Terms of Use of the Website of 4 Invest L.T.D.
These Terms of Use were most recently updated on February 17, 2019.
The Terms of Use as set forth below (hereinafter: the “Terms of Use”), apply to the website that is operated by 4 Invest L.T.D. (hereinafter: “4 invest”), Private Company No. 51-522684-3, of 26th Montefiore Street, Tel Aviv, at the address: 4 invest.com (hereinafter: the “Website”).
Please read these Terms of Use carefully, before continuing to use the Website. The Terms of Use constitute a binding agreement between you and 4 invest.
Accessing and/or browsing and/or using the Website, of any kind or nature, and for any purpose whatsoever, constitutes full consent by you to the Terms of Use and the Privacy Policy in their most recent and updated version as published on the Website. You are required, of your initiative, before browsing and/or using the Website, to track and keep informed of the changes that have been made to the Terms of Use and the Privacy Policy. In addition, you hereby confirm that you are aware that any information that is provided, either directly or indirectly, through the Website, will be managed by 4 invest’s Privacy Policy. If you do not consent to the Terms of Use and the Privacy Policy, in whole or in part, you may not use the Website and you are requested not to do so.
The Terms of Use below are drafted in the masculine gender solely for convenience, and they apply equally to men and women.
In the Terms of Use, the terms below will have the meaning set forth beside them:
The “Offering” – an Exempt Offering or an invest platform Offering.
“Exempt Offering” – the offering of securities of a corporation, under Section 15A(a)(1) and/or Section 15A(a)(7) of the Securities Law and the Regulations enacted thereunder.
“invest platform Offering” – the offering of Offered Securities of an Offering Company, under Section 15B(4a) of the Securities Law, and the Offering Regulations enacted thereunder.
“Offering Company” – an eligible or exempt offering company.
“Eligible Offering Company” – a private company, as defined in the Companies Law, a cooperative society or any other corporation that was incorporated in Israel and that is not a reporting corporation, which has not offered securities under a prospectus in Israel or any other country, and which is offering securities on the Website by way of an invest platform Offering.
“Exempt Offering Company” – a private company, as defined in the Companies Law, a cooperative society or any other corporation, which is offering securities on the Website by way of an Exempt Offering.
The “Companies Law” – the Companies Law, 5759-1999.
The “Securities Law” – the Securities Law, 5728-1968.
“Subscriber” – any smart investor or person who has subscribed to Offered Securities in the invest platform Offering, and an individual, and his family members who live with him, or who financially support one another, will be deemed to be an individual. A corporation that is not a smart investor, and any body of persons that is not a natural legal entity, will not be deemed to be a Subscriber in the framework of the invest platform Offering.
“Investor” – a participant in an Exempt Offering or a Subscriber who has completed the purchase of and holds the Offered Securities to which he subscribed in the Offering, in whole or in part.
“Smart Investor” – an investor of the type that is enumerated in the First Schedule of the Securities Law.
“User” – any person who has access to the Website through online media, including a corporation, and an Offering Company.
“Trustee” – Altshuler Shaham Trusts Ltd.
“Offered Securities” – as defined in the Securities Law and, concerning an invest platform Offering – shares or bonds only.
“Total Subscription Funds” – the amount of the funds that were paid by the Subscribers in the investing platform Offering for the Offered Securities therein.
“Minimum Fundraising Amount” – the minimum total of the funds that the Offering Company seeks to raise in the Offering, as will be presented in each Offering.
“Maximum Fundraising Amount” – the maximum total of the funds that the Offering Company seeks to raise in the Offering, as will be presented in each Offering.
“Content” – data of any kind or nature (text, image, sound, graph, video, audio, software, code, graphics, design, data, illustration, animation, chart, file, computer program, and/or database) which appear on the Website, including, but not limited to, information about securities, holdings in securities, rights attached to the securities, offerings, issuers and professional consultants.
The “Submission Period” – the period specified in the investment platform Offering, which will commence not before the date determined in the Offering Regulations, and it will end not later than the date determined in the Offering Regulations.
The “Offering Regulations” – the Securities Regulations (Offering of Securities through an Offering Coordinator), 5777-2017.
1. Description of 4 invest’s activities and the procedure for subscribing to the securities
4 Invest is an Offering Coordinator, as this term is construed in Section 15B(4a) of the Securities Law and the Offering Regulations.
4 invest acts by any law to offer and sell securities of Offering Companies through the Internet platform that is operated by it on the Website, by way of Exempt Offerings, and also by way of invest platform Offerings.
By and as required by Section 35MM of the Securities Law, 4 Invest is registered in the Register of Coordinators that is kept by the Israel Securities Authority (ISA). ISA may cancel 4 invest’s registration in the Register of Coordinators due to any one of the reasons outlined in the Securities Law and the Offering Regulations. Should the registration be canceled as aforesaid, 4 Invest will give notice to that effect to the Users of the Website as soon as practicable.
Exempt Offering
Through the Website, Exempt Offerings of Exempt Offering Companies will be published from time to time. In the framework of an Exempt Offering, at first, a general publication only about the Exempt Company will be presented, which is directed at all of the Users of the Website. Extensive details about the Exempt Offering Companies and the terms and conditions of investment therein will be revealed to only a limited number of Users who will be selected, after an examination and screening procedure, by the provisions of the Securities Law and the Regulations enacted thereunder.
4 invest reserves the right to determine, in its sole discretion, which of the Users will be exposed to the terms and conditions of the Exempt Offering and will be eligible to invest in an Exempt Offering Company (Users who have invested in an Exempt Offering Company will hereinafter be referred to as the “Exempt Offering Participants”).
Each Exempt Offering Company will publish, through the Website, the fundraising period of the Exempt Offering (hereinafter: the “Fundraising Period”). Up until the expiration of the Fundraising Period, the Users’ funds in the Exempt Offering will be held in the Trustee’s trust account. Each Exempt Offering Participant will be entitled, with or without a reason, and without being required to provide reasons, to cancel his investment and to receive a refund for the entire amount of the investment that he made, by and subject to the terms and conditions of the investment agreement between each Exempt Offering Participant and the Company (hereinafter: the “Investment Agreement”).
If, by the expiration of the Fundraising Period, the Minimum Fundraising Amount, at least, has not been raised, the investment amounts will be refunded to the Exempt Offering Participants and the transaction will be canceled, subject to the terms and conditions of the Investment Agreements. If, by the expiration of the Fundraising Period, the Minimum Fundraising Amount, at least, has been raised, the investment amounts of all of the Exempt Offering Participants will be transferred from the trust account to the Exempt Offering Company’s account, against the issuance of the Offered Securities to the Exempt Offering Participants, and all by the detailed and binding Investment Agreements that will be signed between the parties.
In the procedure for the offering of the securities of the Exempt Offering Company to a limited number of Users, as stated above, the User will be exposed to classified Content of the Exempt Offering Company, including, but not limited to, financial information, a business plan, information about its products, it services and/or its assets; and the User will also be exposed to various agreements that pertain to the investment in the Exempt Offering Company (hereinafter, collectively: “Classified Content”).
The User is not authorized to make any use whatsoever of the Classified Content of the Exempt Offering Company, other than in such manner and to such extent as necessary for examining the viability of the investment transaction therein (for example: receiving consulting services from a relevant professional), and he is not authorized to distribute this Content in public, and he may not share, post or provide it to others, including to all of the Users on the Website. The registered User will indemnify 4 Invest and/or the Exempt Offering Company immediately at their first request, in respect of any damage, expense, undertaking, loss, or claim that will be caused to them as a consequence of a violation of this restriction, whether the violation was committed rashly or negligently by the registered User, or whether the violation was committed by him intentionally.
invest platform Offering
From time to time, the Website will publish invest platform Offerings of various Eligible Offering Companies and, for this purpose, certain offering details will be presented, which include, inter alia, the terms and conditions of the invest platform Offering, the Submission Period, the Minimum Fundraising Amount, the Maximum Fundraising Amount, a business plan, the designation of the fundraising proceeds, and so on, and all as required by law.
The investment platform Offerings that are published on the Website are directed at all of the Users of the Website; however, participation therein, including subscribing to and purchasing the securities offered therein, will be permitted only after the User has undergone an identification proceeding and has provided information and declarations in such scope and such manner as shall be determined by 4 invest, from time to time, unless and as otherwise stated on the Website.
In the invest platform Offering, the Users may subscribe to Offered Securities during the Submission Period only. Up until the expiration of the Submission Period, the Subscribers’ funds will be held in a trust account, in 4 invest’s name. Each Subscriber will be entitled, with or without a reason, and without being required to provide reasons, to cancel his subscription to purchase the Offered Securities, by the date of the expiration of the Submission Period, and to receive a refund of the funds that he paid for them, subject to the terms and conditions of the invest platform Offering and subject to the provisions of any law.
If, by the expiration of the Submission Period, the fundraising of the Minimum Fundraising Amount, at least, as determined in the invest platform Offering, has not been completed, then the subscription funds will be refunded to the Subscribers, and all, subject to the provisions of the law and subject to the terms and conditions of the invest platform Offering. If, by the expiration of the Submission Period, the fundraising of the Minimum Fundraising Amount, at least, as determined in the invest platform Offering, has been completed, then the subscription funds of the Subscribers will be transferred from the trust account to the Eligible Offering Company’s account, against the issuance of Offered Securities to the Subscribers, and all, subject to and by the provisions of the law and the terms and conditions of the invest platform Offering.
The Users are aware that under law, restrictions apply concerning the maximum investment amount that an Eligible Offering Company is permitted to raise during 12 consecutive months that preceded the invest platform Offering, and also concerning the maximum investment amount that a Subscriber who is not a lead investor or a smart investor is permitted to invest in a single investment and several aggregate investments during the 12-month period that preceded the invest platform Offering, which restrictions apply to all of his investments in the investing platform Offering channel under the Offering Regulations, by his Annual Income, and all as outlined in Section 15B(4a) of the Securities Law and the Offering Regulations pursuant thereto.
The subscription to Offered Securities in the invest platform Offering will be subject to receipt of a declaration from the Subscriber, inter alia, concerning his Annual Income and his eligibility to participate in the invest platform Offering, without deviating from the Investment Amount Restrictions that apply to him in his investment in the Eligible Offering Company and/or in all of his investments under the Offering Regulations. 4 invest will not accept a subscription to Offered Securities from a Subscriber who failed to provide the declarations that are required for completion of the subscription. 4 invest relies upon the declaration of each Subscriber and on details that he will provide to it to determine his eligibility to participate in any invest platform Offering. The User is solely liable for updating his details, should any change be made thereto, and for providing a report to 4 Invest on any material change therein.
2. Participation in the Offerings and electronic approval
Participation in the various Offerings, including subscribing to and purchasing Offered Securities therein, constitutes a transaction between the Offering Company and the Investor. 4 Invest is not a party to this transaction, but rather, it only provides the platform for the performance thereof.
4 invest may participate in the Offerings, and, inter alia, it may purchase and/or receive Offered Securities, in its sole discretion, and subject to the provisions of any law. In addition, 4 invest reserves the right to participate in a certain Offering through related companies (as this term is defined in the Securities Law), and all – without 4 invest’s investment through the related companies constituting the expression of a position concerning the viability of participation in the Offering, and subject to the provisions of any law.
Electronic confirmation and/or approval by the User in such manner as requested on the Website, including concerning reading, understanding, and agreeing to the Content and/or to the participation in the various Offerings that are published on the Website, including subscribing to and purchasing Offered Securities therein, will have binding legal effect as consent, approval and signing for all intents and purposes, and it will be binding on and will entitle the User, without any manual or other signature of the User is necessary.
3. Investment consulting
4 invest does not provide advice, as construed in the Regulation of Engagement in Investment Advice, Investment Marketing and Investment Portfolio Management Law, 5755-1995, and it does not bear a license to provide investment advice, investment marketing, or investment portfolio management.
4 invest or any entity on its behalf does not provide advice and/or recommendations, either expressly or impliedly, concerning any Offering or participation therein, including, but not limited to, advice and/or recommendations concerning fundraising and/or debt raising, and concerning buying or selling securities, and it does not provide ratings for the Offered Securities in the Offerings that are presented on the Website. Any activity or use of services that are provided on the Website is done by the User’s absolute discretion and at his sole responsibility.
The Content that appears on the Website is for knowledge only, and it should not be deemed to be any kind of advice and/or recommendation concerning the engagement with 4 Invest and/or concerning participation in any Offering or the viability thereof. The Content does not constitute a substitute for investment advice, business advice, accounting advice, legal advice, taxation advice, or any other advice that is required by the particular circumstances of each User. In making the investment decision, the Users are required to rely, exclusively, upon the examination that was conducted by them and/or by any entity on their behalf regarding the Offering and the terms and conditions thereof, including the advantages and risks that are entailed in the participation therein.
The publication of any Offering on the Website should not be deemed to be confirmation of the details presented therein, the reliability thereof, or the completeness thereof, and such publication does not constitute the expression of an opinion on the quality of the Offered Securities.
In invest platform Offerings, 4 invest takes reasonable measures to check that the invest platform Offering and the terms and conditions thereof comply with the provisions of the Securities Law and the Offering Regulations, as have been determined by it, while taking into consideration the activities of the Eligible Offering Company, and the scope and complexity thereof. Except for the taking of such reasonable measures, as are specified in the invest platform Offering, 4 invest does not examine the appropriateness of the Offerings (whether Exempt Offerings or invest platform Offerings) or the viability thereof, of the Offering Companies (whether Exempt Companies or Eligible Companies) and/or of the controlling shareholders and/or officers thereof. 4 invest does not express an opinion, either expressly or impliedly, concerning the viability of the investment in the Offered Securities and/or concerning the chances of success of the Offering Companies (whether Exempt Companies or Eligible Companies) and/or concerning their ability to comply with their obligations and with their representations to the Investors.
4. Registration for the Website
Some of the services and the Content on the Website require registration. To register for the Website, the User is required to open a user account with a personal access code, by filling in dedicated registration forms. At the time of creating the account, the User is required to provide complete and correct details. 4 invest reserves the right to examine the details that have been provided and to take measures that are intended to substantiate the accuracy and completeness thereof. The User is solely liable for updating his details, should any change be made thereto, and for providing a report to 4 Invest on any material change in his details.
The User is solely liable for the activities that take place in his account and he is required to keep the password securely and to take all of the measures that are required for this purpose. The User will notify 4 Invest immediately of any breach of security on the Website or of any unauthorized access to his account. The User is solely liable for any damage that will be caused to him and/or to 4 invest and/or to other Users of the Website as a result of the unauthorized use that is made of his account.
4 invest may, in its sole discretion, prevent a User from accessing the Website, including preventing the User from participating in the Offerings that are published on the Website and/or from purchasing Offered Securities therein, it may refuse to register a User for the Website and it may suspend or delete the account of an existing registered User, upon the occurrence of one of the events set forth below:
· If the User breached any of the Terms of Use and/or any of his undertakings and/or his declarations under a certain Offering in which he participated, or should it transpire that these were incorrect, incomplete, or imprecise;
· If the User betrayed 4 invest’s trust, including by inputting and/or transferring erroneous information on the Website about himself or any third party;
· Any other event in respect of which 4 invest believes, in its sole discretion, that the prevention of access, the refusal of registration, or the suspension or deletion of the account of an existing registered user, is necessary to protect the interests of 4 invest and/or other Users.
The User hereby declares that he will have no claim or demand in any event in which 4 invest refused to register him for the Website and/or in which his account was suspended or deleted by 4 invest, by the foregoing, and that he hereby waives and will have no claims or demands against 4 invest, and he will not be entitled to any remedy or compensation in respect thereof.
5. Sharing, posting, and providing content on the Website
In this regard, see 4 invest’s Privacy Policy, which forms an integral part of the Terms of Use.
6. Availability of the Content and the services on the Website
4 invest aspires to ensure that the performance of the Website will serve the Users of the Website optimally, and it will take reasonable measures to ensure this. Nevertheless, 4 invest does not undertake that the Content that appears on the Website, or the use thereof, will not be disrupted, will be permitted as required continuously and safely and without any defects, or that it will be immune from any unauthorized access by injurious entities.
7. Intellectual property rights
No Content or service that is provided on the Website will be deemed to be the granting to the User of any right, license, or permission of any kind or nature whatsoever, neither explicitly nor implicitly, and neither expressly nor impliedly, by abstention or estoppel, or in any other manner that could grant copyrights or intellectual property rights of any kind or nature whatsoever. All of the Content that will be published by 4 invest or any entity on its behalf on the Website, including texts, data, images, and videos, and all of the intellectual property rights pertaining thereto, including copyrights, patents, trademarks, logos, and the design of the Website, are 4 invest’s property, or 4 invest is the holder of the rights of use therein. The User may not copy, reproduce, distribute, sell, transfer, or use the Content that appears on the Website in any other manner that violates 4 invest’s rights or the rights of any other entity therein unless the said activity was expressly permitted by 4 invest in the Terms of Use, or if 4 invest granted its written consent thereto.
The User is aware that the Content that will be shared, posted, or provided on the Website will be in the public domain, and he hereby confers on 4 invest and the other Users of the Website a right, which is not limited in time, to present, reproduce, copy, distribute, market, broadcast, publicize and make any other use of the said Content and information, in their discretion.
8. Risk factors in participating in the Offering
The risks that are entailed in investing in securities and in participating in the Offering vary from one Offering Company to the next, by, inter alia, the type and nature of its activities and its complexity. This being the case, there are factors which, naturally, are not presented below. In invest platform Offerings, the User will be presented with risk factors that are unique to the Eligible Offering Company.
Investing in securities of companies, in general, and of early-stage companies, in particular, is characterized by a high level of risk. Early-stage companies are characterized as companies with a limited history of operations and uncertainty concerning their development. The Investor must acknowledge the fact that he could lose his entire investment.
The risks that are entailed in investing in securities and in participating in the Offerings (Exempt Offerings or invest platform Offerings) that are published on the Website include, inter alia, the following (in addition to the risks that are unique to each Offering Company, as specified in each Offering):
· The Offering is not subject to the securities laws or to the corporate laws that apply to a company offering its securities to the public; the ISA did not grant authorization to publish the offering document and it has not examined it; and after the completion of the Offering, the company will not be subject to the disclosure provisions or to the corporate governance provisions that are intended to protect the investors in the company and to enable supervision by the ISA.
· The possibility that the Offering Company could go into insolvency and/or dissolution, and the holders of the Offered Securities will lose their entire investment funds.
· The possibility of the loss of the entire investment funds, given that the investors are minority shareholders or as a consequence of the activities of the Offering Company or the controlling shareholder thereof, including the sale of the controlling interest in the Offering Company, the sale of its significant assets or other transactions with stakeholders therein.
· The lack of a public market, given that the Offered Securities are not listed for trading on the Tel Aviv Stock Exchange Ltd. or any other stock exchange and, therefore, it is possible that a holder of securities of the Offering Company will not succeed in selling the Offered Securities.
· The percentage of holdings of each investor in the Offering Company’s share capital is likely to be diluted as a consequence of future allocations of its securities, including, but not limited to, in the course of future capital raising by the Offering Company, if any, and all subject to the rights attached to the Offered Securities.
· The risks that are entailed in online investments, including gaps in information between investors, the public’s lack of ability to conduct negotiations concerning the terms and conditions of the investment, and the lack of an economic incentive to monitor the investment, taking into account the low scope of the investment.
· The price for the Offered Security reflects the value of the Offering Company by the assessment of the Offering Company’s management, and it is not based on a valuation or opinion of a financial entity or any other competent entity, unless otherwise expressly stated in the Offering.
· In contrast to many supervised entities that are bound by requirements that are intended to protect their financial stability (such as minimum shareholders’ equity requirements), the activities of the Offering Company are not supervised, and it might be unstable, without any warning being given to its security holders, and in such a manner that would give rise to non-compliance with its obligations to them.
· Given the risks that are entailed in investing in securities, in general, and in early-stage companies, in particular, 4 invest recommends to the Users that they diversify their investments, and that they have the economic ability to sustain the loss of the amounts invested by them.
9. The User’s declarations
The User hereby declares the following to 4 invest and the other Users of the Website:
· that any engagement between the User and 4 invest, the Offering Company, and any other User of the Website in connection with his participation in the Offering and the purchase of Offered Securities therein, arises from his voluntary and sole decision, after exercising his judgment and examining the Offering and the implications entailed in his participation therein;
· that all of the tools and information that he needed to make a decision concerning his participation in the Offering and the purchase of the Offered Securities therein were available to him, and that this information was checked and examined by him thoroughly and to his satisfaction;
· that he will carefully read the data of any Offering and the terms and conditions thereof, in their entirety, including the provisions of the Offering Documents and/or the Investment Agreement, and in particular, the section entitled “Restrictions and Risks Entailed in Responding to the Offering” that is included therein, and he will ascertain that they are understandable and clear to him, before participating therein and subscribing to Offered Securities therein;
· that he will carefully read the information that is presented on the Website concerning 4 invest’s procedures, and he will also carefully read its procedures for the prevention of fraud in invest platform Offerings that are performed through it, which are described in the information about 4 invest on the Website, and which can be viewed by clicking here, and he will ascertain that they are understandable and clear to him;
· that he possesses the ability to evaluate and estimate the restrictions and the risks that are specified in the various Offerings in which he will participate, and the business risk entailed in the purchase of the Offered Securities of the various Offering Companies, and that he is aware of the possibility that he will sustain and he can sustain the full loss of the funds that he will invest;
· that he possesses the means, the knowledge, and the experience to sustain the full loss of the funds that he will invest;
· that he is aware of the restrictions that apply by law to the maximum investment amount that he is allowed to invest in a single investment, and to the maximum total investments that he is allowed to make during 12 consecutive months, which restrictions apply to the entirety of his investments in invest platform Offerings under the Offering Regulations, by his annual income (hereinafter: the “Investment Amount Restrictions”);
· he confirms that he will carefully read the Investment Amount Restrictions as outlined in the Offering Regulations, before responding to any invest platform Offering, and that in his response to the invest platform Offering, he will not deviate from the Investment Amount Restrictions that apply to him in a single investment in the Offering Company or the total of all of his investments under the Offering Regulations;
· that he is aware that should he deviate from the Investment Amount Restrictions that apply to him in an investment in an Eligible Offering Company and/or in all of his investments in Eligible Offering Companies under the Offering Regulations, he will not be able to participate in the invest platform Offering, and his subscription to purchase Offered Securities will be null and void and devoid of any validity, and the funds that he paid for the Offered Securities will be reimbursed to him by the provisions of the law and the terms and conditions of the invest platform Offering;
· that his response to the Offering and his purchase of the Offered Securities are not in contravention of any law or agreement to which he is a party, and they do not constitute a breach of any undertaking of his vis-à-vis any third parties whatsoever;
· that he is aware that he may not assign to others his right to purchase the Offered Securities to which he will subscribe, and that his investment in the Offering Company is being made for himself only, and not for others;
· that he has all of the certifications as required for the investment in the Eligible Offering Company and the purchase of the Offered Securities under the invest platform Offering, including – insofar as required by law – certification by an accountant that the amount of his annual income satisfies one of the options outlined in Sub-Regulation 15(b)(1)-(2) of the Offering Regulations;
· that he is aware that 4 invest does not express an opinion, either expressly or impliedly, concerning the quality of the Offered Securities and/or the viability of the investment therein and/or concerning the chances of success of the Offering Companies and/or concerning their ability to comply with their obligations and with their representations as outlined in the Offerings. In addition, he is aware that except the examinations that are specified in the invest platform Offering, 4 invest does not examine the appropriateness of the Offerings (whether Exempt Offerings or invest platform Offerings), of the Offering Company and/or of the controlling shareholders and/or officers thereof;
· that he is aware that 4 invest relies upon the representations of the Eligible Offering Companies to ascertain that the invest platform Offerings and the terms and conditions thereof satisfy all of the conditions outlined in Section 15B(4a) of the Securities Regulations, 5728-1968, and in the Offering Regulations, and that it relies upon the representations of the Eligible Offering Companies to ascertain that no fraudulent acts are being committed in the various invest platform Offerings, without conducting its independent examinations in these matters (except as required by law);
· that he is aware that 4 invest relies upon his declarations and the declarations of other Subscribers in the invest platform Offerings to ascertain that he and the other parties that have responded to the invest platform Offering meet the Investment Amount Restrictions that apply to them;
· that he is aware that 4 invest may participate in the Offerings (whether Exempt Offerings or invest platform Offerings) that are published on the Website and that it may purchase the Offered Securities therein, and it may also receive Offered Securities in consideration of its services to the Offering Companies, as specified in the Offerings.
10. General undertakings of the User of the Website
The User hereby undertakes the following to 4 invest:
· that he will not make any use of the Website or of the services provided thereon in contravention of the law or any use that could cause harm to 4 invest or third parties;
· that he will not access and/or cause harm to 4 invest’s computer systems or those of the other Users, or to those areas that require the authorization of the website manager or that are not available for direct access by the User;
· that he will not use or launch any automated system, including, but not limited to, “robots,” “spiders,” and/or “offline readers,” which access the Website in a manner that sends more request messages to the servers in a given period than a human could reasonably produce in the same period by using a conventional online web browser;
· that he will not collect from the Website any personally identifiable information, including names of accounts and e-mail addresses;
· that he will not use the communication and distribution systems that are provided on the Website for any purpose of commercial solicitation;
· that he will not use the Content and the services that are provided on the Website, except for his personal use;
· that he will not use the Content and the services that are provided on the Website to post them on the Internet, without 4 invest’s prior, written consent;
· that he will not attempt to decipher, decompile, disassemble, or reverse engineer any of the software, services, or Content that are used and provided on the Website;
· that he will not create a link to the Website and/or use the Website and/or the Content and the services provided thereon, (1) to share, download, distributing, publishing or broadcasting any other information in any manner that violates any third party rights whatsoever; (2) other information that is prohibited from being published or used, because it is threatening, harmful, offensive, defamatory or inappropriate; (3) other information that includes a virus or other software that could cause harm to 4 invest’s or third parties computer systems;
· that he will not sell, lease, lend, or otherwise transfer, whether with or without consideration, the Website, the Content, or the services provided thereon, to third parties;
· that he will not impersonate another person or make any misrepresentation on the Website or to the Users thereof.
11. Advertisements and sponsorships
The Website may contain advertisements or sponsorships (hereinafter: “Advertisements”) for products or services of a third party, sponsored by an external service that matches the Advertisements to the content of the page and the User’s browsing habits. The User is aware that the advertisers and the sponsors are solely liable for the Advertisements and for the content thereof and compliance with the provisions of any law, and that 4 invest has no influence over the selection of the Advertisements that are displayed, the order in which they appear or the content thereof.
12. Liability and indemnity
The User hereby undertakes to protect, indemnify, compensate, and exempt 4 invest, the officers thereof, its employees, its shareholders, and any other related party, in respect of any claim, lawsuit, damage, expense, obligation, loss that will be caused to any of the aforesaid entities, as a result of unlawful use of the Website by the User, or as a result of a breach of any of the Terms of Use.
4 invest or any entity on its behalf does not bear any liability whatsoever for any damage, expense, obligation, loss, or claim that will be caused to the User of the Website, and that arises from or is related to unlawful use of the services on the Website or concerning the Content provided thereon, or the User’s degree of satisfaction therewith, including, but not limited to: for any damage, expense, obligation, loss or claim as a result of the provision or uploading of information to websites that are managed or owned by a third party, which the User reached through a link on the Website; for any details and/or unreliable content and/or incomplete content and/or imprecise content and/or content that has not been updated and/or illegal content that is provided on or uploaded to the Website by a User; or for the Advertisements that are displayed on the Website from time to time by advertisers and sponsors.
Without derogating from the foregoing, and subject to the provisions of any law, the User hereby agrees that the maximum liability that 4 invest owes to the User will not exceed the payment that the User made to 4 invest for the services that it provided to him.
13. Payments, commissions and taxes
Use of the Website and participation in the various Offerings that are published thereon does not entail payment. Publication of the Offerings on the Website by the various Offering Companies entails payment to 4 invest, as will be determined in the agreement between 4 invest and each Offering Company.
An Offering Company may also bear additional payments to prepare representations, documents, and reports in connection with the Offering and after the completion of the transaction, and all by the provisions of the law and with the terms and conditions of the Offering.
In addition to the payments, as stated above, bank transfer commissions and/or payment clearing commissions will apply, which will be collected by the clearing companies in connection with the Offering. 4 invest will not bear any payment clearing commissions and/or bank transfer commissions that may apply in connection with the payment by a participant in the Exempt Offering and/or the Subscriber (as the case may be) to 4 invest and/or to the Trustee and/or from 4 invest and/or from the Trustee to the participant in the Exempt Offering and/or to the Subscriber (as the case may be) and/or from 4 invest and/or from the Trustee to the Offering Company, which will be deducted from the funds that will be refunded to the Subscribers or from the funds that will be transferred to the Offering Company, as the case may be.
The User is solely liable for the payment and for providing a report concerning all of the payments, commissions, and relevant taxes that are related to his use of the Website, including third-party commissions and any tax liability that applies under law.
The Users of the Website hereby agree that they will not engage in any investment transaction or any other transaction to circumvent the Website or avoid payment of the commission or any other payment to which 4 invest is entitled under final and binding agreements that will be signed with it and under the terms and conditions of the Offering. Should such engagement or attempted engagement be brought to a User’s attention, the User will give immediate notice to that effect to 4 invest, and the Users who engaged in the investment transaction will indemnify 4 invest for the amount of the commission to which it is entitled under the Terms of Use or any other binding agreement.
14. Privacy Policy
For information concerning 4 invest’s use of the Users’ personal information or statistical information, and concerning the undertakings of the Users of the Website under the Privacy Policy, which forms an integral part of the Terms of Use, see 4 invest’s Privacy Policy on this Website.
15. Mailing
Registration for the Website constitutes consent to accept emails concerning the services. The registered User may, at all times, remove himself from the Website’s mailing list, by sending an email to the address provided on the homepage.
16. Notices
All of the notices or reports under the Terms of Use will be provided in advance and in writing, unless otherwise expressly stated. For this purpose, a notice or a written report constitutes any manner of documented presentation of words or digits or the copying thereof, visibly.
17. Regulatory changes
The activities involved in investing in, buying, and selling securities are subject to stringent and meticulous regulation. Regulatory changes in the field could have an impact on the Terms of Use of the Website and the viability of the participation and investment in the Offerings.
18. Waiver
The non-enforcement by 4 invest of any right or provision of the Terms of Use will not be deemed to be a waiver by INB of the said right or provision.
19. Priority
The provisions of the Terms of Use prevail over any previous agreement between 4 invest and the Users, unless otherwise expressly stated in writing.
20. Modifications to the Terms of Use
4 invest reserves the right, in its sole discretion, to update, modify, add, adjust, amend, or remove parts of the Terms of Use at all times. The User is required to check the Website from time to time to keep informed of the modifications that are made to the Terms of Use. By continuing to use the Website, despite the modifications to the Privacy Policy, the User is agreeing to these modifications.
21. Governing law and jurisdiction
The law that applies to these Terms of Use and to everything arising therefrom or entailed herein, including the interpretation thereof, is the law of the State of Israel only. The competent courts in the UK, London District have the local and exclusive jurisdiction to adjudicate any dispute and/or legal question in connection with these Terms of Use and/or any dispute concerning the Website and the use thereof. Should it be decided by a court with acceptable jurisdiction that any of the provisions of the Terms of Use is invalid and/or unenforceable, the said provision will be deemed to have been canceled. This will not affect the validity of the other provisions that appear in the Terms of Use, which remain in full force and effect.
