Rank Ranger - Terms of Use Agreement

Last Update: July 3, 2022

PLEASE READ THE FOLLOWING TERMS OF USE AGREEMENT AND PRIVACY POLICY CAREFULLY BEFORE USING THE WEBSITE AND/OR SERVICE (AS BOTH TERMS ARE DEFINED BELOW). IF YOU USE THE WEBSITE OR SERVICE, YOU WILL BE BOUND BY THE TERMS OF THIS AGREEMENT, INCLUDING THE PRIVACY POLICY. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE, PLEASE DO NOT ACCESS OR USE THE SERVICES OR THE WEBSITE.

ACCEPTANCE OF TERMS

Internet Marketing Center Ltd. (previously doing business as Rank Ranger, LLC) and its affiliates (the "Company" or "Rank Ranger") offers users access to its website at www.rankranger.com (the "Website") and certain features, content and information related to search engine optimization, online digital marketing or any other features or information as may be offered from time to time by the Company, including but not limited to, search engine optimization and link management tools, downloadable toolbars, application program interfaces ("APIs"), site profiling services, analytics, blogs, user-generated-content, surveys and opinion polls (the "Service"). Any person who wishes to use the Website and/or the Service and/or the APIs acknowledgesthat (i) Rank Ranger will use any personal information that may collected or obtained in connection with the Website, APIs and/or the Service in accordance with the privacy policy available at https://www.rankranger.com/privacy (the "Privacy Policy”), and (ii) agrees to this Rank Ranger Terms of Use Agreement, (collectively with the Privacy Policy, the "Agreement"), as well as all other policies and guidelines incorporated by reference into this Agreement. The Agreement is a binding agreement between you and Rank Ranger.

CHANGES TO THIS AGREEMENT

This Agreement and all other policies governing the use of the Service, the Website and APIs may be modified, changed or altered, at the Company's sole discretion, at any time and without prior notice. The Company may from time to time at its discretion publish notices of material changes to this Agreement on the Website before they become effective. You agree that your continued use of the service following any modifications, changes or alterations to this Agreement and after the changes take effect will constitute your acceptance of such modifications, changes or alterations and conclusively demonstrates your acceptance of such modifications, changes or alterations. The updated version of this Agreement constitutes the entire agreement between you and the Company and supersedes any previous agreements or representations, either oral or written with respect to the subject matter of this Agreement.

SERVICES

Rank Ranger grants you permission to visit and use the Website and subscribe to the Service and/or the APIs for your information and personal use only (and, where applicable, the internal business purposes of your organization), subject to this Agreement and your compliance with applicable law. Subject to your compliance with this Agreement, Rank Ranger hereby grants you a non-exclusive, nontransferable, worldwide, revocable and limited license to access and use the Service and APIs, and any data or information included or made available via the Website, Service and/or API (the "Information” or "Data”). Any person who uses the Website and/or the Service, whether Free Service or Paid Service (as those terms are defined below) shall be referred to as a "User". The Company may offer to Users certain free services and allow free access and use of certain components of the Website ("Free Service"). All such Free Services, which may or may not require prior registration to the Website, are provided at Company's sole discretion and may be modified or limited or cancelled at the Company's sole discretion without prior notice. The Company may also offer to Users certain Services, which require registration and payment ("Paid Services"), as shall be indicated with respect to such Paid Services at the Website and/or in the Company's service order form. The Company reserves the right, in its sole discretion, to: (i) cancel unconfirmed or inactive accounts; and/or (ii) refuse Service to anyone, for any reason, at any time; and/or (iii) temporarily or indefinitely suspend any User from using the Website or the Service.

The following conditions shall apply to all Users:

1. The Service, Website and APIs may be used only for lawful purposes and only in a lawful manner. All Users agree to comply with all applicable laws and regulations and to refrain from violating any third party's rights or Website policies, such as YouTube Terms of Services, Facebook Terms of Services and other third party connections' Terms of Services.
2. All Users must be human, eighteen (18) years of age or older, and able to form legally binding contracts. If you are under 13 years old, please do not visit, access or use the Service and the Website. If you are between 13 and 18 years of age, then you must review this Agreement with your parent or guardian before visiting, accessing or using the Service and the Website to make sure that you and your parent or guardian understand this Agreement and agree to its terms. No Internet bots, crawlers or any other automatic applications or codes designated to retrieve and collect information are allowed to use or to access or collect any data from the Website or the Service (except for certain authorized API users).
3. Users must provide a valid email address, and refrain from submitting or posting false, inaccurate, misleading, defamatory, or libelous content (including personal information).
4. Users may not impersonate any other person or entity or otherwise misrepresent their identity in a profile or elsewhere on the Website.
5. Users may not authorize or allow others to use their account, profile, or messages or the Data.
6. Users shall immediately report to Rank Ranger any security breach and/or improper use of the Service or the Website that comes to their attention.
7. Rank Ranger shall have the right to monitor User communication, and may disclose any content and information about Users, including User communication and information if Rank Ranger deems it reasonably necessary to: (i) conform to legal requirements or respond to legal process; and/or (ii) ensure User compliance with this Agreement, including the Privacy Policy; and/or (iii) protect the rights, property, personal safety or interests of Rank Ranger, its employees, customers, or the public at large.
8. You may not access and use the Website, Services, API or the Data to engage in competition with the Company, and you represent and warrant that you are not a competitor of the Company.

Your access and use of the Website, Service and APIs is expressly conditioned upon your compliance with all the terms of this Agreement and any applicable laws. A violation of any of these terms shall immediately revoke your right to use the Website, the Service and/or APIs. The Company, at its sole discretion, may limit any User's use of the Service, Website or APIs, including, by way of example, the frequency with which User may access the Service or his ability to post User Content. Rank Ranger reserves the right to modify or discontinue the Service (or any part or feature thereof) at any time and without notice. You agree that Rank Ranger shall not be liable to you or to any third party for any damages caused by or in connection with any modification, suspension or discontinuance of the Service.

RESTRICTIONS

Except as expressly permitted in this Agreement, you may not, and shall not allow any third party to: (i) give, sell, rent, lease, timeshare, sublicense, disclose, publish, assign, market, sell, display, transmit, broadcast, transfer or distribute any portion of the Service, PI or the Data to any third party; (ii) circumvent, disable or otherwise interfere with security-related features of the Website, Service or APIs or features that prevent or restrict use or copying of any Data or content or that enforce limitations on use of the Website, Service or APIs; (iii) reverse engineer, decompile or disassemble, decrypt or, attempt to derive the source code of, the Website, Service or APIs or any components thereof, or create any derivative works of the Website, Service, APIs, Data or any part thereof; (iv) present or share the Data received through the Website, Service or APIs without Rank Ranger’s prior consent, and in the event such consent was given, present or share such Data without attribution to Rank Ranger pursuant to Rank Ranger’s branding guidelines; (v) use any robot, spider, scraper, or other automated means to access or monitor the Website, Service or APIs for any purpose, or to copy, access, collect, download, or otherwise obtain Data, content or other information from the Website, Service or APIs; (vi) take any action that imposes or which Rank Ranger determines, in its sole discretion, may impose an unreasonable or disproportionately large load on the Rank Ranger infrastructure or infrastructure which supports the Website, Service or APIs; (vii) interfere or attempt to interfere with the integrity or proper operation of the Website, Service or APIs, or any related activities; (viii) remove, deface, obscure, or alter Rank Ranger’s or any third party’s identification, attribution or copyright notices, trademarks, or other proprietary rights affixed to or provided as part of the Website, Service or APIs, or use or display logos of the Website, Service or APIs without Rank Ranger’s prior written approval; (ix) use Rank Ranger’s trademark without Rank Ranger’s prior written consent; (x) use the Website, Service, APIs or Data to develop, offer, operate, support or enable a competing service or product; and/or (xi) use the Website, Service, APIs or Data in any unlawful manner, for any harmful, irresponsible, or inappropriate purpose (including without limitation third-party defamation), or in breach of this Agreement, any terms and conditions of any third-party product or service you use, or any agreement you have entered into with any third party.

 

ACCOUNT

In order to use the Website or Service and become a User, you are required to create a personal user account ("Account”). In creating your Account, you acknowledge and agree: (i) to provide accurate and complete Account and login information; (ii) to keep, and ensure that your user Account login details and password are kept, secure at all times; (iii) to remain solely responsible and liable for the activity arising out of any failure to keep your Account details confidential; and (iv) to promptly notify Rank Ranger in writing if you become aware of any unauthorized access or use of your Account or the Service. In creating your Account, you further represent and warrant that you were not previously blocked by Rank Ranger from having an Account or otherwise using the Website or Service. In the event you choose to provide your User information required for creating a subscription by registering through your account with a third party platform (e.g., your Google account) for which you have certain administrative rights on behalf of your organization, and provided you consent to the opt-ins and permissions provided by the relevant platform during the registration process, we will receive access to certain information (e.g., Google Analytics) about your organization’s sites and/or apps. In that event, we will access and use some of that information with similar information received from other organizations regarding their sites and apps, in order to improve our algorithms. Unless you have specifically asked us to display some of that information in our Website, the information will be used only for the algorithm improvement described above and will not be shared with any third parties. You always have the right to terminate our access to that information about some or all of your organization’s sites or apps, by following the instructions provided by the relevant platform. For further information about our access to or use of that information, please contact [email protected].

PAID SERVICES

Any User who acquires and/or uses Paid Services ("Paid Services User") must agree and accept the payment terms presented to him at the time he subscribes to such Paid Services on the Website or by service order form. Any Paid Services User who wishes to discontinue or cancel his Paid Service, must do so, at his sole responsibility, prior to the automatic renewal date (such date, if any, depends on the renewal terms the Paid Services User chose during the subscription process). No further notice of renewal dates shall be given to Users after subscribing to Paid Services. Information regarding User Paid Services and auto renewal of Paid Services is provided in the "Account Settings" page in the Website.

METHOD OF PAYMENT

The payment and/or fee for the Paid Services shall be paid in accordance with the payment terms ("Payment Terms”) and method of payment ("Payment Method”) set forth in the Website’s registration process and/or the Company’s service order form and/or a specific agreement with a User. Such Payment Method includes international e-commerce services allowing payments and money transfers such as PayPal. Other Payment Method may be available to certain Users, at the Company’s sole discretion, if such Payment Method was agreed upon in writing by the Company and the User (to set up such Payment Method please contact [email protected]). All Users of Paid Services are responsible for ensuring that the Payment Method associated with their account is accurate, valid and up to date and that they have full power and authority to use it for the purpose of paying for the Paid Services. The Company reserves the right, at any time and in its sole discretion, to deny, or refuse, or cancel, any Paid Services of any User. Furthermore, any failure to pay a Payment Method, for any reason, may result in cancellation of the Paid Services and/or the User’s account, all at the Company’s sole discretion. Any and all payments made in connection with the Paid Services shall be non-refundable whether the User used the Paid Services in whole or in part or has not used them at all.

Any payment not paid by User to Rank Ranger when due shall bear interest at the rate of 1.5% per month (but no more than the maximum rate allowed by applicable law), and shall constitute sufficient cause for Rank Ranger to immediately suspend performance and terminate this Agreement.

Any discount provided by Rank Ranger for any term shall apply for that term only, and renewal of any Service provided for a discounted fee shall be based on Rank Ranger’s applicable list price in effect at the time of the renewal.

In the event that User’s Service is suspended due to non-payment, the term will continue to run as stipulated in the Agreement, and User shall neither be entitled to any refund of prepaid fees nor be excused from any future payment obligations under this Agreement.

TAXES

User is solely responsible for payment of any sales, use, VAT, or other taxes resulting from the acceptance and/or use of the Website, Service or APIs. If any such taxes are required to be withheld, User shall pay an amount to Rank Ranger such that the net amount payable to Rank Ranger after withholding of taxes shall equal the fees as set forth in the service orders, which would have been otherwise payable under this Agreement. In the event User intends to withhold any taxes or other charges from its payment to Rank Ranger in accordance with applicable laws, it shall notify Rank Ranger of the amount to be withheld, so that Rank Ranger may issue or reissue an amended invoice reflecting a grossed-up fee, so that the net amount payable to Rank Ranger after withholding of the applicable taxes or charges shall equal the fees as set forth in the service orders.

USER ACCOUNT CANCELLATION

Users, whether they use Free Services or Paid Services, may cancel their account at any time by contacting customer service via email at [email protected] (Please note that the cancellation shall become effective only after receiving Company's approval). Please note that cancellation does not entitle you to a refund. Users who cancel their account shall continue to have access to the Website and Service until the end of their subscription term.

INFORMATION SECURITY

The Company uses commercially reasonable computer security safeguards and protocols to protect its Website, the Service, its databases and servers against misuse, risks of loss, unauthorized access, destruction, inadvertent or improper disclosure of data ("Security Breach"). However, the Company does not assume any responsibility for any such Security Breach, and does not guarantee that, any such Security Breach will not occur. All registered Users, are solely responsible for, and must protect their account and its contents from and against any unauthorized access to their password and/or to their computer(s) and/or networks.

USER AND OTHER THIRD-PARTY CONTENT

Users are solely responsible for any content they upload and/or post and/or publish and/or display in the Website or in connection with the Service, including but not limited to any information in any form, data, text, links, articles, software, photographs, graphics, video, audio, music, sound, messages, or any other materials ("User Content”). Rank Ranger does not guarantee any confidentiality with respect to any User Content. All User Content must be accurate and truthful. Users may not post content that they know and/or reasonably should know to be false or misleading, libelous, defamatory, obscene, vulgar, abusive, harassing, threatening, or otherwise objectionable, or that invades a person’s privacy, infringes another person’s Intellectual Property Rights, or otherwise violates any law or regulation. "Intellectual Property Rights” means any and all rights, title and interests, whether foreign or domestic, in and to any and all trade secrets, patents, copyrights, service marks, trademarks, know-how, or similar intellectual property rights, as well as any and all moral rights, rights of privacy, publicity and similar rights of any type under the laws or regulations of any governmental, regulatory, or judicial authority, foreign or domestic. Users agree to comply with all applicable local and international rules and laws regarding User conduct on the Internet and acceptable content. Specifically, Users agree to comply with all applicable laws regarding obscene and indecent content and communications and those regarding the transmission of technical data exported from the United States or the country in which User resides. The Website may contain, and Services may provide, content, advertisements or links to other websites or resources on the internet which were uploaded and/or posted and/or published and/or displayed by third-party websites, advertisers, and Internet advertising and/or any other third party ("Third Party Content”). The Company does not routinely pre-screen User Content or Third Party Content. The Company shall not be responsible and/or liable for, directly or indirectly, and does not warrant or endorse the accuracy or reliability of, any opinion, advertising, links, products, or other materials, advice, statement, recommendation or any other information posted on the Website or in connection with the Service. Any reliance of a User on any such opinion, advertising, links, products, or other materials, advice, statement, recommendation or any other information shall be at such User’s sole responsibility and risk. Without limiting the foregoing, the Company retains the right, but not the obligation, to remove, modify, screen, edit and/or delete any User Content at any time at its sole discretion and without any prior notice. Any User who uploads and/or posts and/or publishes and/or displays User Content, represents and warrants that it owns or has the necessary rights and permissions to use, and authorizes Rank Ranger to use, all Intellectual Property Rights in and to the User Content, and to enable inclusion and use thereof as contemplated by the Website and this Agreement and grants the Company and its affiliates a perpetual, nonexclusive, world-wide, royalty-free, irrevocable and fully sub-licensable and transferable right and license to store, copy, modify, translate, distribute, reproduce display, publicly perform, publicly display, and otherwise use, in whole or in part, such User Content, and any or all information contained therein, for any purpose whatsoever, including, but not limited to, for benchmarking, research and development, data products, marketing or advertising, in any existing or future media, now known or later developed and hereby waives any moral rights in such User Content, to the extent permitted by law. User also grants any other User a non-exclusive right to use, reproduce, distribute, prepare derivative works of, display and perform such User Content, all in accordance with this Agreement. Users are not entitled to any compensation for such use.

API SERVICES

The Company offers certain API services ("API Services") as part of its Paid Services. All the Data, of any kind, provided by means of the API Services are the property of the Company. The API Services may be accessed using an API key(s). A User who uses API Services acknowledges and agrees that Rank Ranger grants User a non-exclusive, revocable license to install and use the API Services and the Data solely for User’s personal use (and, where applicable, the internal business purposes of User’s organization) and assumes responsibility for his API key(s), regardless of whether he authorized use of this key to another person. Rank Ranger is not obligated to support the API Services, and reserves the right to suspend or terminate access to an API Service at any time, with or without cause. Rank Ranger may modify the API from time-to-time, and you agree that Rank Ranger may automatically install such modifications without first asking for your approval. If a User's access to a paid API Service is suspended or terminated, the User shall have no rights associated with such API and shall not be entitled to any remuneration or compensation of any kind. User may not make unauthorized modifications, reverse engineer, disassemble, decompile, or attempt to derive the source code of the API.

INTELLECTUAL PROPERTY RIGHTS

The Company owns all elements and components of the Website, Service, APIs and Data, including, without limitation, all visual interfaces, interactive features, graphics, design, compilation, computer code, products, and software ("Rank Ranger Content"). Rank Ranger Content excludes User Content. The Company also owns or has a license to use any and all Intellectual Property Rights, associated with the Rank Ranger Content, the Website, Service, API and Data, including, without limitation, all patents, copyrights, designs, trademarks, service marks, trade names and other intellectual property and proprietary rights throughout the world, which are protected by applicable intellectual and proprietary rights and laws and including all reproductions, corrections, modifications, enhancements and improvements, and all related patent rights, copyrights, trade secrets, trademarks, service marks, related goodwill, including data related to User’s usage of the Website (excluding User Content), APIs and the Service. Users may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Rank Ranger Content in whole or in part except as expressly authorized in writing by Rank Ranger. Except for the license rights expressly specified and granted under this Agreement, Rank Ranger does not grant any express or implied rights in Rank Ranger Content to Users, and all rights in and to the Website and/or Rank Ranger's Content are retained and reserved by Rank Ranger. Moreover, the term Rank Ranger and anything on the Website that identifies or distinguishes Rank Ranger from other companies, goods or services, are registered or unregistered trademarks of the Company (the "Rank Ranger Trademarks"). Except as otherwise permitted by law, User agrees not to display or use in any manner the Rank Ranger Trademarks without the Company's prior written consent. It is anticipated that Users may provide suggestions, comments or other feedback to Rank Ranger regarding the Website, API and/or the Service ("Feedback”). Feedback shall be deemed the sole property of Rank Ranger. Without derogating from the above, Rank Ranger will be free to adopt such Feedback for its Website or any of its services, use it in any other manner, disclose, reproduce, license or otherwise distribute and exploit the Feedback provided to it as it sees fit, entirely without obligation or restriction of any kind on account of Intellectual Property Rights or otherwise. User hereby waives any right to the Feedback, including but limited to, moral rights and any right for royalties or any other consideration. Without derogating from the above, User hereby grants Rank Ranger a worldwide, irrevocable, non-exclusive, royalty-free, perpetual, sublicensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform any information and/or content that User may post, disclose, publish or otherwise make available in the course of Rank Ranger’s webinars, customer forums/blogs, community forums/blogs or any other similar event or venue, including without limitation for publishing and redistributing part or all of such information and/or content (and derivative works thereof) in any media formats and through any media channels, and User hereby waives any moral rights in such information and/or content, to the extent permitted by law.

CONFIDENTIALITY

All designs, engineering details, and other technical, financial, marketing, commercial and other information pertaining to the Website, Services, APIs, Data, this Agreement, and/or Rank Ranger’s business activities, shall be considered "Confidential Information”. Such information will be considered Confidential Information whether written or otherwise, and regardless of whether expressly marked as or stated to be confidential. Confidential Information shall also include any analyses, notes, or derivative works that reflect (in whole or in part) any Confidential Information, as well as any information that would reasonably be understood to be confidential due to the nature of the information or the circumstances of its disclosure.Confidential Information shall not include information which User can prove: (i) is or becomes generally known or available to the public through no wrongful act of the User or on its behalf; (ii) was already known to User prior to disclosure by Rank Ranger; or (iii) is later disclosed to User by a third party who is under no confidentiality obligation as to the information involved. User agrees to use Confidential Information only in connection with the Website, Service and APIs and to keep such Confidential Information confidential, and not to reproduce, copy, or disclose such Confidential Information to any third party, except with Rank Ranger’s prior written consent or as otherwise permitted in this Agreement.If User is required to disclose any Confidential Information as a result of court order or other legal process, it shall be entitled to disclose such Confidential Information provided that (i) it will provide Rank Ranger with prompt prior notice of such requirement in order to provide Rank Ranger an opportunity to take legal action to prevent or limit the scope of such disclosure; (ii) it shall limit disclosure to the required minimum. Nothing herein shall prohibit User from sharing Confidential Information with its Representatives as necessary to facilitate the operation of this Agreement.The term "Representatives” shall mean the User’s respective affiliates, employees, consultants, attorneys or other agents and/or third parties (excluding any competitors of Rank Ranger) that may gain access to the Confidential Information through the User, provided (a) such Representatives are subject to similarly restrictive confidentiality obligations not to disclose such Confidential Information, and (b) User shall be responsible for any breach of confidentiality by its Representatives, including Representatives who hereafter become former Representatives.Nothing herein shall permit User to provide any Rank Ranger data to entities or individuals outside the scope of this Agreement, or limit Rank Ranger (or any of its affiliates) from disclosing the terms of this Agreement to potential financing sources, security holders, strategic partners and advisors.

LIMITED WARRANTY; DISCLAIMERS

Rank Ranger provides the Website, Service, APIs and Data "as-is". No expressed or implied warranties, guarantees, or conditions related to the Website, Service, APIs or Data are made by Rank Ranger. Rank Ranger disclaims any and all implied warranties including, without limitation, the implied warranty of merchantability, fitness for a particular purpose, and non-infringement and including the implied warranties which may arise by usage of trade, course of dealing, or course of performance. Without limiting the generality of the foregoing, Rank Ranger does not warrant that the Website, Service, APIs or Data will be accurate, error-free, virus-free, or uninterrupted or that they will meet any specific requirements of any User. User agrees and acknowledges that: (a) the Website, Service, API and Data is based on information and content obtained by Rank Ranger from third parties, including estimations and extrapolations based on such data; (b) Rank Ranger and its affiliates and third-party providers shall not be held responsible or liable for the accuracy of the Website, Services or Data, or any omissions of data in or from the Website, Services or Data; (c) Rank Ranger shall have no responsibility or liability for any business conducted, decisions made, or any other action or inaction by User or any of its affiliates, customers, partners or parties with whom User does business, whether or not based in whole or in part on the Website, Service, APIs or Data accessed by User; and (d) the Service is provided to User pursuant to a license agreement, and shall not be understood or interpreted as a sale by Rank Ranger of the Website, Service, API, Data or any related data or associated materials. User understands and acknowledges that when accessing and using the Website: (i) it will be exposed to User Content from a variety of sources, and that Rank Ranger is not responsible for the accuracy, usefulness, safety, or Intellectual Property Rights of, or relating to, such User Content; and (ii) it may be exposed to User Content that are inaccurate, offensive, or otherwise objectionable. User hereby waives any legal or equitable rights or remedies it may have against Rank Ranger with respect to User Content. Rank Ranger does not warrant that the Website, Service or API or access to and use of the Website, Service or API will be uninterrupted or error-free, that defects will be corrected, or that the Website, Service or API is free from viruses or other harmful code. User hereby agrees that Rank Ranger will not be held responsible for any consequences that may result from technical problems including, without limitation, in connection with the internet (such as slow connections, traffic congestion or overload of our or other servers) or any telecommunications or internet providers.

If you object to any term or condition of this Agreement, or any subsequent modifications thereto, or become dissatisfied with the Website, Service or APIs in any way, your only recourse is to immediately discontinue use of the Website, Service or APIs (and cancel your subscription).

LIMITATION OF LIABILITY

Notwithstanding any other provision of this Agreement: (a) under no circumstances will Rank Ranger or its affiliates be responsible for any loss or damage resulting from User's or any third party's reliance on information or other content posted on the Website or transmitted to or by any Users; (b) Rank Ranger shall not be liable for any loss of use, loss of data, cost of procurement of substitute goods or services, or any indirect, consequential, special, or incidental damages or lost profits resulting from User's use or access to the Website, Service, APIs or Data, however caused, and on any theory of liability, whether for breach of contract, tort (including negligence and strict liability), or any other legal theory and whether or not Rank Ranger has been advised of the possibility of such damages. Without limiting the foregoing, User specifically acknowledges that Rank Ranger is not liable for the defamatory, offensive, infringing, breaching, fraudulent, or illegal conduct of other Users or third parties and that the risk of injury from the foregoing rests entirely with User. These limitations apply to any matter related to the Website, Service, APIs, Data or their content; third party Internet sites, programs or conduct; viruses or other disabling features; incompatibility between the Service and other services, software, or hardware; and any delay or failure in initiating, conducting, or completing any transmission or transaction in connection with the Service in an accurate or timely manner. This also includes User's inability to access or use (including due to modification, suspension, blocking, discontinuance, cancellation, or termination of the Service or any part thereof) the Website, Service or APIs. These limitations also apply even if this remedy does not fully compensate User or any third party for any losses, or fails its essential purpose; or even if Rank Ranger knew or should have known about the possibility of the damages.

INDEMNIFICATION

Rank Ranger shall defend, indemnify and hold User harmless from and against any and all damages assessed against User (including reasonable attorney’s fees), by a court of competent jurisdiction or pursuant to a negotiated settlement, in favor of any third party as a result of such party’s claim that any part of the Website, Service, APIs or Data, constitutes an infringement of a patent, trademark or copyright owned by such party, provided: (i) User notifies Rank Ranger promptly in writing of any such claim and gives full and complete authority, information, and assistance to Rank Ranger in the defense of such claim; (ii) User does not make any admissions or otherwise respond to any such claim without Rank Ranger’s written consent; and (iii) Rank Ranger shall have sole control of the defense of any such claim and of all negotiations for its settlement or compromise, provided that User must approve any such settlement or compromise that does not fully release User from any and all liability in relation to such claim, or which includes, directly or indirectly, any admission of guilt, liability or wrongdoing by or on behalf of User or which requires the payment of any compensation or damages by User. If an allegation of infringement of any intellectual property rights with respect to the Website, Service, APIs or Data, or any part thereof is made, or in Rank Ranger’s opinion is likely to be made, Rank Ranger may at its own option and expense: (1) procure for User the right to continue to use the Website, Service, APIs or Data, or (2) modify the Website, Service, APIs or Data so it becomes or remains non-infringing, or (3) terminate the Agreement and refund a portion of the fee, on a pro-rated basis based on the portion of the term remaining after the date of termination. Rank Ranger shall not have any liability to User under this Agreement if any allegation of infringement is based upon the use of the Website, Service, APIs or Data in a manner not authorized pursuant to this Agreement, or if the infringement arises out of modifications made to the Website, Service, APIs or Data unless such modifications are made by Rank Ranger. The foregoing states Rank Ranger’s entire liability with respect to infringement of patents, trademarks or copyrights by the Website, Service, APIs or Data.

Users shall indemnify and hold Rank Ranger and its shareholders, affiliates, officers, agents, subsidiaries, partners and employees harmless, from and against any damages, losses, liabilities, claims or demands, (including reasonable attorneys' fees and expenses), made by any third party due to or arising, in whole or in part out of any use of the Website, Service, APIs or Data, including without limitation any(i) violation of this Agreement, (ii) violation of any rights of another person or party including but not limited to copyright or other Intellectual Property Right, (iii) User Content submitted, posted, transmitted, or made available through the Service, or (iv) User's connection to the Website, Service, or APIs.

RANKRANGER TRADEMARK

RankRanger is a registered trademark of Similarweb Ltd.. Rank Ranger Trademarks and trade dress may not be used in connection with any product or service that is not offered and provided by Rank Ranger or any of its affiliates, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Rank Ranger. All other trademarks not owned by Rank Ranger or any of its affiliates that appear on this site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Rank Ranger or any of its affiliates.

Copyright Policy.

It is the policy of Rank Ranger to respect the legitimate rights of copyright owners. Pursuant to the Digital Millennium Copyright Act, 17 U.S.C. Section 512 (the "DMCA"), Rank Ranger has designated an agent (specified below) to receive notifications of claimed copyright infringement on its sites. Please be advised that we enforce a policy that provides for the termination in appropriate circumstances of subscribers who are repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information in accordance with the DMCA:

1)electronic or physical signature of the person authorized to act on behalf of the owner of the copyright;

2)a description of the copyrighted work that you claim has been infringed;

3)a description of where the material that you claim is infringing is located on our Website, with enough detail that we may find it on our Website; providing URLs in the body of an email is the best way to help us locate content quickly;

4)your address, telephone number, and email address;

5)a 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

6)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.

 

Rank Ranger’s agent for notice of claims of copyright infringement can be reached as follows:

 

Legal Department

Similarweb Ltd.

121 Menachem Begin Road

Tel Aviv, 6701203 Israel

Phone: + 972 73 3204089

Email:[email protected]

 

Please also note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

Counter Notification. If you believe that the material you posted was removed by mistake, and that you have the right to post the material, you may elect to send us a counter notification. To be effective, the counter-notification must be a written communication provided to our designated agent that includes substantially the following (please consult your legal counsel or see 17 U.S.C. Section 512(g)(3) of the DMCA to confirm these requirements):

1)A physical or electronic signature of the User.

2)Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled. Providing URLs in the body of an email is the best way to help us locate content quickly.

3)A statement under penalty of perjury that the User has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.

4)The User’s name, address, and telephone number, and a statement that the subscriber consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if the User’s address is outside of the United States, for any judicial district in which the service provider may be found, and that the subscriber will accept service of process from the person who provided notification of infringement or an agent of such person.

Such written notice should be sent to our designated agent as follows:

Legal Department

Similarweb Ltd.

121 Menachem Begin Road

Tel Aviv, 6701203Israel

Phone: + 972 73 3204089

Email:[email protected]

Please note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability.

MISCELLANEOUS

1. Publicity. Neither party shall issue publicity or general marketing communications concerning the other party without such other party’s prior written/verbal approval; provided, however, that: (a) Rank Ranger may disclose the fact that User is a customer of Rank Ranger to its existing and potential customers, and (b) nothing herein shall limit Rank Ranger’s ability to reference User’s business(es) in the normal course of Rank Ranger’s business. User agrees that it shall provide Rank Ranger with its logo(s) for use on Rank Ranger’s website, marketing materials or otherwise by announcements on social media or otherwise.
2. Notices. User hereby consents to receipt of any and all information in an electronic format. Rank Ranger may provide required information to User by email at any address registered with the Website or Service or via the Website or Service itself. Notices provided to User via email will be deemed given and received on the transmission date. User agrees and acknowledges that this Agreement and any notices given pursuant to this Agreement are enforceable in electronic format. Unless specifically specified otherwise in this Agreement, Rank Ranger is not obligated to notify User of any changes, modification or alterations made to this Agreement, and Users are encouraged to check the terms regularly.
3. Invalidity. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be replaced and deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision; the remaining provisions of this Agreement will remain in full force and effect.
4. No Waiver. Any party's failure or omission to act with respect to a breach of this Agreement does not constitute a waiver or affect that party's rights to act subsequently.
5. Assignment. Users may not assign rights or delegate any duties under this Agreement. Rank Ranger may assign rights or delegate duties under this Agreement to any of its affiliates, successors or assignees. This Agreement shall inure to the benefit of and bind successors and permitted assigns of both parties.
6. Governing Laws and Jurisdiction. This Agreement and any dispute related to the use and access of the Website, Service and APIs shall be governed by the laws of the State of Israel, without reference to its conflict of laws rule. The exclusive jurisdiction and venue for all disputes between Users and Rank Ranger shall be the courts located in Tel Aviv-Yaffo, Israel and each party hereby irrevocably consents to the jurisdiction of such courts. Application of the United Nations Convention on Contracts for the International Sale of Good sand the Uniform Computer Information Transaction Act are excluded from this Agreement. Notwithstanding the foregoing, Rank Ranger reserves the right to seek injunctive relief in any court in any jurisdiction.
7. Entire Agreement. This agreement, including the Privacy Policy and any other agreement entered with a User or incorporated by reference, constitutes the entire agreement between Rank Ranger and the User and supersedes any prior agreements between Rank Ranger and User.
8. Electronic Form. By accessing the Website, the Service or the APIs, User consents to have this Agreement executed and delivered in an electronic form. Accordingly, Users should print a copy of this Agreement for their records.
9. Effect of Termination of Subscription or Account. Upon termination of your subscription, Account or license, your Account and all access granted by Rank Ranger to you and your organization under this Agreement with respect to the Website, Service, APIs or Data shall be terminated and you and your organization will lose all access to the Service, APIs and Data. Rank Ranger shall not be liable to you or your organization or any third party for termination of your use of or access to the Website, Service or APIs, or any portion thereof. This Section ‎9, as well the clauses "Restrictions”, "Intellectual Property Rights”, "Confidentiality”, "Limited Warranty; Disclaimers”, "Limitation of Liability” and any other provision which is intended to survive termination of the Agreement, shall survive termination of this Agreement.

 

If you have any questions or comments regarding this Agreement or our Privacy Policy, please feel free to contact us by e-mail at [email protected].