Terms of Service and License Agreement

1. TERMS AND CONDITIONS OF SERVICE

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS OF SERVICE
(THE “TERMS” OR “AGREEMENT” ) CAREFULLY BEFORE USING
CODEFUEL’S WEBSITE, INCLUDING, WITHOUT LIMITATION, ANY TEXT,
JOB OFFER, JOB DESCRIPTIONS, SOFTWARE, APPLICATION, GRAPHICS,
PHOTOS, SOUNDS, VIDEOS, INTERACTIVE FEATURES, SERVICES AND
ANY OTHER CONTENT AVAILABLE THEREON OR THERETO, NOW OR IN
THE FUTURE, (COLLECTIVELY, AND TOGETHER WITH THE WEBSITE,
THE “SERVICE”) SO THAT YOU ARE AWARE OF YOUR LEGAL RIGHTS
AND OBLIGATIONS WITH RESPECT TO SERVICE AND CODEFUEL LTD.
(“CODEFUEL”, “WE” OR “OUR”). We reserve the right, at our discretion, to
modify these Terms. We will inform you of any such modifications by posting the
latest changes on the Site. Your continued use of the Website and the Services
following the posting of such changes will mean your acceptance of those
changes.

2. GENERAL TERMS OF SERVICE

By visiting and accessing and using the Service, including without limitation any
of the content or job offerings thereon, you consent to these Terms and any
subsequent changes to these Terms and acknowledges that you have read and
understood CodeFuel’s privacy policy. In addition, certain content or features of
the Service may be subject to additional terms or rules, which will be posted in
connection with such content or features; all such terms and rules are
incorporated into these Terms. If you do not agree, you may not use the Service

including the applicable content or feature. Your right to use the Service is
expressly conditioned upon your assent to all of these Terms, to the exclusion of
all other terms. The Service is not intended for minors in any jurisdiction and you
hereby certify that if you are an individual, you are of legal age to form a binding
contract. If you are accessing or using the Service on behalf of an entity, you
represent and warrant that you have authority to bind the entity to these Terms.
You also certify that you are legally permitted to access and use the Service, and
take full responsibility for such access and use. You are solely responsible for
complying with all laws, rules and regulations applicable to your access and use
of the Service. CodeFuel may, in its sole discretion, refuse to offer the Service to
any person or entity and change its eligibility criteria at any time.

3. SERVICE USE, LICENSE AND ACCESS

CodeFuel hereby grants you a personal, limited, non-exclusive, non-
sublicensable, non-transferable, revocable license to access and use the Service
subject and in accordance with these Terms and provided that you comply with
and refrain from the following;  no licenses or rights are granted to you by
implication or otherwise, except for the licenses and rights expressly granted to
you herein.

I. Copy, modify, distribute, transmit, publicly display, publicly perform or
create derivative works of any portion of the Service;
II. Circumvent, disable or otherwise interfere with security-related features of
the Service or features that prevent or restrict use or copying of any part
of the Service;
III. Frame, hyper-link, or otherwise interfere with or in any manner disrupt,
circumvent, overburden or compromise any part of the Service;

IV. Automate access to the Service, including, without limitation, through the
use of APIs, bots, scrapers or other similar devices or mechanisms.
V. Use the Service (including, but not limited to, any features or systems
provided by or available through the Service) or any content thereon to
promote, conduct, or contribute to activities that in CodeFuel’s sole
discretion are fraudulent, obscene, pornographic, commercial,
inappropriate or illegal, or which promotes hatred towards any group of
people;
VI. Disrupt servers or networks connected to the Service or interfere with the
access, use or enjoyment of this Service by others, including, but not
limited to, causing greater demand on the Service than is deemed
reasonable by CodeFuel;
VII. Use any method to intercept or expropriate any system data or
information from the Service;
VIII. Use any robot, spider, other automatic device, or manual process
to crawl, index, or copy the Service or the content contained herein;
IX. Decompile, disassemble, reverse engineer or otherwise attempt to
discover any source code or underlying ideas or algorithms of the
Service;
X. Attempt to gain unauthorized access to the Service, computer systems or
networks;
XI. Link, upload, post, email, transmit or otherwise make available any
content that (a) you do not have a right to make available under any law,
or under any contractual or fiduciary relationships, (b) infringes any
patent, trademark, trade secret, copyright or other proprietary rights of
any party;
XII. Collect or harvest any personally identifiable information from the Service;

XIII. Use the communication systems provided by the Service for any
commercial solicitation purposes, or link, upload, post, email, transmit or
otherwise make available any unsolicited or unauthorized advertising,
promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid
schemes,” or any other form of solicitation in connection with the Service;
XIV. Link, upload, post, email, transmit or otherwise make available
any material that contains software viruses or any other computer code,
viruses, malware, bots, files or programs designed to interrupt, damage,
disable, overburden, impair, destroy or limit the functionality of any
computer software or hardware or telecommunications equipment;
XV. Interfere with, damage, disable, overburden, impair, destroy, limit the
functionality of or disrupt the Service or servers or networks connected to
the Service, or disobey any requirements, procedures, policies of
networks connected to the Service;
XVI. Violate any applicable local, state, national or international law,
rule or regulation, or harm CodeFuel or any other person or entity; or
XVII. Allow or facilitate any third party to do any of the foregoing.

CodeFuel will have the right to terminate your access to the Service, in its sole
discretion, immediately and with or without cause. CodeFuel may, in its sole
discretion and at any time, in any way, for any reason, change or discontinue any
part of the Service. Without derogating from the above, you are solely
responsible and liable for any activity by any person who uses the Service on
your behalf. You agree to immediately notify CodeFuel of any unauthorized use
suspected by you or any other breach of security known or suspected by you.

4. ACCESS TO SERVICES; AVAILABILITY OF THE SERVICES

You are responsible for obtaining and maintaining any equipment and ancillary
services needed to connect to or access or otherwise use the Service, including,
without limitation, modems, hardware, software, internet service and
telecommunications capacity. You shall be solely responsible for ensuring that
such equipment and ancillary services are compatible with the Service.

The Service may be interrupted, including for maintenance, repairs, upgrades, or
network or equipment failures. We may discontinue some or all of our Service,
including certain features and the support for certain devices and platforms, at
any time. Events beyond our control may affect our Service, such as events in
nature and other force majeure events.

5. Mobile Services

The Service may be provided or made available via a mobile device through the
download and installation of an application on a mobile device (collectively,
“Mobile Services”). To the extent you access the Service through a mobile
device, your wireless service carrier’s standard charges, data rates and other
fees may apply. In addition, downloading, installing or using the Mobile Services
may be prohibited or restricted by your carrier, and not all Mobile Services may
work with all carriers or devices.

6. INTELLECTUAL PROPERTY RIGHTS

As between CodeFuel and you, CodeFuel is the sole owner of the Service,
including without limitation, all applicable U.S. and non-U.S. copyrights, patents,
trademarks, and trade secrets, and other intellectual property rights in connection

thereto. CodeFuel further owns all rights to its logos and trademarks used in
connection with the Service. All other logos and trademarks appearing on or
through the Service are the property of their respective owners. CodeFuel
reserves all rights not expressly granted in and to the Service. You acknowledge
that you do not acquire any ownership rights to the Service. You will not delete or
in any manner alter the copyright, trademark, and other proprietary rights notices
or markings appearing on or through the Service.

7. DISCLAIMER OF WARRANTIES

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT
WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING,
BUT NOT LIMITED TO WARRANTIES OF TITLE, NON-INFRINGEMENT,
CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE AND THOSE ARISING BY STATUTE OR FROM A COURSE OF
DEALING OR USAGE OF TRADE. YOU EXPRESSLY AGREE THAT YOUR
USE OF THE SERVICE IS AT YOUR SOLE RISK AND RESPONSIBILITY.
NEITHER CODEFUEL NOR ITS RESPECTIVE EMPLOYEES, AGENTS, THIRD
PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT THE
SERVICE WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY
MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED
FROM USE OF THE SERVICE, OR AS TO THE ACCURACY, TIMELINESS,
COMPLETENESS, OR ADEQUACY OF ANY INFORMATION, PRODUCT OR
SERVICE PROVIDED THERETO. FURTHERMORE, CODEFUEL DOES NOT
WARRANT, ENDORSE OR GUARANTEE ANY CONTENT, PRODUCT, OR
SERVICE THAT IS FEATURED OR ADVERTISED ON THE SERVICE. WHILE
WE MAKE REASONABLE EFFORTS TO ENSURE THAT THE SERVICE WILL

FUNCTION AS CLAIMED, CODEFUEL DOES NOT GUARANTEE THAT THE
SERVICE WILL BE FREE OF BUGS, SECURITY BREACHES, VIRUS
ATTACKS AND THE LIKE, OR THAT IT WILL ALWAYS BE AVAILABLE. THE
SERVICE WILL OCCASIONALLY BE UNAVAILABLE FOR ROUTINE
MAINTENANCE, UPGRADING, OR OTHER REASONS. IN ADDITION, YOU
AGREE THAT CODEFUEL WILL NOT BE HELD RESPONSIBLE FOR ANY
CONSEQUENCES TO ITS USERS, INCLUDING THOSE THAT MAY RESULT
FROM TECHNICAL PROBLEMS OF THE INTERNET, SLOW CONNECTIONS,
TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS,
ETC. THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR
INJURY CAUSED BY THE SERVICE, INCLUDING WITHOUT LIMITATION AS
A RESULT OF ANY FAILURE OF PERFORMANCE, ERROR, OMISSION,
INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR
TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE,
THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION
OF, OR USE OF ANY DATA OR INFORMATION, WHETHER FOR BREACH OF
CONTRACT, TORT, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF
ACTION.

8. LIMITATION OF LIABILITY

IN NO EVENT WILL CODEFUEL, ITS OFFICERS, DIRECTORS, EMPLOYEES,
PARENTS, AFFILIATES, SUCCESSORS, ASSIGNS, THIRD PARTY CONTENT
PROVIDERS AND LICENSORS BE LIABLE TO ANY PARTY FOR ANY
INDIRECT, DIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR
CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO,
DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION,

LOSS OF PROGRAMS OR INFORMATION, HARM TO GOODWILL OR
REPUTATION), OR ANY OTHER DAMAGES ARISING IN ANY WAY OUT OF
THE AVAILABILITY, USE, RELIANCE ON, OR INABILITY TO USE THE
SERVICE EVEN IF CODEFUEL SHALL HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE FORM OF
ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE. IN ANY EVENT
AND WITHOUT LIMITING THE GENERALITY OF THIS SECTION TO THE
EXTENT PERMITTED BY LAW, YOU AGREE THAT CODEFUEL’S TOTAL
LIABILITY TO YOU FOR ALL DAMAGES AND LOSSES FOR ACCESSING
AND USING THE SERVICE SHALL NOT EXCEED THE AGGREGATE
AMOUNT PAID BY YOU TO CODEFUEL, IF ANY, IN THE ONE (1) MONTH
IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE
EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR
INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS,
CODEFUEL’S LIABILITY (INCLUDING ITS OFFICERS, DIRECTORS,
EMPLOYEES, PARENTS, AFFILIATES, SUCCESSORS, ASSIGNS, THIRD
PARTY CONTENT PROVIDERS AND LICENSORS) SHALL BE LIMITED TO
THE EXTENT PERMITTED BY LAW. YOU AND CODEFUEL AGREE THAT
ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICE
MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION
ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY
BARRED.

9. INDEMNIFICATION

By agreeing to use the Service, you agree to defend, indemnify and hold
CodeFuel, its affiliates and successors, and their respective owners, officers,
directors, employees and agents harmless from and against any and all claims,
damages, obligations, losses, liabilities, costs and expenses, including but not
limited to reasonable attorneys’ fees, arising in any way from (i) your use of the
Service; (ii) your violation of these Terms; or (iii) your violation of any third party
right, including without limitation any intellectual property, publicity or privacy
right.

10. LINKED SITES AND APPLICATIONS

The Service will contain features that may link you to third parties’ applications
and/or web sites (“Linked Applications & Sites”). The Linked Applications &
Sites are not reviewed, owned, controlled or examined by CodeFuel in any way.
CodeFuel has no control over those Linked Applications & Sites, and assumes
no responsibility for the content, privacy policies, or practices of any of those
Linked Applications & Sites, or any additional links contained therein. In addition,
CodeFuel will not and cannot censor or edit the content of any Linked
Applications & Sites. The offering of these features does not imply CodeFuel’s
endorsement of, or association with, the Linked Applications & Sites and by using
the Service, you expressly release CodeFuel from any and all liability arising
from your use of any Linked Applications & Sites. It is your sole responsibility to
comply with the appropriate terms of service of the Linked Applications & Sites
as well as with any other obligation under copyright, secrecy, defamation,
decency, privacy, security and export laws related to the use of such Linked
Applications & Sites and any content contained thereon. We encourage you to
read the terms and conditions, term of use and privacy policy of the Linked

Applications & Sites. In no event shall CodeFuel be liable to anyone for any
damage arising from or occasioned by the creation or use of the Linked
Applications & Sites or the information or material accessed-through these
Linked Applications & Sites. All title and intellectual property rights in and to the
content of any third party web site which may be linked to or viewed in
connection with this Service is the property of the respective content owner and
may be protected by applicable copyright or other intellectual property laws and
treaties. This Agreement grants you no rights to use such content except as
allowed by such third party.

11. ASSIGNMENT

CodeFuel may transfer, assign sublicense or pledge in any manner whatsoever
to a third party, any of its rights and obligations under this Agreement, without
notifying you or receiving your consent. You shall not transfer, assign, sublicense
nor pledge in any manner whatsoever, any of your rights or obligations under this
Agreement.

12. APPLICABLE LAWS / JURISDICTION

You agree that the laws of Israel, excluding its conflicts-of-law rules, shall govern
these Terms. Please note that your use of the Service may be subject to other
local, state, national, and international laws. You expressly agree that exclusive
jurisdiction for any claim or dispute with CodeFuel or relating in any way to your
use of the Service resides in the courts of Tel Aviv, Israel. You further agree and
expressly consent to the exercise of personal jurisdiction in the courts of Tel Aviv,
Israel, in connection with any dispute or claim involving CodeFuel or its affiliates,

subsidiaries, employees, contractors, officers, directors, telecommunication
providers and content providers.

13. MISCELLANEOUS

These Terms constitute the entire agreement of the parties with respect to the
subject matter hereof, and supersede all previous written or oral agreements
between the parties with respect to such subject matter. The provisions of these
Terms are for the benefit of CodeFuel, its parent, subsidiaries, other affiliates and
its third-party content providers and licensors and each shall have the right to
assert and enforce such provisions directly or on its own behalf. No waiver by
either party of any breach or default hereunder shall be deemed to be a waiver of
any preceding or subsequent breach or default. The section headings used
herein are for convenience only and shall not be given any legal import. If for any
reason a court of competent jurisdiction finds any provision of his Agreement or
portion thereof to be unenforceable, that provision of this Agreement shall be
enforced to the maximum extent permissible so as to affect the intent of the
parties, and the remainder of this Agreement shall continue in full force and
effect. You agree to abide by U.S. and other applicable export control laws