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Terms of use

Welcome to Simetria’s website! When you access or use our website, you’re agreeing to its terms, so please take a few minutes to review the Terms of Use below. 

1. Terms of Use

1.1. These Terms of Use govern your access and use of Simetria’s website at https://www.simetria.io/ (the “Website”), as well as the information and materials on this Website (collectively, the “Content”). By accessing or using this Website, you agree that you have read, understood, and accepted these Terms of Use, our Privacy Policy, and all other policies and terms and conditions made available by us on our Website, from time to time. IF YOU DO NOT ACCEPT OR AGREE WITH THESE TERMS OF USE, YOU MAY NOT ACCESS OR USE THIS WEBSITE OR THE CONTENT. This Website is owned and operated by Simetria Trading Solutions Ltd., a limited private company, located at 1 Noah Mozes St., Rishon Letzion, Israel, registered number 516263662 (“Simetria” or “we” or “us”).

1.2. Simetria reserves the right, at its sole discretion, to change, modify, add or remove these Terms of Use or any part thereof, at any time. It is your responsibility to check these Terms of Use periodically for changes. By continuing to use the Website following changes to these Terms of Use, made from time to time, you accept and agree to any such changes. As long as you comply with these Terms of Use, Simetria grants you a personal, non-exclusive, non-transferable, limited right to enter and use the Website.

2. Terms of Restrictions on Access and Use

2.1. You may use this Website provided that (i) you are over 18 years of age, (ii) you are using the Website for your own personal use, (iii) you do not copy the Website or any part of it, (iv) you do not modify the Website or any part of it, and (v) you comply with all applicable laws, rules, regulations, and court orders.

2.2. Simetria, its licensors and/or its suppliers retain all rights, title and interest (including all copyright, trade secret, patent and other rights) in and to the Website and the Content, including without limitation all text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork, computer code, design, structure, selection, coordination, expression, “look and feel” and arrangement of Content. If you give us feedback on the Website, for example recommendations for improvements or features, such feedback will be deemed non-confidential and non-proprietary, and implementation of that feedback is owned by us and may become part of the Website without compensation to you. The Website contains proprietary and confidential information that is protected by applicable intellectual property and other laws.

 

2.3. Except as expressly provided in these Terms of Use, no part of the Website and no Content may be copied, reproduced, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including mirroring) to any other computer, server, website or other media for publication or distribution or for any commercial purposes, without Simetria’s express written consent.

2.4. You may download publicly-available Content on this Website only for your personal, non-commercial use, provided that: (i) you keep intact all copyright and other proprietary notices; and (ii) if your copying or use of copyrighted materials on this Website is other than “fair use” under the Israeli copyright laws, you must seek permission directly from us.

2.5. You may not do any of the following:

  • Violate any copyrights, and other proprietary or intellectual property rights in this Website or the Content;

  • Remove or modify any copyright notices, other proprietary notices, or references to these Terms of Use in the Content or on this Website;

  • Engage in any “data mining,” “deep-link,” “page-scrape,” or use “bots/spiders” or similar data gathering and extraction tools or methods in connection with this Website or the Content; 

  • Decompile, reverse engineer, disassemble, lease, sell, distribute, or reproduce this Website;

  • Transmit, post, or otherwise make available: (a) content that is unlawful, false, inaccurate, harmful, obscene, or otherwise objectionable, including but not limited to any content that infringes on any intellectual property right or proprietary right; (b) viruses, Trojan horses or other harmful programs or material; or (c) not use any device, software or routine to interfere with the proper working of the Website, (d) advertising or promotional materials, “spam,” or any other form of solicitation;

  • Misrepresent your affiliation with or impersonate any person or entity;

  • Interfere with or disrupt this Website, including imposing an unreasonable or disproportionately large load on the infrastructure of the Website, or attempt to circumvent this Website’s security features; and

  • Probe, scan, or test the vulnerability of the Website or any network connected to the Website, nor breach the security or other authentication measures on the Website or any network connected to the Website.

3. User Registration and Account

3.1. Simetria offers services to individuals and private companies through a proprietary platform (the “Platform”), which enables them to manage and operate the sale of vested equity and/or shares to buyers (“Secondary Sale”).

 

3.2. If you wish to sell your vested equity and/or shares you may register an account (the “Account”) on our Website and provide us with the following details: your email address, your personal name, Company name, postal address, phone number, username, password, demographic information (such as your occupation), social security number, tax ID number, bank account information, as well as other information you directly give us on our Services.  By registering the Account, you expressly agree and permit us to approach the Company which you wish to sell shares in and/or brokers and to offer them to execute a secondary sale through our Platform, to provide them with your details and the fact that you wish to sell shares of the Company.

3.3. If you establish an Account, you are responsible for maintaining the confidentiality of your user ID and password, and you are responsible for all activities that occur under your password or user ID. You agree to: (i) log out from your account at the end of each session; and (ii) immediately notify Simetria via the support@simetria.io of any unauthorized use of your password or user ID or any other breach of security.

3.4. We may use the information provided by you to approach brokers and investors with an offer to participate in the sale transaction and buy your shares, by registering the Account, you expressly agree and permit us to approach such investors and brokers.   

3.5. In the event that following your registration of an Account, you sell shares of the Company in a Secondary Sale through our Platform, we will be entitled to receive from you and you will be obligated to pay a percentage of the gross proceeds received by you from such Secondary Sale as further defined in a client engagement agreement (the “CEA” and “Fee”, respectively). 

3.6. Upon registering an Account, you will receive a referral link which you may share with other option holders and shareholders of the Company, inviting them to register an Account. For each Account duly registered according to these Terms of Use, you will be entitled to a discount on the Fee. Simetria may change the discount rates from time to time. 

3.7. SIMETRIA SHALL HAVE THE SOLE AND ABSOLUTE DISCRETION WHETHER TO APPROACH THE COMPANY FOLLOWING YOUR REGISTRATION OF THE ACCOUNT AND/OR TO OFFER IT TO USE THE PLATFORM AND/OR TO OFFER, ALLOW OR FACILITATE THE CONSUMMATION OF THE SECONDARY SALE OF YOUR SHARES OF THE COMPANY THROUGH THE PLATFORM AND SIMETRIA EXPRESSLY DISCLAIMS ANY WARRANTY OR GUARANTEE THAT IT WILL APPROACH THE COMPANY, AND/OR THAT YOU WILL SELL SHARES OF THE COMPANY.

3.8. You are responsible for all information that you transmit or otherwise make available to this Website and you further represent and warrant that all information you provide is correct and accurate, including the fact that you hold shares or rights to subscribe for shares of the Company. Your access to and use of this Website may be monitored, including but not limited to, for the purpose of identifying illegal or unauthorized activities.

3.9. We reserve the right to remove or reclaim any user IDs at any time and for any reason, including but not limited to claims by a third party that a user ID violates such third party's rights.

3.10.All personally identifiable information collected from you is governed by our Privacy Policy.

4. Sale of Services

4.1. We may offer for sale or download licenses to certain Simetria products or services, including without limitation the Platform (“Services”). Your use of such Services will be subject to terms applicable to such Services, or a separate written agreement between you and Simetria. If you or the Company have previously purchased Services, those Services are subject to the terms and conditions of the specific agreement between the relevant parties.

5. Disclaimers and Limitation of Liability

5.1. THIS WEBSITE AND THE CONTENT ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS, AND MAY BE SUBJECT TO ERRORS, INACCURACIES OR OMISSIONS. YOU ARE SOLELY RESPONSIBLE FOR ANY AND ALL ACTS OR OMISSIONS MADE BY YOU IN RELIANCE ON THE WEBSITE OR ANY PART THEREOF.  

5.2. SIMETRIA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS EXPRESSLY DISCLAIM ANY REPRESENTATIONS OR WARRANTIES REGARDING THIS WEBSITE, THE CONTENT, THE PLATFORM AND/OR THE SERVICES INCLUDING BUT NOT LIMITED TO THEIR MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, COMPLETENESS, ACCURACY, TIMELINESS, NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, OR FREEDOM FROM COMPUTER VIRUSES. YOUR ACCESS TO AND USE OF THIS WEBSITE AND THE CONTENT ARE AT YOUR SOLE RISK. SIMETRIA      SHALL NOT BE RESPONSIBLE FOR ANY DAMAGES (INCLUDING BUT NOT LIMITED TO ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES), LOSSES, CLAIMS OR LIABILITY, KNOWN OR UNKNOWN (INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, GOODWILL, USE OR DATA), ARISING OUT OF THE USE OF (OR INABILITY TO USE) THIS WEBSITE, THE CONTENT, OR ANY THIRD-PARTY SITE LINKED TO THIS WEBSITE. OUR LIABILITY FOR ANY DAMAGES OR CLAIMS OF ANY KIND, SHALL NOT EXCEED US$1. THE LIMITATIONS OF LIABILITY HEREIN SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES.

 

6. Application

6.1. These Terms of Use shall also govern the use of Simetria’s mobile application (the “Application”). Unless stated otherwise herein, all reference to the Website shall be deemed to include the Application and all terms that apply to the Website shall apply to the Application mutatis-mutandis.

6.2. The Application is available on any device you can use a browser on.  

7. Linking and Third Parties

7.1. This Website may include links to third-party sites, such as social media and file-sharing sites to distribute our Content. When you access these sites, you are subject to third-party terms of use and privacy/security policies, which we recommend that you review. We are not responsible for the accuracy, completeness, legality, practices, or availability of linked sites (including any related services, content, software applications, and other technologies). In addition, we are not responsible for any interruption of services, malfunctions, or security breaches involving these third-party sites.  References or links in these third-party websites to any commercial products or services, or the use of any trade, firm or corporation name do not constitute endorsement by Simetria.

8. General

8.1. These Terms of Use constitute the entire agreement with respect to your access to and use of this Website and the Content. For the avoidance of doubt, Simetria’s obligations, if any, regarding its products and services are governed solely by the agreements pursuant to which they are provided, and nothing on this Website should be construed to alter such agreements.

8.2. You agree that Simetria may, in its sole discretion and without prior notice, terminate your access to the Website and/or the Account and/or block your future access to the Website and/or the Account if we determine you have violated these Terms of Use or other agreements or guidelines which may be associated with your use of the Website. You also agree that any violation by you of these Terms of Use will constitute an unlawful and unfair business practice, and will cause irreparable harm to Simetria, for which monetary damages would be inadequate, and you consent to Simetria obtaining any injunctive or equitable relief that Simetria deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Simetria may have at law or in equity.

8.3. If any provision of these Terms of Use is unlawful, void or unenforceable, then that provision will be deemed severable from the remaining provisions and will not affect their validity and enforceability. The failure by Simetria to enforce any provision in these Terms of Use will not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time. These Terms of Use and any matter or dispute arising out of this Website or the Content shall be exclusively governed by and construed according to the laws of Israel, without reference to conflict of laws principles. The city of Tel Aviv, Israel will have exclusive jurisdiction over any dispute relating to these Terms of Use, this Website or the Content. We will have the right to use for any purpose, free of charge, all information or content submitted via this site except those submissions made under a separate legal contract.

 8.4. Simetria may disclose any information we have about you (including your identity) if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Website, or to identify, contact or bring legal action against Simetria’s rights or property of visitors to or users of the Website, including Simetria’s customers. Simetria reserves the right at all times to disclose any information that Simetria deems necessary to comply with any applicable law, regulation, legal process or governmental request. Simetria may also disclose your information when Simetria determines that applicable law requires or permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes.
If you have any questions about these Terms of Use, please contact us at support@simetria.io.

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