Terms of Service

1. General

1.1. These terms of use (the "Terms" or the "Terms of Use") govern access to and use of the Quantap AI website and platform, available at quantap.ai and at app.quantap.ai (the "Platform"), and of the tools, features and services provided through them or in connection with them by Quantap AI, Licensed Dealer (Authorized Business) No. 034029611, whose address is 14 Shifon St., Emek Sara Industrial Zone, Be'er Sheva, Israel ("Quantap" or the "Entity"), including plan analysis services, generation of outputs, project management and user assistance (the "Services").

1.2. In these Terms, the "Customer" is the person or business for which the Services were purchased or the account was opened; a "User" is any person who accesses or uses the Services, including the Customer itself, the account administrator and any authorized user on its behalf. Provisions relating to the use of the Services shall apply to every User, and provisions relating to purchase, payment and account management shall apply to the Customer and to anyone acting on its behalf in accordance with their permissions. A User who registers, purchases Services or acts on behalf of a business, corporation or organization represents that they are authorized to perform the relevant actions, provide the information and agree to the Terms on behalf of such entity.

1.3. These Terms of Use, together with the privacy policy available at quantap.ai/en/privacy, the plan or purchase details presented and approved at the time of ordering, and any specific agreement made in writing with the Entity, govern the engagement with respect to the Services (the "Agreement"). Additional terms relating to a particular purchase or action shall apply to the extent they were presented to the User before it was carried out and the User's consent to them was obtained, where required.

1.4. Creating an account, accepting the Terms in the course of registration or purchase, and using the Services after having been given the opportunity to review the Terms constitute consent to contract in accordance with them. If you do not agree to the Terms, you may not use the Services.

1.5. The Services are intended for businesses and self-employed persons for the purposes of their business activity, including contractors, engineers, real estate developers and other professionals. Use is permitted to persons who are 18 years of age or older and have the legal capacity to enter into an agreement.

1.6. In the event of a conflict, a specific agreement made in writing with the Entity shall prevail over these Terms with respect to the matter expressly governed therein. Purchase details approved at the time of ordering shall prevail with respect to the price, the subscription period, the credit allowance and the features of the plan purchased. Nothing in these provisions shall derogate from mandatory provisions of law.

2. The Services and the Outputs

2.1. The Platform is provided on a software-as-a-service (SaaS) basis, is available at the address specified above, and serves as a supporting technological tool for the analysis of plans and engineering files, the extraction of information and the identification of elements and quantities, among other things by means of artificial intelligence, character recognition and data processing technologies.

2.2. The Services may generate bills of quantities (BoQ), quantities of concrete, steel and reinforcing steel (rebar), weights and summaries, cutting lists, fabrication and assembly lists, reports, analyses, conclusions, specifications, recommendations and instructions, in accordance with the functions and modules actually available (the "Outputs").

2.3. The supported file types, size and volume limitations, areas of analysis, export options and features of the Services will be specified on the Platform or in the Entity's guidelines. A general description of the Services does not guarantee that every capability will be available in every plan, for every file type or for every drawing.

2.4. During the analysis, the Platform may request clarifications, supplementary information or confirmation of assumptions and details from the User. The User is responsible for providing correct and complete answers and for reviewing their implications. The Entity does not undertake that the Platform will identify every gap, inconsistency, error or uncertainty, or that it will request clarification in every case in which one is required.

2.5. The presentation of an Output as "final", "complete", "approved" or by means of a similar designation refers only to a stage in the workflow on the Platform. It does not constitute professional approval on behalf of the Entity, an engineering review, or an undertaking as to the correctness of the Output.

2.6. The Platform does not provide design, plan approval, engineering supervision or safety approval services, and does not replace professionals, inspections or approvals required by law or by the circumstances of the project, as set out in Chapter 6. Even where an Output includes a specification, conclusion or instruction for fabrication or execution, it is subject to the review and verification obligation set out below.

3. License of Use and Permitted Use of the Outputs

3.1. Subject to compliance with the Agreement, payment of the consideration and the limitations of the plan purchased, the Entity grants the Customer and the authorized users on its behalf a limited, non-exclusive, non-transferable and non-sublicensable right to access the Platform and use the Services solely for the purposes of the Customer's business activity, for the duration of the period of entitlement to the Services.

3.2. The Customer may use the Outputs generated for it for its internal business purposes, including cost calculation, preparation of price quotes, procurement, tender preparation, production planning and control, subject to the review and verification required under these Terms. To the extent the export options permit, the Customer may save, process and edit copies of the Outputs for these purposes.

3.3. Permitted use does not include selling or reselling the Platform, the Services or the Outputs; granting licenses therein; or generating Outputs and supplying them to third parties as a standalone product or service, except with the prior written consent of the Entity. Permitted use for the purpose of preparing a commercial offer or purchase order of the Customer does not confer a right to trade in the Outputs themselves.

3.4. The license of use does not confer on the Customer any rights in the software, technology, models, work methods or other components of the Platform. Any right not expressly granted is reserved to the Entity and to the relevant rights holders.

3.5. Subject to payment for the relevant service and to the restrictions in the Agreement, the Customer may continue to use, for its permitted purposes, Outputs that it has lawfully saved or exported, even after the end of the subscription. This does not constitute an undertaking to provide continued access to the Platform, to update the Outputs or to retain them in the Entity's systems (as set out in these Terms).

4. Registration, Account and Access Security

4.1. Use of the Services requires opening an account and providing the details required in the registration process. Login will be enabled by means of an email address and password or by means of an external identity service (SSO), in accordance with the options available on the Platform.

4.2. The User undertakes to provide accurate, complete and up-to-date details and to update them in the event of any change. An account may not be opened using the details of another person or business without authorization, by impersonating another or by providing misleading details.

4.3. The account will be set up by the registering User, who will serve as the account administrator in accordance with the Platform's options. Where the account is opened on behalf of an organization, it will be managed for the organization and in accordance with the authorization granted to the account administrator. The mere opening of the account does not confer on the account administrator ownership of the information or plans of the organization or of a third party.

4.4. The User is responsible for maintaining the confidentiality and security of their login credentials, including the password, email inbox and external identity account. Login credentials may not be shared, nor may their use be permitted to another person. Access by team members shall be through the Platform's user and permissions mechanisms.

4.5. The User shall notify the Entity without delay at office@quantap.ai if the User becomes aware of, or has reasonable suspicion of, unauthorized use of the account or the exposure of their login credentials, and shall take reasonable measures to limit the harm.

4.6. Subject to the law, the Entity may rely on actions performed through the account and in accordance with its permissions as actions of the Customer or of an authorized user on its behalf. The Customer is responsible for the actions of its authorized users and for managing their permissions; this does not release the Entity from security obligations or from liability that cannot be contracted out of under law.

4.7. Use of an external identity service is also subject to the terms and privacy policy of the identity provider, to the extent they apply to its use. A malfunction or restriction in the identity service may affect access to the Platform.

5. Team Members and Permissions

5.1. In accordance with the plan and the available functions, the account administrator may invite additional users and grant them permissions, including viewing and editing permissions ("Authorized Users"). The number of users and the options available to them shall be subject to the plan purchased.

5.2. The Customer and the account administrator are responsible for ensuring that each Authorized User is entitled to receive access to the information and to perform the actions permitted to them, and for bringing the Terms of Use to their attention. An additional user shall be invited only where there is authorization to provide their details for the purpose of the invitation.

5.3. The Customer and the account administrator are responsible for defining, reviewing, updating and revoking permissions, including following a change of role, termination of employment or termination of engagement. The Entity may not be relied upon to identify a change in a user's status or permissions.

5.4. The account administrator can view the projects, files and Outputs in the account, including those created or uploaded by Authorized Users. An Authorized User shall not regard content they have uploaded to the account as private content hidden from the account administrator.

5.5. Actions of Authorized Users may affect the account content and the utilization of the credits in it. The Customer is responsible for setting permissions that correspond to its needs and to the authority it wishes to grant.

6. User Content, Permissions and Verification of the Outputs

6.1. "User Content" or the "Input" means any plan, drawing, file, document, text, data, instruction, answer, clarification or other information that the Customer or a User on its behalf uploads, enters or provides for processing in the course of the Services.

6.2. The Customer and the User uploading the content are responsible for its lawfulness, accuracy, completeness and suitability for the requested analysis. The User must ensure that the files are legible and intact and that the plan and accompanying files include all the information required to extract and calculate the requested quantities, including the plans, sections, dimensions, units, notes, details and other relevant information, in accordance with the Platform's guidelines. Providing all of the information is a necessary condition for the system to be able to generate quantities reflecting the actual design; missing, incorrect or illegible information may prevent this or result in partial or incorrect Outputs. Passing the legibility check does not constitute confirmation of the completeness of the information, and the provision of complete information also does not guarantee the accuracy of the Outputs or replace the review and verification obligation.

6.3. The Customer represents that it holds all the rights, licenses, permissions and consents required to upload the User Content, to process it by means of the Services and for the permitted uses thereof under the Agreement. This representation includes authorization to transfer the content and to process it through service providers acting on behalf of the Entity for the purpose of providing the Services, and the non-infringement of copyrights, confidentiality, privacy or any undertaking towards a designer, real estate developer, client or other third party.

6.4. The Services are not intended for uploading and processing personal information within plans, files or analysis requests. The User is requested not to upload personal information and to delete or redact identifying details that are not required for the analysis. This provision does not apply to account details, contact details and data required for registration, payment and receiving service, the processing of which is governed by the privacy policy.

6.5. The Entity does not undertake to conduct a professional or legal review of the User Content, to verify its completeness or to check whether the User is entitled to upload it. Accepting a file for processing or commencing an analysis does not constitute confirmation of its integrity, completeness or the lawfulness of its use.

6.6. The Services and the Outputs are auxiliary tools only. Some of the Services may include machine learning or artificial intelligence (AI) features for the purpose of selecting, analyzing, calculating and presenting information and Outputs; the use of such features will be indicated in the relevant Service descriptions. Although the Entity makes reasonable efforts to design the Services so that they take into account the relevant information provided and present accurate calculations and estimates, it does not guarantee the accuracy, completeness or suitability of the User Content or of information processed or generated by means of the Services. Outputs generated by means of artificial intelligence may contain errors, inaccuracies, omissions, duplications, incorrect identification or classification of elements, inappropriate assumptions, incorrect calculations or information not fully supported by the Input. An Output may appear reasonable and detailed even when it is incorrect.

6.7. Before any reliance on or use of information or an Output generated, transmitted, entered or made available to the User by means of the Services, the User must independently review and verify the entire information or Output against the source plans and the relevant information, and examine its accuracy, suitability and completeness. The review shall include, as applicable, the assumptions, descriptions, items, material costs, dimensions, units, quantities, weights, summaries, estimates, proposals, specifications and instructions. The output of the Services, and in particular the output of AI-based features, must not be relied upon exclusively; the Customer is responsible for ensuring that all relevant output is reviewed and verified by a person with the knowledge and skill appropriate to the intended use. Where the review or use requires expertise, certification or a license, the Customer is responsible for engaging an appropriate professional and obtaining the required approvals. No action may be taken on the basis of the Output alone without the appropriate reviews and approvals. Use of the information and the Outputs is permitted solely for the purposes permitted under these Terms and in accordance with the intended purpose of the relevant Service or feature as described on the Platform.

6.8. Confirming an assumption, answering a clarification question, checking an approval box or approving the Output on the Platform does not replace a professional review and does not transfer to the Entity the responsibility for reviewing the Output. The obligation to review and verify applies even if it is technically possible to download or export an Output without completing an approval step in the interface.

6.9. Subject to mandatory provisions of law and to the limitation of liability provisions in the Agreement, the Customer, and not the Entity, is responsible for the content that it or anyone on its behalf uploads, enters, transmits or makes available by means of the Services, as well as for the final and complete review and verification of the information and Outputs generated for it by means of the Services before relying on them. The Customer is responsible for choosing the manner of use of the Outputs and for the decisions and actions that it or anyone on its behalf takes on the basis thereof, as well as for the consequences of reasonable actions taken by the Entity in the course of providing the Services, or by third parties to whom the Customer or anyone on its behalf lawfully provided the information or Outputs, as a result of or in reliance on such information. The Customer's responsibility under this section shall not apply to the extent that the damage was caused by the gross negligence or willful misconduct of the Entity, and shall not derogate from any right or remedy under consumer protection laws, to the extent applicable, or under any other provision of law that cannot be contracted out of. The Entity does not assume the role of the designer, engineer, supervisor, manufacturer or approving party in the project.

6.10. In the event of an error, discrepancy or material doubt, the User must refrain from relying on the relevant portion, review it and contact the Entity promptly, providing details that enable the inquiry to be investigated. The Entity will make reasonable efforts to examine such inquiries. The mere submission of an inquiry does not guarantee a correction, re-analysis, credit note or refund, and nothing in this provision shall derogate from rights under law.

6.11. Changes made by the User to an Output, including after its export to external software, are made at the User's responsibility. The Output must also be reviewed and verified after the change. The Entity does not undertake to track or review changes made outside the Platform.

7. Plans, Credits and Purchase Terms

7.1. The Services are provided for a fee. The Entity offers subscription plans, including Basic, Premium and Pro, for monthly or annual periods, in accordance with the plans available on the Platform. Before purchase, the User will be presented with the plan details, including the price, subscription period, billing frequency, credit allowance and the material features of the Services included therein.

7.2. The Entity allows the purchase of up to three analyses without a subscription, for a separate one-time payment for each analysis and in accordance with the price and terms presented before purchase. The pricing mechanism set out in Section 7.9 shall apply to these analyses. Thereafter, continued use of the analysis services requires the purchase of a subscription, unless the Entity has approved otherwise. For the avoidance of doubt, these analyses are not provided free of charge. The Entity may change the number of analyses that may be purchased without a subscription, provided that the change does not derogate from a purchase already approved.

7.3. "Credits" are internal usage units used to receive services on the Platform. Credits are not money, digital currency, a deposit or a means of payment outside the Platform, and do not confer a right to receive any monetary amount in exchange for them.

7.4. The number of credits required for each analysis is determined by an internal mechanism that takes into account, among other things, the file type, the number of pages, the complexity of the plan, the volume of data and the processing required. Before the analysis begins, the Platform will display the number of credits expected to be required or an estimate thereof, and will indicate whether it is a final amount or an estimate. Credits will not be deducted beyond the amount or cap presented to the User, except after obtaining the User's approval. A credit allowance does not guarantee a fixed number of plans or analyses.

7.5. Where the credit balance in the subscription is insufficient to perform an additional analysis, the Customer may, in accordance with the options available on the Platform, purchase an analysis of a specific plan for a separate payment, under a pricing mechanism similar to that of a one-time analysis and in accordance with Section 7.9. This is not a separate purchase of a credit package or an increase of the monthly credit allowance. The price and purchase terms will be presented to the User before approval of the analysis, and no charge will be made for the additional analysis without the User's approval.

7.6. To the extent the User has chosen a plan that includes automatic renewal, in accordance with the information presented and the approval given by the User at the time of purchase, the subscription will renew at the end of its term for successive periods in accordance with the plan, unless its renewal was cancelled before the renewal date. In such case, the Customer authorizes the Entity and the payment provider to charge the means of payment it provided for the renewal, in accordance with the terms presented and applicable law.

7.7. Prices will be set in the currency presented on the Platform before purchase, subject to the provisions of law regarding the display of prices and currency. For an annual subscription for a Customer in Israel, the annual price will be the monthly price presented for the annual plan multiplied by 12, and it will be collected in 12 monthly installments. For an annual subscription for a Customer outside of Israel, the full annual price will be collected in advance in a single payment. Before purchase, the total price for the subscription period, the billing currency, and the installment amounts and dates will be presented. Spreading the payment into monthly installments or presenting a monthly price for comparison purposes does not convert an annual subscription into a monthly subscription. VAT and other taxes will be calculated and charged in accordance with the law applicable to the transaction, taking into account, as applicable, the Customer's country, status and the billing details it provided. The price will be displayed inclusive of taxes and mandatory charges to the extent required by law. To the extent currency conversion applies, the conversion rate and conversion fees will be determined in accordance with the transaction currency, the means of payment, the terms of the payment provider or the relevant financial institution, and the applicable provisions of law, including in the Customer's country to the extent relevant.

7.8. The credits included in a subscription will be allocated in monthly allowances, in both monthly and annual subscriptions, whether the annual subscription is paid in advance or in monthly installments. At the beginning of each monthly subscription cycle, the monthly allowance will be allocated to the account in accordance with the plan purchased and subject to entitlement to the Services and to approval of the relevant payment. Monthly subscription cycles will be determined according to the subscription start date and the dates displayed in the account, and not necessarily according to calendar months. At the end of each monthly cycle, the credit balance not used in that cycle will be reset, and it will not accumulate or be carried over to the next cycle. In an annual subscription, the credit allowance for the entire year will not be allocated in advance, and payment of the full annual price in advance does not change the monthly allocation and reset.

7.9. The Platform does not offer a separate purchase of credit packages. When purchasing a one-time analysis without a subscription under Section 7.2, or an additional analysis for a separate payment within a subscription under Section 7.5, the User will upload the plan and the system will estimate the number of credits required for its analysis. Based on this estimate, the monetary price for the specific analysis will be presented, and the User will be required to approve it before the analysis and the charge are performed. In this case, credits are used solely to calculate the scope and price of the analysis, and are not allocated to the account as a balance for future use. The payment is intended solely for the analysis of the approved plan, and does not create any accumulation, surplus credits or right to use credits for another plan. The billing terms and handling of the payment in the event of a failed or partially completed analysis will be presented before approval of the purchase, subject to Sections 7.13 and 8.5 and to the provisions of law.

7.10. The Entity may grant additional credits as a benefit or in exchange for feedback, in accordance with the terms of the benefit presented at the time they are granted. Such credits will be available for use in the monthly subscription cycle to which they were allocated and will be reset at its end, without accumulation or carry-over to the next cycle, in accordance with Sections 7.8 and 7.11. At the time they are granted, the number of credits, the subscription cycle to which they are assigned and any additional condition for redeeming the benefit will be presented.

7.11. Unused credits, including credits granted as a benefit or in exchange for feedback, will be reset at the end of the monthly subscription cycle to which they were allocated. Upon termination or non-renewal of the subscription, any balance not used by the termination date will be reset, without a retention period and without the possibility of restoring it through a later renewal of the subscription. In the event of early termination of the subscription, the credit balance will be reset on the date the termination takes effect. Renewal of the subscription will confer the monthly allowance in accordance with the plan and the new subscription cycle, and will not revive balances that have been reset. The reset of credits or the termination of the subscription does not, in and of itself, deny access to previous analyses under Section 16.6. The reset of credits does not, in and of itself, confer a right to a refund due to their non-use, subject to mandatory provisions of law and without derogating from the provisions of Section 16.5.

7.12. The purchase of a subscription does not confer a right to unlimited use of the Services or to the completion of every analysis within the monthly allowance. A separate payment for an analysis confers entitlement to the specific analysis in accordance with the approved terms, and not a credit allowance for use in other analyses. Credits included in a subscription or granted as a benefit may not be sold, transferred to another account or shared with a third party, unless the Entity has expressly enabled this on the Platform or has given its prior written consent thereto.

7.13. A plan that does not pass the legibility check will be stopped with an error message and will not be saved on the Platform. In an analysis performed against the subscription's credit allowance, if no analysis was actually performed, no credits will be deducted; uploading a file and the legibility check do not, in and of themselves, constitute an analysis for the purpose of deducting credits. If the analysis was partially completed, credits will be deducted only according to the proportional part of the analysis actually performed, in accordance with a calculation method that will be presented before approval of the analysis and subject to the scope approved under Sections 7.4 and 8.2. In an analysis purchased for a separate payment under Section 7.9, the terms of the monetary charge, cancellation of the charge, refund or re-analysis in the event of failure or partial completion will be in accordance with the terms presented and approved before purchase. The manner of handling a separate payment shall not be inferred from the subscription credit deduction rules in and of themselves. Nothing in these provisions shall derogate from a right to correction of a charge or to a remedy for a malfunction in the Services, breach of the Agreement or non-provision of service. A User who believes that they were charged, or that credits were deducted from them, not in accordance with the Terms may contact the Entity at office@quantap.ai and request a review.

7.14. The Entity may update the number of credits required for an analysis and the prices of subscriptions and of separately paid analyses, upon prior notice to Users. Any such change will apply to new purchases or to new subscription periods from the date specified in the notice, will not retroactively change a price or number of credits approved for a specific analysis, and will not derogate from the monthly credit allowance or from the terms of use purchased for an existing subscription period. Changes ahead of a subscription renewal will also be subject to Section 17.4 and to the provisions of law.

7.15. The Entity may offer promotions, discounts, bonuses or additional credits, including in exchange for feedback, at its sole discretion and in accordance with the terms of the benefit as presented. There is no undertaking to grant a benefit, to continue offering it or to grant a similar benefit in the future. A change in or discontinuation of a benefit offer will not derogate from a benefit already granted in accordance with its terms.

8. Charges for Analyses and Plan Changes

8.1. Before an analysis begins, the User will be presented with the credit requirement or the relevant cost, or an estimate thereof, indicating whether it is an estimate. An instruction to begin an analysis constitutes approval of the use of the credits or of the charge in accordance with the terms presented.

8.2. To the extent that an addition beyond the approved scope is required, the Entity will present the additional requirement and obtain the User's approval before charging the User or using additional credits, unless express prior authorization was given for a defined and presented additional scope.

8.3. The plan and accompanying files must include all the information required to generate the requested quantities, as set out in Section 6.2. Missing, incorrect, illegible, inconsistent or unsuitable information may result in a partial Output or in the failure of the analysis. A plan that did not pass the legibility check will be stopped with an error message and will not be saved on the Platform. In an analysis against the subscription allowance, no credits will be deducted if no analysis was actually performed; if the analysis was partially completed, credits will be deducted only according to the proportional part actually performed, in accordance with Section 7.13. The mere running of the model does not justify deducting the full credits estimated for an analysis that was not completed. In an analysis purchased for a separate payment, the handling of the monetary charge in the event of failure or partial completion will be in accordance with the terms presented and approved before purchase and with the provisions of law. The mere receipt of a partial Output does not, in and of itself, indicate that the failure resulted from the Input, and a charge does not attest to the correctness of the Output or replace the verification obligation.

8.4. Where the Customer believes that an incorrect number of credits was deducted, that an incorrect monetary charge was made for a separately paid analysis, or that the failure resulted from a malfunction in the Services, it may contact the Entity at office@quantap.ai and provide the details of the analysis and the charge. The Entity will examine the inquiry and the relevant data, including the scope of the analysis actually performed insofar as it relates to the charge, and will give notice of the results of the review and the manner of handling.

8.5. Correction of a charge, a credit note, re-analysis or a refund due to a malfunction in the Services will be carried out in accordance with the circumstances, the terms presented and the law. In any event, for the avoidance of doubt, if the analysis failed due to a technical malfunction in the Services that did not result from content uploaded by the User or from the User's actions, the Entity will restore the deducted credits to the account. Granting credits as a benefit at the Entity's discretion does not replace a credit note or remedy to which the Customer is entitled.

8.6. Upgrading, downgrading or changing a subscription period will be enabled in accordance with the options on the Platform. Before approval of the change, its effective date, the consideration, its effect on credits and the renewal date will be presented. A plan change will not be made on the basis of the mere submission of a request for information or a support inquiry.

9. Payments and Clearing Providers

9.1. Payment will be made through the means of payment available on the Platform and on the dates presented at the time of purchase. The performance of new paid analyses and the allocation of monthly credit allowances are conditional upon approval of the relevant payment, unless the Entity has approved otherwise in writing. In an annual subscription paid in monthly installments, the payment dates will be in accordance with Section 7.7 and the approved purchase details. Continued access to previous analyses and the possibility of discontinuing it are governed by Sections 9.4 and 16.6.

9.2. Payment clearing and billing management are carried out through external providers. Use of the interfaces and services of these parties is also subject to their terms and privacy policies, to the extent they apply to the relevant action and as presented by those providers.

9.3. The Customer represents that it is entitled to use the means of payment it provided and that the billing details are correct and complete. Completion of payment is subject to the approval of the clearing provider and the relevant financial institutions. A notice of receipt of a request does not necessarily constitute confirmation that the payment was made.

9.4. In the event of a clearing failure, refusal to approve a payment or a payment not paid on time, the Customer will not be able to perform new analyses until the required payment is settled and the subscription is renewed or activated, as applicable. As a rule, non-payment will not prevent the Customer from accessing and viewing the previous analyses in its account, subject to the Entity's right to discontinue such access upon prior notice in accordance with Section 16.6. After the subscription is renewed or activated and payment is approved, it will be possible to resume performing analyses in accordance with the plan, the credit allowance and the Agreement. To the extent possible, the Customer will be given notice enabling it to settle the matter. In the event of reasonable suspicion of fraud or unauthorized use of the means of payment, the Entity may delay a purchase or restrict access even beyond the performance of new analyses, to the extent reasonably required and subject to Chapter 16 and to the law.

9.5. Malfunctions at a payment provider may delay a purchase, charge or allocation of credits. A reference to the terms of an external provider does not derogate from the Entity's obligations towards the Customer under the Agreement or the law.

9.6. Invoices, receipts and billing notices will be provided in accordance with the law and through the means available in the Services, including by email, subject to consent where required. The Customer is responsible for providing correct and up-to-date invoice details and email address.

10. Subscription Cancellation, Cessation of Use and Refunds

10.1. The Customer may stop using the Services at any time. Cessation of use does not, in and of itself, cancel a subscription, automatic renewal or payments that the Customer has undertaken to pay in respect of a purchased subscription period, including monthly installments of an annual subscription, subject to cancellation rights under the Agreement and the law. To cancel, the Customer must use the cancellation option in the account or send a notice to office@quantap.ai that includes details enabling identification of the account, without derogating from additional cancellation methods required by law.

10.2. Unless otherwise stipulated in the purchase terms or otherwise required by law, a request to cancel a subscription means cancellation of the renewal, such that the subscription will end at the end of the purchased subscription period and will not renew. In an annual subscription paid in monthly installments, cancellation of the renewal does not convert the engagement into a monthly subscription and does not, in and of itself, cancel the remaining installments agreed for the annual period. Until the end of the subscription period, the analysis services will remain available subject to approval of the required payments, the plan, the monthly credit allocations and the Agreement. The credit balance will be reset at the end of each monthly cycle in accordance with Section 7.8, and at the end of the subscription in accordance with Section 7.11. Early termination before the end of the purchased subscription period will be possible to the extent provided in the purchase terms, agreed with the Entity or required by law; in such case, the termination date and the payments or refunds will be settled in accordance with those terms and the law. The Entity will provide confirmation of receipt of the cancellation request and of the subscription end date. Access to previous analyses after termination will be governed by Section 16.6.

10.3. Non-use of the Services, partial utilization of a subscription or credits, or the Customer's decision not to perform analyses do not, in and of themselves, confer a right to a refund, credit note or reduction of the consideration. In particular, no refund will be given for unused credits solely due to their non-use, subject to mandatory provisions of law.

10.4. Nothing in the no-refund provisions shall negate a right or remedy in respect of an incorrect charge, breach of the Agreement or non-provision of service, or derogate from a right of cancellation or refund established by a provision of law that cannot be contracted out of. To the extent that a particular engagement is subject to mandatory provisions of consumer protection laws, those provisions shall apply.

10.5. The purchase of a one-time analysis without a subscription or an additional analysis for a separate payment does not, in and of itself, create a renewing subscription or a credit allowance for future use. The terms for cancelling the analysis after its processing has begun and the handling of the payment in the event of failure or partial completion will be in accordance with the terms presented and approved before purchase, Sections 7.9, 7.13 and 8.5, and the provisions of law. Nothing in this provision shall derogate from a right or remedy in respect of an incorrect charge, breach of the Agreement or non-provision of service.

11. Intellectual Property, Use of Input and Feedback

11.1. All rights in the Platform and the Services, including software, code, technology, models, algorithms, design, interfaces, databases, work methods, help documentation, trademarks, logos and improvements thereto, belong to the Entity or its licensors, except for rights in the User Content and in materials of other rights holders.

11.2. The Customer and the relevant rights holders retain their rights in the User Content. Uploading content does not transfer ownership thereof to the Entity.

11.3. The Customer grants the Entity a non-exclusive, royalty-free license to store, copy, process, analyze, transmit and display the User Content, and to generate Outputs from it, to the extent required to provide the Services to the Customer, operate and secure them, support the Customer's use and comply with the provisions of law. This license includes the ability to engage service providers on behalf of the Entity for these purposes only, subject to the provisions of the Agreement and the privacy policy.

11.4. The Entity will not use the User Content or the Outputs generated from it for the purpose of training models or the general improvement of the Services, and will not permit such use by providers acting on its behalf, without the express consent of the Customer and in accordance with the scope of the consent. Submission of the feedback questionnaire under Section 11.7 by the Customer or anyone authorized on its behalf, after the scope of the requested materials and uses has been clearly presented to them and after they have checked a dedicated consent box that is not pre-checked, shall constitute consent under this section to the use of the questionnaire responses and the materials of the linked analysis, including the files and Outputs, for the purpose of training models and improving the Services. The consent shall apply only to the materials and uses presented and approved in the questionnaire. Acceptance of these Terms of Use, uploading a file, using the Services or providing a link to an analysis do not, in and of themselves, constitute consent to such use.

11.5. Nothing in the preceding provision shall prevent processing of the Input for the purpose of performing the analysis requested by the Customer, investigating a malfunction or providing support relating to its use, or use of usage data in accordance with Section 12.4. These exceptions may not be relied upon to expand the use of Input for training or general improvement without consent.

11.6. Subject to the rights in the User Content and the rights of third parties, and to the extent that the Entity has rights in the Outputs generated for the Customer, it grants the Customer a right to use them in accordance with Section 3. The Entity does not undertake that any Output is protected by intellectual property rights, unique to the Customer or different from Outputs generated for others.

11.7. The Customer may provide the Entity with written feedback, ideas, comments and suggestions regarding the Platform and the Services, including by means of a feedback questionnaire in which it provides a link to an analysis performed on the Platform ("Feedback"). The feedback questionnaire will clearly present the analysis to which the link relates and the materials included in the consent, including the plans, files, Outputs, answers and clarifications associated with the analysis at the time the questionnaire is submitted, as well as materials attached to the questionnaire (the "Analysis Materials"). Submission of the questionnaire after checking the box shall constitute consent under Section 11.4 for the Entity to retrieve the Analysis Materials via the link and to use them and the questionnaire responses for the purpose of preparing training data, labeling, training, fine-tuning, testing and evaluating models, and the general improvement of the Platform and the Services, including services offered to other customers. For these purposes, the Customer grants the Entity a non-exclusive, royalty-free license to copy, store, process, modify and analyze the materials, and to engage service providers acting on its behalf that are subject to appropriate confidentiality obligations and use restrictions. The consent does not apply to other analyses in the account or to materials added to the analysis after submission of the questionnaire. The person providing the Feedback will be required to confirm in the questionnaire that they are authorized to give the consent on behalf of the Customer and that they hold all the rights, permissions and consents required for the use of the materials for training and improvement purposes, including with respect to third-party rights and confidentiality undertakings. Transferable intellectual property rights in the ideas, comments and suggestions in the written Feedback, as distinguished from the Analysis Materials, shall be assigned to the Entity upon their provision. To the extent that any such right is not transferable, the Customer grants the Entity a perpetual, worldwide, irrevocable and royalty-free license to use it, copy it, adapt it, incorporate it into the Services and exploit it for the purpose of their development and improvement, without any obligation to pay consideration or to credit the person who provided the Feedback. The Entity may, at its sole discretion, offer credits or benefits in exchange for Feedback and in accordance with the terms it presents. The mere provision of Feedback does not confer entitlement to credits, payment or any other benefit.

12. Confidentiality, Privacy, Usage Data and Data Retention

12.1. Each party shall keep confidential any non-public information of the other party that came into its possession in the course of the engagement and that was marked as confidential or that, by its nature and the circumstances of its disclosure, should be regarded as confidential ("Confidential Information"). Non-public User Content and Outputs shall be deemed Confidential Information of the Customer or of the relevant rights holders.

12.2. The receiving party shall use the Confidential Information only for the purpose of performing the Agreement and exercising the rights permitted thereunder, shall take reasonable protective measures, and shall not disclose it except to employees, advisors and service providers who need it for these purposes and are subject to appropriate confidentiality obligations. Information may be disclosed to the extent required by law or by a competent order, and, to the extent permitted and possible, prior notice will be given to the disclosing party.

12.3. The confidentiality obligation shall not apply to information that the receiving party can demonstrate is public other than as a result of a breach of duty; was lawfully in its possession without restriction on use prior to its disclosure; was lawfully received from a third party without breach of a confidentiality obligation; or was independently developed without use of the Confidential Information.

12.4. The Entity may collect and process technical and operational data relating to the use of the Services and their performance, such as volume of use, credit utilization, processing times, use of functions and error data ("Usage Data"), for internal purposes of operation, security, support, measurement, planning and improvement of the Services, in accordance with the law and the privacy policy. Usage Data for the purpose of this authorization does not include the content of the plans and files, the content of clarifications or the Outputs themselves, and this section does not grant authorization to use them for training or improvement without consent.

12.5. The collection and processing of personal information, including account details, user details and Usage Data to the extent it constitutes personal information, are governed by the privacy policy available at quantap.ai/en/privacy. Cookies and analytics tools will be used as set out in the policy and in accordance with the law and the required consents.

12.6. The Entity will take reasonable technical and organizational measures to protect information processed in the course of the Services. However, it is not possible to guarantee absolute security or to prevent all unauthorized access, loss or disruption. Nothing in this clarification shall derogate from the Entity's obligations under law.

12.7. The Platform is not a storage, archiving or backup service for the Customer. Although information and Outputs may be retained in the Entity's systems for the purposes of the Services, the Customer is responsible for keeping, outside the Platform, copies of the Input, Outputs, clarifications, approvals and documentation it requires, including for the purpose of complying with professional, contractual or legal obligations.

12.8. The Entity does not undertake to retain any file, Output or activity history for any particular period or to enable restoration in every case, unless otherwise agreed in writing. Retention and deletion of information will be carried out in accordance with the Agreement, the privacy policy and the law. The mere existence of backups shall not be construed as entitling the Customer to receive a restoration service.

12.9. A Customer wishing to have information deleted or an account closed may contact privacy@quantap.ai. Handling of the request will be subject to the identification and permissions of the requesting party, the provisions of law and permitted retention needs. Cancellation of a subscription is not, in and of itself, a deletion request, and a deletion request is not, in and of itself, a cancellation of a subscription or of future charges.

13. Support, Availability and No Undertaking as to Results

13.1. Questions and requests for assistance may be submitted via office@quantap.ai or through the channels presented on the Platform. Responses may be provided by the Entity's team, automated systems or artificial intelligence agents.

13.2. A response generated by means of artificial intelligence is not a human response and may be incorrect or partial. The assistance services do not constitute a professional review or approval of a plan or Output, and a response provided within them does not replace the verification obligation. An automated response is not authorized to amend the Agreement, grant additional rights or create an undertaking on behalf of the Entity.

13.3. The Entity will make commercially reasonable efforts to operate the Services and to respond to inquiries. Unless otherwise agreed in writing, there is no undertaking as to any particular availability rate, defined processing or response time, time for remedying a malfunction, or the provision of human service in every inquiry.

13.4. The Services may be unavailable or disrupted from time to time due to maintenance, updates, technical malfunctions, loads, security measures, communication failures or disruptions in the services on which they rely. The Customer is responsible for preparing for this within its schedules and activities.

13.5. Subject to express undertakings in the Agreement and to mandatory provisions of law, the Services and the Outputs are provided "AS IS" and "AS AVAILABLE". The Entity does not undertake that the Services or the Outputs will be error-free, complete, accurate in every case or suitable for every purpose, or that they will achieve any particular savings, business result or level of accuracy.

13.6. Examples, demonstrations or results produced in a particular case do not guarantee an identical result in another case. Nothing in this provision shall derogate from an express undertaking given to the Customer or from liability for a representation under law.

14. Limitation of Liability

14.1. To the maximum extent permitted by law, the Entity, its employees, its officers and those acting on its behalf shall not be liable for any indirect, consequential, special, incidental or punitive damage arising from the Services, the Outputs or the Agreement, including loss of profits, revenues, business opportunity, tender, goodwill or anticipated savings, to the extent such damages are of the types excluded under this section, even if notice of the possibility of their occurrence was given.

14.2. The Entity shall not be liable for damage to the extent caused by incorrect, incomplete or unauthorized content provided by the User; incorrect answers or approvals given by the User; failure to perform the required reviews and verification; use contrary to the guidelines or intended purpose of the Services; changes made to the Outputs by the User; or actions of anyone on the User's behalf that are not under the Entity's control. This exemption shall not apply to the extent that the damage was caused by the gross negligence or willful misconduct of the Entity, or to the extent that the liability cannot be excluded under a mandatory provision of law.

14.3. Subject to Section 14.5, the total and aggregate liability of the Entity in connection with the Services, the Outputs or the Agreement, under any legal cause of action whatsoever, including contractual or tortious, shall not exceed the consideration actually paid by the Customer for Services during the three months preceding the event giving rise to the cause of action. In an annual subscription paid in advance, instead of taking into account the full annual payment according to the date of its collection, the proportional part of the annual subscription fees attributable to a period of three months shall be taken into account; payments for additional one-time analyses paid during the said three-month period shall be included in addition, without double counting. If the engagement began less than three months before the event, the proportional part of the annual subscription fees attributable to the period from the beginning of the engagement until the event shall be taken into account.

14.4. The cap is aggregate with respect to all claims arising from the same event or from a series of related events, and is not a separate cap for each claim, Output, Authorized User or cause of action.

14.5. The exclusions and the cap shall not apply to liability for bodily injury or for willful misconduct imposed on the Entity by law, or to any other liability that cannot be excluded or limited under a mandatory provision of law. Nothing in these Terms shall negate a right or remedy that cannot be contracted out of.

15. Prohibited Uses and Indemnification

15.1. The User shall not, and shall not permit anyone on its behalf to: copy or commercialize the Platform or the Services beyond the permitted use; reverse engineer, decompile or attempt to discover source code or trade secrets, except to the extent permitted by law in a manner that cannot be contracted out of; circumvent security, permission, billing or usage-limit mechanisms; systematically or automatically collect information by means of robots or similar tools without authorization; introduce malicious code; or take any action that may disrupt the Services or harm other users.

15.2. The Services or the Outputs may not be used to develop or train a competing product, service or model; access credentials may not be provided to a third party; rights notices may not be removed; and an Output may not be presented as if it had been professionally reviewed or approved by the Entity. Additional accounts may not be opened, nor may any other action be taken, in order to circumvent analysis, billing, entitlement or benefit-term limitations.

15.3. It is prohibited to upload infringing or illegal content, to infringe the rights of a third party, to provide information with the intent to mislead, or to make unauthorized use of an account, content or means of payment.

15.4. The Entity may examine a reasonable suspicion of a breach, request clarifications or supporting documentation, restrict access to disputed content and take reasonable measures to protect the Services and its rights or the rights of third parties, subject to the law and the privacy policy. Claims of rights infringement may be directed to office@quantap.ai, together with details enabling identification of the content and the right claimed.

15.5. Subject to the law, the Customer shall indemnify the Entity and its employees and officers for damages, charges and reasonable expenses, including reasonable attorneys' fees, arising from a third-party claim due to: lack of rights or permissions in the User Content; infringement of intellectual property, privacy or confidentiality rights by the Customer or a User on its behalf; a material breach of these Terms; or use of the Outputs contrary to the verification obligations or the use restrictions in the Agreement. The indemnification shall not apply to the extent that the claim arises from an act or omission of the Entity for which it is liable under law.

15.6. The Entity shall notify the Customer of a demand for indemnification within a reasonable time, allow it to participate in the defense and cooperate with it reasonably. No settlement obligating the Customer to make a payment, an admission or any other undertaking shall be agreed without its consent, which shall not be unreasonably withheld. Double compensation for the same damage shall not be collected.

16. Suspension, Termination and Changes to the Services

16.1. The Entity may restrict or suspend access to the Services in the event of a breach of the Agreement, non-payment, reasonable suspicion of fraud or unauthorized use, a security risk, material harm to the Services or to third-party rights, or a requirement under law or an instruction of a competent authority. Where the restriction results solely from non-payment, it shall, as a rule, apply to the performance of new analyses and to the entitlement to credit allocation, and not to access to view previous analyses, subject to the Entity's right to discontinue such access as well upon prior notice in accordance with Section 16.6. This shall not prevent broader restriction of access where there is an additional ground justifying it under this section and at the Entity's sole discretion.

16.2. To the extent possible and appropriate in the circumstances, the Entity will give a warning and allow the breach to be cured within a reasonable time. Immediate action may be taken where there is a real risk, suspicion of fraud, a security need or an obligation under law. The scope and duration of the restriction will be in accordance with the circumstances and the need for which it was imposed.

16.3. The Entity may terminate the engagement due to a material breach that was not cured after appropriate warning, a breach that cannot be cured, serious prohibited use or an obligation under law. Termination of the engagement does not erase payment obligations that lawfully arose prior thereto.

16.4. The Entity may perform maintenance, updates and adjustments to the Services. A change that materially reduces a paid service will be brought to the Customer's attention in advance within a reasonable time, to the extent the circumstances permit. Purchased rights shall not be retroactively diminished without appropriate arrangement.

16.5. If the Entity permanently discontinues a paid service other than due to the Customer's breach, it will give reasonable advance notice to the extent possible, and will refund the proportional part of the consideration paid for service that can no longer be received due to the discontinuation, without double refund. The no-refund provisions due to non-use do not apply in this case.

16.6. Upon termination of the subscription, its non-renewal, or blocking of the performance of new analyses due to non-payment, the entitlement to perform new analyses under the subscription will cease, but as a rule the Customer and its Authorized Users will retain access to the account for the purpose of viewing the previous analyses and the Outputs saved therein, in accordance with their permissions and subject to the provisions of this section. Such access does not confer entitlement to a new analysis, re-analysis or additional processing without a valid subscription or a separate purchase permitted under the Agreement. After the subscription is renewed or activated and the relevant payment is approved, it will be possible to resume performing analyses in accordance with the plan, the monthly allowance and the Agreement, without restoration of credits that have been reset. Continued access to previous analyses is subject to the data retention provisions in Chapter 12, and does not constitute an undertaking of permanent retention. The Entity reserves the right to discontinue access to view previous analyses and Outputs saved in the account after a period of non-payment or at its discretion, subject to the law and to giving prior notice to the Customer in accordance with Section 17.1, which will specify the date on which access will be discontinued. Nothing in this provision shall prevent the closing of an account at the request of an authorized party or a restriction of access required by law, for security reasons or due to another ground under this Chapter that is not solely non-payment. The Customer is responsible for keeping copies of the information it requires outside the Platform. Where the Entity initiates a termination or blocking that will also prevent access to previous analyses and that does not require immediate blocking, it will provide a reasonable opportunity to export through the available options, subject to the law, security and third-party rights.

16.7. Provisions that by their nature are intended to continue to apply after termination of the engagement shall continue to apply, including the restrictions on the use of saved Outputs, intellectual property rights, confidentiality, payment obligations, limitation of liability, indemnification and dispute resolution provisions.

17. Notices and Changes to the Terms

17.1. The Entity may send notices relating to the account and the Services via the Platform or the email address provided, including security, billing, credit balance, analysis completion and engagement change notices. The User is responsible for keeping contact details up to date and for reviewing notices relating to their use.

17.2. Advertising messages will be sent in accordance with the law and on the basis of consent or another basis permitted by law, while providing an option to unsubscribe as required. Unsubscribing from marketing mailings does not prevent the sending of service messages that are not advertising messages.

17.3. The Entity may update these Terms from time to time. The updated version will be published with an indication of the date of the update. Material changes to the Customer's rights or obligations will be brought to its attention in advance, and will not take effect before a reasonable notice period has elapsed, unless an earlier date is required by law or due to an urgent security need.

17.4. A change in the subscription price or in material billing terms shall not apply to a period already purchased. A change ahead of renewal will be brought to the Customer's attention in a manner that allows it to decide whether to renew or cancel, and in accordance with the requirements of the law.

17.5. Continued use after a change takes effect shall constitute consent to it to the extent permitted by law. Where express consent is required, the Entity will request it. An update of the Terms does not replace separate consent to the use of User Content for training or improvement under Section 11.4.

18. Miscellaneous, Governing Law and Contact

18.1. The Agreement governs the engagement with respect to the Services. A specific amendment to, or waiver of, any provision requires written approval on behalf of the Entity. Nothing in this provision shall negate liability for a representation or any other right that cannot be negated under law.

18.2. The User and the Customer may not transfer the account or assign rights or obligations under the Agreement without the prior written approval of the Entity. The Entity may transfer the engagement in the course of a merger, acquisition or change of structure, subject to the law, to the continued performance of the undertakings, and to the Customer's rights not being materially impaired as a result of the transfer.

18.3. The Entity shall not be liable for delay or failure in performing an undertaking to the extent caused by circumstances beyond its reasonable control that could not have been prevented by reasonable means, including natural disaster, war, action of a competent authority or widespread infrastructure failure. The Entity will make reasonable efforts to mitigate the harm. This section does not, in and of itself, confer a right to retain consideration for a service that was not provided.

18.4. If any provision of the Agreement is determined to be invalid or unenforceable, this shall not affect the remaining provisions, to the extent they can continue to be performed. Refraining from insisting on a right does not constitute a waiver thereof.

18.5. The engagement does not create a partnership, employment relationship or agency between the Entity and the Customer, and neither party has authority to bind the other party, except as expressly provided.

18.6. The Agreement and the use of the Services shall be governed by the laws of the State of Israel. Subject to mandatory provisions of law, jurisdiction over disputes relating thereto shall lie with the competent courts of the Tel Aviv-Jaffa District.

18.7. The Terms are drafted in Hebrew. If a translation is made available for the User's convenience, the Hebrew version shall prevail in the event of a conflict, subject to the law and to any other express agreement.

18.8. Section headings are for convenience only. Words in the singular include the plural, and vice versa, and the provisions apply to all users, as the context requires.

18.9. Inquiries regarding the Services, these Terms of Use, the account or charges may be sent to office@quantap.ai.