Terms of Use

1. Who we are, and what these Terms cover

1.1. Us. RatingIQ is a service provided by UpStar Five Ltd, a company registered in Israel under company number 517163234, with its registered office at HaBrosh St 9, Beit Nekofa, Jerusalem District, Israel (“RatingIQ”, “we”, “us”, “our”).

1.2. What these Terms cover. These Terms of Use (the “Terms”) govern your access to and use of the rating-iq.com website, the RatingIQ web and mobile-web application, our APIs, our email and notification communications, and any related services we make available (together, the “Services”).

1.3. Who they apply to. They apply to you if you visit our website, if you hold a RatingIQ account, or if you use the Services on behalf of an organisation. Where an organisation is our customer, “you” means both that organisation (the “Customer”) and each individual it authorises to use the Services (each an “Authorised User”).

1.4. Related documents. These Terms incorporate our Privacy Policy. Where you have signed an order form, subscription agreement, statement of work or data processing agreement with us (each an “Order Form”), that document also applies. We may publish separate Pricing Terms in future; if we do, those will apply to fees and will form part of this agreement.

1.5. Order of precedence. If there is a conflict, a signed Order Form prevails over these Terms; these Terms prevail over any other material we publish, except that the Privacy Policy prevails on questions of how we handle personal data.

2. Acceptance and authority

2.1. How you accept. You accept these Terms by signing in to the Services, by creating an account, by ticking a box that refers to them, by accepting an invitation to join a RatingIQ workspace, or by otherwise using the Services. If you do not accept them, do not use the Services.

2.2. Authority to bind. If you accept these Terms on behalf of a hotel, chain, management company or other organisation, you represent that you are authorised to bind that organisation, and “you” includes that organisation.

2.3. Website visitors. If you only browse our public pages, sections 1, 2, 14, 16, 17, 22, 23, 24, 26, 28, 29, 30 and 31 apply to you.

2.4. Nothing is waived by us not enforcing. Our failure to enforce any provision is not a waiver of it.

3. Definitions

“Customer Data” means data you or your Authorised Users submit to, or generate within, the Services — including property details, staff records, assignments, notes, rules, responses you draft or approve, and configuration.

“Platform Content” means guest reviews, ratings, scores, replies and related content published on third-party review and booking platforms (including Booking.com, Google, TripAdvisor and Expedia) that we retrieve, store and analyse in connection with the Services.

“Output” means anything the Services generate, including analyses, issue and strength lists, scores, indices, projections, simulations, benchmarks, summaries, translations, alerts and draft or published replies.

“Review Platform” means any third-party website or service from which Platform Content originates or on which replies are published.

4. The Services

4.1. In general. RatingIQ retrieves publicly available guest reviews about properties you control, analyses them using artificial intelligence, and presents the results together with tools for acting on them. The Services are made available as software-as-a-service over the internet. Availability of specific features depends on your plan and on your configuration.

4.2. ChainIQ. A portfolio view for organisations with more than one property: aggregate and per-property rating levels, movement over time, comparisons between properties in the group, and drill-down into any individual property.

4.3. GuestIQ. Guest-experience analytics derived from review content: rating trends and distributions, per-platform breakdowns, guest origin, length of stay, room and stay attributes where the source platform provides them, and comparison against a set of comparable properties.

4.4. ReplyIQ. Tools for responding to guest reviews: AI-drafted replies, quality scoring, translation, and response rules you define. The Services produce the text; you decide whether to use it, and you publish it yourself in your own account on the Review Platform. See section 11.

4.5. OperatingIQ. Operational analysis derived from review content: recurring issues and strengths, estimated impact indices, the Rating Recovery Simulator and related projection tools, assignment of issues and actions to your personnel, recognition of personnel named in reviews, and periodic reports.

4.6. Assistant, alerts and reports. The Services include a conversational assistant over your data, in-product notifications, browser push notifications where you enable them, and scheduled email reports to recipients you configure.

4.7. The Services are informational. The Services are decision-support tools for hospitality professionals. They are not legal, employment, tax, financial, accounting or other professional advice, and must not be relied on as such.

4.8. We may change the Services. We may add, change, restrict or remove features at any time. Where a change materially reduces core functionality of a paid subscription, we will use reasonable efforts to give you advance notice.

5. Eligibility and permitted purpose

5.1. Business use only. The Services are intended solely for business use by hotels, hotel groups, management companies and hospitality professionals. They are not offered to consumers for personal, family or household purposes.

5.2. Age. You must be at least 18 years old to use the Services.

5.3. Properties you control. You may use the Services in respect of properties you own, operate, manage or are otherwise authorised to represent. You represent that you hold that authority for every property you add or that is added for you.

5.4. Internal use. Output is provided for your internal review, analysis and operational use. You may not resell, redistribute, publish, broadcast or otherwise make Output available to third parties, except (a) to your own professional advisers under a duty of confidence, (b) as we expressly enable within the Services, or (c) with our prior written consent.

6. Accounts, Authorised Users and security

6.1. Accurate information. You agree to provide accurate account and property information and to keep it current. We may verify the details you provide and may decline or close an account.

6.2. Credentials. You are responsible for keeping sign-in credentials confidential, for all activity that occurs under your account, and for ensuring your Authorised Users do the same. Tell us at hotels@rating-iq.com immediately if you suspect unauthorised access.

6.3. Roles and access. The Services provide different levels of access (for example property-level, group-level and administrative). You are responsible for who you invite, what access you grant them, and for removing access promptly when someone leaves your organisation or changes role.

6.4. Your Authorised Users. You are responsible for your Authorised Users’ compliance with these Terms, and their acts and omissions in relation to the Services are treated as yours.

6.5. Our administrative access. Our personnel may access your account where necessary to provide, support, secure, troubleshoot or improve the Services, or where required by law. Such access is limited to personnel who need it and is subject to confidentiality obligations.

7. Plans, free access, trials and beta features

7.1. Plans. The Services are offered under different plans. Which features you receive, and any usage limits, depend on the plan applicable to your property.

7.2. Free access. Some features are made available at no charge. We may change, limit, suspend or discontinue free access at any time, for any reason, without liability to you.

7.3. Trials. Where we grant a trial or evaluation period, it runs for the period we specify and then ends automatically. Unless you have agreed a paid subscription, access reverts to the plan applicable before the trial, or ends.

7.4. Beta and preview features. Features identified as beta, preview, pilot or experimental are provided as-is, may be changed or withdrawn without notice, may not work as described, and are excluded from any commitment we give elsewhere. Section 23 applies to them without any cap being available to you.

7.5. Demonstration and sample data. Where a screen shows example or illustrative data, it does not describe your property.

8. Fees, billing and taxes

8.1. Where fees are set. Fees for paid plans are those stated in your Order Form, in a written quotation we issue, on the subscription page you purchase through, or in separate Pricing Terms we may publish. These Terms do not themselves set any price, and no price is implied by them.

8.2. Payment. You agree to pay all fees due for your plan, for the properties covered by it, and for any additional properties or optional features you add. Fees are payable in advance for the applicable billing period unless your Order Form says otherwise.

8.3. Payment processing. Card payments are processed by our payment provider. We do not receive or store your full card details. Your use of the payment provider is subject to its own terms.

8.4. Taxes. Fees are exclusive of VAT, sales tax, withholding and other taxes and duties, which are your responsibility except for taxes on our income. Where we are required by law to collect a tax, we will add it to your invoice.

8.5. Non-payment. If an invoice is overdue we may, after giving notice, suspend or restrict access to paid features until payment is received. Suspension for non-payment does not relieve you of the obligation to pay.

8.6. Refunds. Except where required by law or expressly agreed in writing, fees are non-refundable, and amounts paid for a subscription period are not refundable on early termination by you.

8.7. Changes to fees. We may change fees for a renewal period by giving notice before the renewal date. If you do not accept a change, your remedy is not to renew.

9. Term, renewal, suspension and termination

9.1. Term. These Terms apply from the moment you first use the Services and continue until your account is closed or your subscription ends.

9.2. Renewal. Paid subscriptions renew for successive periods equal to the initial period unless either party gives notice of non-renewal before the end of the then-current period, or the Order Form provides otherwise.

9.3. Your termination. You may stop using the Services at any time and may ask us to close your account by writing to hotels@rating-iq.com.

9.4. Our suspension rights. We may suspend or restrict access, in whole or in part, immediately and without prior notice, where we reasonably believe it is necessary to (a) prevent harm to the Services, to us or to another user, (b) address a security incident, (c) respond to a legal or regulatory requirement or a demand from a Review Platform, or (d) address a material breach of these Terms. We will restore access once the cause is resolved, where we reasonably can.

9.5. Our termination rights. We may terminate this agreement (a) on notice if you materially breach these Terms and do not cure the breach within 14 days of being told about it, (b) immediately if you breach section 14 or section 15, or (c) on reasonable notice if we discontinue the Services generally or in your territory.

9.6. What happens on termination. Your right to access the Services ends. Fees accrued before termination remain payable. Sections 3, 5.4, 8, 13, 15 to 19, and 22 to 31 survive.

9.7. Your data after termination. You should export anything you need before your account closes. After termination we will delete, anonymise or otherwise cease active use of Customer Data within a reasonable period, subject to backups on their ordinary deletion cycle, to records we must keep by law, and to de-identified and aggregated data as described in section 15.4.

10. Review platform data — what the Services can and cannot see

10.1. We aggregate, we do not author. Platform Content is written by guests and published by Review Platforms. We collect, organise and analyse it. We do not create it, we do not verify it, we do not endorse it, and we take no position on whether any review is truthful, fair or lawful.

10.2. Completeness is not guaranteed. We cannot ensure that every relevant review is found, that it is retrieved promptly, or that irrelevant or duplicate content is never included. Review Platforms change their websites, restrict or block automated access, rate-limit requests, alter how scores are calculated, and add, edit or remove reviews at their discretion.

10.3. The data is periodic, not live. Review data is refreshed on a schedule that varies by property and by platform. Figures shown in the Services reflect the most recent successful collection, not the state of a Review Platform at the moment you look at a screen. Figures may differ from what a Review Platform displays.

10.4. Analysis windows and exclusions. To keep analysis relevant and costs bounded, parts of the Services operate on defined time windows (for example, the most recent twelve months), may exclude reviews that contain no text, and may treat rating-only reviews differently from written reviews. Counts and percentages should be read in that light.

10.5. No affiliation. We are not affiliated with, endorsed by, or acting as an agent of Booking.com, Google, TripAdvisor, Expedia or any other Review Platform. Their names are used only to identify the source of data.

10.6. Removal. If a Review Platform, a guest or a competent authority requires that particular content be removed, we may remove it from the Services, and analyses that relied on it may change.

11. Artificial intelligence and generated Output

11.1. How Output is produced. Much of the Services’ Output is generated by large language models and other statistical systems, operated by us and by third-party providers. These systems are probabilistic. They can produce results that are inaccurate, incomplete, out of date, internally inconsistent, or inappropriate in your context, including confidently worded statements that are wrong.

11.2. Your judgement is required. Output is a starting point for a human decision, not a substitute for one. You are responsible for reviewing Output before relying on it, publishing it, sending it to a guest, or acting on it operationally or in relation to any member of your personnel.

11.3. Similar Output for different users. Given the nature of these systems, Output may be similar or identical for different customers presented with similar inputs. Output is not represented as unique or original.

11.4. Translation. The Services translate content between languages automatically. Translations may not preserve nuance, tone or, in some cases, meaning. Where a translated reply or report matters, have a fluent speaker check it before it is published or sent.

11.5. No communication with guests by the AI. The Services do not put an automated system into direct conversation with your guests. They produce material that you review and publish yourself, under your name, in your own Review Platform account. Where the law of your jurisdiction requires you to disclose to guests, staff or others that AI is used in producing your replies or analyses, making that disclosure is your responsibility.

11.6. Ownership and responsibility for Output. As between you and us, and to the extent Output can be owned, we assign to you our rights in Output generated for your properties, subject to sections 15 and 16. Content you publish is your content and your responsibility.

11.7. AI provider terms. We use third-party AI providers to process content. Section 17 applies to them.

12. Personnel features, actions and recognition

12.1. What these features do. The Services let you record members of your personnel, assign issues and actions to them, and identify people named or described in guest reviews, including counting and presenting such mentions over time.

12.2. The data is derived and imperfect. Names, roles and mention counts are extracted automatically from text written by guests in many languages. Extraction can miss mentions, attribute a mention to the wrong person, merge two people who share a name or spelling, split one person across spellings, or misread a role. Mention counts are an indication, not a record of fact.

12.3. No employment decisions. You must not use Output as the sole or determinative basis for any decision affecting an individual’s employment or engagement, including recruitment, discipline, promotion, compensation, reward, reassignment or termination. Where you use Output as one input to such a decision, you are responsible for verifying it independently and for complying with employment, equality and data protection law.

12.4. Your obligations to your personnel. You are the controller of your personnel’s personal data. You are responsible for informing them that their names may be extracted from public reviews and processed in the Services, for having a lawful basis to do so, for handling their requests to access or correct that data, and for any works council, union or local-law consultation this requires. We will assist with correction requests you pass to us.

12.5. Rewards. Any recognition, reward or incentive you operate using these features is yours alone. We are not a party to it, we do not administer it, and we make no representation that the underlying counts are suitable for determining a payment.

13. No guarantee of outcomes

13.1. What we do not promise. We do not guarantee, warrant or represent, and nothing in the Services or our marketing should be read as promising, that your use of the Services will produce or contribute to: an increase in, or the maintenance of, any review score, star rating or guest satisfaction measure on any Review Platform; any position, ranking, placement or visibility in any platform’s search results or recommendations; any level of, or increase in, RevPAR, ADR, occupancy, bookings, conversion, revenue, profit or cost saving; any number, rate, tone or sentiment of future guest reviews; any response rate, response time or reply acceptance rate on any Review Platform; or any operational, staffing or reputational outcome of any kind.

13.2. Projections, simulators and indices are models, not forecasts. Features including the Rating Recovery Simulator, projected and potential ratings, monthly targets, impact scores and indices, share and drag percentages, since-inception deltas, issue and strength rankings, and any similar figure are illustrative calculations applied to historical review data under simplifying assumptions. They show what a stated arithmetic model produces if certain conditions were to hold. They are not predictions, forecasts, commitments, targets we accept, or professional advice, and actual results will differ. The assumptions behind them may not hold for your property.

13.3. Case studies, statistics and testimonials. Any customer testimonial, case study, industry statistic, third-party research finding, benchmark, sample calculator or example figure that appears on our website or in our materials describes a particular situation or a general study. It is provided for illustration, it is not a representation about what you will achieve, and it does not form part of this agreement or create any warranty.

13.4. Why outcomes are outside our control. Guest ratings and commercial performance depend on your own operations, service delivery, staffing, physical product, pricing and distribution strategy, your market, seasonality, competitor behaviour, macroeconomic conditions, and the policies, algorithms and moderation decisions of Review Platforms. We control none of these.

13.5. Nothing informal creates a commitment. No statement made in a demonstration, sales conversation, proposal deck, email, chat message, webinar or support exchange creates a warranty, service level or performance commitment. Only a term written in these Terms or in a signed Order Form does.

13.6. No service level unless agreed in writing. Except where a service level is expressly stated in a signed Order Form, we give no commitment as to uptime, availability, response time, refresh frequency, data latency, coverage or support response.

14. Review integrity and prohibited conduct

14.1. Review manipulation is prohibited. You must not use the Services, or anything you obtain through them, to create, solicit, incentivise, procure or publish a review that is false, or written by anyone other than a genuine guest, or written by you, your personnel or anyone connected to you posing as a guest; to offer or provide any benefit conditional on the content of a review or on a review being changed or removed; to pressure, threaten or mislead a guest into altering or withdrawing a lawful review; to solicit reviews only from guests you have identified as likely to be positive; or to suppress, conceal or interfere with the publication of a lawful review.

14.2. Platform rules. Your relationship with each Review Platform is governed by your agreement with it. You are responsible for ensuring that your use of the Services — including delegated posting under section 11 — is permitted by those agreements and by applicable advertising, consumer-protection and unfair-competition law. Where a platform rule and these Terms conflict for your account, you must comply with the platform rule and stop the conflicting use of the Services.

14.3. Content standards. You must not publish, using text produced by the Services, any content that is unlawful, defamatory, harassing, discriminatory, obscene, deceptive, infringing, or that discloses a guest’s personal data without a lawful basis. Take particular care not to reveal a guest’s stay details, health information or other private facts in a public reply.

14.4. Enforcement. We may remove content, disable a feature, or suspend or terminate access where we reasonably believe this section has been breached, and we may report conduct to a Review Platform or an authority where we are required to or reasonably believe we should.

15. Acceptable use of the platform

15.1. You must not. Copy, modify, translate, adapt or create derivative works of the Services; reverse engineer, decompile or disassemble any part of them, except to the extent this restriction cannot lawfully be excluded; access them to build or train a competing product or service, or to benchmark them for publication without our consent; scrape, crawl, harvest or systematically extract data from the Services other than through a facility we provide; circumvent rate limits, access controls, tenancy boundaries or security measures; probe or test the vulnerability of our systems without our prior written permission; introduce malicious code; interfere with or place unreasonable load on the Services; remove or obscure proprietary notices; resell, sublicense, rent, timeshare or provide the Services as a service bureau to a third party; or permit anyone other than an Authorised User to access the Services using your credentials.

15.2. Fair use. Where usage limits apply to your plan, you must stay within them. We may apply reasonable technical limits, including rate limits, to protect the Services.

15.3. Your licence to us. You grant us a non-exclusive, worldwide, royalty-free licence to host, store, copy, transmit, display, translate, analyse and otherwise process Customer Data and Platform Content associated with your properties, and to disclose them to our sub-processors, solely to provide, secure, support and improve the Services and to comply with law. As between you and us, Customer Data remains yours.

15.4. Aggregated and de-identified data. We may create and use aggregated and de-identified data derived from use of the Services — including statistical, benchmark, industry and model-improvement data — provided it does not identify you, your properties, your personnel or any individual, and is not presented in a way that allows any of them to be identified. This right survives termination.

15.5. Your responsibility for what you submit. You represent that you have the rights and permissions needed for us to process Customer Data as described, and that Customer Data does not infringe any third-party right or breach any law.

16. Intellectual property and feedback

16.1. Ours. The Services, including all software, models, prompts, methodologies, scoring and indexing techniques, user interfaces, designs, text, graphics and the RatingIQ name and logo, are owned by us or our licensors and are protected by intellectual property law. Except for the limited right to use the Services granted here, no rights are granted to you.

16.2. Your licence. Subject to these Terms and to payment of applicable fees, we grant you a non-exclusive, non-transferable, non-sublicensable right to access and use the Services for your internal business purposes during the term.

16.3. Yours. You retain all rights in Customer Data and in your names, brands and logos.

16.4. Feedback. If you give us suggestions, ideas or feedback about the Services, we may use them without restriction, obligation or compensation, and you grant us a perpetual, irrevocable, worldwide licence to do so.

16.5. Publicity. We may identify you as a customer and use your property or group name and logo on our website and in marketing materials in a factual manner. You may withdraw this permission at any time by writing to hotels@rating-iq.com, and we will remove the reference within a reasonable period.

16.6. Third-party rights. If you believe content in the Services infringes your rights, write to hotels@rating-iq.com with enough detail to identify the content and the right concerned, and we will review it.

17. Third-party services

17.1. We depend on third parties. The Services rely on third-party infrastructure, data-collection, AI, payment, email, notification and analytics providers, and on the Review Platforms themselves. A current list of the categories of provider we use is in our Privacy Policy.

17.2. Their acts and outages. We are not responsible for the acts, omissions, availability, accuracy, security or terms of any third party, or for interruptions, delays, data loss or degraded Output caused by them, by your own systems and networks, or by anything outside our reasonable control.

17.3. Links. Links from the Services to third-party sites are provided for convenience. We do not control and do not endorse them.

17.4. Your integrations. If you connect a third-party product to the Services, that connection is between you and that provider, and its terms apply to it.

18. Confidentiality

18.1. Obligation. Each party will keep the other’s non-public information confidential, use it only to perform this agreement, protect it with at least reasonable care, and disclose it only to personnel and providers who need it and are bound by equivalent obligations.

18.2. Exceptions. This does not apply to information that is or becomes public without breach, was already known without a duty of confidence, is independently developed, or is rightfully received from a third party.

18.3. Compelled disclosure. A party may disclose confidential information where legally required, giving the other party reasonable notice where lawful and practicable.

18.4. Return. On request or on termination, each party will return or delete the other’s confidential information, except archival copies retained for legal or backup purposes.

19. Privacy and data protection

19.1. Privacy Policy. Our handling of personal data is described in our Privacy Policy, which forms part of these Terms.

19.2. Roles. Where we process personal data on your behalf and on your instructions within your account, we act as processor and you act as controller. Where we determine the purposes and means of processing — for example in operating and securing our website and platform — we act as controller. Where you require one, we will enter into a data processing agreement with you; contact hotels@rating-iq.com.

19.3. Your responsibilities as controller. You are responsible for having a lawful basis for the personal data you put into or ask us to process through the Services, for giving the notices and obtaining any consents that the law requires, for responding to data subject requests addressed to you, and for determining whether the Services are appropriate for your legal and regulatory environment. We will provide reasonable assistance.

19.4. Sub-processors. You authorise us to engage sub-processors to provide the Services, subject to written terms no less protective than those we owe you.

19.5. Security. We maintain technical and organisational measures appropriate to the risk, described at a high level in the Privacy Policy. No system is completely secure, and we do not warrant that the Services will be free from unauthorised access.

20. Availability, maintenance and support

20.1. Availability. We aim to keep the Services available but do not guarantee uninterrupted or error-free operation. Access may be interrupted by maintenance, upgrades, capacity constraints, security measures, third-party failures or events outside our control.

20.2. Maintenance. We may perform maintenance at any time. We will try to schedule planned maintenance for low-usage periods and to give notice of maintenance likely to cause material disruption.

20.3. Support. Support is provided by email at hotels@rating-iq.com during our normal business hours in Israel, on a commercially reasonable efforts basis, unless a different level is agreed in an Order Form.

20.4. Backups. We take backups for our own operational continuity. They are not a customer-facing backup or archiving service, and you should retain your own copies of anything you cannot afford to lose.

21. Communications

21.1. Service communications. By using the Services you agree that we may send you administrative, transactional and service messages by email, in-product notification and, where you enable it, browser push notification. These are part of the Services and are not marketing.

21.2. Reports and alerts. Where you or your organisation configure scheduled reports or alerts to named recipients, you are responsible for the accuracy of those recipient lists and for the recipients’ entitlement to receive the content.

21.3. Marketing. Marketing emails include an unsubscribe link. Unsubscribing from marketing does not stop service communications.

22. Disclaimers

22.1. To the fullest extent permitted by law, the Services, all Output and all information provided in connection with them are provided on an “as is” and “as available” basis, and we disclaim all warranties, conditions and representations of any kind, whether express, implied or statutory, including any implied warranty of merchantability, satisfactory quality, fitness for a particular purpose, title, non-infringement, accuracy, and any warranty arising from course of dealing or usage of trade.

22.2. Without limiting section 22.1, we specifically disclaim any warranty as to the accuracy, completeness, timeliness, reliability or adequacy of Platform Content, Output, benchmarks, scores, projections and analyses; as to uninterrupted or error-free operation; as to the Services being free of viruses or other harmful components; and as to the results described in section 13.

22.3. Some jurisdictions do not allow the exclusion of certain warranties. Where that is so, the exclusions above apply to the maximum extent permitted, and nothing here limits any right you have that cannot lawfully be limited.

23. Limitation of liability

23.1. Excluded losses. To the fullest extent permitted by law, we will not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profit, revenue, business, bookings, goodwill, reputation, anticipated savings, opportunity or data, however caused and on any theory of liability, even if we have been advised of the possibility.

23.2. Specifically excluded. Without limiting section 23.1, we will not be liable for: any change in, or failure to change, any rating, score, ranking or commercial metric; any content you publish that was drafted with the Services; any act or decision of a Review Platform, including moderation, rejection, removal, penalty, restriction, suspension or termination of your account or listing; inaccuracy or incompleteness of Platform Content or of data collected from Review Platforms; any decision you take in reliance on Output, including decisions affecting your personnel; or any failure caused by third-party providers, your systems, or events outside our reasonable control.

23.3. Cap. To the fullest extent permitted by law, our total aggregate liability arising out of or relating to these Terms and the Services, whether in contract, tort (including negligence), breach of statutory duty or otherwise, will not exceed the total fees actually paid by you to us for the Services in the twelve months immediately preceding the first event giving rise to the liability. Where no fees have been paid — including for free plans, trials and beta features — our aggregate liability is limited to the fullest extent permitted by law.

23.4. Time limit. Any claim relating to these Terms or the Services must be brought within twelve months of the date the claimant first knew or ought reasonably to have known of the facts giving rise to it, except where a longer period is required by law.

23.5. What is never excluded. Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, for wilful misconduct, or for any other liability that cannot lawfully be excluded or limited.

23.6. Basis of the bargain. The disclaimers and limitations in sections 13, 22 and 23 are a fundamental basis on which we make the Services available, and they apply even if a limited remedy fails of its essential purpose.

24. Indemnity

24.1. You will defend, indemnify and hold harmless RatingIQ, UpStar Five Ltd, and its officers, employees, contractors and agents from and against any claim, demand, proceeding, loss, liability, damage, fine, penalty, cost and expense (including reasonable legal fees) arising out of or relating to: your or your Authorised Users’ use of the Services; content you publish, or instruct us to publish, through the Services; your breach of these Terms, of a Review Platform’s terms, or of applicable law; Customer Data, including any claim that it infringes a third-party right or was processed without a lawful basis; any decision you take affecting a member of your personnel; and any claim by a guest, employee, regulator or Review Platform relating to any of the foregoing.

24.2. We will notify you of any claim we seek indemnity for, allow you to control the defence with counsel reasonably acceptable to us, and provide reasonable cooperation at your expense. You may not settle a claim in a way that imposes an obligation or admission on us without our prior written consent.

25. Force majeure

Neither party is liable for a failure or delay in performance (other than a payment obligation) caused by circumstances beyond its reasonable control, including acts of God, natural disaster, war, terrorism, civil unrest, epidemic, strike or labour dispute, government action, sanctions, failure of the internet, of utilities or of telecommunications, cyber-attack, and acts or omissions of third-party providers or Review Platforms. The affected party will use reasonable efforts to mitigate and resume performance. If such an event continues for more than sixty days, either party may terminate on notice.

26. Changes to these Terms

26.1. We may update these Terms from time to time. The current version is always at this page, with its effective date at the top.

26.2. Notice. For changes that materially affect your rights or obligations, we will give reasonable advance notice by email to your account address, by in-product notice, or by posting a notice on this page.

26.3. Acceptance. Continued use of the Services after a change takes effect means you accept the updated Terms. If you do not accept them, stop using the Services and, if you hold a paid subscription, tell us before the change takes effect.

27. Export control and sanctions

You represent that you are not located in, and are not owned or controlled by a person located in, a country or territory subject to comprehensive trade sanctions, and that you are not a person with whom dealing is prohibited under applicable sanctions or export-control laws. You will not use the Services in breach of those laws, and we may suspend or terminate access where we reasonably believe such a breach exists or may arise.

28. Governing law and jurisdiction

28.1. These Terms, and any dispute or claim arising out of or in connection with them, their subject matter or formation (including non-contractual disputes or claims), are governed by the laws of the State of Israel, without regard to its conflict-of-laws rules and excluding the United Nations Convention on Contracts for the International Sale of Goods.

28.2. The competent courts of Tel Aviv-Yafo, Israel have exclusive jurisdiction, and both parties submit to their jurisdiction and waive any objection based on venue or forum non conveniens.

28.3. Nothing in this section deprives you of the protection of any mandatory provision of the law of the country in which you are established that cannot be derogated from by agreement, and nothing prevents either party from seeking injunctive or other interim relief in any competent court.

28.4. If you access the Services from outside Israel, you are responsible for complying with the law that applies to you locally.

29. Notices

29.1. To us. Formal notices must be sent to hotels@rating-iq.com, copied to omri@rating-iq.com, and, where you also wish to send them by post, to UpStar Five Ltd, HaBrosh St 9, Beit Nekofa, Jerusalem District, Israel.

29.2. To you. We may give notice by email to the address associated with your account, by notice within the Services, or by post to the address you have given us. You are responsible for keeping your contact details current.

29.3. Deemed receipt. Electronic notices are deemed received on the day sent; postal notices five business days after posting.

30. General

30.1. Entire agreement. These Terms, the Privacy Policy, any Pricing Terms we publish, and any signed Order Form constitute the entire agreement between you and us about the Services and supersede all prior discussions, proposals, representations and agreements about them. Neither party has relied on any statement not set out in them, except that nothing excludes liability for fraudulent misrepresentation.

30.2. Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign them to an affiliate or in connection with a merger, acquisition or sale of assets, on notice to you.

30.3. Severability. If a provision is held unenforceable, it will be modified to the minimum extent needed to make it enforceable, or severed if it cannot be, and the remainder will continue in force.

30.4. No partnership. Nothing here creates a partnership, joint venture, employment or agency relationship.

30.5. No third-party beneficiaries. No one other than the parties, and the persons indemnified under section 24, has any right to enforce these Terms.

30.6. Language. These Terms are written in English, and the English text governs. Any translation we publish is provided for convenience only, and in the event of any inconsistency the English version prevails.

30.7. Headings and interpretation. Headings are for convenience only. “Including” means “including without limitation”.

30.8. Survival. Any provision that by its nature should survive termination does so.

31. Contact us

Questions about these Terms, this agreement or your subscription: hotels@rating-iq.com or omri@rating-iq.com, or by post to UpStar Five Ltd, HaBrosh St 9, Beit Nekofa, Jerusalem District, Israel. For privacy questions, see our Privacy Policy.