Terms and Conditions

1. Definitions and Scope

"Services" encompasses the full spectrum of Arayot's offerings, including but not limited to: Integrated Marketing Solutions, SEO, Lead Generation, Campaign Management, Affiliate Tracking Systems, Ad Server Implementation, BI/Analytics Customization, and Content Creation.

"Work Product" refers to any deliverables created specifically for the Client, such as landing pages, graphic designs, and unique editorial content.

"Proprietary Systems" refers to Arayot's internal tracking methodologies, BI frameworks, and optimization algorithms.

2. Service Provision and Client Obligations

Arayot provides high-tier strategic and technical execution. To facilitate this, the Client agrees to:

• Access and Cooperation: Provide Arayot with necessary access to social media accounts, ad managers, and hosting environments required for the implementation of Services.
• Accuracy of Materials: Ensure that all information, brand assets, and data provided to Arayot are accurate and that the Client holds the legal right to use such materials.
• Compliance with Local Law: The Client is responsible for ensuring that their business model and the products/services they promote comply with Israeli law and applicable international regulations.

3. Subscription Model, Billing, and Cancellation

Arayot operates on a flexible, "No Lock-in" subscription basis designed for modern business agility.

• Billing Cycle: Services are billed on a recurring 30-day cycle unless otherwise specified in an individual Service Agreement.
• No Hidden Charges: Fees are transparent and inclusive of the specific scope defined. Any "Out of Scope" requests will be quoted separately before work commences.
• Cancellation Policy: The Client may cancel the service at any time. Cancellation will take effect at the end of the current billing cycle. No partial refunds are provided for mid-cycle cancellations.
• Payment Terms: Invoices are due upon receipt. Failure to settle payments within seven (7) business days may result in the automated suspension of technical services (e.g., tracking links, Ad Server access).

4. Intellectual Property (IP) Rights

Arayot balances the need for Client ownership with the protection of the Company's proprietary technical "know-how."

• Client Ownership: Upon receipt of full payment, the Client owns the final "Work Product" (the creative output).
• Arayot Ownership: Arayot retains exclusive ownership of its pre-existing Proprietary Systems, software code, BI architecture, and any methodologies used to deliver the Services.
• License to Arayot: The Client grants Arayot a non-exclusive license to use the Client's trademarks and brand assets solely for the purpose of performing the Services.

5. Advertising and Media Management

When Arayot manages media spend on behalf of the Client:

• Third-Party Platforms: The Client acknowledges that Arayot operates within the constraints of third-party platforms (Google, Meta, LinkedIn). Arayot is not liable for account suspensions or policy changes dictated by these platforms.
• Ad Spend: Unless explicitly agreed, "Ad Spend" is paid directly by the Client to the advertising platform. Arayot's fees relate solely to the management and optimization of that spend.

6. Technical Implementations (BI, Tracking, Ad Servers)

For technical integration services:

• Data Integrity: While Arayot implements industry-standard tracking solutions, we are not responsible for data discrepancies caused by third-party browser updates (e.g., cookie restrictions) or Client-side technical changes.
• Support: Technical implementations include a 30-day "hyper-care" support period post-launch. Ongoing maintenance is subject to the Client's active subscription.

7. Confidentiality and Non-Disclosure

Both parties agree to treat all non-public information—including business strategies, pricing, and technical data—as "Confidential Information."

• Duration: This obligation persists for three (3) years following the termination of Services.
• Exceptions: Information that is already public or required to be disclosed by law is exempt.

8. Data Protection (GDPR)

Arayot acts as a Data Processor for the Client (the Data Controller) in many instances (e.g., lead generation, email marketing).

• DPA: Our standard Data Processing Agreement (DPA) is incorporated by reference. Arayot will only process personal data on the documented instructions of the Client.
• Security: We implement robust technical and organizational measures to ensure the security of data processed within our tracking and BI systems.

9. Warranties and Limitation of Liability

• Standard of Care: Arayot warrants that it will perform the Services with reasonable skill and care, consistent with industry standards.
• No Result Guarantee: Due to the volatile nature of digital markets, Arayot does not guarantee specific conversion rates, ROI, or search engine rankings.
• Liability Cap: To the maximum extent permitted by law, Arayot's total liability for any claim shall be limited to the amount paid by the Client for the specific Service in the three (3) months preceding the claim.

10. Indemnification

The Client agrees to indemnify Arayot against any legal claims, losses, or damages arising from:

• Infringement of third-party IP by materials provided by the Client.
• The legality of the Client's products or services.
• The Client's breach of data protection regulations.

11. Governing Law and Dispute Resolution

12. Miscellaneous

• Force Majeure: Neither party is liable for failure to perform due to circumstances beyond their reasonable control (e.g., platform outages, global telecommunication failures).
• Severability: If any part of these Terms is deemed invalid, the remainder remains in full force.
• Electronic Execution: Agreement to these terms may be confirmed by clicking "Accept," signing an IO, or the act of paying the first invoice.