Terms of use - "Guardio"

Guardio (“our”, “we” or “us”) welcomes you (the “User(s)” and “you”) to: (i) the Guardio website located at https://guard.io/ (“Website”); and (ii) to your use of our proprietary online solution for identifying malicious cyber-attacks, risks and privacy awareness (the “Solution”) and other related services made available by Guardio from time to time whether through its Website, mobile applications or otherwise (“Related Services”) (the Website, the Solution and the Related Services shall be referred to collectively hereunder as the “Services”). For the purpose of these terms, Guardio means the Guardio entity who provides you with the services, which may be Guardio Ltd. or any of its affiliates.

By entering, connecting to, accessing or otherwise using the Services, you acknowledge that you have read and understood these Terms of Use (the “Terms of Use”) and our Privacy Policy located at https://guard.io/privacy (“Privacy Policy” and together with the Terms of Use the “Terms”) and you agree to be bound by the Terms and to comply with all laws and regulations that apply to your use of the Services and you agree that these Terms constitute a binding and enforceable legal contract between Guardio and you. All capitalized terms which are not otherwise defined in these Terms of Use shall have the meaning attributed to them in the Privacy Policy. These Terms and any Order Forms, exhibits, schedules, addendums, and amendments shall be referred to as the “Agreement”.

ATTENTION - PLEASE READ THE TERMS CAREFULLY BEFORE USING THE SERVICES OR ANY PART THEREOF, AS THEY CONTAIN INTER ALIA AN ARBITRATION AGREEMENT AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE ARBITRATION AGREEMENT REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER SETS THAT (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, INCLUDING CLASS-WIDE ARBITRATION, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

IF YOU DO NOT AGREE TO THE TERMS, PLEASE DO NOT ENTER, CONNECT TO, ACCESS, OR USE THE SERVICES OR ANY PART THEREOF IN ANY MANNER.
IF YOU ARE THE FIRST PERSON TO USE OR ACCESS THE SERVICES ON BEHALF OF YOUR ORGANIZATION, YOU HEREBY REPRESENT, AGREE, AND ACKNOWLEDGE THAT (I) YOU HAVE BEEN DESIGNATED BY YOUR ORGANIZATION AND HAVE FULL LEGAL AUTHORITY TO USE AND REGISTER TO THE SERVICES INCLUDING ON BEHALF OF YOUR ORGANIZATION AND TO BIND YOUR ORGANIZATION TO THESE TERMS; AND (II) THESE TERMS ALSO CONSTITUTE A BINDING CONTRACT BETWEEN YOUR ORGANIZATION AND GUARDIO; (III) YOUR ORGANIZATION SHALL BEAR ALL RESPONSIBILITY AND LIABILITY TO ANY ACT OR OMISSION OF ITS EMPLOYEES, CONTRACTORS OR ANY OTHER THIRD PARTY ON ITS BEHALDF IN VIOLATION OF THESE TERMS.

1. In order to subscribe to and use the Solution, User(s) must register through the Website or as otherwise directed by Guardio, including without limitation download of and registration to Guardio mobile application(s) (the “Subscription”). To complete the User registration, we will require certain information which may include inter alia your name, e-mail, phone number, password and any other relevant information, and may as well require your consent for Guardio to receive and process any data and information you make available to Us through the Services (“Your Data”). Guardio reserves the right to decline any Subscription request, for any reason, in its sole discretion. We reserve the right to temporarily suspend or permanently terminate your Subscription, at any time at our sole discretion.

2. We may allow you to invite other end users to download and register to Guardio Services as end users associated with the Your Subscription, all in accordance with the Terms contained herein and any additional terms or instructions that may be provided by Guardio. If you invite other users under your account and such users are minors or otherwise legally incapacitated, you hereby represent that you are the legal guardian or parent of such person and that you are authorized to join them to the Services and approve these Terms on their behalf; You hereby acknowledge that you understand that the Services currently do not enable you to monitor the accounts or usage or security alerts of such invitees.

3. Any Subscription will be automatically renewed for additional terms subsequent to the first subscription term or as specified in your account, until canceled by the User.

4. Guardio may from time to time, offer limited features or functions of the Solution or Related Services for a specified period and or jurisdictions, without payment or at a reduced rate to certain users, at Guardio’s sole discretion.

5. Subject to the timely payment of the Fees and the continuous adherence to these Terms, Guardio hereby grants User a limited, personal, revocable, non-exclusive, non-transferable, non-sublicensable, royalty-free, worldwide right to use the Solution during the Subscription Term and in accordance with the scope determined in the applicable Order Form.

6. Please note that for the purpose of and as part of performing the Services, the Solution may change, interfere and\or disable certain features, browser plugins, preferences or account settings on third-party services.

7. Guardio may continuously update its Services, its price or any part thereof with new capabilities or offerings or replace and/or discontinue some or all of the capabilities without any prior notice or consent. You hereby agree that You will not have any claims against Guardio in connection with any such change. You acknowledge and agree that some of the features and capabilities may be experimental and/or offered in limited versions or limited locations. In addition, Guardio may at any time, in its sole discretion, add or remove supported features and/or capabilities from the Solution. User’s sole remedy in the event of such changes shall be, where such changes reflect a material decrease in functionality, to terminate any affected subscription to the Solution. In such event User is required to provide Guardio with written notice of such termination not later than within fourteen (14) days of being notified of such adverse change and Guardio shall provide User with a refund for the pre-paid un-used subscription fees.

1. We may require you to execute an order form, whether through our Website or otherwise, in order to allow the completion of your registration and Subscription and access to the Services or certain parts thereof (the “Order Form”). An Order Form may specify and include, among others, the fees payable in consideration for your access to and use of the Services (“Fees”), the scope of the Services, Subscription term (“Subscription Term”), additional payment, and billing terms. Unless otherwise set forth in an Order Form, any Fees owed by you to Guardio shall be paid to Guardio in advance of the provision of the relevant Services and shall be non-refundable. You may subscribe to several Subscription plans at the Fees as determined by Guardio. Guardio may change the Fees and the Subscription Term(s) at any time at its sole discretion. In case of a decrease of the Fees, the User will not be entitled to any refund and/or discount and/or any other benefit or deduction and the User shall not have any claims against Guardio in such case.

2. We may allow several means of payment such as bank transfer, payment through an online payment gateway, and other means we may make available from time to time. If we make online payment available through our Services such payment option is executed via third-party payment clearance service providers or payment gateway providers (the “Payment Services”) that may be integrated and embedded in the Services. If you choose to proceed with an online payment, then you: (i) agree to review and be bound by the relevant Payment Services’ terms of use and privacy policy; (ii) acknowledge that you may need to hold, or register, an active account at such Payment Services in order to complete a purchase and (iii) acknowledge that confirmation or rejection of your payment is not performed by Guardio. We may charge you with one installment or several installments, pursuant to the plan you selected or charge several installments if payment in one installment does successfully go through. We are not responsible or liable for any activities or conduct of any Payment Services, and you expressly release us, from any and all liability arising from or in connection with any payment activity performed on our Services.

3. Unless otherwise agreed between the Parties in an Order Form, all Order Forms are final and may not be canceled or terminated for convenience by User. Guardio may cancel or terminate an Order Form at any time, for convenience, by providing a written notice (including by email) to User, provided that in such event Guardio shall refund to User any pre-paid unused Fees. An Order Form may only be amended, modified, waived, discharged or terminated by a written document signed by the Parties and expressly refers to such Order Form.

4. All Fees exclude any sales, use, excise, import, export, value added, universal service charge, withholding, or other similar taxes or governmental charges, including any related penalties and interests however designated, other than taxes based on the net income of Guardio (collectively “Taxes”), and Licensee agrees to pay any Taxes imposed under this Agreement.

You may not and you shall not permit any person, and/or any third party to (i) copy, modify, distribute, publicly display, transfer or create derivative works of, adapt, emulate, translate, reverse engineer, compile, decompile, disassemble or reproduce the Services, or any parts thereof, for any purpose, (ii) remove or delete any and all copyright notices, restrictions and signs indicating proprietary rights of Guardio and/or its licensors, including copyright mark [©] or trademark [® or ™] contained in or accompanying the Services or any part thereof, (iii) create a browser or border environment around the Services, link, including in-line linking, to elements on the Services, such as images, posters and videos, and/or frame or mirror any part thereof or use the Services as a services bureau or otherwise to provide services which are in essence similar to the Services to third parties; (iv) transmit, distribute, display or otherwise make available through or in connection with the Services any content, including Your Data (as defined above), in a manner which infringes third party rights, including intellectual property rights and privacy rights, or which may violate any applicable law or contain and unlawful content; (v) transmit or otherwise make available in connection with use of the Services any malware or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component; (vi) interfere with or disrupt the operation of the Services, or the servers or networks that host them or make the Services available; (vii) use the Services for and/or in connection with any illegal conduct and/or any form of spam, unsolicited mail or similar conduct; (viii) access and/or use any Services any part thereof in order to build a competitive product or service; (ix) publish or disclose to any third party any technical features, quality, performance or benchmark test, or comparative analyses relating to the Services; (x) bypass any measures which are used to prevent, control or restrict access to the Services and/or certain functionalities therein; (xi) interrupt the activity of the Services including, but not limited to, theft of information and breaching the security mechanisms of the Services (xii) infringe or violate any of the terms and conditions of this Agreement, or (xiii) use, access, download, sell, distribute or export the Services: (a) into (or to a national or resident of) Cuba, Iran, Iraq, Libya, North Korea, Sudan, Lebanon or Syria or the following regions of Ukraine: Donetsk People’s Republic, Luhansk People’s Republic and Crimea Region, (b) to anyone on the U.S. Commerce Department’s Table of Denial Orders or U.S. Treasury Department’s list of Specially Designated Nationals, (c) to any country to which such export or re-export is restricted or prohibited, or as to which the U.S. or Israeli government or any agency thereof requires an export license or other governmental approval at the time of export or re-export without first obtaining such license or approval, or (d) otherwise in violation of any export or import restrictions, laws or regulations of the U.S. or Israel or any foreign agency or authority. You hereby agree that upon Guardio’s request, you will immediately return and purge from your systems all materials and copies of the same, collected, created or used in breach of these Terms.

By using the Services in whole or in part, you represent and warrant that: (i) all registration information you submit will be true, accurate, current, and complete; (ii) you will maintain the accuracy of such information and promptly update such registration information as necessary; (iii) you have the legal capacity and you agree to comply with these Terms; (iv) you are not under the age of 18; (v) you are not a minor in the jurisdiction in which you reside, or if a minor, you have received parental permission to use the Site; (vi) you will not use the Services for any illegal or unauthorized purpose; and (vii) your use of the Services will not violate any applicable law or regulation. If you provide any information that is untrue, inaccurate, not current, or incomplete, or if you otherwise violate these Terms, we have the right to immediately suspend or terminate your Subscription and refuse any and all current or future use of the Services (or any portion thereof).

1. Guardio and its applicable licensors reserve all rights, title, and interest in and to the Services (and any part thereof) and any derivatives, improvements, and enhancements thereof, including without limitation any and all patent rights, copyright rights, moral rights, rights of publicity, trademark, trade dress, and service mark rights, goodwill, trade secret rights and other intellectual property rights therein as may now exist or hereafter come into existence.

2. Nothing contained in the Terms, except to the extent explicitly stated herein, will be construed as granting You any rights or license in and to the Services or any part thereof.

3. In the event that Users provide Guardio with any suggestions, comments, or other feedback relating to Guardio’s Services (collectively, “Feedback”), such Feedback is provided ‘As Is’ and Guardio shall be entitled to use the Feedback in its discretion, without any restriction and with no compensation to You and You hereby waive any claims regarding Guardio’s usage of the Feedback (or part thereof), including, without limitation, for moral or economic rights.

4. Guardio may monitor the usage of the Solution and Guardio’s Services and may collect and/or generate data and information relating to your and any end user’s use of the Solution and/or Services (collectively, “Usage Data”). Both during and after the Subscription Term, Guardio may use the Usage Data for any lawful purpose, including to modify, enhance, train, and optimize Guardio’s algorithms and other software used to provide the Solution and/or Services or generate Content. Without limiting the foregoing, Guardio may create aggregated and anonymized data that does not identify any individual User or Authorized User. Guardio retains all rights, title, and interest in such aggregated data, which Guardio may use for any lawful purpose, including analytics, benchmarking, research, publication, product development, and training of artificial intelligence products.

5. Any data, content, or information that you or any Authorized Users submit, upload, transmit, or otherwise provide through the Solution (“User Content”) is your sole responsibility. This includes ensuring that such data is accurate, lawful, and complies with all applicable laws, regulations, and third-party rights. Guardio does not verify or validate any User Content, and Guardio disclaims all liability for its accuracy, legality, or appropriateness. You grant Guardio a perpetual, worldwide, non-exclusive, royalty-free, fully paid, sublicensable license to collect, store, use, reproduce, modify, distribute, display, and incorporate User Content into Guardio’s products, Solution, and business operations, including but not limited to operating, supporting, improving, and marketing the Solution and/or Services. You are solely responsible for maintaining backup copies of User Content. Guardio may conduct routine backups for operational purposes but is not liable for any loss or corruption of the User Content. You waive any claims against us arising from the loss, corruption, or unauthorized access to the User Content. Notwithstanding the Indemnifications sections, you further agree to indemnify and hold Guardio harmless from any claims, damages, or liabilities arising out of or relating to User Content, including, but not limited to, errors, omissions, or violations of third-party rights or applicable laws.

1. Guardio respects the privacy of all users of the Services. Information regarding the use of Your information can be found in our Privacy Policy.

2. Upon registration, You may be requested to provide certain personal information such as, without limitation name, phone number, email address and any other relevant information. Upon your registration you hereby consent to receive from Guardio (or anyone on its behalf) service notifications, SMS, email messages and/or newsletters about updates, improvements, and other user notifications regarding Guardio’s Services (the “Mailings”).

3. Additionally, during registration, You may be given the choice to accept to receive marketing materials to your email and/or mobile phone device (“Marketing Materials”), by checking a checkbox for that purpose. It is clarified that at any stage You will have the ability to opt out of receiving the Marketing Materials by contacting Guardio and/or by clicking on a link available in the applicable Marketing Material message sent to You by Guardio (or on its behalf).

4. Our mobile communication services delivered through text messaging and/or telephone conversations with our call center, allow you to receive two-factor authentication messages, security alerts, leaks report, informational updates, service updates, other assistance, and billing communications. We may have marketing communication with you, with adequate notice or consent requirement, as applicable. Message frequency may vary. Your consent to receive mobile communication is not required as a condition of purchasing or receiving Guardio’s products or services. Cancelling the Mobile Communication service is possible at any time by texting “STOP” to the short code. After doing so, you will receive a confirmation message that you have been unsubscribed from the mobile communication. To re-subscribe to the mobile communication, text “START” to the short code at any time or sign up again to the service. For assistance, text “HELP” to the short code, you can also visit our support webpage. Mobile communication services may differ from alerts delivered through other Guardio channels and may be delayed, incomplete, or not be delivered due to technical issues with your mobile provider, your device, third parties, or Guardio’s systems. Guardio disclaims liability for any failure, delay, or inaccuracy in mobile communication. Carriers are not liable for delayed or undelivered messages or other mobile communication. Message, data and other rates may apply for mobile communication sent to you and from you through your mobile device. Contact your wireless provider for details about your plan. If you have any questions regarding privacy and how we handle your personal information, please see Guardio’s Privacy Policy.

5. Consent to AI-Powered Voice Communications: By scheduling a service call, you grant Guardio your prior express written consent to receive phone calls conducted by artificial intelligence, synthetic voice technologies, or automated systems provided by third party service provider. You acknowledge that: 1. The call may be recorded, and will be performed by an AI Voice Agent, not a human representative. 2. These calls are conducted solely upon your request, are service-oriented, and are intended to provide you with your requested services such as security insights. 3. All insights, suggestions, or information provided by the AI Voice Agent are for informational purposes only. Guardio does not warrant or guarantee the accuracy, completeness, or reliability of any output generated by the AI. The AI’s output does not constitute a binding legal or technical commitment by Guardio, and any actions taken based on the AI’s suggestions are at your own risk.

6. You authorize your wireless carrier to use or disclose information about your account and your wireless device, if available, to Guardio or its service provider for the duration of your business relationship, solely to help them identify you or your wireless device and to prevent fraud. See Guardio’s Privacy Policy for how we treat your data.

7. When we communicate with you by e-mail, text messaging, or by posting notices on the Website, you agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

1. Guardio may from time to time, at its sole discretion and in accordance with applicable laws, enable you to obtain, in certain jurisdictions, which may vary from time to time the opportunity to access via Guardio’s platform certain third-party identity theft-related services, which may include identity theft insurance and identity restoration services (collectively “Ancillary Identity Theft Services"). Guardio may collaborate with one or more licensed third-party insurance service provider(s) to offer access to said Ancillary Identity Theft Services (“Insurance Service Provider(s)”). The Ancillary Identity Theft Services are underwritten and administered by the applicable Insurance Service Provider(s) under a master group policy. A summary of the terms of coverage, certificate of insurance, and the complete master policy is provided by Insurance Service Provider(s) and, to the extent applicable, for your convenience, are also made available to you through Guardio’s platform (including a link to download a copy of the master insurance policy and certificate of insurance coverage as applicable to the Ancillary Identity Theft Service of your choice). We ask that you carefully review the terms governing any Ancillary Identity Theft Services you choose to obtain and by using any of these Ancillary Identity Theft Services you acknowledge that you have read, understood and agree to the relevant terms issued by the applicable Insurance Service Provider.

2. The applicable Insurance Service Provider administers and is responsible for all aspects of the Ancillary Identity Theft Services, including the insurance or service claims submitted by Users under the Ancillary Identity Theft Services, and any requests and other communications related thereto. Guardio is not a party to any insurance coverage offering, neither as an insurer or agent and is not affiliated with nor does Guardio endorse or recommend any Insurance Service Provider(s) or the use of one or more Ancillary Identity Theft Services. It is entirely your choice whether or not to use one or more Ancillary Identity Theft Services. Guardio shall have no responsibility or liability with respect to any Ancillary Identity Theft Services, or the use thereof.

3. You agree that in order to use the Ancillary Identity Theft Services you will also be required to independently share your information with the Insurance Service Provider(s ) PLEASE NOTE THAT your independent or otherwise direct sharing of information with an Insurance Service Provider or anyone on their behalf is entirely at your own risk and Guardio will not be liable to you or to any other person, in connection therewith. By using any of the Ancillary Identity Theft Services you acknowledge that you have read, understood, and agreed to all applicable terms issued by the applicable Insurance Service Provider.

4. The description herein is a summary and intended for informational purposes only and does not include all terms, conditions, and exclusions of the policies described. Please refer to the actual policies for terms, conditions, and exclusions of coverage. The Ancillary Identity Theft Services may not be available in all jurisdictions.

If your account includes our call protection and SMS scans, we may automatically block nuisance calls (robocalls, telemarketers, etc.) and suspicious SMSs. This is based, among other things, on blacklists and therfore false positives are possible.

If the Services are provided to you through Apple Inc. (Apple Inc. together with all of its affiliates, “Apple”) App Store, the following terms and conditions shall apply in addition to all other terms set forth herein: (a) Apple is not responsible for the Services and has no obligation to provide any maintenance or support services for the Services; (b) in the event of any failure of the Services to conform to any applicable warranty, if you paid through Apple, you may notify Apple, and Apple will refund the purchase price for the Services (if any) to the User. Except for the foregoing, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever for the Services, and any other claims, losses, liabilities, damages, costs, or expenses in respect of any failure to conform to any warranty will be governed by the Terms of Use; (c) any claim in connection with the Services related to product liability, a failure to conform to applicable legal or regulatory requirements, or claims under consumer protection or similar legislation is governed by these Terms of Use, and Apple is not responsible for such claim; (d) any third-party claim that the Services or your use of the Services infringe Intellectual Property Rights of that third party will be governed by these Terms of Use, and Apple will not be responsible for the investigation, defense, settlement, and discharge of such intellectual property infringement claim; (e) Apple shall be a third-party beneficiary of these Terms of Use and upon your acceptance of these Terms of Use, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Use against you.

The Service’s availability and functionality depend on various factors, such as communication networks, software, hardware, and Guardio’s service providers and contractors. While Guardio makes its best commercial efforts to make the Services available to you on an ongoing basis, You hereby acknowledge and agree that the Services provided hereunder may be interrupted from time to time due to errors that are out of the reasonable direct control of Guardio and You will not have any claims against Guardio in such case.

1. GUARDIO DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, THE INABILITY TO USE OR OPERATE, OR THE OUTPUT OF THE USE OR OPERATION OF THE SERVICES (OR ANY PART THEREOF). THE SERVICES INCLUDING WITHOUT LIMITATION ANY OUTPUT, MATERIALS, DATA, AND INFORMATION MADE AVAILABLE THROUGH OR RELATED THERETO, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF TITLE, USE, MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. GUARDIO AND ITS AFFILIATES AND/OR ITS SUBSIDIARIES, INCLUDING ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, SUB-CONTRACTORS, AGENTS, PARENT COMPANIES, SUBSIDIARIES, AND OTHER AFFILIATES (COLLECTIVELY, “GUARDIO AFFILIATES”), JOINTLY AND SEVERALLY, DISCLAIM AND MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE USABILITY, ACCURACY, QUALITY, AVAILABILITY, RELIABILITY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, USEFULNESS, OR EFFECTIVENESS OF ANY OUTPUT, DATA, RESULTS, OR OTHER INFORMATION MADE AVAILABLE, OBTAINED OR GENERATED IN CONNECTION WITH YOUR OR ANY USER’S USE OF THE SERVICES. WITHOUT DEROGATING FROM THE GENERALITY OF THE FOREGOING, GUARDIO DOES NOT WARRANT THAT THE SERVICES WILL IDENTIFY OR PROVIDE OR DISPLAY ANY WARNINGS OF MALICIOUS ACTIVITIES AND/OR ANY OR ALL WARNINGS OF MALICIOUS ACTIVITIES IN A SPECIFIC SERVICE AND/OR WEBSITE. IN CASE OF ANY SUSPICIOUS ACTIVITY, YOU ARE ADVISED TO REFRAIN FROM USING THE APPLICABLE SERVICE AND/OR WEBSITE.

2. GUARDIO DOES NOT WARRANT THAT THE OPERATION OF THE SERVICES, SOLUTION, AND/OR WEBSITE IS OR WILL BE SECURE, ACCURATE, COMPLETE, UNINTERRUPTED, WITHOUT ERROR, OR FREE OF VIRUSES, WORMS, OTHER HARMFUL COMPONENTS, OR OTHER PROGRAM LIMITATIONS. YOU AGREE AND ACKNOWLEDGE THAT THE USE OF THE SERVICES, INCLUDING THE USE OF AND/OR RELIANCE ON ANY OUTPUT OR OTHER INFORMATION MADE AVAILABLE THROUGH THE SERVICE, IS ENTIRELY, OR OTHERWISE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AT YOUR OWN RISK.

3. The Services are provided only for your convenience and is not a replacement for the User’s independent judgment regarding access to or use of websites and services accessed and used by the User. Guardio does not guarantee that any of Your use of the Services will ensure full protection from malicious websites, content, messages or services or other online risks.

4. Force Majeure. The Services depend on the internet, third-party infrastructure, and external service providers. From time to time, the Services may be unavailable or degraded due to maintenance, technical difficulties, or events beyond our control.
   Guardio will not be liable for any delay or failure to perform to the extent caused by circumstances beyond our reasonable control ("Force Majeure Event"), including natural disasters, pandemics, sanctions, strikes, civil unrest, acts of terrorism or war, failure or interruption of the internet or third-party infrastructure, power failures, or acts of government authority. We will use reasonable efforts to minimize any resulting disruption. For the avoidance of doubt, a Force Majeure Event does not relieve you of any payment obligations.

EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT WILL GUARDIO’S AND/OR ANYONE ON GUARDIO’S BEHALF BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, MULTIPLE OR PUNITIVE, LOSS OR DAMAGE INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF INCOME, LOSS OF CUSTOMERS AND/OR LOST SAVINGS, REGARDLESS OF WHETHER THE BASIS OF THE LIABILITY IS BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), STATUTES, WARRANTY, STRICT LIABILITY, NEGLIGENCE, MISREPRESENTATIONS OR OTHERWISE, ARISING FROM OR IN CONNECTION WITH THE SERVICES OR ANY PART THEREOF.

IF, NOTWITHSTANDING THE OTHER PROVISIONS OF THESE TERMS, GUARDIO IS FOUND TO BE LIABLE TO YOU FOR ANY DAMAGE OR LOSS WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH YOUR USE OF THE SERVICES OR ANY OUTPUT, GUARDIO’S LIABILITY SHALL IN NO EVENT EXCEED THE FEES PAID BY USER TO GUARDIO DURING THE TWELVE 12 MONTHS PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH THE CAUSE OF ACTION AROSE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS OF LIABILITY, SO THE FOREGOING LIMITATION MAY NOT APPLY TO YOU. IN ANY CASE, NO ACTION MAY BE BROUGHT BY YOU IN CONNECTION WITH THE SERVICES MORE THAN ONE (1) YEAR AFTER THE ACCRUAL OF SUCH CAUSE OF ACTION.

YOU HEREBY ACKNOWLEDGE AND AGREE THAT THESE LIMITATIONS OF LIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR GUARDIO’S PROVISION OF THE SERVICES TO YOU, AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY, AND EVEN IF GUARDIO AND/OR ANY GUARDIO’S AFFILIATES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES AND/OR DAMAGES.

You shall indemnify and hold Guardio and its predecessors, successors, parents, subsidiaries, affiliates, officers, directors, shareholders, investors, employees, agents, representatives, members, and attorneys harmless from and against any and all losses, damages, costs, expenses (including attorneys’ fees) and claims arising out of or relating to: (i) Your gross negligence or willful misconduct; and/or (ii) Your use of the Service, any output provided or otherwise made available in connection therewith or any part of the foregoing; and/or (iii) Your Data; and/or (iv) Your breach of these Terms; and/or (v) Any action or inaction by you that infringes or misappropriates the intellectual property rights of a third party or violates applicable law.

Guardio may change these Terms from time to time, at its sole discretion and without any notice. We will notify you regarding substantial changes to these Terms on the Website homepage or on the Services or we will send you notifications regarding such changes to the e-mail address you made available to us. Such substantial changes will take effect seven (7) days after such notice was provided on our Website or sent via email. Otherwise, all other changes to these Terms are effective as of the stated “Last Revised” date and your continued use of the Services after the Last Revised date will constitute acceptance of, and agreement to be bound by, those changes.

To the extent that this arbitration clause is invalid pursuant to laws applicable to users from jurisdictions outside the USA, such users shall be subject to the law and venue set forth in Section 12 below.

1. Applicability of Arbitration Agreement. All claims and disputes arising out of or relating to these Terms or the use of the Services that cannot be resolved in small claims court will be resolved by binding arbitration on an individual basis ("Disputes"), except that you and Guardio are not required to arbitrate any dispute for enforcement or infringement of either party's Intellectual Property Rights ("Excluded Disputes"). Any and all Disputes relating to, arising out of, or in any way in connection with your rights of privacy and publicity are not Excluded Disputes.

2. Arbitration Rules. The Federal Arbitration Act governs the interpretation and enforcement of this dispute-resolution provision. Arbitration will be initiated through the American Arbitration Association ("AAA"). If the AAA is not available to arbitrate, the parties will select an alternative arbitral forum. The rules of the arbitral forum will govern all aspects of this arbitration, except to the extent those rules conflict with these Terms. The AAA Consumer Arbitration Rules governing the arbitration are available online at www.adr.org or by calling the AAA at 1-800-778-7879. The arbitration will be conducted by a single neutral arbitrator. Any Disputes where the total amount sought is less than $10,000 USD may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For Disputes where the total amount sought is $10,000 USD or more, the right to a hearing will be determined by the arbitral forum's rules. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

3. Additional Rules for Non-appearance Arbitration. If non-appearance arbitration is elected, the arbitration will be conducted by telephone, online, written submissions, or any combination of the three; the specific manner will be chosen by the party initiating the arbitration. The arbitration will not involve any personal appearance by the parties or witnesses unless the parties mutually agree otherwise.

4. Authority of the Arbitrator. The arbitrator will decide the jurisdiction of the arbitrator and the rights and liabilities, if any, of you and Guardio. The dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator will have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator will have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum's rules, and the Terms. The arbitrator will issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and Guardio.

5. Waiver of Jury Trial. YOU AND GUARDIO WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, OTHER THAN IN RESPECT OF EXCLUDED DISPUTES. YOU AND GUARDIO ARE INSTEAD ELECTING TO HAVE CLAIMS AND DISPUTES RESOLVED BY ARBITRATION. IN ANY LITIGATION BETWEEN YOU AND GUARDIO OVER WHETHER TO VACATE OR ENFORCE AN ARBITRATION AWARD, YOU AND GUARDIO WAIVE ALL RIGHTS TO A JURY TRIAL, AND ELECT INSTEAD TO HAVE THE DISPUTE BE RESOLVED BY A JUDGE.

6. Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS. CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If, however, this waiver of class or consolidated actions is deemed invalid or unenforceable, neither you nor We are entitled to arbitration; instead all claims and disputes will be resolved in a court as set forth in sub-section 12 below.

7. Confidentiality. No part of the procedures will be open to the public or the media. All evidence discovered or submitted at the hearing is confidential and may not be disclosed, except by written agreement of the parties, pursuant to court order, or unless required by law. Notwithstanding the foregoing, no party will be prevented from submitting to a court of law any information needed to enforce this arbitration agreement, to enforce an arbitration award, or to seek injunctive or equitable relief.

8. Right to Waive. Any rights and limitations set forth in this arbitration agreement may be waived by the party against whom the claim is asserted. Such waiver will not waive or affect any other portion of this arbitration agreement.

9. Opt-out. You may opt out of this arbitration agreement. If you do so, neither you nor Guardio can force the other to arbitrate. To opt out, you must notify Guardio in writing no later than thirty (30) days after first becoming subject to this arbitration agreement. Your notice must include your name and address, the email address and phone number you provided when you registered or made a purchase, and an unequivocal statement that you want to opt-out of this arbitration agreement. You must send your opt-out notice to this address: support@guard.io and must comply with the following formal requirements:
   9.1 Email Subject Line: The subject line of the email must be exactly "OPTOUT OF ARBITRATION AGREEMENT".
   9.2 The email must be sent from the specific email address associated with your account. If your account does not have an associated email address, the subject line of the email must also include the phone number you used during registration (e.g., "OPTOUT OF ARBITRATION AGREEMENT - [Your Phone Number]").

10. Small laims Court. Notwithstanding the foregoing, either you, or Guardio may bring an individual action in small claims court.

11. Arbitration Agreement Survival. This arbitration agreement will survive the termination of your relationship with Guardio.

12. Applicable Laws. This Agreement shall be governed by and construed exclusively in accordance with the laws of the state of Delaware, without regard to the principles of conflict of law therein.

13. Venue for Excluded Disputes. The parties agree that Excluded Disputes and any other dispute or claim that is not subject to the arbitration clause above, shall be subject to the exclusive jurisdiction of the competent courts in the United States District Court for the District of Delaware in Wilmington, DE and each party hereby submits itself to the exclusive jurisdiction of these courts in respect of such claims and disputes.

14. U.N. Convention. The application of the United Nations Convention of Contracts for the International Sale of Goods or other international laws is expressly excluded, whether the claim is in arbitration or at court.

1. These Terms shall come into effect on the earlier of (i) completion of Subscription; or (ii) Your access to the Services or any part thereof and shall continue until You cease any use of the Services hereunder unless earlier terminated in accordance with these Terms.

2. Without derogating from anything to the contrary stated in these Terms, Guardio may at any time, immediately terminate any Subscription or other Services provided to You if: (i) You have breached any provision of these Terms; and/or (ii) Guardio is required to do so by law; and/or (iii) the provision of the Service is no longer commercially viable.

3. We may cancel your Subscription at any time, for any reason, with or without notice.

4. You may cancel your Subscription at any time from within your account or by written notice to Guardio at support@guard.io. Your Subscription will be cancelled at the end of Subscription period which is in effect upon our receipt of your cancellation notice. While we make efforts to respond in a timely manner to any user communication, please be advised that should you contact us using means other than email form, attention to your communication may be delayed. It is clarified that any such cancellation will not entitle You to any refund of any payments that were already paid.

1. This Agreement, including the Privacy Policy, constitutes the entire agreement between You and us and supersedes all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning its subject matter. In the event of any contradiction or inconsistency between the Terms and any content appearing in the Services, the provisions of the Terms shall prevail.

2. If You have any inquiries regarding the Terms or Privacy Policy, You may address them via email support@guard.io

3. Sections Use Restrictions, User Warranties, Intellectual Property, Warranty Disclaimer, Limitation of Liability, Indemnifications, Amendments to Terms, Dispute Resolution; Arbitration; Class Action Waiver, Term and Termination and and General Terms, as well as any other section that is intended by nature to survive any termination or expiration of these Terms and/or any applicable Order Form shall survive any termination or expiration thereof.

4. Guardio shall not be in default by reason of any failure in performance of its obligations if such failure arises out of causes beyond the control (whether caused directly or indirectly) of Guardio. Such causes may include, but are not restricted to: Acts of God or of the public enemy; acts of government (including specifically but not exclusively any orders, rules, or regulations issued by any official or agency of any such government) in either its sovereign or contractual capacity; riots; fires; earthquake; floods; epidemics or pandemics; quarantine restrictions; embargoes; strikes; labor difficulties; delays or interruptions in performance by suppliers or subcontractors; unusually severe weather; shortages in labor, fuel, materials, and supplies; internet connectivity problems; hacking of any facilities, resources, or infrastructure (whether of Guardio or any third-party service provider thereof); or any combination thereof.

5. Each party shall comply with all applicable laws in relation to its obligations or performance under these Terms. You specifically agree to comply with all export control, embargo, and sanctions laws and regulations of the United States and any other applicable jurisdiction (the “Export Control Laws”). You will not violate, and will not cause Guardio to violate, any Export Control Laws. Licenses or other authorizations required for the transfer of goods or services will be Your responsibility unless otherwise indicated in these Terms, in which event You shall provide all information as may be requested by Guardio to enable Guardio to obtain such licenses or authorizations. Each party specifically agrees to comply with all applicable anti-corruption laws, including the U.S. Foreign Corrupt Practices Act. Neither party nor any of its subcontractors will, directly or indirectly, provide. or offer to provide anything of value to or for the benefit of any official or employee of a governmental authority to obtain or retain any contract, business opportunity, or other benefit, or to influence any act or decision of that person in her/his official capacity.

6. If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provision.

7. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default.

8. You hereby agree that a printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

9. If You have any questions or complaints regarding the Terms and/or Privacy Policy or the Services, you may contact the us by email: support@guard.io or by sending a letter to Derech Menachem Begin 144, Tel Aviv, Israel

September 1, 2026