The following terms and conditions (“Terms of Service”) govern your use of the Phenometry website, the Phenometry Phi 3D surface modeling software (“Phi”) and all related data, information, documentation and services provided by Phenometry directly or through Onshape or other Phenometry partners (“Partners”) and their respective software platforms (collectively the “Phenometry Services”). If you do not agree with these Terms of Service or any part of them, then you must not use the Phenometry Services in any way. By using the Phenometry Services you are agreeing to be legally bound by the following Terms of Service, so please read the following carefully before agreeing to use the Phenometry Services.
Phenometry P.C. (“Phenometry”), a company registered in Greece (registration number 150871803000), reserves the right to amend, change or update the Terms of Service governing use of the Phenometry Services without notice. Any enhancements, modifications or new features and functionalities of the Phenometry Services shall also be governed by these Terms of Service. Your continued use of the Phenometry Services shall constitute your acceptance of such changes and of the Terms of Service. The latest copy of the Terms of Service can be found at the Phenometry web site.
The Phenometry Services are provided “AS IS”, without any representations or warranties of any kind. You agree to use the Phenometry Services at your own risk.
I. GENERAL DISCLAIMER
Phenometry Phi is a 3D design software system with emphasis on free-form surface design.
The Phenometry Services are provided “AS IS” and without any warranty, express or implied. Phenometry makes no representation or warranty as to the reliability, accuracy, timeliness, usefulness or completeness of the Phenometry Services and we assume no liability or responsibility for any errors or omissions in the content provided by the Phenometry Services.
II. ACCEPTANCE OF TERMS
By clicking “I ACCEPT – LOG ME IN” or equivalent button or check-box while registering with Phenometry or by accessing the Phenometry Services through the websites, app stores or other software platforms of any Partner or by using the Phenometry Services in any way you acknowledge and accept that you have read and understood the terms of this Agreement and that you agree to be bound by all of its provisions.
If you don’t accept or agree with the terms of the Agreement in their entirety, you must not click “I ACCEPT – LOG ME IN” or equivalent button or check-box and you must exit and stop using the Phenometry Services in any way.
III. MEMBER ACCOUNT, PASSWORD, AND SECURITY
Using the Phenometry Services may require you to have an account (the “Account”). Such an account may be created for you by Phenometry or you may be required to open one. In order to open an account, you should complete the registration process by providing us with current, complete and accurate information as prompted by the applicable registration form. In the process, you will also choose a password and a username / email address. Alternatively, you may need to have an Onshape account or an account with another Partner. We may use the email-address you log in to Onshape with only to send you emails related to your subscription to Phi. If you are a student or an educator applying for an academic license, an additional registration will be required. Phenometry does not sell individual names or any nonpublic personal information to third parties.
The username / email address and any password for each Account (the “Account ID”) are personal in nature. If you are an individual, your Account ID may be used only by you alone. If you are acting on behalf of an entity or organization, each Account ID may be used only by a single designated individual within your organization.
You are entirely responsible for maintaining the confidentiality of your Account ID and for any and all activities that occur under your Account. You agree to notify Phenometry immediately of any unauthorized use of your Account or any other breach of security. Phenometry will not be liable for any loss or damage that you may incur as a result of someone else using your password or Account, either with or without your knowledge. You also agree that you could be held liable for losses incurred by Phenometry or another party due to someone else using your Account or password.
IV. GRANT OF RIGHT AND LICENSE TO USE THE PHENOMETRY SERVICES
Subject to your compliance with, and during the term of this Agreement, Phenometry grants you a non-exclusive, personal, non-transferable, non-sublicensable paid up limited license (“License”) to use the Phenometry Services only for your own internal purposes in accordance with this Agreement.
Except as expressly provided in this Agreement, no other right is hereby granted to you. In no event shall you modify, copy, distribute, transmit, display in public, perform, reproduce, duplicate, publish, license, create derivative works from, reverse engineer, transfer, rent, lease or sell in whole or in part any information, software, data or services obtained from accessing or using the Phenometry Services, or attempt to do so.
You shall not be entitled to assign, sub-license, rent, lease or otherwise transfer the License in whole or in part.
V. INTELLECTUAL PROPERTY & OWNERSHIP
A) Phenometry Content
The Phenometry Services including, without limitation, software, website structure and organization, algorithms, source code, binary executables, databases, and all text, files, images, graphics, illustrations, information, documentation, data, audio, video, photographs and other content (collectively, "Phenometry Content") contained in or made available through the Phenometry Services and the structure, selection, coordination, “look and feel” and arrangement of the Phenometry Content, and any other proprietary data or technology used by or on behalf of Phenometry to provide the Services are the property of Phenometry and/or Phenometry's licensors, and are protected by applicable intellectual property laws.
Phenometry, the aforementioned entities and Phenometry's licensors retain all right, title and interest, including, without limitation, all intellectual property rights, in and to the Phenometry Services and Phenometry Content and any additions, improvements, updates, and modifications thereto.
The Phenometry and Phi names, logos, and the product and service names associated with the Phenometry Services are trademarks of Phenometry and no right or license is granted to you to use them separate from your right to use the Phenometry Services.
Please be aware that we actively and aggressively enforce our intellectual property rights to the fullest extent of the law.
B) Your Content
You maintain ownership of and responsibility for the following: (1) files, designs, models, data sets, images, or similar material or information that you transmit to, or otherwise use in connection with the Phenometry Services, and (2) any specific output generated by the Phenometry Services, if any, based on any of the foregoing (collectively, “Your Content”). By making Your Content available to Phenometry, you acknowledge and agree that (1) you have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of Your Content, (2) you will evaluate and bear all risks associated with Your Content, and (3) under no circumstances will Phenometry and/or its affiliates, agents and licensors and each of their respective officers, directors, and employees be liable in any way for Your Content as you transmit or otherwise use it, including but not limited to any errors or omissions. In your use of the Phenometry Services, you agree to respect others’ intellectual property and other rights.
If you are using the Phenometry Services under an educational/academic license, you further acknowledge and agree that as a condition of this educational license Your Content can be automatically shared with Phenometry, through a Phenometry account, a Phenometry Onshape account or other Phenometry Partner account depending on how you use the Phenometry Services. Phenometry will have view-only access to Your Content and may use it for the purpose of improving Phi and the Phenometry Services, and providing user support. Phenometry will not publicize or share Your Content with third parties without your written permission.
VI. NO UNLAWFUL OR PROHIBITED USE OF THE PHENOMETRY SERVICES
As a condition of your use of the Phenometry Services, you shall not use the Phenometry Services or License for any purpose or in any way that is unlawful or prohibited by the terms and conditions of this Agreement.
Without limitation, you shall not, and shall not permit any other third party to:
- use or otherwise exploit the Phenometry Services in ways expressly forbidden in Section IV (Grant of Right and License),
- use any “deep-link”, “page-scrape”, “robot”, “spider”, web browsing automation tool or other automatic device, program, algorithm or methodology (including, without limitation data mining, data harvesting and data extraction), or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Phenometry Services,
- reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithm, databases or structure of any portion of the Phenometry Services,
- in any way reproduce or circumvent, or attempt to circumvent, any electronic protection measures in place to regulate or control access to the Phenometry Services,
- interfere in any manner with the operation of the Phenometry Services or attempt to gain unauthorized access to the Phenometry Services,
- develop, distribute or sell any software or other functionality capable of launching, being launched from, or otherwise integrated with the Phenometry Services,
- remove, alter or obscure any copyright notice or any other proprietary notice that appears in the Phenometry Services,
- use the Phenometry Services in any way that may cause damage to, or impair accessibility to or availability of the Phenometry Services,
- use the Phenometry Services in any way connected to fraudulent, illegal, unlawful or harmful activities or aims.
Phenometry, either upon breach of any of the terms of this Agreement by you or in case of temporary or free evaluation Accounts that Phenometry may have provided you with, reserves the right to deactivate your Account ID and to bar any prohibited activity, with or without notice to you, at its sole discretion.
This Agreement will begin as soon as you start using the Phenometry Services in any way and will continue until terminated.
Phenometry may restrict, suspend or terminate this Agreement immediately upon breach of any of its terms or upon any other misuse or abuse of the Phenometry Services that Phenometry deems contrary to its purpose, at Phenometry’s sole discretion and at any time, with or without notice to you.
Upon termination of this Agreement, all rights granted to you under this Agreement will cease, any Account you have established will be closed and you will lose access to the Phenometry Services. Sections V, VI, IX, X, XI, XIV, XV, XVI and all disclaimer and liability limitation sections and clauses shall survive any such termination or expiration.
VIII. PAYMENT TERMS
If you purchase any services that we offer for a fee, either on Pay-Per-Use or subscription basis, you agree to pay the applicable fees as they become due plus all related taxes, and to reimburse us for all collection costs and interest for any overdue amounts, subject to Phenometry’s Pricing Policy and the pricing policy of Onshape or other Partner through which you procured access to the Phenometry Services.
Payments made by you through the Phenometry Services cannot be exchanged and are non-refundable. All information that you provide in connection with your billing account and a purchase or other transaction through the Phenometry Services must be accurate, complete and current.
You hereby agree to authorize Phenometry or Onshape or other Partners you may be accessing the Phenometry Services through, to charge the credit card, debit card, Paypal account or other payment method provided in connection with any transaction through the Phenometry Services.
IX. USER REPRESENTATIONS
To be eligible to use the Phenometry Services, you must meet the following criteria. You hereby represent and warrant that:
- you are not currently restricted from the Phenometry Services, and are not otherwise prohibited from having a Phenometry account,
- all information you provide to Phenometry in connection with this Agreement is accurate, complete and current,
- you are not a competitor or an employee or affiliate of, or associated with, a competitor of Phenometry and you are not using the Phenometry Services for any reason or purpose that is or may be in competition with Phenometry (unless you have a written permission or invitation by Phenometry to use the Phenometry Services),
- you have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party,
- you will not violate any rights of Phenometry, including intellectual property rights such as copyright or trademark rights and
- you agree to provide at your cost all equipment, software, and internet access necessary to use the Phenometry Services.
X. NO WARRANTIES
PHENOMETRY PROVIDES THE PHENOMETRY SERVICES AND ALL PHENOMETRY CONTENT ON AN “AS IS” AND “AS AVAILABLE” BASIS. PHENOMETRY DOES NOT PROVIDE ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND WHATSOEVER REGARDING THE PHENOMETRY SERVICES.
PHENOMETRY EXPRESSLY DISCLAIMS AND EXCLUDES ANY AND ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ALL WARRANTIES OF TITLE, QUALITY, PERFORMANCE, NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NOR ARE THERE ANY WARRANTIES CREATED BY A COURSE OF DEALING, COURSE OF PERFORMANCE OR TRADE USAGE.
Without prejudice to the generality of the foregoing paragraphs in this Section, Phenometry does not warrant:
- the accuracy, completeness, effectiveness, performance or availability of the Phenometry Services. You will be solely responsible and liable for your use of and reliance on the Phenometry Services and for all decisions or actions resulting from your use of the Phenometry Services,
- that your use of the Phenometry Services will be error-free or uninterrupted, timely or secure,
- that the results obtained from the use of the Phenometry Services or any data or material contained in the Phenometry Services will be accurate, true, reliable, non-misleading or reproducible, or that they will meet your requirements and
- that data you have entered into the Phenometry Services will not be lost, corrupted or damaged.
XI. LIMITATION OF LIABILITY
IN NO EVENT SHALL PHENOMETRY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE LOSSES OR DAMAGES OF ANY KIND, OR UNDER ANY OTHER LEGAL THEORY, ARISING FROM OR RELATING TO THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, COSTS, DAMAGES OR LIABILITIES RELATING TO YOUR ACCESS TO OR USE OF (OR YOUR FAILURE TO GAIN ACCESS TO OR USE OF) THE PHENOMETRY SERVICES, OF ANY KIND WHATSOEVER, INCLUDING, WITHOUT LIMITATION, LOSS OF USE, REVENUES, PROFITS, BUSINESS, DATA, OPPORTUNITY, REPUTATION OR REGISTRATION, COSTS OF COVER OR CAPITAL, DOWN TIME RELATED COSTS, AND ANY SIMILAR COSTS OR DAMAGES, REGARDLESS OF THE FORM OF ACTION OR THEORY OF RECOVERY (WHETHER CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE) AND EVEN IF PHENOMETRY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Without prejudice to the generality of the foregoing paragraphs about liability limitation, Phenometry further clarifies and states and you understand and accept that:
- your access to the Phenometry Services is at your own risk and that you are solely responsible for any liability or damage you incur through access to the Phenometry Services.
- Though Phenometry endeavors to use server facilities of the highest caliber, the current state of technology worldwide does not allow for error-free access to the Phenometry Services and interruptions, crashes, and downtime may occur from time to time. As mentioned above, Phenometry does not warrant that the services it provides will function without interruption or errors in functioning. Phenometry disclaims any and all liability for damages caused by any such interruption or errors in functioning. Furthermore, Phenometry disclaims any and all liability for any malfunctioning, impossibility of access, or poor use conditions of the Phenometry Services due to inappropriate equipment, disturbances related to internet service providers, to the saturation of the internet network, or for any other reason.
- Phenometry does not have any obligation to verify the identity of the persons subscribing to its services, nor does it have any obligation to monitor the use of its services by other users of the Phenometry Services. Therefore, Phenometry disclaims any and all liability for identity theft or any other misuse of your identity or information.
Phenometry’s aggregate liability arising from or relating to this Agreement shall in no event ever exceed the amount of (i) your remaining subscription days cost or (ii) 200 USD, whichever is higher.
XII. LINKS TO THIRD PARTY WEB SITES
The Phenometry Services may contain links to other websites. Phenometry is not responsible for the privacy practices or the content of these websites. Your access of any off-site content linked to the Phenometry Services is at your own risk. Please visit the privacy policies of these third party sites in order to understand their privacy and information collection practices.
XIII. LANGUAGE AND COMMUNICATION
XIV. APPLICABLE LAWS AND JURISDICTION
The present Agreement is governed by and interpreted in accordance with the applicable laws of Greece and in case of a dispute arising from or relating to this Agreement, the contracting parties shall submit to the jurisdiction of the courts of Athens, Greece.
The provisions of this Agreement are severable, and in the event any provision hereof is determined to be invalid or unenforceable, it shall be read down to the extent necessary so that it is legal and enforceable. Such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions hereof, which shall remain in full force and effect.
XVI. ENTIRE AGREEMENT
This Agreement constitutes the entire Agreement that shall apply in connection with the subject matter hereof, and there are no other agreements or understanding, written or oral, except as provided herein.