes deletion of all related information and your right to use such Service will automatically terminate immediately. Baseline Vision Ltd. will not have any liability whatsoever to you for any suspension or termination. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.

f.

No Subsequent Registration. If your registration(s) with, or ability to access, Baseline Vision Ltd. Properties or any other Baseline Vision Ltd. community, is discontinued by Baseline Vision Ltd. due to your violation of any portion of the Agreement or for conduct otherwise inappropriate for the community, then you agree that you shall not attempt to re-register with or access Baseline Vision Ltd. Properties or any Baseline Vision Ltd. community through use of a different member name or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those Baseline Vision Ltd. Properties to which your access has been terminated. In the event that you violate the immediately preceding sentence, Baseline Vision Ltd. reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.

Baseline Vision Ltd. Properties can be accessed from countries around the world and may contain references to Services that are not available in your country. These references do not imply that Baseline Vision Ltd. intends to announce such Services in your country. Baseline Vision Ltd. Properties are controlled and offered by Baseline Vision Ltd. from its facilities in Israel. Baseline Vision Ltd. makes no representations that Baseline Vision Ltd.  Properties are appropriate or available for use in other locations. Those who access or use Baseline Vision Ltd. Properties from other countries do so at their own volition and are responsible for compliance with local law.

Baseline Vision Ltd. Properties may contain links to third-party websites ("Third-Party Websites"), applications ("Third-Party Applications") and advertisements for third parties ("Third-Party Ads"). When you click on a link to a Third-Party Website, Third-Party Application or Third-Party Ad, we will not warn you that you have left Baseline Vision Ltd. Properties and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites, Third-Party Applications and Third-Party Ads are not under the control of Baseline Vision Ltd.. Baseline Vision Ltd. is not responsible for any Third-Party Websites, Third-Party Applications or Third-Party Ads. Baseline Vision Ltd. provides these Third-Party Websites, Third- Party Applications and Third Party Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites, Third-Party Applications or Third-Party Ads, or any product or service provided in connection therewith. You use all links in Third-Party Websites, Third-Party Applications and Third-Party Ads at your own risk. When you leave our Website, this Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites, Third-Party Applications, or Third-Party Ads, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

a.

Electronic Communications. The communications between you and Baseline Vision Ltd. may take place via electronic means, whether you visit Baseline Vision Ltd. Properties or send Baseline Vision Ltd. e-mails, or whether Baseline Vision Ltd. posts notices on Baseline Vision Ltd. Properties or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Baseline Vision Ltd. in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications may be sent to you by Baseline Vision Ltd., and to the extent agreed to by you shall be deemed as legally binding.

b.

You hereby release Baseline Vision Ltd. Parties and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of Baseline Vision Ltd. Properties, including but not limited to, any interactions with or conduct of other Users or third-party websites of any kind arising in connection with or as a result of the Agreement or your use of Baseline Vision Ltd. Properties. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a Baseline Vision Ltd. Party or for such party's fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or any Services provided hereunder.

c.

The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Baseline Vision Ltd.'s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void

d.

Force Majeure. Baseline Vision Ltd. shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, epidemics, pandemics, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

e.

Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to Baseline Vision Ltd. Properties, please contact us at: support@baselinevision.com. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.

f.

Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Baseline Vision Ltd. agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the competent courts located in the Tel Aviv, Israel.

g.

Governing Law. The terms and any action related thereto will be governed and interpreted by and under the laws of state of Israel, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations convention on contracts for the international sale of goods does not apply to the agreement.

h.

Choice of Language. It is the express wish of the parties that the Agreement and all related documents have been drawn up in English.

i.

Where Baseline Vision Ltd. requires that you provide an email address, you are responsible for providing Baseline Vision Ltd.with your most current email address. In the event that the last email address you provided to Baseline Vision Ltd. is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Baseline Vision Ltd.'s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Baseline Vision Ltd. at the following address: info@baselinevision.com. Such notice shall be deemed given when received by Baseline Vision Ltd. by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.

j.

Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

k.

If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.

l.

Export Control. You may not use, export, import, or transfer Baseline Vision Ltd. Properties except as authorized by U.S. law, the laws of the jurisdiction in which you obtained Baseline Vision Ltd. Properties, and any other applicable laws. In particular, but without limitation, Baseline Vision Ltd. Properties may not be exported or re¬exported (a) into any United States embargoed country, or (b) to anyone in the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List. By using Baseline Vision Ltd. Properties, you represent and warrant that (i) 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 (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use Baseline Vision Ltd. Properties for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Baseline Vision Ltd. are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Baseline Vision Ltd. products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.

m.

Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

n.

Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.