Terms of service

Placker.com Terms of service

The following terms and conditions govern all use of the placker.com website (the “Website”) owned by Placker B.V. and all content, services and support packages. The Website is offered subject to your acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies (including, without limitation, procedures that may be published from time to time on this Website by Placker B.V. (collectively, the “Agreement”).

Please read this Agreement carefully before accessing or using the Website. By accessing or using any part of the Website, you agree to be bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this Agreement, then you may not access the Website or use any services. If these terms and conditions are considered an offer by Placker B.V., acceptance is expressly limited to these terms.

Violation of any of the terms below may result in the termination of your account.

Your account

  1. You are responsible for maintaining the security of your account.

  2. You are fully responsible for all activities that occur under the account and any other actions taken in connection with the account.

  3. You must immediately notify Placker B.V. of any unauthorized use of your account or any other breaches of security.

  4. Placker B.V. will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.

  5. You must provide your full legal name, a valid email address, and any other information requested to complete the sign-up process.

  6. Your login may only be used by one person; it is not permitted to share a single login with multiple people. If needed you can create multiple accounts.

  7. You give us permission to add your email address to the Placker B.V. newsletter. You can unsubscribe at any time by using the link at the bottom of the newsletter.

  8. You must be a human to use the service.

Subscriptions, Payment, Refunds, Upgrading and Downgrading

  1. The service is offered with a free trial. Once the trial period is ended, you will only be able to access content on the Service that has a valid subscription.

  2. If you fail to subscribe and pay for the Service, we will delete your data that is not covered by a subscription from the Service. If you do not log into the Service for 7 days and if you do not have a subscription. All data will be kept in our backups and logs for 30 days after which it is permanently deleted. Data cannot be recovered once it has been permanently deleted

  3. Subscriptions are based on organizations in the Service, you need a subscription for each member that is active in the organisation and any of its boards.

  4. Unless agreed otherwise, for subscriptions started after August 14th 2017, subscriptions have a minimum of 2 members.

  5. Each organisation in the Service needs an active subscription, multiple organizations can be linked under the same subscription or you can create multiple subscriptions for multiple organisations. In case the same user of the Service is active in multiple organisations with different subscriptions, the same user is counted, and paid for, as an active user for each of the subscriptions.

  6. Subscription payments and subsequent payments will be charged from the payment method provided when you subscribed to the service. It is your responsibility to ensure that your payment details are accurate and kept up to date.

  7. Payment by invoice and bank transfer is available for subscribers to the Enterprise plan in blocks of 5 active mmebers, when paid annually.

  8. Payments will be charged on a pre-pay basis at the point you subscribe to the Service and will cover the user of the Service for the period and quantity indicated at the time of purchase.

  9. If at any time the payment is not made, Placker B.V. reserves the right to terminate the Service until the payment is received.

  10. Downgrading your subscription may cause the loss of features or capacity. Placker B.V. does not accept any liability for such loss.

  11. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties.

Cancellation and Termination

  1. You can terminate your subscription to this Service in the subscriptions section. The service will be terminated 7 days after cancellation. The data will be deleted from the Service 14 days after cancellation. All data will be kept in our backups and logs for 30 days after which it is permanently deleted. Data cannot be recovered once it has been permanently deleted

  2. Placker B.V., in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your subscription or your access to your subscription, and the forfeiture and relinquishment of all content in your subscription.

  3. Placker B.V. shall be entitled to terminate the Service immediately without any liability to you as part of a general shut down of the Service.

Support

  1. Placker B.V., in its sole discretion, has the right to provide general maintenance, including updates and upgrades to the Service any time during the term of your plan.

  2. Placker B.V. offers best-effort support and is generally available on weekdays during Dutch business hours (9:00 AM - 17:00 PM), support is available from the chat function on the website or by e-mail to [email protected] and support request will be answered when a support engineer is available.

  3. Support requests by customer subscribed to the enterprise packages will be handled with a higher priority. In case a support engineer picks up a new ticket, tickets from enterprise plans will be picked up first.

  4. Placker B.V., cannot guarantee a service level or minimum response or resolution time for any of its support tickets. We aim to keep our extremely responsive support system in place as we grow, but we can't guarantee this.

  5. The limitation of liability described in these terms apply to response requests as well, Clockworkfactoyr.com shall have no liability for any failure or delay in responding to a response request.

Changes to the Service, Terms and Prices

  1. Placker B.V., in its sole discretion, has the right to modify or replace any part of the terms and conditions of the Service including without limit pricing with or without notice. Prices of the Service are subject to change and will be published on the Placker pricing page. It is your responsibility to check this Agreement and the pricing page periodically for changes.

  2. Your continued use of or access to the Services following the posting of any changes to the terms and conditions of the Service constitutes acceptance of those changes.

  3. Placker B.V. reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, any part of the Service with or without notice.

  4. Placker B.V. may also, in the future, offer new services or features through the Website (including, the release of new tools and resources). Such new features or services shall be subject to the terms and conditions of this Agreement.

  5. Placker B.V. shall not be liable to you or any third party for any modification, price change, suspension or discontinuance of the Service.

Intellectual property

  1. This Agreement does not transfer from Placker B.V. to you any Placker B.V. or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Placker B.V. Clockworkfactory, Placker, Placker logo, and all other trademarks, service marks, graphics and logos used in connection with Placker B.V., or the Website are trademarks or registered trademarks of Placker B.V. or Placker B.V.’s licensors. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any Placker B.V. or third-party trademarks.

  2. The features of the Service and its design is copyright © Placker B.V.. All rights reserved. You may not duplicate, copy, reuse, refactor or reverse engineer any portion of the HTML, CSS, Javascript, visual design, user experience design or any other component without express written permission from Placker B.V..

  3. Placker B.V. does not claim intellectual property rights over the data that you import or input into the Service. All data remain yours. Placker B.V. does not screen content but reserves the right in their sole discretion to remove any content that is available in the Service. In such case, you agree that Placker B.V. will have no obligation to provide a refund of any amounts previously paid or hold Placker B.V. responsible for any loss or damage.

  4. Placker B.V. shall be entitled to use the name and logo of your organization publicly as a reference to the marketing, sales, and distribution of its products and services (including without limit being displayed on the home page of the Website).

Disclaimer of warranty

  1. The Website is provided “as is”. Placker B.V. and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement.

  2. You understand that you download from, or otherwise obtain content or services through, the Website at your own discretion and risk.

  3. Placker B.V. shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if the Company has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the service.

  4. Placker B.V. does not warrant that (i) the service will meet your specific requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, and (v) any errors in the Service will be corrected.

  5. Placker B.V. makes no warrant, express or implied, with regard to the services provided, all such warranties are hereby excluded by Placker B.V. and waived by the client.

Responsibility of Website Visitors

  1. Placker B.V. has not reviewed, and cannot review, all of the material, posted to the Website, and cannot, therefore be responsible for that material’s content, use or effects.

  2. By operating the Website, Placker B.V. does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful or non-harmful.

  3. The Website may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors.

  4. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content.

  5. The Website may also contain material that violates the privacy or publicity rights or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated.

  6. We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which this website links, and that link to this website.

  7. Placker B.V. does not have any control over those non-Placker B.V. websites and webpages and is not responsible for their contents or their use.

  8. By linking to a non-Placker B.V. website or webpage, Placker B.V. does not represent or imply that it endorses such website or webpage.

  9. Placker B.V. disclaims any responsibility for any harm resulting from the use by visitors of the Website or use of non-Placker B.V. websites and webpages.

Limitation of liability

  1. In no event will Placker B.V., or its suppliers or licensors, be liable on any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for (i) any special, incidental or consequential damages;
    (ii) the cost of procurement of substitute products or services; (iii) for interruption of use or loss or corruption of data; (iv) for any amounts that exceed the fees paid by you to Placker B.V. under this agreement during the previous one (1) month period before the cause of action.

  2. Placker B.V. shall have no liability for any failure or delay due to matters beyond their reasonable control. Placker B.V. is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.sThe foregoing shall not apply to the extent prohibited by applicable law

  3. In any event, Placker B.V.’s maximum liability to the client shall be limited to the amounts paid to Placker B.V. during the previous one (1) month subscription term.

Indemnification

  1. You agree to indemnify and hold harmless Placker B.V., its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of this Agreement, including but not limited to your violation of this Agreement.

General conditions

  1. You understand that Placker B.V. uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run an monitor the Service. Our hosting provider is located in The Netherlands.

  2. The failure of Placker B.V. to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and Placker B.V. and govern your use of the Service, superseding any prior agreements between you and Placker B.V. (including, but not limited to, any prior versions of the Terms of Service).

  3. We reserve the right to temporarily disable your account if your usage significantly exceeds the average usage of other Service customers. We can take action before prior notice in cases where the level of use may negatively impact the performance of the Service for other customers.

  4. If any provision of this document is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

  5. The failure of either party to enforce at any time, or for any period, the provisions hereof shall not be construed to be a waiver of such provisions or of the right of such party to enforce each and every such provision.

  6. The parties will engage in good faith negotiations to resolve the dispute for ten (10) business days after written notice of the dispute or issue is provided by one party to the other. Within such ten (10) business days, representatives from each party will engage in negotiations to resolve the dispute, and such individuals will meet in person, via video conference or via telephone and attempt to informally resolve the dispute or issues. If those persons are unable to resolve the dispute within such ten (10) business days, then unless the parties have mutually agreed to extend the negotiation period, a party may exercise its rights available to such party under this Agreement or otherwise.

  7. Any dispute, controversy or claim arising out of or relating to this Agreement, including the formation, interpretation, breach or termination thereof, including whether the claims asserted are arbitrable, which has not been resolved via the process laid out in Dispute resolution will then be referred to and finally determined by arbitration in accordance with the Arbitration Rules of the Netherlands Arbitration Institute. The arbitral tribunal shall be composed of one arbitrator. The place of arbitration shall be Utrecht or Amsterdam, The Netherlands. The arbitral procedure shall be conducted in the English language. Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.

  8. You represent and warrant that (i) your use of the Website will be in strict accordance with this Agreement and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of the Website will not infringe or misappropriate the intellectual property rights of any third party.

  9. Questions about the Terms of Service should be sent to [email protected]

Governing law

  1. This agreement shall be governed by and interpreted by with the legislation of the Netherlands. Each party irrevocably agrees on that the courts of the Netherlands shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Agreement.

Last modified: March 1st, 2017 (updated to match new managed subscription model, updated legal entity).

The text of these terms is licensed under the Creative Commons Sharealike license, parts are courtesy of the automattic.com and gitlab.com Terms of Service.