Last modified: Sept 2020

1. Welcome to Embie

1.1. The following terms and conditions (hereinafter referred to as “Terms of Services”) form part of the agreement between you and Veed T.B.D., Ltd (hereinafter referred to as “Embie”, “we”, “our” or “us”), the operator of a platform that gives you, (hereinafter referred to as “you”, “your” or “User”), access to Embie, a fertility treatment tracker, supportive community and other related services. Our treatment tracker offers many features such as the following: protocol tracking, symptom tracking functionality, medication and appointment calendars and access to infertility insights. 

1.2. Our fertility treatment tracker is available as an app for free download via your mobile device (hereinafter called the “Embie App”), and (when and where available) via our web-based application (hereinafter called the “Website”). The Website and the Embie App, including any software, services or other technology the Website and the Embie App are respectively based upon, are hereinafter called the “Embie Platform”.

PLEASE NOTE THAT THE EMBIE PLATFORM DOES NOT MAKE ANY MEDICAL DIAGNOSES OR GIVE MEDICAL AND LEGAL ADVICE, AS LOCAL LEGISLATION MAY RESTRICT CERTAIN FERTILITY TREATMENTS . PLEASE SEEK THE ADVICE OF A MEDICAL PROFESSIONAL IF YOU ARE CONCERNED ABOUT YOUR HEALTH. IN CASE OF AN EMERGENCY, YOU SHOULD CONTACT YOUR LOCAL EMERGENCY SERVICES IMMEDIATELY. ALWAYS CONSULT YOUR DOCTOR OR ANOTHER QUALIFIED HEALTH CARE PROVIDER IF YOU HAVE ANY QUESTIONS REGARDING ANY MEDICAL ISSUES. YOU SHOULD NEVER DISREGARD A DOCTOR’S PROFESSIONAL ADVICE OR CANCEL AN APPOINTMENT WITH A DOCTOR BECAUSE YOU ARE RELYING ON INFORMATION YOU HAVE READ OR HEARD IN THE EMBIE PLATFORM.

1.3. The Embie Platform is operated by Veed T.B.D., Ltd, a company founded in Israel and registered with the Isreali Corporations Authority under the commercial register number 515923969.

1.4. If you wish to contact us, please email our Customer Service team at info@embieapp.com.

1.5. You must be at least 16 years old if you wish to use the Embie Platform.

1.6. Your use of the full functionality of the Embie Platform requires your agreement to be bound by these Terms of Services. If you do not agree to these Terms of Services, you may not use or access any part of the Embie Platform.

1.7. Contract languages are English.

2. The legal relationship between you and Embie

2.1. These Terms of Services apply to the use of the Embie Platform and contain the terms governing your use of the Embie Platform. It is important that you have read and understood the present Terms of Services in conjunction with our Privacy Policy before using the Embie Platform. If you have difficulty understanding any aspect of these documents, please contact us at info@embieapp.com and we can explain what it means for you.

2.2. You may only set up a User account on the Embie Platform if you agree to these Terms of Services. If you do not agree to these Terms of Services, you may not create a User account on the Embie Platform.

3. Privacy

3.1. Protecting your privacy and any data relating to you (hereinafter referred to as “Personal Data”) is immensely important to us. For that reason, any of your Personal Data generated by the use of the Embie Platform will only be collected, stored and processed by us in compliance with the General Data Protection Regulation 2016/679 of April 27th, 2016 (“GDPR”), HIPAA and CMIA.

3.2. When you sign up for an account you provide personal details to us that may be deemed as personal information under the applicable legislation. Embie is acting as the party responsible for your personal data. By accepting these Terms you consent to Embie using the data collected in accordance with our Privacy Policy, which is published at: Privacy Policy 

 3.3. You hereby grant us the perpetual, worldwide, transferable, and sublicensable right to use data, which we have anonymized in line with applicable data protection law, in any manner, whether currently known or unknown. You acknowledge and accept that we own all right, title and interest in and to any data derived by us from such anonymized data. 

4. The Embie Platform

4.1. The Embie Platform offers you the opportunity to track and assess your fertility treatment protocols and build community with women going through similar treatments. 

4.2. Certain elements of the Embie Platform are provided to you free of charge, while other sections require a paid upgrade. Once you have upgraded, you are allowed to add an unlimited number of protocols and protocol reports.

4.3. Please be aware that we provide the Embie Platform solely for tracking and  information purposes. It is not a medical consultation. The Embie Platform is not a suitable substitute for medical advice obtained from your doctor, general practitioner or other health service provider. It is your responsibility to adhere to local family building laws, and your choice to add or omit information and only certain information is required. Please read our Privacy Policy to understand how, and for what purposes, we collect and use your information to provide you with the best possible service.

4.4. The Embie Platform does NOT provide diagnoses for medical conditions, nor does it prescribe how you are to treat any medical issues you may have. This can only be done by consulting a medical professional (such as a general practitioner, ob/gyn and reproductive endocrinologist).

4.5 You are agreeing that the information you enter into the Embie Platform, including but not limited to medical diagnosis, lab results, and medical prescriptions are entered as they were provided to you by a medical professional.

4.6. Ultimately, if you do have any medical issues related to the information that you entered into the Embie Platform, you are responsible for whether or not you decide to consult a medical professional and/or seek medical advice.

5. Creating a User account

5.1. Before using the Embie App, you will first need an Apple ID or a Google account. You can then download the Embie App from the Apple App Store or Google Play Store (hereinafter referred to, either individually or collectively, as “App Store”) to your mobile device or tablet. You may also be able to access the Embie Platform directly via the web- based application or via an application, through us directly or through one of our partners.

5.2. After downloading the Embie App (or accessing the web-based application on our Website) you can register with the Embie Platform by setting up a User account with a username and password (hereinafter referred to as “User Account”). Registration constitutes a binding offer of the User to be bound by these Terms of Services. We may (but are not obliged to) accept this offer by enabling access to the Embie Platform for the first time via the User Account. We will send you confirmation of registration electronically. By using, accessing or otherwise utilizing the Embie Platform EVEN IF YOU DO NOT SET UP A USER ACCOUNT, you accept, acknowledge and avail yourself to these Terms of Services.

5.3. We will save the contractual text of the agreed Terms of Services. Beyond this, we do not assume any obligation with regard to the availability of the agreed terms to the User.

5.4. We advise our Users to only use ‘strong’ passwords for their User Account (strong passwords are passwords consisting of a combination of numbers, both upper and lower case letters, and symbols). When you register your User Account or provide us with other information, you are also declaring that the information provided to us is correct and complete. In the event of any change in the information later on, you declare that you will promptly notify us of such changes by updating the information.

5.5. You are responsible for maintaining the confidentiality of your login information and any activity in your User Account. Should you have the suspicion that your User Account may have been misused, you agree to inform us of this immediately by emailing info@embieapp.com.

6. Your right to use the Embie Platform

6.1. The Embie Platform and all materials and content contained therein are our property or the property of the persons who have granted us the applicable license (this also applies to the third-party software listed in the Embie App). We grant you the right to use these materials and content, but only for the purposes of using the Embie Platform, for you personally or on behalf of another person always in accordance to these Terms of Services. If you use the Embie Platform for another person, you remain fully responsible for ensuring that the use on behalf of that person is permitted under privacy and other applicable legal requirements. In particular, you are obliged to collect applicable consent from that person and inform them about our Terms of Services and Privacy Policy.

6.2. We grant you the right to personally access and use the Embie Platform. You are prohibited from transferring this right to anyone else, or to sell, give away or transfer your User Account to anyone else. Your right to access the Embie Platform does not preclude us granting other persons the right to access the Embie Platform.

6.3. Your right to use the name “Embie” or any trademarks, logos, domain names or other characteristic trademarks whatsoever is limited to the scope defined in these Terms of Services.

6.4. In return for your warranty to comply with these Terms of Services, we grant you a limited, non-transferable, non-sublicensable, personalized, non-exclusive, revocable right to download the Embie App to your device or to access the Website under the conditions set forth in these Terms of Services or the privacy policy, or under any terms applying to the App Store you may have downloaded the Embie App from.

6.5. As the User, unless such behaviours are appropriately permitted in accordance with these Terms of Services or unless permitted under mandatory copyright law where necessary for the use of the Embie Platform in accordance with its intended purpose and/or indispensable to obtain the information necessary to achieve the interoperability with other programs, you undertake to refrain from the following: 

1. You, the User, agree not to replicate or copy the Embie Platform, either in whole or in part.
2. You, the User, agree not to sell or otherwise make available the Embie Platform, either in whole or in part, to anyone else.
3. You, the User, agree not to modify the Embie Platform, in whole or in part, in any way whatsoever.
4. You, the User, warrant that you will not attempt to discover or access the source code of the Embie Platform, in whole or in part, unless it has been expressly published by us and released into the public domain.

6.6. You are aware that we, and/or the persons who have granted us a license in this respect, are entitled to any confidential information, rights of use, of exploitation and of recovery – and any other intellectual property rights fully or partially existing – regarding the Embie Platform.

6.7. Feedback/surveys. If you provide feedback, ideas or suggestions, or if you reply to surveys in connection with our Services (hereinafter referred as the “Feedback”), you acknowledge that the Feedback is not confidential and that you grant us a worldwide, non-exclusive, irrevocable, perpetual, royalty free and unlimited license to use your Feedback in any way, for any purpose, and through any medium or technology now known or unknown, whether in whole or in part, and whether as modified or unmodified. We will always use your Feedback in compliance with those Terms of Services, our Privacy Policy and any other applicable laws.

7. Your use of the Embie Platform

7.1. In addition to the other provisions in these Terms of Services, this section defines certain regulations relating to the use of the Embie Platform (hereinafter referred to as “Regulations”).

7.2. The following is a list of activities that are prohibited in the context of using the Embie Platform. You are prohibited to:

1. Circumvent, disable, or otherwise manipulate any of the Embie Platform’s security features or any features preventing or restricting the use or copying of the content that is available via the Embie Platform,
2. Create multiple User Accounts on the Embie Platform (however, as far as the Embie Platform functionality allows it, you may link your social networks or other accounts supported by us with the User account on the Embie Platform),
3. Provide false or misleading information in the User Account details,
4. Allow anyone else to use the Embie Platform on your behalf or in your place,
5. Use the Embie Platform if we have temporarily suspended your right of use, or forbidden you to continue using it,
6. Send junk mail, spam or repeated messages,
7. Act in any unlawful or illegal manner,
8. Modify, interfere with, hack or disrupt the Embie Platform, or to intercept messages,
9. Misuse the Embie Platform or to infiltrate it with viruses, trojans, worms, logic bombs or anything else that might harm the Embie Platform or any other user of the Embie Platform equipment,
10. Extract data from the Embie Platform except as permitted under these Terms of Services,
11. Post or contribute any abusive, threatening, obscene, misleading, untruthful, or offensive content, or content that contains any form of nudity or violence, and
12. Enter information or comments about any third-party without the consent of the third-party concerned.

7.3. The non-compliance with the Regulations listed in paragraph 7.2 represents a material breach of these Terms of Services, and may result in us, at our sole discretion, initiating the following measures – either individually or in combination:

1. The immediate, temporary suspension or permanent withdrawal of the right to access the Embie Platform,
2. A warning being sent to you,
3. Initiation of legal proceedings against you, including a claim for reimbursement of any costs and expenses incurred due to the breach of agreement (including reasonable administrative costs and legal fees), and moreover
4. Disclosure of information to the law enforcement authorities, if and to the extent permitted by law and deemed by us to be necessary.

7.4. The reaction to a breach of agreement committed by you is not limited to the actions described in the preceding paragraph 7.3, i.e. we are entitled to take any further action in accordance with these Terms of Services and/or statutory law.

8. Termination of our contractual relationship

8.1. In the event that you feel that you can no longer agree to the present Terms of Services or the Privacy Policy, at any time, you agree to stop using the Embie Platform immediately.

8.2. You are entitled to stop using the Embie Platform at any time and to terminate your agreement with Embie, including if you do not agree with the changes to the Embie Platform or these Terms of Services we proposed. Please follow the instructions on the Embie Platform via the Embie App to delete your User Account via the settings menu.

8.3. If we choose to terminate your agreement with us we will provide you with a notice. 

8.4. Either party’s right to terminate the agreement for cause remains unaffected. Cause that entitles us to terminate the agreement may be, in particular but not exclusively, your violation of the material contractual provisions (in particular paragraph 7.2) and if, due to external circumstances, it can be assumed that you are making improper use of our services. If good reason exists, we are furthermore authorised to block your access to the Embie Platform, without any notice, and provided that no other less severe measure is effective. 

8.5. If you or we deactivate your User Account as described in this paragraph or withdraw your right to access the Embie Platform, we will delete any Personal Data stored about you in accordance with our Privacy Policy (and as stipulated in the applicable statutory provisions), provided that our rights to use such data in anonymized form remains unaffected. You also lose the right previously granted to you to access the Embie Platform.

9. Our promise to you

9.1. Any information on the medical information and symptoms stated by you that is made available to you in text form via the Embie Platform is for information purposes only. The information is made available by Embie as is, without warranty, guarantee or representation of any kind.

9.2. You should not take any action based on the information provided in the Embie Platform without consulting a doctor or other medical professional first.

9.3. Due to the nature of the internet and the given technology, we are unable to promise that you will be able to use the Embie Platform at all times without any interruption and without delay or faults, and that the Embie Platform will at all times meet your expectations. We can therefore assume no obligation with respect to the performance or availability of the Embie Platform in these present Terms of Services. We expressly exclude any strict liability that may be applied by enforcement of law due to defects of the Embie Platform existing at the time the agreement on the use of the Embie Platform between you and us was concluded.

9.4. Should you incur any damage through the use of the Embie Platform, we may only be held liable for intent and gross negligence. We may furthermore be held liable for the negligent breach of material contractual obligations, which must be met in order for this agreement to even be properly executed, and the violation of which will jeopardise the purpose of the agreement and which you, the User, should in regular cases be able to trust will be fulfilled. In the latter case, we may however only be held liable for calculable damages. We may not be held liable for violation by simple negligence of any obligations other than those specified in the preceding sentences. The foregoing exclusions of liability do not apply to violations causing death or personal injury and any liability under Israeli law.

10. Third-party services

10.1. If, and to the extent that, our Embie Platform contains links to other websites or resources operated by third parties, these links are to be deemed as being provided for your information only.

10.2. We are unable to influence the content of such websites or resources provided by third parties, and we may not be held liable for the content of information or websites linked included in frames. We may not be held liable for any financial or physical damages that you may incur as a result of, or in connection with, the use of such websites or resources.

10.3. You understand that the availability of the Embie App is dependent on the third-party where you downloaded the Embie App (the App Store). You are aware that these Terms of Services apply to the contractual relationship between you and Embie, not to your contractual relationship with the App Store.

11. Embie Platform updates

11.1. We are constantly updating and improving the Embie Platform. We constantly strive to provide you with innovative new services and features. We also make improvements and updates in order to stay abreast of changing technologies, behaviours and the way in which people use the internet.

11.2. We reserve the right to change a specific aspect of a specific feature by updating the Embie Platform, resetting that feature and suspending the service or support for that feature. These changes may affect your activities on the Embie Platform. Changes may include the removal, modification or reset of the features you use. We will inform you of the changes and your rights in the case of changes by separate notification, to the extent you have signed up for such notifications (see paragraph 12.3.).

11.3. Updates may be released from time to time by us or via the App Store where you downloaded the Embie App. From time to time, to be able to use the Embie Platform, it may be necessary for you to update third-party software.

12. Changes to these Terms of Services

12.1. We have the right to amend, adapt or supplement the present Terms of Services from time to time. The current version of the Terms of Services can be found on our website (Embieapp.com).

12.2. Any changes to these Terms of Services will usually be the result of new features being added to the Embie Platform, or of changes in the legislation or applicable Regulations.

12.3. We will contact you to notify you of any changes or additions to these Terms of Services as soon as they are available. If you do not object within 30 days of receipt of notice, such changes and additions will be regarded as effective and agreed upon. We will inform you of your right of objection and the consequences of the objection in our notice of changes to the Terms of Services. If, in the event of your objection to the amendment within the agreed timeframe, it is legally, economically or technically unreasonable for us to continue the provision of the Embie Platform, we are entitled to terminate the agreement no earlier than the effective date of the amendment set forth in the notification. Any other right of termination remains unaffected.

13. Documents governing the contractual relationship between you and us

The current version of the Terms of Services includes all provisions governing the contractual relationship between you and us. Older versions of the Terms of Services no longer apply to our contractual relationship and are entirely replaced by the current version.

14. Applicable legislation and jurisdiction

14.1. Our headquarters are located in Israel. The agreement concluded on the basis of these Terms of Services is subject to the laws of the State of Israel. Without prejudice to the above choice of jurisdiction, in the case of agreements between traders and consumers, the provisions of the law of the country in which the consumer is habitually resident and which – under the law of that country – may not be derogated from, may be applied in favour of the consumer if the trader:

1. pursues his/her commercial or professional activities in the country of the consumer’s habitual residence, or
2. such activities are in any way directed at that country or at several countries including that country,

and the agreement falls within the scope of such activities.

14.2. The courts of Israel have the exclusive jurisdiction to settle any disputes arising in connection with, or as a result of, your use of the Embie Platform.

15. Premium Services

Embie may also offer you additional services (“Premium Services”), which may include additional information and analysis. 

15.1. You acknowledge that Embie may charge a fee for the use of any Premium Services, provided that Embie notifies you of any such fee before you incur it the first time. Subject to the foregoing, you agree to pay any fees incurred by you. 

15.2. If your agreement to purchase Premium Services includes an “auto renewal” feature, you agree that you may only terminate such auto renewal in accordance with the processes described below under “Terms of Payment” or as may be specifically set forth on the relevant App or related webpage. 

15.3. In the event that you purchase a subscription for Premium Services which extends beyond the end of the current calendar month and Embie ceases to provide Premium Services prior to the end of the term of your subscription, you may request a refund through the Apple App store or through Google Play. 

15.4. You acknowledge and agree, however, that you will not have any right to a refund in the event that Premium Services are temporarily unavailable for technical or other reasons, or that Embie changes the Premium Services that you purchased, terminates any feature or functionality of such services, begins to offer such services to other users without charge or makes any other changes. 

15.5. You understand that you may not receive a refund of any amounts except in exceptional circumstances, and then only through the apple or google system you used to purchase the subscription. 

15.6. In the event that your account is terminated or suspended for any reason as described in section 8 of these terms, any unearned subscription payments will be forfeited unless the Company decides to pay a refund in its sole and absolute discretion.

15.7. Other than a limited, personal, revocable, non-transferable, non-sublicensable license to use any Premium Services that you have purchased, you have no right or title in or to any such Premium Services or information appearing or originating in the Service, or any other attributes associated with use of the Service or stored within the Service. Your right to use Premium Services is not transferable by you and, as with all materials available through the Services may not be resold, repackaged, sublicensed or otherwise made available to third parties.

15.8. Embie reserves the right to discontinue the Services (including Premium Services) or to change the content of the Services (including Premium Services) in any way and at any time, with or without notice to you, without liability, except to the extent it terminates the offering of Premium Services in its entirety.

16. Terms of Payment

The terms of any agreement to pay for any Premium Services will be explained on the payment page on our website or mobile app, where you will confirm the particulars of your agreement. Some purchases will automatically renew. Any additional terms of any purchase including an automatic renewal are explained below or will be explained on the purchase page, which are incorporated herein.

Unless specified, Embie Premium includes the following options:

Monthly Subscription, charged $9.99 once a month.

3 Month Subscription, charged $24.99 once every 3 months.

Annual Subscription, charged $69.99 once a year.

16.1. You will pay for premium services through the Apple or Google system through which you obtained the App upon confirmation of purchase. You agree to pay all charges you subscribe for on the Embie App or otherwise through the Services using this system. Charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially subscribed to the Service.

16.2 Unless specifically noted at the time you purchase a subscription for Premium Services, that subscription will continue indefinitely until cancelled by you. After your initial subscription period, and again after any subsequent subscription period, your subscription will automatically continue for an additional equivalent period (“Auto Renew”), and your account will be billed the price you agreed to when subscribing during the 24-hour period prior to the expiration of your then current period, unless you turn off the auto-renewal at least 24-hours prior to the end of the current period. 

16.3. If you do not wish your account to renew automatically, or if you want to change or terminate your subscription, please log in and go to your AppleID/Google settings. The Embie App settings will show the status of your subscription (e.g., free trial, premium or free user) and will link to the appropriate AppleID/Google subscription settings – but you must go to those settings to change your subscription. 

16.4. If you cancel your subscription, you may use your subscription until the end of your then-current subscription term and your subscription will not be renewed thereafter. However, you won’t be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period. We will use commercially reasonable efforts to remind you of the expiration of any free trial period (following which you would become a paid subscriber), but it is your responsibility to track when subscriptions commence and renew.

16.5. By subscribing, you authorize the Apple or Google system to charge your account at such time and again at the beginning of any subsequent subscription period, including any sales or similar taxes imposed on your subscription payments. 

16.6. Upon the renewal of your subscription, if you do not make the required payment, you agree that Embie may either terminate or suspend your subscription and ask Apple or Google, as appropriate, to continue to attempt to charge your account until payment is received (upon receipt of payment, your account will be activated and for purposes of automatic renewal, your new subscription commitment period will begin as of the day payment was received). 

16.7. Any free trial or other promotion that provides subscriber-level access to the Service must be used within the specified time of the trial. You must cancel your subscription before the end of the trial period in order to avoid being charged a subscription fee. In the event that you purchase Premium Services prior to the end of any free trial or promotional period, you will forfeit the remainder of the free trial or promotional period.

17. Miscellaneous

17.1. You consent to us communicating with you by electronic means (such as by email or push notifications).

17.2. We may send you notices electronically to the email address you provided at the time you signed up for the Embie Platform, or via other electronic means on the Embie Platform when available, based on your permissions settings in the Embie app.

17.3. The failure to enforce our rights must not be construed as a waiver of such rights.

17.4. Should any provision in these Terms of Services be or become void or unenforceable, the effectiveness of the remaining provisions will remain unaffected.

17.5. Only the contracting party itself has the right to enforce contractual provisions.

18. Contact

If you would like to contact us in regard to the present Terms of Services or any other document mentioned in them, please email us at info@embieapp.com.