Terms of Service

Terms of Service

Last updated: September 2023

Universal Grammar Ltd. ("UG Labs", "us", "our", or "we"), a company incorporated in the State of Israel with Company No. 516425246 owns and maintains this website ("Site"). These Terms of Service ("Terms") govern your access and use of the Site and the features available thereon, including without limitation, any informational material if and as available from time to time (together with the Site, the "Services").

Our Privacy Notice, available at www.uglabs.io/privacy-policy ("Privacy Notice") governs our collection, processing and transfer of any Personal Data (as such term is defined in the Privacy Notice). "You" means an individual using the Site and/or Services.

Please read these Terms carefully. By visiting our Site, you agree to be bound by these Terms, as they may be amended from time to time. Your continued use of the Site following any update shall be deemed acceptance of any such amended or updated terms.

1. Use of Services

1.1. Subject to these Terms, UG Labs allows you to access and use the Services on a non-exclusive basis for informational purposes and for the purpose of contacting us.

1.2. Use of and access to the Services is void where prohibited by law. You represent and warrant that (a) your use of the Services does not violate any applicable law, regulation, or obligation you may have to a third party; and (b) you shall comply with applicable laws, regulations, guidelines, and these Terms throughout your use of the Services.

2. User Content and Restrictions

2.1. Through the Site you will be able to submit certain content, such as information provided via email through our "Talk to us" button, referred to herein as "User Content".

2.2. You are and shall remain at all times fully and solely responsible for any User Content that you provide. You represent and warrant that any User Content that you provide (i) complies with applicable law; (ii) does not infringe or violate any third-party intellectual property rights, privacy or publicity rights, or moral or other rights; and (iii) that you have all necessary rights, licenses, consents, and authorities required under applicable law to submit such User Content.

2.3. Without limiting the foregoing, you agree that you will not transmit, submit, upload, or otherwise provide any User Content that (i) violates the legal rights of others; (ii) infringes the intellectual property, moral, publicity, privacy, or other rights of any third party; (iii) is (or you reasonably believe or should reasonably believe to be) in furtherance of any illegal, counterfeiting, fraudulent, pirating, unauthorized, or violent activity; (iv) does not comply with all applicable laws, rules and regulations; and/or (v) contains any virus, worm, trojan horse, or other harmful or disruptive component.

3. Use Restrictions.

You may not do or attempt to do or facilitate a third party in doing any of the following: (1) decipher, decompile, disassemble, or reverse-engineer any of the software and/or code, if and as applicable, used to provide the Services without our prior written authorization, including framing or mirroring any part of the Services; (2) circumvent, disable, or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any content; (3) use the Site, Services, or content thereon in connection with any commercial endeavors in any manner, except for the purposes specifically set forth in these Terms; (4) use any robot, spider, site search or retrieval application, or any other manual or automatic device or process to retrieve, index, data-mine, or in any way reproduce or circumvent the navigational structure or presentation of the Site or Services; (5) use the Site, Services, or content thereon in any manner not permitted by these Terms or applicable law.

4. Intellectual Property

4.1. UG Labs or its licensors, as the case may be, have all right, title and interest in the Site, Services, and any content thereon, including its overall appearance, text, graphics, graphics design, videos, demos, interfaces, and underlying source files, and all worldwide intellectual property rights, the trademarks, service marks, and logos contained therein, whether registered or unregistered. Except as expressly permitted herein, you may not copy, further develop, reproduce, republish, modify, alter download, post, broadcast, transmit or otherwise use the content of the Services for any purpose. You will not remove, alter, or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in the Services, if any. All trademarks are trademarks or registered trademarks of their respective owners. Nothing in these Terms should be construed as granting you any right to use any trademark, service mark, logo, or trade name of UG Labs or any third party. If you provide UG Labs with any feedback regarding any content on the Services, UG Labs may use all such feedback without restriction and shall not be subject to any non-disclosure or non-use obligations in respect of such feedback.

4.2. You have all right, title and interest in the User Content you submit. By submitting any User Content, you grant UG Labs and its successors and assignees a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license under any of your intellectual property, moral or privacy rights to use, copy such User Content on, through or in connection with the Site, such as for the purpose of responding to your inquiries, contact you, or for marketing purposes.

5. Disclaimers and Disclaimer of Warranty

5.1. All information and content posted on the Site is for informational purposes only and UG Labs provides no guarantees with respect thereto. Your use of the Site and/or Services is at your sole discretion and risk. The Services and any content thereon are provided on an AS IS and AS AVAILABLE basis without warranties of any kind. We do not represent or warrant that Services will be of good quality or useful for your needs.

5.2. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SITE, SERVICES, OR ANY CONTENT THEREON, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. WE DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE SITE AND/OR SERVICES; (II) THAT THE SITE OR SERVICES WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; (III) REGARDING THE ACCURACY, QUALITY, CURRENCY, COMPLETENESS OR USEFULNESS OF ANY CONTENT OR INFORMATION PROVIDED.

5.3. No advice or information, whether oral or written, obtained by you from us, shall create any warranty that is not expressly stated in these Terms. If you choose to rely on such information, you do so solely at your own risk. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you. Check your local laws for any restrictions or limitations regarding the exclusion of implied warranties.

6. Limitation of Liability

6.1. Without derogating from any of the foregoing, we assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of any content or the Services. We are not responsible for any problems or technical malfunction or failure of any telephone network or lines, computer online systems or equipment, servers or providers, software, failure due to technical problems or traffic congestion on the Internet or on the Services. Under no circumstances shall we be responsible for any loss or damage, including personal injury or death and any injury or damage to any person's property, including mobile device or computer, resulting from the conduct of any users of the Services, whether online or offline. In addition, we assume no responsibility for any incorrect data, including Personal Data provided by you or on your behalf and you hereby represent and warrant that you are solely responsible for any and all data provided to UG Labs, including any incorrect data and you shall assume any and all liability for any consequences of provision of such incorrect data to us.

6.2. IN NO EVENT SHALL UG LABS OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, ASSIGNEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO THE QUALITY, ACCURACY, OR UTILITY OF THE INFORMATION PROVIDED AS PART OF OR THROUGH THE SERVICES, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT UG LABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT SHALL OUR MAXIMUM CUMULATIVE LIABILITY TO YOU EXCEED US$50.

7. Indemnification.

You agree to indemnify, defend, and hold harmless UG Labs and its respective employees, directors, officers, subcontractors and agents, against any and all claims, damages, or costs, losses, liabilities or expenses (including reasonable court costs and attorneys’ fees) that arise directly or indirectly from: (a) breach of these Terms by you or anyone using your computer and/or mobile device; (b) any claim, loss or damage experienced from your use or attempted use of (or inability to use) the Site or Services; (c) your violation of any law or regulation relating to the Site or Services; (d) your infringement of any right of any third party.

8. Third-Party Content.

The Site may provide you with third-party links to websites, applications, and services. We make no promises regarding any content, goods or services provided by such third parties and all use of third-party websites and applications is at your own risk. Additionally, we do not accept responsibility for the privacy policies of such third parties. We do not endorse any products offered by third parties and we urge our users to exercise caution in using third-party websites or applications.

9. Miscellaneous.

These Terms shall be governed solely by the laws of the State of Israel, and without regard to the United Nations Convention on the International Sales of Goods and the competent courts in the State of Israel shall have exclusive jurisdiction to hear any disputes arising hereunder. In the event that any provision of these Terms is held to be unenforceable, such provision shall be replaced with an enforceable provision which most closely achieves the effect of the original provision, and the remaining terms of these Terms shall remain in full force and effect. Nothing in these Terms creates any agency, employment, joint venture, or partnership relationship between you and UG Labs or enables you to act on behalf of UG Labs. Except as may be expressly stated in these Terms, these Terms constitute the entire agreement between us and you pertaining to the subject matter hereof, and any and all other agreements existing between us and you relating thereto are hereby canceled. We may assign and/or transfer our rights and obligations hereunder to any third party without prior notice. You shall not assign and/or transfer any of your rights or obligations hereunder, and any assignment in violation of the foregoing shall be void. No waiver of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If we are required to provide notice to you hereunder, we may provide such notice to the contact details you provided when contacting us.

Information We Collect
Personal Information
We may collect personal information that you voluntarily provide to us, including but not limited to:
Name
Email address
Phone number
Job title
Company name
Mailing address
Payment information (if applicable)

Non-Personal Information
We may also collect non-personal information, which is data that cannot be used to identify you personally, such as:
Browser type
Operating system
IP address
Pages visited
Time spent on the Site
How We Use Your Information
We use the information we collect for various purposes, including: To provide and maintain the Site To notify you about changes to our Site or services To allow you to participate in interactive features of our Site when you choose to do so To provide customer support To gather analysis or valuable information so that we can improve our Site To monitor the usage of the Site To detect, prevent, and address technical issues To send you marketing and promotional materials, newsletters, and other information that may be of interest to you
Sharing Your Information
We do not sell or rent your personal information to third parties. We may share your information with: Service providers who assist us in operating our Site, conducting our business, or servicing you, so long as those parties agree to keep this information confidential Law enforcement or regulatory agencies if required by law Other parties with your consent
Data Security
We take reasonable measures to protect your personal information from unauthorized access, use, or disclosure. However, no method of transmission over the Internet, or method of electronic storage, is 100% secure, and we cannot guarantee its absolute security.
Your Rights
You have the right to: Access the personal information we hold about you Request correction of any incorrect or incomplete data Request deletion of your personal information Object to or restrict the processing of your personal information Request the transfer of your personal information to another party
Cookies
We use cookies and similar tracking technologies to track the activity on our Site and hold certain information. Cookies are files with a small amount of data which may include an anonymous unique identifier. You can instruct your browser to refuse all cookies or to indicate when a cookie is being sent. However, if you do not accept cookies, you may not be able to use some portions of our Site.
Changes to This Privacy Policy
We may update our Privacy Policy from time to time. We will notify you of any changes by posting the new Privacy Policy on this page. You are advised to review this Privacy Policy periodically for any changes.

Parents and Children Privacy Notice

Introduction

We at Universal Grammar Ltd. ("UG Labs", "us", "we", or "our") recognize and respect the importance of maintaining the privacy of Children using our AI-based voice recognition toy or mobile app "Product" and parents or guardians using the accompanying "Parent App". This Privacy Notice describes the types of information we collect from you when you use the Parent App and information we collect from your Child when he or she uses the Product. This Privacy Notice also explains how we process, transfer, store and disclose the information collected, as well as your ability to control certain uses of the collected information. If not otherwise defined herein, capitalized terms have the meaning given to them in the Terms of Service, available at www.uglabs.io ("Terms"). "You" means a parent or guardian of a child using the Product.

"Personal Data" means any information that refers, is related to, or is associated with an identified or identifiable individual or as otherwise may be defined by applicable law. This Privacy Notice details which Personal Data we collect when we provide the Services to you and your Child.

Our collection and use of Personal Data about your Child is subject to your consent. We will not collect or use any of your Child's Personal Data if you have not provided such consent.

1. Personal Data We Collect

1.1 In order to provide you with the Services, you will be required to provide certain Personal Data about yourself and your Child as follows:
1.1.1 You will be required to provide your name and email address, which we will use in order to identify you and allow you to use the Parent App and Services.
1.1.2 You will be required to provide your Child's age, and, if you wish to provide it, his/her gender and a nickname for your Child.
1.2 Throughout the course of your Child's use of the Product, we will automatically record your Child's voice interactions with the Product in the form of Voice Recordings. Voice Recordings will be associated with certain device identifiers but will not be associated with the Child's name or other direct identifying details.
1.3 You are under no legal obligation to provide us with any of the Personal Data listed above. It is your voluntary decision whether to provide us with any Personal Data, but if you refuse to provide such information, we may not be able to provide you or your Child with the Services. 

2. How We Use Your Personal Data

2.1 General. We and any of our trusted third-party subcontractors and service providers use the Personal Data we collect from and about you for any of the following purposes: (1) to provide you and your Child with the Services; (2) to respond to your inquiries or requests, contact and communicate with you; (3) to develop new products or services and conduct analyses to improve our current content, products, algorithms, and Services; (4) to review the usage and operations of the Product, Parent App, and Services; (5) to use your data in an aggregated, non-specific format for analytical purposes (as detailed below); and/or (6) to prevent fraud, protect the security of our Product, Parent App, and Services, and address any problems with the Product, Parent App, and Services. 
3. Sharing the Personal Data We Collect

We share your information, including Personal Data, as follows:

3.1 Service Providers and Subcontractors.
We disclose information, including Personal Data we collect from and/or about you, to our trusted service providers and subcontractors, who use such information to: (1) help us provide you with the Services and (2) aid in their understanding of how users are using our Services.

Such service providers and subcontractors provide us with IT and system administration services, data backup, security, and storage services, data analysis.

3.2 International Transfers.
By accepting this Privacy Notice, you acknowledge and agree that we may use subcontractors and service providers who are located in countries other than your own and may send them information we receive (including Personal Data). All of our subcontractors and service providers will be subject to non-disclosure and non-use obligations. 

3.3 Business Transfers.
Your Personal Data may be disclosed as part of, or during negotiations of, any merger, sale of company assets or acquisition (including in cases of liquidation). In such case, your Personal Data shall continue being subject to the provisions of this Privacy Notice.

3.4 Law Enforcement Related Disclosure.
We may share your Personal Data with third parties: (i) if we believe in good faith that disclosure is appropriate to protect our or a third party's rights, property or safety (including the enforcement of the Terms and this Privacy Notice); (ii) as is necessary to comply with any legal and/or regulatory obligation; or (iii) when required by subpoena, court order or the order of another governmental or law enforcement authority. 

3.5 Legal Uses. We may use your Personal Data as required or permitted by any applicable law, for example, to comply with audit and other legal requirements. 
4. Security

We make efforts to follow generally accepted industry standards to protect the Personal Data submitted to and collected by us, both during transmission and once we receive it. However, no method of transmission over the Internet or method of electronic storage is 100% secure. Therefore, while we strive to use commercially acceptable means to protect your Personal Data, we cannot guarantee its absolute security. As the security of information depends in part on the security of the computer you use to communicate with us and the security you use to protect user IDs and passwords, please take appropriate measures to protect this information.
5. Your Rights

Subject to applicable law, you may request to see any Personal Data that we have collected about your Child and may request to have this Personal Data deleted. You can also refuse to permit further collection or use of your Child's Personal Data. You can submit such requests by emailing us at support@uglabs.io . 
6. Data Retention

Subject to applicable law, we retain Personal Data as necessary for the purposes set forth above, including further improvement and development of our Product and Services. We may delete information from our systems without notice to you once we deem it is no longer necessary for these purposes. In some circumstances, we may store your Personal Data for longer periods of time, for instance where we are required to do so in accordance with legal, regulatory, tax, audit, accounting requirements and so that we have an accurate record of your dealings with us in the event of any complaints or challenges, or if we reasonably believe there is a prospect of litigation relating to your Personal Data or dealings. 
7. Third-Party Applications and Services

All use of third-party applications or services is at your own risk and subject to such third party's terms and privacy policies. 
8. Communications

We reserve the right to send you service-related communications, including service announcements and administrative messages, without offering you the opportunity to opt out of receiving them. Should you not wish to receive such communications, you may cancel your Child's account. 
9. Changes to the Privacy Notice

We may update this Privacy Notice from time to time to keep it up to date with legal requirements and the way we operate our business, and we will place any updates on the Parent App. Please come back to this page every now and then to make sure you are familiar with the latest version. If we make material changes to this Privacy Notice, we will seek to inform you by notice through the Parent App or via email. 
10. Comments and Questions

If you have any comments or questions about this Privacy Notice or if you wish to exercise any of your legal rights as set out herein, please don't hesitate to contact us. Our company's name is Universal Grammar Ltd. We are incorporated in the State of Israel and our company number is 516425246. Our registered address is Nissim Aloni 4, Tel Aviv – Yafo, Israel 6291918. Our address is support@uglabs.io.