Phase Locked Software Terms & Conditions
Last updated: 2022-05-30
The following terms and conditions apply to all Phase Locked Software productions and software, including Document Control for Confluence Cloud, Document Metadata for Confluence Cloud, and Study Randomizer.
Agreement to terms
These Terms and Conditions constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”) and Phase Locked Software (“we,” “us” or “our”), concerning your access to and use of our application (the “Application”, "Software", "Site"). You agree that by accessing the Application, you have read, understood, and agree to be bound by all of these Terms and Conditions Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS AND CONDITIONS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE APPLICATION AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Application from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms and Conditions at any time and for any reason or no reason. We will alert you about any changes by updating the “Last updated” date of these Terms and Conditions and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms and Conditions to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms and Conditions by your continued use of the Application after the date such revised Terms are posted.
The information provided with the Application is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Application from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.
Grant of license
If you are using cloud version of the Software, Phase Locked Software hereby grants you a limited, revocable, non-sublicensable, non-exclusive, non-transferable right to use the Software in accordance with the terms and conditions of this agreement (the “Cloud Licence”).
The Software and Documentation are licenced, not sold. Even though copies of the Software may be provided on media of different formats or through different networks, copies of the Software on different media formats and or computing systems do not constitute multiple licences to the Software.
The licence granted herein is conditional on the payment of all fees as specified.
The Software and Documentation are delivered "as is" and Phase Locked Software makes no express warranties and disclaims all implied warranties with respect to Software and documentation.
Phase Locked Software does not warrant that the Software will operate without interruption or be error free nor does it make any warranties relating to the use, performance or results that may be obtained through the use of the Software and Documentation.
You accept responsibility for the use of the Software and the results obtained therefrom. Besides, you agree that, as part of your use of the Software, you are responsible for any direct and/or indirect consequences or damages resulting from your use of the Software.
Limitation of liability
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL Phase Locked Software OR ITS PARTNERS OR DISTRIBUTORS OR DIRECTORS OR EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, OR FOR ANY DAMAGES IN EXCESS OF Phase Locked Software's LIST PRICE FOR A LICENSE TO THE SOFTWARE AND DOCUMENTATION FOR THE USAGE PERIOD PAID FOR WHEN THE LIABILITY OCCURED, EVEN IF Phase Locked Software SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY.
Customer information usage rights
You agree that Phase Locked Software may use your name and/or logos for commercial purposes, e.g. for the purpose of identifying you as a user of the Software (e.g. on the website). Phase Locked Software will stop using your name and/or logos upon request.
Intellectual property rights
Provided that you are eligible to use the Application, you are granted a limited license to access and use the Application and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Application, Content, and the Marks.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Application(or any portion thereof).
You may be required to register with the Application. You agree to keep your password and/or login credentials confidential and will be responsible for all use of your account and password/credentials. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.
We will maintain certain data that you transmit to the Site and/or Application for the purpose of managing the Site and/or Application, as well as data relating to your use of the Site and/or Application. Although we perform backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Site and/or Application. You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Application (“Submissions”) provided by you to us are non-confidential and shall become our sole property. We shall own non-exclusive usage rights, including intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all moral rights to any such Submissions, and you hereby warrant that any such Submissions are original with you or that you have the right to submit such Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.
You acknowledge and agree that Phase Locked Software is the sole owner of the Software and Documentation, including improvements made based on the feedback you may provide about the Software or Documentation (“Improvements”). You hereby agree you will make no claims of intellectual property rights to such Improvements or to such modified software, programs, data structure or other intellectual property created pursuant to Improvements, and where Phase Locked Software is not by law the first owner of such Improvements, You hereby assign and transfers to Phase Locked Software any and all right, title and interest you have or may have in the Improvements.
Third-party websites and content
More details about the specific policies are available at:
- Security Policy for Document Control
Please be advised that Document Control for Confluence Cloud and Document Metadata for Confluence Cloud are connected to Atlassian data centers in the United States of America and other countries. That means that some data processing might happen in the United States of America.
The Phase Locked Software website is hosted in the EU.
We may share or transfer your information in connection with, or during negotiations of, any merger, sale of company assets, financing, or acquisition of all or a portion of our business to another organisation.
Term and termination
This agreement shall continue until it is terminated by Phase Locked Software or the Software is no longer licenced to you.
If you breach any of the terms and conditions of this agreement or refuse or neglect to pay the applicable fees, Phase Locked Software will have the right to terminate this agreement immediately. Phase Locked Software may terminate a Cloud Licence at its discretion upon reasonable prior notice to you.
Upon termination of this agreement, you undertake to discontinue your use of the Software and the Documentation and to destroy any copies made, as the case may be.
Modifications and interruptions
If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those Disputes expressly excluded below) will be finally and exclusively resolved by binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO GO TO COURT. The arbitration works like this: parties will pick a lawyer at their own cost. These lawyers pick a third lawyer. That lawyer spends three hours looking at memos that parties write and decides who is right. The cost of the third lawyer is shared equally between parties.
In no event shall any Dispute brought by either Party related in any way to the Application be commenced more than 1 year after the cause of action arose. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
There may be information on the Application that contains typographical errors, inaccuracies, or omissions that may relate to the Application, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Application at any time, without prior notice.
THE APPLICATION IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE APPLICATION SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE APPLICATION AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE APPLICATION’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THIS APPLICATION AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE APPLICATION, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE APPLICATION, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE APPLICATION BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE APPLICATION. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE APPLICATION, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
Electronic communications, transactions, and signatures
Visiting the Site, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
Provisions for Document Control and Document Metadata
Phase Locked Software offers some customers the use of Document Control and/or Document Metadata without fee or payment. For example a trial period or a free usage tier. When you use Document Control and/or Document Metadata without fee or payment, there is no obligation on Phase Locked Software to provide you with any service or support or any guarantee or expectation or correctness thereof, or any other service and/or product. Some features might be unavailable.
Provisions for Study Randomizer
When you use Study Randomizer for research and/or studies and/or trials under this agreement you must reference the use Study Randomizer. For example in a publication you can reference Study Randomizer in the methods section when you describe the study randomization. Study Randomizer should also be referenced in a trial registration in the methods section.
Study Randomizer keeps an audit log of actions done in a study. This audit log contains the IP address of the client. We retain this audit log in order to have a trail of actions that hapened in a trial. By using Study Randomizer you consent to keeping this audit log. In many instances an audit log is required by either law or a regulatory instance.
In order to resolve a complaint regarding the Application or to receive further information regarding use of the Application, please contact us at:
Phase Locked Software
List of sub-processors
The list of sub-processors below is based on the sub-processors we use by default. Our customers can opt in to sub-processing by other entities.
- Heroku.com (Document Control)
- Papertrail.com (Document Control)
- Pythonanywhere.eu (Study Randomizer)
- Scalingo.com (Document Metadata)