Terms of Service Shift App

Shift Live Ltd. (“Shift”, “we”, “our”, or the “Company”) welcomes you (the “User” or “you”) to our downloadable mobile application (the “App”), our website at https://shiftlive.net and any additional websites owned and operated by Shift (the “Site”) and related transportation information services (collectively referred to as the “Service”).
By accessing or using the Service, you acknowledge that you have read and understood the following terms and conditions, including the terms of our Privacy Policy available at ny.shiftlive.net/privacy (collectively, the “Terms”) and you agree to be bound by them and to comply with all applicable laws and regulations regarding your use of the Service and you acknowledge that these Terms constitute a binding and enforceable legal contract between Shift and you. These Terms of Service are a legally binding contract between you and Shift regarding your use of the Service. if you do not agree to these terms, please do not connect, access, download, or use the service in any manner.

By acceptance of the Terms, you represent that any and all information you provide us through the Service is true and accurate. The provision of any false or fraudulent information is strictly prohibited.
You further consent to receive communications from us electronically. We may communicate with you a variety of ways, such as by e-mail, in-app push notifications, or by notices and messages on the Site. You may revoke your consent to any individually targeted communications at any time.

Shift Service

please note: the app and the site make use of detailed location and route information, including in the form of gps signals and other information sent by your mobile device on which the service is activated. certain features of the service cannot be provided without this technology. this is described in further detail in the shift privacy policy at ny.shiftlive.net/privacy.

Shift provides Users with a mobile application platform and web services enabling Users to plan and optimize public transportation trips. This includes providing Users with public transit related information, including live, offline and online map information, line and station views, routing, live arrivals and departures, estimated times of arrival and service alerts. It also includes relevant information from transit agencies in Shift-supported cities including location of transit stops, name of transit agency, timetable and frequency of transit routes, delivers transit-related alerts and User advisories, as well as information regarding points of interest in the vicinity. Shift further offers a dedicated platform for contribution of transit related data and information, including real-time and other user generated crowd-sourced data and information, as well as data from other transit related Services and other alternative transportation methods, all in order to assist Users to plan and optimize transportation trips. (Collectively, the “”).Third-Party Services

The Service may be linked to and/or through certain third-party websites and other third-party services (collectively, “
Third-Party Services”). Such Third-Party Services are independent from the Service. You hereby acknowledge that Shift has no control over such Third-Party Services, and further acknowledge and agree that Shift is not responsible for the availability of Third-Party Services and does not endorse nor is it responsible or liable for any goods, services, content, advertisements, products, or any materials available on and/or through such Third Party Services.

You further acknowledge and agree that Shift shall not be responsible or liable, directly or indirectly, for any damage or loss whatsoever caused, or alleged to be caused, by or in connection with use of or reliance on any goods, services, content, products or other materials available on or through any Third-Party Services. Most Third-Party Services provide legal documents, including terms of use and privacy policy, governing the use of each such Third-Party Services, their contents and services. We encourage you to read these legal documents carefully before using any such Third-Party Services.

You must be at least at the minimum age of legal eligibility and capacity to use the Services in the jurisdiction applicable; and the use of the Service must be in compliance with any and all applicable laws and regulations.

You may use the Service only for personal non-commercial purposes. You may not use the Services on behalf of an entity, organization, or company, or authorize a third party to use the Services on your behalf.

Use Restrictions
You may not, whether by yourself or anyone on your behalf:
 (i) copy, modify, adapt, translate, reverse engineer, decompile, or disassemble the Service (or any part thereof); (ii) use the Service and/or in connection with any spam, unsolicited mail, harassment, wire fraud or similar conduct; (iii) interfere with or violate any other User or other third party’s right to privacy or other rights including intellectual property rights, or harvest or collect personally identifiable information about any Users of the Service without their express consent, including using any robot, spider, site search or retrieval application, or other manual or automatic device or process to retrieve, index, or data-mine; (iv) defame, abuse, harass, stalk, threaten, or otherwise violate the legal rights of others; (v) transmit or otherwise make available in connection with the Service any virus, worm, Trojan Horse, time bomb, web bug, spyware, 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 Service, or the servers or networks that host the Service, or disobey any requirements, procedures, policies, or regulations of such servers or networks; (vii) sell, license, or exploit for any commercial purposes any use of or access to the Service; (viii) frame or mirror any part of this Site without Shift’s prior express written authorization; (viv) create a database by systematically downloading and storing all or any of the content from the Service; (x) impersonate any person or entity or provide false or misleading personal information; (xi) use the Service for any illegal, immoral or unauthorized purpose; (xii) use the Service for non-personal or commercial purposes without Shift’s express prior written consent.

In the event that User provides Shift with any suggestions, comments or other feedback relating to Site, Service and/or Public Transit Information (collectively, “
Feedback”), such Feedback is deemed at the incipiency the sole and exclusive property of Shift and User hereby irrevocably assigns to Shift all of its rights, title and interest in and to all Feedback, if any, and waives any moral rights to it (or anyone on its behalf) may have in such Feedback. Without derogating from the foregoing, User hereby represents and warrants that it shall not provide any Feedback which is subject to any third party rights or any limitations, and, without derogating from the foregoing, shall promptly inform Shift as soon as it becomes aware of any third party right or limitation which may apply to Feedback already provided.

Intellectual Property Rights
The Service, the User Content, the design, logos, graphics, icons, images, as well as the selection, assembly and arrangement thereof, Shift’s proprietary software, algorithms and any and all intellectual property rights pertaining thereto, including, without limitation, inventions, patents and patent applications, trademarks, trade names, logos, copyrightable materials, graphics, text, images, designs (including the “look and feel” of the Service and any part thereof), specifications, methods, procedures, information, know-how, data, technical data, interactive features, source and object code, files, interface, GUI and trade secrets, whether or not registered and/or capable of being registered (collectively, “
Intellectual Property”), are owned and/or licensed to Shift, and are subject to copyright and other applicable intellectual property rights under Israeli laws, foreign laws and international conventions. You may not copy, distribute, display, execute publicly, make available to the public, emulate, reduce to human readable form, decompile, disassemble, adapt, sublicense, make any commercial use, sell, rent, lend, process, compile, reverse engineer, combine with other software, translate, modify or create derivative works of any material that is subject to Shift’s proprietary rights, including Shift’s Intellectual Property, either by yourself or by anyone on your behalf, in any way or by any means, unless expressly permitted in the Terms.

The trademarks and brand names displayed on this Service are the property of Shift, its affiliates or third-party owners. You may not use or display any trademarks or service marks owned by Shift without our prior written consent. You may not use or display any other trademarks or service marks displayed on this Service without the permission of their owners. All logos and other proprietary identifiers used by Shift in connection with the Service, (“
Shift Trademarks”) are all trademarks and/or trade names of Shift, whether or not registered. All other trademarks, service marks, trade names and logos, which may appear on or with respect to the Service belong to their respective owners (“Third Party Marks”). No right, license, or interest to Shift Trademarks and/or to the Third-Party Marks is granted hereunder, and you agree that no such right, license, or interest shall be asserted by you with respect to Shift Trademarks or the Third-Party Marks and therefore you will avoid using any of those marks, unless expressly permitted herein.

You are hereby prohibited from removing or deleting any and all copyright notices, restrictions and signs indicating proprietary rights of Shift and/or its licensors. You are further prohibited from using, diluting or staining any name, mark or logo that is identical, or confusingly similar to any of Shift marks and logos, whether registered or not.

Disclaimer and Warranties
the service is provided on an “as is” and “as available” basis. except as specifically provided herein, to the fullest extent permissible pursuant to applicable law, shift expressly disclaims all warranties of any kind, whether express, legal or implied, including, without limitation, any warranties of merchantability, fitness for a particular purpose and non-infringement.

shift (and its affiliates) provide no warranties as to the performance, correctness, functionality or suitability of the service for any particular purpose. shift does not warrant or make any representations regarding the use, the inability to use or operate, or the results of the use of the content available on the service. the service (and any part thereof), including without limitation any content, data and information 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 or non- infringement or implied warranties of use, merchantability or fitness for a particular purpose or use.

shift and its affiliates, including any of their officers, directors, shareholders, employees, sub-contractors, agents, parent companies, subsidiaries and other affiliates (collectively, “shift”), 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 content, data, results, or other information obtained or generated in connection with your or any user’s use of the service.

shift does not warrant that the operation of the service is or will be secure, accurate, complete, uninterrupted, without error, or free of viruses, worms, other harmful components, or other program limitations. shift may, at its sole discretion and without an obligation to do so, correct, modify, amend, enhance, improve and make any other changes to the service at any time, or discontinue displaying or providing any content or features without any notice to you.

you agree and acknowledge that the use of the service, including use of and/or reliance on any content available through the service, is entirely, or otherwise to the maximum extent permitted by applicable law, at your own risk.

You agree to defend, indemnify and hold harmless Shift and any Shift Affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, debts, fines, late fees, cancellation fees and expenses (including attorney’s fees) arising directly or indirectly from: (i) your use of the Service (or any part thereof); (ii) breach of any term of these Terms by you; (iii) any damage of any sort, whether direct, indirect, special or consequential, you may cause to any third party which relates to your use of (or inability to use) the Service; (iv) your violation of any third party intellectual property rights, privacy rights or other rights through your use of the Service or provision of information to the Service (including but not limited to obtaining consents from the requisite parties); and (v) your violation of any applicable law or regulation.

Termination of Service
At any time, Shift may block your access to our Service and/or temporarily or permanently limit, suspend or terminate your access to the Service, for any reason, at its sole discretion, in addition to any other remedies that may be available to Shift under any applicable law. Such actions by Shift may be taken if Shift deems that you have breached any of these Terms in any manner.

Additionally, Shift may at any time, at its sole discretion, cease the operation of its Service or any part thereof, temporarily or permanently, without giving any prior notice. You agree and acknowledge that Shift does not assume any responsibility with respect to, or in connection with the termination of its Service’s operation and loss of any data. The following provisions shall survive the termination or expiration of the Terms: Section 5 (User Representations and Undertakings); Section 6 (Use Restrictions); Section 7 (User Generated Content): Section 8 (Feedback); Section 9 (Privacy Policy); Section 10 (Intellectual Property Right); Section 2 (Third Party Services); Section 3 (Third Party Components); Section 12 (Disclaimer and Warranties); Section 13 (Limitation of Liability); Section 14 (Indemnification); Section 16 (Termination of Service); and Section 18 (General).

These Terms do not, and shall not be construed to create any partnership, joint venture, employer- employee, agency, or franchisor-franchisee relationship between the parties hereto. Any claim relating to the Service or use of the Service will be governed by and interpreted in accordance with the laws of the State of Israel, without reference to its conflict-of-laws principles. Any dispute arising out of or related to your use of the Site and/or the Service will be brought in, and you hereby consent to exclusive jurisdiction and venue in, the competent courts of the District of Tel Aviv, Israel.

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. You may not assign, sublicense or otherwise transfer any or all of your rights or obligations under these Terms without Shift’s prior express written consent. Should any part or provision of these Terms of Use be held unlawful, void, invalid, or unenforceable that portion shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. 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. Any heading, caption or section title contained herein is inserted only as a matter of convenience, and in no way defines or explains any section or provision hereof. These Terms are the entire terms and conditions between you and Shift relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and Shift. Notices to you may be made via email or regular mail. Our Service may also provide notices of changes to these Terms or other matters, by displaying such notices or by providing links to such notices. Without limitation, you 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.

If you have any questions (or comments) concerning the Terms or the Service, you are welcome to send us an email to the following address, and we will make an effort to reply within a reasonable timeframe: info@shiftlive.net.

By contacting us, you represent that you are free to do so and that you will not knowingly provide Shift with information that infringes upon third parties’ rights, including any intellectual property rights. You further acknowledge that notwithstanding anything herein to the contrary, any and all rights, including intellectual property rights in such information provided, shall belong exclusively to Shift, and Shift may use or refrain from using any such information at its sole discretion.