Terms of Service

These Terms of Service (“Terms”) govern your use of PhaseCRM.com (the “Website”/“Phase CRM”) which is made available by Phase AI Technologies Inc. (“Phase AI”/“we”/”us”). Your access to and use the Website, Services (described below) and any information, model results, calculated outputs, text, graphics, data, profiles, links, audio and video clips or other materials uploaded, downloaded or appearing on the Website (collectively referred to as “Content”) is conditional on your acceptance of and compliance with these Terms.

1. Service Description

Phase AI offers Phase CRM as Software-as-a-Service (SaaS)-based platform. This includes, but is not limited to, taking data files provided by users and applying model results to these data files, as well as connecting directly with your first-party data systems and integrating them into Phase CRM.

We reserve the right to change the form and nature of the services we provide from time to time without prior notice to you. In addition, we may stop providing access to or aspects of the Website and/or Services (or any features within the Services) and we may not be able to provide you with prior notice.

You are responsible for your use of the Website and Services.

2. Your account

We may require that you register an account with us before we provide you access to certain parts of our Website or Services. You may create an account with us through the Website, provided that you are at least our “Minimum Age.” The Services are not for use by anyone under the age of 16. To use the Services, you agree that: (1) you must be the “Minimum Age” (described below) or older; (2) you will only have one Phase AI account, which must be in your real name; and (3) you are not already restricted by Phase AI from using the Services. Creating an account with false information is a violation of our terms, including accounts registered on behalf of others or persons under the age of 16. “Minimum Age” means 16 years old. However, if law requires that you must be older in order for Phase AI to lawfully provide the Services to you without parental consent (including using of your personal data) then the Minimum Age is such older age.

We use information provided by users (including but not limited to browsing metrics, data uploads, and filled-out forms) solely to provide the Services to you and do not provide this information to anyone else. The more information that you allow us to collect, the better Services we can provide to you.

You will not share an account with anyone else and will follow our rules and the law.

Members are account holders. You agree to: (1) use a strong password and keep it confidential; and (2) not transfer any part of your account to third parties. You are responsible for anything that happens through your account unless you close it or report misuse.

As between you and others (including your employer), your account belongs to you. However, if the Services were purchased by another party for you to use (e.g., by your employer), the party paying for such Service has the right to control access to and get reports on your use of such paid Service.

Our Services allow for customization of your experience and model results. Where we have made settings available, we will honor the choices you make about who can see content or information.

You acknowledge that Phase AI will provide you with notices and messages to you through our websites, apps, and contact information. If your contact information is out of date, you may miss out on important notices.

You agree to keep your contact information up to date.

3. Service Subscriptions

If you buy any of our paid Services (“Premium Services”), you agree to pay us the applicable fees and taxes. Failure to pay these fees will result in the termination of your paid Services. Also, you agree that:

  • Your purchase may be subject to foreign exchange fees or differences in prices based on location (e.g., exchange rates).
  • We may store and continue billing your payment method (e.g., credit card) even after it has expired, to avoid interruptions in your Services and to use to pay other Services you may buy.
  • If you purchase a subscription, your payment method automatically will be charged at the start of each subscription period for the fees and taxes applicable to that period. To avoid future charges, learn how to cancel or suspend your Premium Services.
  • We may calculate taxes payable by you based on the billing information that you provide us at the time of purchase.
  • Phase AI has the right and ability to refuse service or cancel an account for any reason.

4. Links and Integrations

The Website and Services may contain links to or integrate with third-party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources (including the applications you selected).

Links to third-party websites or resources do not imply any endorsement by us of the content, products, or services available from such websites or resources. You have sole responsibility for and assume all risk arising from your use of any such websites or resources. You further acknowledge that your use of those third party sites and services will be subject to the user terms and policies of each individual site, including terms relating to privacy and order fulfillment when you purchase any goods or services from a third-party website linked to from the Website.

To the extent that you grant us permission to import data from such third-party websites or resources through the Service (whether by an integration or otherwise), such data will be imported by us and integrated with the data that we hold about you.

Your use of others’ or third-party content and information posted on our Services, is at your own risk.

5. Content and Events

By using the Services, you may encounter content or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. Phase AI generally does not review content integrated via your primary data sources; we generally do not review model results provided back to Members.

You acknowledge that Phase AI does not supervise, direct, control or monitor model results or associated algorithmic outputs. You acknowledge that (1) Phase AI is not responsible for the model performance, and (2) nothing shall create an employment, agency, or joint venture relationship between Phase AI and any Member offering services. If you are a Member uploading data, you represent and warrant that you have all the required licenses and rights in respect of such content, and that such content will not infringe the rights of any third party.

6. Automated Processing

We use data and information about you to make relevant suggestions and provide model results to you and others.

7. Restrictions on Content and Use of the Services

We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Services and to terminate users or reclaim usernames. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of our users and the public.

You may not do any of the following while accessing the Website or using the Services:

  1. Contravene any applicable laws relating to acceptable online conduct, behavior and content usage;
  2. Engage in any illegal, offensive or unauthorized conduct including:
    1. Hacking, accessing, tampering with, or using non-public areas of the Services, our computer systems, or the technical delivery systems of our providers and partners;
    2. Promoting bigotry, threaten, discriminate against or impersonate other Phase AI users (based on race, sex, religion, nationality, disability, sexual orientation, age or otherwise);
    3. Posting any sexual or explicit content;
    4. Probing, scanning, or testing the vulnerability of any system or network or breaching or circumventing any security or authentication measures;
    5. Interfering with, or disrupting, (or attempting to interfere or disrupt), the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Services.
    6. Removing or modifying any copyright, trademark or other proprietary notice on the Website.
  3. Use automated devices (such as robots and spiders) to scrape or index the Website or its Content;
  4. Record or mine information about other users of the Website and Services;
  5. Create or post shill reviews for your own business, products and services or those of any other user of the Website and Services.

You agree to indemnify us for any and all claims, damages, losses and expenses (including reasonable legal fees) relating to any acts by you, including but not limited to any Content submitted by you, in connection with using the Service, resulting in claims against us by other users or third parties.

8. Use of Interactive Areas of the Website and the Services

The Service may include forums, dashboards, and other product features in which you may post content, messages, materials or other items on the Services (“Interactive Areas”). If Phase AI provides such Interactive Areas, you are solely responsible for your use of such Interactive Areas and use them at your own risk. Phase AI reserves the right to moderate such content, but does not accept any responsibility to carry out such moderation. Content submitted to any public area of the Services will be considered non-confidential. You agree not to post, upload to, transmit, distribute, store, create or otherwise publish through the Services any of the following:

  • Any message, data, information, text, music, sound, photos, graphics, code or other material that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
  • Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or that would otherwise create liability or violate any local, state, national or international law;
  • Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
  • Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
  • Unsolicited promotions, political campaigning, advertising or solicitations;
  • Private information of any third party, including, without limitation, addresses, phone numbers, email addresses and credit card numbers, unless that third party has expressly consented to such use;
  • Viruses, corrupted data or other harmful, disruptive or destructive files;
  • Content that is unrelated to the topic of the Interactive Area(s) in which such content is posted; or
  • Content that, in the sole judgment of Phase AI, is objectionable or that restricts or inhibits any other person from using or enjoying the Interactive Areas or the Services, or that may expose Phase AI or its affiliates or its users to any harm or liability of any type.

Phase AI has a “zero-tolerance” policy towards SPAM: you may not use the Interactive Areas or the Services generally to send or indirectly enable commercial or other messages to any third party if those messages are not solicited, authorized or welcomed by the third party, and in your use of the Services, you must comply with all applicable laws, including laws that apply in any jurisdiction to SPAM and marketing practices, and with any applicable marketing association guidelines on ethical marketing practices.

Any use of the Interactive Areas or other portions of the Services in violation of the foregoing provisions violates these Terms and may result in, among other things, termination or suspension of your rights to use the Interactive Areas and/or the Services.

9. Passwords

You are responsible for safeguarding the password that you use to access your account on the Website and Services and you are responsible for any activities or actions under your password. You agree to keep your password secure. We cannot, and will not, be liable for any loss or damage arising from your failure to comply with these requirements.

10. Content on the Services

All Content, whether publicly posted or privately transmitted, is the sole responsibility of the originator. We may not monitor or control the Content posted through the Services and we cannot take any responsibility for such Content. Any use or reliance on any Content or materials posted via the Services or obtained by you through the Services is at your own risk.

We do not represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications or endorse any opinions expressed via the Services. You understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. Under no circumstances will we be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Services or broadcast elsewhere.

11. License of Rights

Phase AI gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software that is provided by Phase AI as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Phase AI, in the manner permitted by these Terms.

12. Phase AI Rights

All right, title, and interest in and to the Services (excluding Content provided by users) are and will remain our exclusive property and the property of our licensors. The Services are protected by copyright, trademark, and other laws of both Canada and foreign countries. Nothing in the Terms gives you a right to use the Phase AI or Phase AI names or any of the Phase AI or Phase AI trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding the Website and Services is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.

13. The Services are Provided “AS-IS”

Your access to and use of the Website, Services and any Content is at your own risk.

You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, Phase AI AND ITS PARTNERS DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY. We make no warranty and disclaim all responsibility and liability for the completeness, accuracy, availability, timeliness, security or reliability of the Services or any content thereon. We will not be responsible or liable for any harm to your computer system, loss of data, or other harm that results from your access to or use of the Website, Services, or any Content. You also agree that we have no responsibility or liability for the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Website and Services. We make no warranty that the Website or Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained through the Website or Services, will create any warranty not expressly made herein.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Phase AI AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; AND (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT Phase AI HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

15. Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

16. Waiver and Severability

The failure of Phase AI to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms will remain in full force and effect.

17. Publicity

Notwithstanding any other term of this Agreement, Phase AI may refer to your company as a customer of Phase AI in announcements, press or marketing releases, publications, presentations, case studies and other public statements and on the Website and other online channels (collectively, “Publicity”), without notice to you or your prior written consent. Phase AI may use your company’s name, logo and trademark in conjunction with any Publicity and disclose the existence of this agreement, the services provided to you and any testimonials received from you in any such Publicity. You grant Phase AI a limited, perpetual, fully paid-up, irrevocable, non-exclusive, non-transferable, and non-sublicensable license to use your logo and trademarks in connection with any Publicity.

18. Controlling Law and Jurisdiction

These Terms and any action related thereto will be governed by the laws of the province of Ontario without regard to or application of its conflict of law provisions or your province or country of residence. All claims, legal proceedings or litigation arising in connection with the Services will be brought solely in Ontario, Canada, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.

19. Entire Agreement

These Terms are the entire and exclusive agreement between Phase AI and you regarding the Website and Services and these Terms supersede and replace any prior agreements between Phase AI and you regarding the Website and Services.

We may revise these Terms from time to time and the most current version will always be at PhaseCRM.com/tos If the revision, in our sole discretion, is material we will notify you via an update or e-mail to the email associated with your account. By continuing to access or use the Website and Services after those revisions become effective, you agree to be bound by the revised Terms.

If you have any questions about these Terms, please contact us at: hello@PhaseAI.com.

Effective Date: 18 July 2021

 

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