The following instrument consists of the terms and conditions governing your ("you") access to and use of Outlocks Ltd. and its affiliates ("Outlocks" or "We") website restricted area ("Restricted Area") and the content, materials, trademarks, brands, names, slogans, labels, logos, any related trade dress and designs therein, including without limitation the following: “Outlocks”, the Outlock Logo, “LNLI”, and all other trademarks used by Outlocks, in this website (collectively the "Marks"). This Outlocks Trademarks Policy together with the Agreement (as defined below) if any (the "Terms") constitute a binding agreement between you and Outlocks, and by continuing to use and/or utilize the Marks (in whole or in part) in any way or manner you agree to abide by, and that you are bound, by these Terms.
As a condition to entering this Restricted Area or using the Marks, you are required to read the Terms and confirm your consent to comply with the Terms by clicking "I accept" below.
If you do not understand and/or agree to these Terms, you should immediately exit this Restricted Area and avoid making any use of the Marks.
By accepting the Terms you ask to enter a Restricted Area of this website. To enter this area, you will need to use the password which was issued to you by Outlocks for this purpose. If you do not have such a password and would like to receive one, please follow this link for details of the application process. You may use only a password provided to you by Outlocks and may not transfer the password to third parties. If you have any reason to suspect that any third party obtained the password not directly from Outlocks you will immediately inform Outlocks.
This Restricted Area is reserved for parties authorized by Outlocks who either have, or are interested in establishing, commercial relations with Outlocks.
Right to Use
Subject to the Terms and any terms and conditions set forth in any other written agreement signed by you and Outlocks ("Agreement"), Outlocks hereby grants you a limited, fully revocable, non-transferable, non-assignable, non-sublicensable, and non-exclusive license to download the Marks and use them solely as follows: (i) if you have entered into an Agreement you may use the Marks only for the term of such Agreement and for the purposes and subject to the restrictions set forth therein; (ii) if there is no Agreement in place, you may use the Marks only for your internal business purposes.
You undertake to use the Marks strictly in accordance with any standards and requirements established by Outlocks from time to time including the Terms and Outlocks’s Brand Management Manual (“BMM”), the current version of which may be found here. You shall ensure at all times that any Products and promotional materials will bear the Marks in a visible and prominent manner in accordance with the BMM
The Marks are recognized as characterizing the high quality and reliability of Outlocks’s locking products and solutions (the "Products"). Outlocks attaches considerable value to its Marks and invests considerable effort and resources in strengthening and protecting these Marks.
Correct use of Outlocks’s Marks forms a fundamental and material part of any commercial relations with Outlocks.
Upon Outlocks’s first request, which may be made at its sole discretion and without any prior notice, you shall discontinue any and all use of the Marks.
You hereby covenant and agree not to: (i) sell, license (or sub-license), lease, assign, transfer or pledge any of your rights under these Terms to anyone; (ii) attach any trademarks, trade names and/or logos other than the Marks to the Products and/or to any promotional material in connection therewith, unless you have been otherwise authorized in writing by Outlocks; (iii) obscure or remove Marks from the Products or any promotional material in connection therewith in any way, and/or apply or use Marks in connection with any goods that are not Products; (iv) change or modify the Marks or create any new advertising and/or promotional material containing any Mark without Outlocks's prior written consent; (v) do anything that may in any way jeopardize the Marks, or their ownership by Outlocks, or take any action inconsistent with Outlocks's ownership thereof or make any use of the Marks other than as expressly permitted by Outlocks and by applicable law; (vi) make any use of any Mark in any way which can cause any harm to Outlocks and/or to the reputation of Outlocks and/or any of the Products; (vii) use or register any Mark or trade name identical or similar to any Mark, or to any other name that Outlocks may use to identify itself and/or its Products, and you will not register a company and/or establish or run any business entity, domain name, URL, website and/or e-mail address with any similar or identical names; (viii) make any representation, warranty or covenant on behalf of Outlocks.
You acknowledge that the Marks are the exclusive property of Outlocks. Whenever you use a Mark, you must use the ® symbol, to indicate Outlocks’s ownership over the Mark.
All the intellectual property rights evidenced by or embodied in and/or attached/connected/related to the Marks, including, without derogation, any underlying logo, text, sketch, design, goodwill, touch and feel and/or other proprietary materials and components and any changes, modifications and derivatives of the foregoing and all intellectual property rights thereto ("Outlocks IPR") are the property of Outlocks and/or its respective affiliates which retains all rights, title and interests in and to such Outlocks IPR.
If by operation of law any of the Outlocks IPR are not owned in their entirety by Outlocks automatically upon their creation, then you hereby agree to assign to Outlocks the ownership of such and to assist Outlocks and execute any instrument of assignment in connection therewith. Nothing herein contained shall be construed as granting you any rights with respect to any intellectual property rights of Outlocks.
Limitation of Liability; Disclaimer
THE MARKS ARE PROVIDED "AS-IS". OUTLOCKS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE MARKS, AND HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR ANY OTHER IMPLIED WARRANTIES.
IN NO EVENT AND UNDER NO LEGAL THEORY, INCLUDING WITHOUT LIMITATION FOR BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE OR OTHERWISE WILL INSULINE BE LIABLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATIONS DIRECT, SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS OR REVENUES, COST OF CAPITAL, DAMAGE TO BUSINESS OR REPUTATION, WHETHER OR NOT OUTLOCKS SHALL HAVE BEEN MADE AWARE OF THE POSSIBILITY OF SUCH LOSS TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW.
You agree to defend, indemnify and hold Outlocks and anyone on its behalf, including but not limited to, all of its owners, managers, officers, affiliates and employees, harmless against any losses, expenses, costs, claims, damages (including reasonable attorneys' fees, expert fees' and other reasonable costs of litigation) arising from, incurred as a result of, or in any manner related to: (i) your breach of the terms of these Terms; (ii) your use of the Marks; (iii) any misrepresentation made by you to any third party.
(a) Upon termination or expiration of the Terms and/or any Agreement, you shall discontinue any use of the Marks and shall promptly return to Outlocks all content or materials representing Outlocks IPR and/or shall erase/delete any such Outlocks IPR held by it on any media and in any form and the provisions of Sections 1, 4, 5, 6, 7 and 8 shall survive and continue to be in effect; (b) Outlocks may, at its sole discretion, terminate your rights hereunder at any time without prior notice; (c) Outlocks may change the Terms at any time and without prior notice, if any material changes are made Outlocks will notify you or post a notice on the website; (d) these Terms do not create and shall not be construed as creating any agency, joint venture or partnership or any other similar relationship between Outlocks and you; (e) the Terms shall be governed by, and construed and interpreted in and only in accordance with, the laws of the State of Israel, without giving effect to any choice or conflict of law provision therein, and any action arising out of or in any way connected with this Agreement shall be brought exclusively in the courts of Tel-Aviv.