Terms of Use

TIKTUK TECHNOLOGIES, LTD.

SITE TERMS OF USE

Last Modified: April 18, 2023

This page explains the terms by which you may use the desktop or mobile website on which these Terms of Use (the “Agreement”) are posted, (collectively, the “Site”). The Site is made available to you by TicTuk Technologies Ltd. (“TicTuk“, “we” or “us“) and is primarily designed to serve as a resource for customers interacting with our Services and Users (“you“, “user”, or “Merchant“) to TicTuk’s Site. If you are not a TicTuk customer and would like more information about Yum! Brands generally, we recommend visiting www.yum.com. Additional terms apply to access and use of TicTuk products and services by TicTuk customers. By accessing or using the Site, or by otherwise manifesting your assent to the Agreement, you signify that you: (i) have read, understood, and agree to be bound by the Agreement; and (ii) acknowledge that your personal information may be processed in accordance with the TicTuk Privacy Policy. If you do not agree with the terms of this Agreement, do not access or use this Site. TicTuk reserves the right to modify these terms and will provide notice of these changes as described below.  This Agreement applies to all visitors, users, and others who access the Site (“Users”).

1. Our Site

1.1           Eligibility

The Agreement is a contract between you and TicTuk. You must read and agree to this Agreement before using the Site. If you do not agree, you may not use the Site. You may use the Site only if you can form a binding contract with TicTuk, and only in compliance with this Agreement and all applicable laws, rules and regulations. Any use or access to the Site by anyone under 18 is strictly prohibited and in violation of this Agreement. The Site is not available to any Users previously removed from the Site by TicTuk.

1.2           Registration and Account

Use of the Services by you requires registration and creation of an account. You must complete an application request for registration and access to the Services by submitting your basic information, including your name, email address, phone number, password, and your Merchandise catalog and pricing (the “Merchant Information“); and, if accepted, you will be able to register to the Services and open a personal account (the “Account“) by choosing a username and password. You will receive confirmation for joining the Services to the email address you provide as part of the registration process. Upon your agreement to engage in our Services, you will receive access to upload your Merchant Information via the Site Dashboard (the “Dashboard“) and create an Account where you may manage your preferences. Once you finish setting up your Account, you will be able to activate your online store on your social media sites (e.g. Facebook, Telegram), and on your own website. As part of your registration to the Services, you will need to set a secured password to access your Account. Password use shall be strictly limited to the registered User. Alternatively, you may create an account and login to the Services via Facebook Login. Facebook Login terms and conditions are controlled by Meta and under the agreement(s) and terms You agree to with Facebook, which are not under Our control (please see Section 4 of these Terms). You will have the ability to add additional subaccounts under your Account (each a “Subaccount“) in order to enable the use of the Services by your staff or by any other authorized third party. You will set additional secured passwords for each Subaccount. You are solely and fully responsible for the activity that occurs in your Account and Subaccounts and for maintaining the confidentiality of your password/s. You may not disclose or share access to your password(s) with any third party, temporarily or permanently (other than for a Subaccount user), and you will be responsible for all uses of your Account, password and Subaccounts, whether or not authorized by you. You agree to immediately notify TicTuk of any unauthorized use of your Account, password/s and/or Subaccounts. TicTuk reserves the right to deactivate an Account and/or a Subaccount, if there are indications of unauthorized access by third parties. TicTuk will not be liable for any damage, cost, loss or expense caused by or in connection with any unauthorized use of your Account and/or Subaccount. Once your Account is opened, you shall embed a link to the Site on your company website or activate the BOT on your Facebook page or Telegram, through which all customers seeking to place an order of Merchandise from you (each a “Customer“) will submit their orders. TicTuk reserves the right to delete your Account, Subaccounts and Merchant Information after a reasonable duration of inactivity. You acknowledge and understand that you have no ownership rights in the Account and/or in the Subaccounts and that if you cancel your Account or Subaccounts or if your Account or Subaccount is terminated, all your Merchant Information will be marked as deleted in and may be deleted from TicTuk’s databases, and will be removed from any public area of the Site. Your Merchant Information may continue to be available for some period of time because of delays in propagating such deletion through TicTuk’s web servers.

1.3           Site Rules

You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Site in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Site in a manner that sends more request messages to the TicTuk servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that TicTuk grants the operators of public search engines revocable permission to use spiders to copy publicly available materials from the Site 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); (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Site; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Site; (vii) collecting or harvesting any personally identifiable information, including account names, from the Site; (viii) using the Site for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Site; (xi) accessing any content on the Site through any technology or means other than those provided or authorized by the Site; (xii) bypassing the measures we may use to prevent or restrict access to the Site, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Site or the content therein; or (xiii) accessing the Site in order to build a similar or competitive website, product or service. All copyright and other proprietary notices on the Site (or on any content displayed on the Site) must be retained on all copies thereof.

1.4           Use of the Services

All orders submitted by Customers through the Services for the purchase of Merchandise from you (each an “Order“) will be submitted directly to you and will be subject to your confirmation. Payment for Orders will be made by Customer directly to you. The fulfilment and delivery of Orders is your exclusive responsibility, and the payment for Orders is the exclusive responsibility of the respective Customer. TicTuk is not involved in, nor does it have any control over the fulfilment, delivery and/or payment of Orders. TicTuk is merely an intermediary between you and the Customer. TicTuk will have no liability with regard to delivery, fulfilment and/or payment of Orders. You acknowledge that TicTuk does not conduct verification with respect to the Merchant’s Information, nor does it attempt to verify the statements contained in the Merchant’s Information. TicTuk assumes no responsibility, and disclaims all liability, for the content, accuracy, completeness, legality, reliability, availability, timeliness, quality or safety of any Merchant Information and/or Merchandise. Merchant is solely responsible for the Merchant Information and for the Merchandise. User alone is responsible for any communication, message or other content that user posts, uploads, submits, transmits or shares with any Customer through the Dashboard, the Site, the Chatbot or otherwise through the Services (each a “Customer Communication“) and TicTuk shall bear no responsibility with regard to any Customer Communication. User alone is responsible for any spamming, phishing, pharming or spoofing originating from a Merchant’s website or online system (including from Merchant’s Facebook page or Telegram) and Tictuk shall have no liability in connection with any such activity. In the event of a dispute arising between user and a Customer in connection with an Order, including due to Customer’s failure to pay for an Order, user hereby agree that TicTuk shall not be held liable for any loss or damages suffered by user as result of such dispute.

1.5           Use Restrictions 

You shall use the Services solely for facilitation of sales of Merchandise in accordance with these Terms. You are prohibited from using the Services for any other purpose. You shall be solely and fully responsible for your use of the Site and the Services and for all consequences and results thereof. You agree not to and you shall not permit or assist any other party to: use the Site, the Chatbot and/or the Services for any illegal, immoral, unlawful and/or unauthorized purposes; connect to the Chatbot through a robot or other device or process; interfere with or violate any user’s rights to privacy and other rights, or harvest or collect personally identifiable information about users without their express consent, whether manually or with the use of any robot, spider, crawler any search or retrieval application, or use other manual or automatic device, process or method to access the Site or the Services and retrieve, index and/or data-mine information; or make any use of any content available on or through the Site, the Services and/or on any other application, website or networked computer environment for any purpose. Fees For each Order processed by a Customer through the Site, Merchant will be required to pay TicTuk such fees as set forth in the Site, in accordance with the payment terms set forth therein, or such other fees and payment terms agreed to between Merchant and TicTuk in writing. All prices stated in the Site are not inclusive of VAT. TicTuk reserves the right to amend the pricing structure on the Site from time to time and any such changes will be posted on the Site.

1.6           Site Location

The Site is controlled and operated from facilities in Israel. TicTuk makes no representations that the Site is appropriate or available for use in other locations. Those who access or use the Site from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable laws and regulations, including but not limited to export and import regulations. 

1.7           No Support or Maintenance

You acknowledge and agree that TicTuk will have no obligation to provide you with any support or maintenance in connection with the Site.

2. Our Proprietary Rights

The Site and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music (“TicTuk Content”), and all intellectual property rights related thereto, are the exclusive property of TicTuk and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such intellectual property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any TicTuk Content. Use of TicTuk Content for any purpose not expressly permitted by this Agreement is strictly prohibited. The unauthorized posting, reproduction, copying, distribution, modification, public display or public performance of copyrighted works constitutes infringement of the copyright owner’s rights. As a condition to your use of the Site and the Services, you agree not to use the Site and/or the Services to infringe the intellectual property rights of others in any way. “TicTuk”, “TicTuk’s marks, service marks, trade names and logos (“TicTuk’s Trademarks“) belong solely to TicTuk, whether or not registered or registerable. All other trademarks, trade names and logos which may appear on the Site, the Chatbot and/or on the Services belong to their respective owners (“Third Party Trademarks“). No right, license or interest to either the TicTuk’s Trademarks and/or to the Third Party Trademarks (collectively, the “Trademarks“) is granted hereunder, and you will avoid using Trademarks, except as explicitly permitted herein.

You may choose to submit comments or ideas about the Site or our products, including without limitation about how to improve the Site or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place TicTuk under any fiduciary or other obligation, and that we are free to, and you hereby grant us a perpetual, irrevocable, royalty-free license to use and exploit the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, TicTuk does not waive any rights to use similar or related ideas previously known to TicTuk, or developed by its personnel, or obtained from sources other than you.

3. Security and Privacy

TicTuk cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk and that your personal information may be used in accordance with the TicTuk Privacy Policy.

4. Third-Party Links and Information

The Site may contain links to third-party materials that are not owned or controlled by TicTuk. TicTuk does not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access a third-party website or service from the Site or share your information or content on or through any third-party website or service such as Facebook Messenger, Telegram, or any browser application, to enable your use of the Services (the “Applications“), you do so at your own risk, and you understand that this Agreement and the TicTuk Privacy Policy do not apply to your use of such sites. The Site may also contain interviews, discussions, press releases and other information relating to businesses not owned or controlled by TicTuk, including links to third-party websites or press releases or articles that contain such information, which are being provided as a convenience to visitors of the Site. TicTuk does not guarantee the accuracy, timeliness, integrity, quality, appropriateness or any other aspect of any information or content posted on the Site.  Posted information and data may not be complete, timely or accurate, and should not be relied upon.  We will, however, use reasonable efforts to correct any error of fact, timing or omission brought to our attention.  Statements concerning companies other than TicTuk should not be relied upon as being provided or endorsed by those companies except as provided. The opinions expressed in any articles, including by employees and agents of TicTuk, are solely those of the author(s) and do not necessarily reflect those of TicTuk. You expressly acknowledge that TicTuk has no liability arising from your use of any third-party website, service, or content, and irrevocably relieve and release the TicTuk Parties (as defined below) from all such liabilities. You agree that the TicTuk Parties shall not be responsible for any claim, loss, or damage of any sort relating to your dealings with such third parties.

5. Indemnity

You agree to defend, indemnify and hold harmless TicTuk and its affiliates, and its and their respective employees, contractors, agents, suppliers, and licensors (the “TicTuk Parties”) from and against any and all claims, suits, actions, proceedings, damages, obligations, losses, liabilities, costs, debt, and expenses (including but not limited to attorney’s fees and court costs) arising from: (i) your use of and access to the Site, including any data or content transmitted or received by you; (ii) your violation of any term of this Agreement; (iii) your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; (iv) your violation of any applicable law, rule or regulation; (v) any content or information you submit to TicTuk, including without limitation misleading, false, or inaccurate information; or (vi) your negligence, gross negligence, fraud, or willful misconduct.

6. No Warranty

THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SITE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE, CHATBOT, AND SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TICTUK OR THROUGH THE SITE OR CHATBOT WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, THE TICTUK PARTIES DO NOT WARRANT THAT ANY CONTENT MADE AVAILABLE ON THE SITE IS ACCURATE, RELIABLE OR CORRECT; THAT THE SITE, CHATBOT OR SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SITE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM PLACE TO PLACE. THE DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE TICTUK PARTIES BE LIABLE FOR ANY: (I) INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SITE OR CHATBOT; (II) FAILURE OF THE SERVICES TO PERFORM AS REPRESENTED OR EXPECTED OR FROM THE FAILURE OF TICTUK TO PERFORM UNDER THESE TERMS, OR FROM TICTUK’S USE OF CUSTOMER DATA IN ACCORDANCE WITH THE TERMS HEREOF AND/OR FROM ANY OTHER ACT OR OMISSION OF TICTUK OR BY ANY OTHER CAUSE WHATSOEVER, REGARDLESS OF WHETHER TICTUK HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND/OR (III) ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO TIKTUK HEREUNDER OR $50.00, WHICHEVER IS GREATER. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF TIKTUK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

YOU ACKNOWLEGDE AND AGREE THAT REGARDLESS OF ANY LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO THE SITE, THE CHATBOT, THE SERVICES AND/OR THE TERMS MUST BE FILED WITHIN 1 YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE. OTHERWISE, SUCH CLAIM OR CAUSE OF ACTION SHALL FOREVER BE BARRED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM PLACE TO PLACE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

8. Governing Law

8.1           Governing Law. You agree that: (i) the Site and these Terms are governed by and construed in accordance with the laws of the State of Israel without giving effect to its conflict of laws rules; and (ii) the Site shall be deemed a passive one that does not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than Israel. This Agreement shall be governed by the internal substantive laws of Israel, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. You irrevocably submit to the exclusive jurisdiction of the courts in the city of Tel Aviv, Israel for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, including any provisional relief required to prevent irreparable harm. 

9. General

9.1           Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by TicTuk without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

9.2           Notification Procedures and Changes to the Agreement. TicTuk may provide notifications, whether such notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on the Site, as determined by TicTuk in our sole discretion. TicTuk reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. TicTuk is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. TicTuk may, in its sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. When we change the Agreement, we will update the ‘last modified’ date at the top of this page and use commercially reasonable efforts designed to notify you that changes have been made to the Agreement. Your continued use of the Site after any such change constitutes your acceptance of the new Terms of Use. If you do not agree to any of these terms or any future Terms of Use, do not use or access (or continue to access) the Site. However, any changes to the governing law and dispute resolution provisions set forth in this Agreement will not apply to any disputes commenced on or before the date the change is posted on the Site (absent actual notice).

9.3           Entire Agreement/Severability/Waiver. This Agreement, together with any amendments and any additional agreements you may enter into with TicTuk in connection with the Site, shall constitute the entire agreement between you and TicTuk concerning the Site. 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 TicTuk’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.

9.4           Changes to the Site and Termination. The Terms shall remain in effect until terminated as set forth herein. We may, without prior notice, change the Site; stop providing the Site or features of the Site, to you or to Users generally; or create usage limits for the Site. We may permanently or temporarily terminate or suspend your access to the Site without notice and liability for any reason, including if in our sole determination you violate any provision of this Agreement, or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement. Your failure to comply with any provision of the Terms, your misuse of the Site and/or the Services shall terminate your right to use the Site and the Services. In such circumstances, TicTuk may temporarily or permanently, at TicTuk’s discretion, limit or terminate your access to the Site, your Account, the Subaccounts and the Services without notice, in addition to any other remedies that may be available to TicTuk under any applicable law. If you object to any term hereof, as may be amended from time to time, or if you become dissatisfied with the Site and/or the Services, you may terminate the Terms at any time by ceasing your use of the Site and the Services and this will be your sole and exclusive remedy in such circumstances. Upon termination of the Terms for any reason (i) your Account and Subaccounts will be automatically disabled, (ii) all rights granted to you under these Terms will immediately terminate and (iii) you will immediately cease all use of and access to the Site and the Services. The provisions of these Terms which by their nature survive the termination of these Terms shall survive termination of these Terms. Without limiting the generality of the foregoing, the Disclaimers of Warranties, Limitation of Liability, Intellectual Property Rights and Governing Law will survive the termination of the Terms for any reason whatsoever.