In a nutshell

This is a binding legal agreement between us for your use of the Octym Website, the Octym Platform, and its related Services.
Octym is a paid Software as a Service platform that is provided “As Is”. We make best efforts to ensure that it works properly and surfaces as many suspected quality and integrity issues in research documents as possible, but we cannot guarantee that it will surface all issues, or that everything it surfaces is in fact an issue.
Octym supports human review. Its findings, assessments and reports are decision-support tools only. They are not proof of misconduct and are not a substitute for scientific, editorial or institutional judgment. A person must always make the decision.
You agree to use the Website and the Platform according to these Terms and any applicable law.
You represent that you have all ownership rights in the Documents you submit to the Platform, or all needed authorizations from the owners of intellectual property rights in them, and that you are permitted to submit any personal data they contain.
You must not submit identifiable patient or health information to the Platform. The Platform is not designed or validated for it.
We do not use your Documents to train or improve our models, or the models of our providers.
You agree to our Privacy Policy and you will respect the privacy of anyone whose details are included in the Platform or in the Documents processed or reviewed on the Platform.
If you do not agree to these Terms, please do not use the Website or the Platform.

1. Introduction and Definitions

1.1 Welcome to the Octym Website, https://octym.proofig.com, including sub-domains under the proofig.com domain used to provide Octym (the “Website”), managed by Proofiger Ltd., a company based in Israel (the “Company”, “We”, or “Us” in all forms).

1.2 The Company develops and operates Octym (“Octym” or the “Platform”), a research integrity and quality review platform that aims to improve the quality and integrity of scientific manuscripts, grant applications, and other research documents (“Documents”) using technology, including artificial intelligence.

1.3 In general terms, the Platform operates as follows. An End-User submits a Document to the Platform and selects the type of review to be performed — for example a pre-submission or pre-publication review, a review against a publisher-specific checklist, a pre-submission review for a research grant, or a post-publication integrity review (each, a “Review”). The Platform then performs the set of automated checks associated with the selected Review, which may include research and scientific quality checks, manuscript consistency checks, image integrity checks, reference and citation verification, analysis of suspected AI-generated content, data and link verification, ethics and disclosure checks, and further checks as configured from time to time. Different Reviews use different sets of checks, and the checks available on the Platform change from time to time.

1.4 The principal output of the Platform is an online human review environment (the “Human Review Environment”) in which the End-User receives: (i) a summary of the Review; (ii) the Document displayed with the results of the checks marked on it (the “Findings”); (iii) an explanation of each Finding, displayed alongside the relevant part of the Document; (iv) an overall assessment of the Document; (v) access to the Agent (as defined below); and (vi) following the End-User’s own review of the Findings, the ability to generate a report reflecting the Findings that the End-User confirmed or rejected (a “Report”).

1.5 The Findings, the overall assessment, and the Reports are decision-support tools intended to assist human review. They indicate suspected — not conclusive — quality and integrity issues, they are not proof of misconduct or of any other wrongdoing, and they are not a substitute for scientific, editorial, institutional, or professional judgment. Section 6 below applies to your use of them.

1.6 The use of the Website, including its Content, the Platform, and other services (all as defined here and below; together, the “Services”), is subject to these Terms of Service (the “Terms”). By using any of the Services, or by clicking the “Login”, “Accept”, or “Submit” buttons, you expressly acknowledge and agree that you, on behalf of yourself and your organization (the “Customer”, “End-User” or “you”), are entering into a legal agreement with the Company (each, a “Party” and together the “Parties”), and have understood and agree to comply with, and be legally bound by, the Terms. You hereby waive any applicable rights to require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent not prohibited under applicable law.

1.7 You may use the Services only if you comply with all the following conditions: (a) you are 18 years-old or older; (b) you are competent to take legally binding actions including agreeing to these Terms and our Privacy Policy; and (c) you have a valid email address.

1.8 If you do not comply with these conditions, or if you do not agree to these Terms or to our Privacy Policy, you are not permitted to make use of the Services.

1.9 Octym is a separate product from the Company’s Proofig platform and is governed by these Terms. Use of the Proofig platform is governed by the Proofig Terms of Service, separately.

2. Use of the Website

2.1 You are solely and fully responsible for any use you make of the Website, Services, and Content, and any decision you take based on the Content of the Website. You certify that you will have no claim against the Company with regard to the use of the Website and Services, or reliance upon the Content (as defined below) presented on the Website.

2.2 You are also aware that the photos and illustrations on the Website are presented for illustration only and that there might be differences between images on the Website (for example, illustrations of Findings or Reports) and their appearance on the Platform.

Content on the Website and Intellectual Property

2.3 The Website includes information of various sorts and categories, including verbal, visual, or audio content or any combination of them, as well as their design, processing, editing, dissemination and means of presentation, including texts, pictures, photographs, images, drawings, animations, video clips, charts, simulations, files, software, applications, symbols and icons (the “Content”).

2.4 Proofiger, Proofig, Octym, and Services names might be registered trademarks of the Company and/or its affiliates. All copyrights, trademarks and intellectual property rights regarding the Content and Services on the Website are the exclusive property of the Company, or of third-parties who granted the Company authorization to use them. The Content is protected by copyright under Israeli law and foreign laws. Title to the Content remains with the Company.

2.5 Any use of the Content not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws. Except as stated in these Terms, none of the Content may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means without the prior written permission of the Company or its licensors. The Company authorizes you to view and download a single copy of the Content solely for your own lawful, personal, non-commercial use. Any specific rules for the use of other items provided on the Website are incorporated into these Terms by reference. The use of the Content on any other website or environment for any purpose is prohibited.

2.6 All rights not expressly granted in these Terms are reserved to the Company and its licensors. If you violate any of these Terms, your permission to use the Content automatically terminates and you must immediately destroy any copies you have made of any portion of the Content.

2.7 You may not, without the Company’s written permission, “mirror” any Content of the Website on any other server. You may not use the Website for any purpose that is unlawful or prohibited by these Terms. You may not use the Website in any manner that could damage, disable, overburden, or impair the Website or the Company, or interfere with any other party’s use and enjoyment of the Website. You may not attempt to gain unauthorized access to the Website through hacking, password mining or any other means. You are not allowed to make any changes to the Website, or to copy, disseminate, broadcast, present, duplicate, publish, and create derivative works, or to sell any item originating in the Content or the Website. The Company reserves the right, in its sole discretion, to terminate your access to the Website, at any time, for any reason or for no reason at all, without prior or other notice.

2.8 The Company reserves the right (but not the obligation) to remove any Content from the Website and discontinue any of the Services, at its sole discretion and without notice.

2.9 The Company shall not be held liable for the Content and nature of the information displayed and published on the Website, and you will have no claims and/or demands against the Company in this respect. Without derogating from the above, the Company does not undertake that the Content on the Website, and especially Content by third-parties, is complete, correct, accurate, or suited to your needs, purposes, or expectations.

2.10 Copyright complaints. We respect the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied and is accessible on the Website in a way that constitutes copyright infringement, you may notify us by providing our copyright agent the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed, including the URL of the location where the copyrighted work exists or a copy of the copyrighted work; identification of the URL or other specific location on the Website where the material that you claim is infringing is located; your address, telephone number, and email address; a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Please send such notice and all materials to our address below.

2.11 Links to other websites. The Website contains links to other websites on the Internet that are owned and operated by third-parties. We do not control the information, products or services available on these third-party websites. The inclusion of any link does not imply our endorsement of the applicable website or any association with the website’s operators. We have no control over such websites and third-parties, so you agree that we are not responsible or liable for the availability or the operation of such external websites, for any material located on or available from any such websites, for any dealings between you and third-parties on such websites, or for the protection of your data privacy by third-parties. You further agree that we shall not be responsible or liable, directly or indirectly, for any loss or damage caused by the use of or reliance on any such material available on or through any such site or any such dealings or promotions.

3. Software as a Service License to the Platform

3.1 License. Subject to these Terms, the Company hereby grants you a limited, non-exclusive, non-sublicensable, non-transferable and revocable license to remotely access Octym, the Company’s Platform, which is based on the Company’s proprietary software and provided as a cloud service, on a Software as a Service (SaaS) basis, including any and all improvements, corrections, updates, new releases and new versions and any related documentation. You may only use the Platform in accordance with its documentation, subject to the use limitations indicated in these Terms or any other agreement entered between you and the Company, and applicable laws. For the avoidance of doubt, any written other agreement between us comes in addition to, and without derogating from, any other use restrictions set forth in these Terms, unless stipulated explicitly in the other agreement.

3.2 Commercial terms and payment. Access to the Platform is conditioned on the Customer’s payment of the applicable service fees. Fees, payment terms, the scope of the Customer’s subscription or package, usage entitlements, and any other commercial arrangements are set out in the separate commercial agreement between the Customer and the Company, and are not governed by these Terms. If the fees are not paid on time, the Company may prevent access to the Platform by the Customer and all of its End-Users, deem the Customer Account terminated and move to delete or anonymize the data on the Account in accordance with its data retention practices, and/or take any other legal action as it sees fit.

3.3 Customers, authorized End-Users, and Accounts. The Platform may only be used by a Customer or by a Customer’s representatives, the End-Users, who are explicitly authorized by the Customer to use the Platform. Every Customer and End-User has a personal account on the Platform (the “Account”). The Customer is fully and solely responsible for appointing End-Users; setting their roles, tasks and Account permissions on the Platform, including the sharing permissions described in Section 8; and deactivating or deleting End-User Accounts on the Platform. The Customer and the End-Users will keep their Account login details secure at all times and comply with these Terms and the Company’s Privacy Policy. The Customer will be fully and solely responsible for any breach of these Terms or the Privacy Policy by any of its End-Users. Unauthorized access or use of the Accounts or the Platform must be immediately reported to the Company. The Company may audit the Customer’s and the End-Users’ use of the Platform in order to ensure compliance with these Terms, to provide customer support, and in case of a suspected security breach.

3.4 Usage limits and fair use. Use of the Platform is subject to technical and usage limits, which may include limits on the size, page count, and word count of a submitted Document, the number of Documents submitted in a given period, and the number of messages and conversations with the Agent associated with a submission. Those limits are determined by the Company from time to time and by the Customer’s applicable subscription or package, and they may change. The Company may apply, vary, or enforce such limits, and may throttle, suspend, or refuse processing where a limit is exceeded, without this constituting a breach of these Terms. You agree not to circumvent any such limit and not to use the Platform at a volume or frequency that may compromise its availability or performance for others.

3.5 Integrations. The Platform may be integrated with third-party systems selected by the Customer, including editorial and manuscript submission systems and single sign-on providers. Your use of any such system remains subject to your own agreement with its provider, and the Company is not responsible for it, for its availability, or for any data it transmits to or receives from the Platform. The Company does not undertake to maintain any particular integration.

3.6 Prohibited Uses. Except as specifically permitted herein, without the prior written consent of the Company, the Customer must not, and shall not allow any End-User or any third party to, directly or indirectly: (i) copy, modify, create derivative works of or distribute any part of the Platform (including by incorporation into its products); (ii) sell, license (or sub-license), lease, assign, transfer, pledge, or share Customer’s rights under these Terms with any third party; (iii) use any “open source” or “copyleft software” in a manner that would require the Company to disclose the source code of the Platform to any third party; (iv) disclose the results of any testing or benchmarking of the Platform to any third party; (v) disassemble, decompile, reverse engineer or attempt to discover the Platform’s source code, underlying algorithms, models, or prompts; (vi) use the Platform in a manner that violates or infringes any rights of any third party, including but not limited to, intellectual property rights, publicity rights, or privacy rights; (vii) remove or alter any trademarks or other proprietary notices related to the Platform, the Findings, or a Report; (viii) circumvent, disable or otherwise interfere with security-related features of the Platform or features that enforce use limitations; (ix) export, make available or use the Platform in any manner prohibited by applicable laws; (x) use the Platform, the Findings, or any output of the Platform to develop, train, fine-tune, evaluate, or improve any machine learning or artificial intelligence model or service, or to test the ability of any content to evade detection; and/or (xi) transmit any malicious code (e.g., software viruses, Trojan horses, worms, malware or other computer instructions, devices, or techniques that erase data or programming, infect, disrupt, damage, disable or shut down a computer system or any component of such computer system) or other unlawful material in connection with our Platform, whether directly, or by including links to materials that contain any of the foregoing in your Documents.

3.7 Prohibited Conduct. The Company aims to improve the quality and integrity of academic research and enables detection of suspected, though not conclusive, quality and integrity issues. The Platform should not be used for any harmful action. You shall not, directly or indirectly, use the Platform, the Findings, the Reports, or any information and insight you derive from the use of the Platform, to: (i) harm, damage, or slander the reputation and good name of any person, institution, or company; (ii) harm, damage, or slander the reputation and good name of the Company; (iii) submit any Document without the authorization and approval of its authors and/or other owners of intellectual property rights in it; (iv) submit any Document that is harmful, fraudulent, deceptive, threatening, harassing, defamatory, or obscene; that contains illegal, misleading or deceptive information, pornography, adult products or services, sexual content, encouragement to violence, hacking or cracking; or any other content or materials that are prohibited by the applicable law in your country; (v) disclose information to third-parties who are not authorized to receive or know such information according to these Terms, any agreement between you and our Customer, generally acceptable academic practices, and any applicable law; or (vi) represent, or permit any person to represent, that a Document has been verified, cleared, certified, or approved by the Company or by Octym. The Company reserves the right to conduct an audit of the Customer’s conduct and, without derogating from any other right or remedy, terminate any non-conforming Account with immediate effect.

4. Submitted Documents and Customer Content

4.1 Ownership. As between the Parties, the Customer retains all right, title and interest in and to the Documents and any other materials it or its End-Users submit to the Platform (together, “Customer Content”). Nothing in these Terms transfers ownership of Customer Content to the Company.

4.2 License to process. You grant the Company a limited, non-exclusive, worldwide, royalty-free license to host, store, copy, transmit, display, and process Customer Content, and to make it available to the third-party service providers described in Section 10, solely to the extent necessary to provide the Services to you, to support you, and to protect and secure the Platform. This license terminates when the Customer Content is deleted or anonymized in accordance with Section 12.

4.3 Your representations regarding Documents. You represent and warrant, in respect of each Document and at the time of each submission, that: (i) you have all ownership rights in the Document, or all needed authorizations and approvals from the owners of intellectual property rights in it, to process it on the Platform; (ii) you are authorized to submit the Document to the Platform and to have it processed as described in these Terms, including where the Document is the work of, or was provided by, another person; (iii) you have all rights, authorizations, consents, and legal bases required under any applicable law to submit and have processed any personal data contained in the Document, including personal data relating to authors, co-authors, contributors, editors, reviewers, research subjects, and any other individual whose personal data appears in it; and (iv) the Document complies with Section 5.4. These representations are made in addition to, and without derogating from, the representations in Section 13.1.

4.4 Prohibited content — identifiable health information. The Platform is not designed, intended, or validated for the processing of identifiable health information. You must not submit to the Platform any Document or other material containing individually identifiable health information, protected health information, patient records, patient-identifying images, or any other health or medical information relating to an identified or identifiable individual. You represent and warrant that any human-subject, clinical, or patient-derived information in a Document has been de-identified or anonymized as required under any applicable law before submission. The Company does not represent that the Platform is compliant with HIPAA or with any other law, regulation, or standard governing the processing of health information, and the Company does not enter into business associate agreements or equivalent arrangements in connection with the Platform unless expressly agreed in writing.

4.5 Consequences of prohibited content. Without derogating from any other right or remedy: (a) the Company may, at its sole discretion, at any time and without prior notice, refuse to process, restrict processing of, quarantine, or delete any Document or other material that it believes may contain information prohibited under Section 5.4, and may suspend or terminate the Account of any Customer or End-User that submits it; and (b) you acknowledge and agree that the Platform does not screen for, detect, identify, or flag information prohibited under Section 5.4, that the Company gives no warranty and assumes no responsibility in this respect, that the Company shall have no liability of any kind arising out of or in connection with the submission of such information to the Platform, and that the submission of such information is at your sole risk and responsibility.

4.6 Personal data in Documents. The Platform analyses information contained in a Document where it is relevant to a selected check, which may include information relating to identified or identifiable individuals, such as author names, affiliations, identifiers, authorship and contribution information, conflicts and disclosures, and funding and grant information. Such analysis is performed in connection with the Review of the submitted Document. The Company does not use it to build a persistent profile, risk score, or other record about any individual that outlasts the Review.

5. Findings, Assessments and Reports

5.1 Nature of the output. The Findings identify suspected, and not conclusive, quality and integrity issues in a Document. The overall assessment of a Document presented in the Human Review Environment is a general indication relating to the Review as a whole. It is not a grade, score, rating, certification, clearance, or determination as to the quality, validity, originality, or integrity of the Document, or as to the conduct or integrity of any person.

5.2 Human review is required. The Platform is a decision-support tool designed to be used together with human review. You shall review each Finding yourself and exercise your own careful, human judgment before acting on it. You shall not use the Findings, the overall assessment, a Report, or any other output of the Platform as the sole basis for any decision concerning any person, including any decision to reject, retract, correct, or refuse to publish a Document; to make or publish a finding of research misconduct or of any other wrongdoing; or to take any disciplinary, employment, funding, academic, or other adverse action. Any such decision is made by you, on your own responsibility, and is not made by the Company or by the Platform.

5.3 Reports. A Report is generated by an End-User following that End-User’s own review of the Findings and reflects the Findings that the End-User confirmed or rejected. A Report is therefore a product of the End-User’s human review and not an automated output of the Platform, and the Customer is solely responsible for its content, for its accuracy, and for any use, distribution, or disclosure of it.

5.4 No warranty as to checks or workflows. The checks performed in a given Review, and the sets of checks associated with each type of Review, are determined by the Company and change from time to time. The Company does not undertake that any particular check will be performed, will remain available, or will produce any particular result. Where a Review is presented as relating to the requirements of a publisher, funder, journal, institution, reporting standard, or other body, the Company does not represent or warrant that the Document complies or will be found to comply with those requirements, and the Company gives no undertaking as to the acceptance, publication, or funding of any Document.

5.5 Third-party sources. Certain checks involve accessing, querying, or comparing against third-party websites, databases, registries, and other external sources. The Company does not control such sources and does not warrant their accuracy, completeness, currency, or availability. You are solely responsible for verifying all references, citations, links, and other information in your Documents. The Company shall not be liable for any missed, misclassified, inaccessible, or incorrectly reported reference, link, or source. For the avoidance of doubt, no check performed by the Platform shall, or is intended to, detect any Trojan horses, viruses, or any kind of malware.

6. The Agent

6.1 Scope. The Human Review Environment includes a conversational interface (the “Agent”) that allows an End-User to ask follow-up questions concerning the submitted Document and its Review, and to request assistance in connection with them. The Agent is provided solely for the analysis and discussion of the submitted Document and its Review. It is not, and may not be used as, a general-purpose artificial intelligence assistant, and your use of it must remain connected to the submitted Document and its Review.

6.2 Responses. The Agent’s responses are grounded in the submitted Document and the Findings. The Agent also generates text at the End-User’s request, and such generated text is not itself a finding of the Platform. The Company does not warrant that any response of the Agent is accurate, complete, current, or suitable for any purpose, and Section 6.2 applies to the Agent’s output as it applies to the Findings. You are responsible for reviewing and verifying any output of the Agent before relying on it or using it.

6.3 No additional uploads. The Agent does not accept the upload of documents or other materials, and you shall not attempt to submit material to the Platform other than through the Document submission process.

6.4 Limits. Use of the Agent is subject to the limits described in Section 4.4, including limits on the number of messages and conversations associated with a submission.

7.1 Sharing controls. The Platform allows an End-User to share a Human Review page, its Findings, and a Report, subject to the controls configured by the Customer’s organization administrator. All sharing options are disabled by default. An organization administrator may enable one or more sharing methods, which may include a time-limited link, which may be password-protected where the organization’s configuration so requires; an expiring invitation sent to a specified email address, which may require verification by a one-time code; sharing with other End-Users of the same organization; and sharing with the organization’s administrators. The organization administrator determines which methods its End-Users may use, and the End-User then decides whether to share and with whom.

7.2 Customer responsibility. The Customer is solely responsible for its configuration of sharing permissions, for each act of sharing by its End-Users, for the identity and suitability of every recipient, and for the use, disclosure, and onward transmission of shared material by any recipient. Sharing is performed at the Customer’s sole risk. The Company is not a party to any relationship between you and a recipient, does not control what a recipient does with shared material, and shall have no liability arising out of or in connection with any sharing of material from the Platform, or with the access, use, disclosure, or retention of that material by any recipient.

7.3 Recipients. A recipient of shared material is not thereby granted an Account or any right to use the Platform. Material shared from the Platform is provided subject to the notices and disclaimers displayed with it, and you shall not remove, alter, or obscure them. You shall ensure that each recipient is informed of the nature of the material, including that the Findings are suspected and not conclusive and that they are not proof of misconduct.

8. Artificial Intelligence, Models and Third-Party Services

8.1 Models. The Platform operates using the Company’s own proprietary models and technology together with artificial intelligence models and services provided by selected third parties. The Company may add, remove, replace, or change the models, providers, and infrastructure it uses at any time and at its sole discretion, and nothing in these Terms binds the Company to any particular model, provider, or version.

8.2 No training on Customer Content. The Company does not use Customer Content to train, fine-tune, develop, or improve its models, and the Company contracts with the third-party providers it uses on terms that prohibit the use of Customer Content transmitted to them for training or improving their models. Customer Content is processed for the purposes described in Section 12 and in the Privacy Policy, and is not used for benchmarking, marketing, research, or product improvement.

8.3 Statistical and operational data. The Company may collect, use, and disclose aggregated and statistical information concerning the operation and usage of the Platform — such as volumes, processing times, and performance metrics — provided that such information contains no Customer Content and does not enable the identification of any Customer, End-User, Document, or individual. Such information is not personal data and is not Customer Content, and the Company may use it for any purpose, including the improvement of the Services and marketing.

8.4 Optional third-party services. The Platform may offer an End-User the option to use services provided by third parties as part of, or in addition to, a Review. The use of any such service is at the End-User’s sole discretion and election. Where an End-User elects to use such a service: (i) the use of that service is subject to the terms of use and privacy policy of the relevant third-party provider, as presented or linked at the point of selection, in addition to these Terms, and by electing to use the service the End-User agrees to them; (ii) the Document or parts of it, and other Customer Content, may be transmitted to and processed by that provider; and (iii) the service is external to the Platform and falls outside the Company’s control, and the Company therefore assumes no liability, express or implied, in respect of it. Use of any such service shall not derogate from the limitation of liability set forth in these Terms.

8.5 Other providers. The Company uses hosting, storage, infrastructure, support, and other service providers in the performance of the Services, as further described in the Privacy Policy. The use of such providers is not subject to End-User election under Section 10.4.

8.6 Good faith use of external sources. You agree to use the Platform in good faith and not to submit Documents or cause the Platform to access external sources at a frequency or volume that may compromise the availability or performance of third-party websites or services. The Company reserves the right to limit or suspend the use of any check or feature in such cases.

9. Privacy and Data Protection on the Website, the Platform, and Services

9.1 Your use of the Website, Platform and Services is governed by our Privacy Policy, available at [•] (“Privacy Policy”). By accepting these Terms, you acknowledge that you have read the Privacy Policy and agreed to its terms. This is a precondition to the rights granted pursuant to these Terms. If you do not agree to the terms of the Privacy Policy, do not use the Website or other Services.

9.2 Children. Octym is a technology platform for the review of scientific and research content and is not intended for children. We do not knowingly collect or process information about children. The Company reserves the right to delete or prevent further processing of any Document or End-User information containing personal data of children at its sole discretion to comply with any law or to protect children’s rights or its legal interests, and the Customer and End-Users agree to any such action by the Company.

9.3 Other processors. The Company uses additional processors around the world for various processing activities needed for the performance of the Platform, our Website, our other Services, our operations, and our business, and shares information with such processors on a need basis. Without derogating from the generality of the above, such processors include hosting and backup providers, artificial intelligence and model providers, analytics providers, website technology, advertising technology, telecommunication services, security technology, and more. The Company shares information with each processor based on the business need in using the processor, to protect personal data while still effectively benefiting from the services of such processor. The Company takes appropriate safeguards in the selection of its processing vendors around the world to require that data is well protected. It may be the case that a country where your data is processed has different, or less protective, data protection and privacy regulation than in your country, and you agree to such data transfers and processing by the other processors selected by the Company.

Privacy and Data Protection on the Platform

9.4 If you are a Customer or End-User and do not agree to the terms of the Privacy Policy or the privacy and data protection terms in this section of these Terms, do not use the Platform or other Services.

9.5 The Company provides the Platform empty of any personal data. The party submitting a Document to the Platform, whether a Customer organization or an individual End-User, determines the purposes for which the Platform is used and the means of processing data on the Platform, and is therefore the Data Controller with respect to any privacy law or regulation (such as, and without derogating from the generality of the above, the EU’s General Data Protection Regulation, or “GDPR”, any local or federal privacy law or regulation, and any law, regulation, or guideline applicable to the use of scientific articles and research materials). The Company is a Data Processor with respect to such data. This allocation applies irrespective of whether the submitting party is an institution, a publisher, or an individual researcher.

9.6 IT IS THEREFORE THE CUSTOMER’S RESPONSIBILITY AND DUTY TO INFORM ANY REPRESENTATIVE, AFFILIATE, EMPLOYEE, CONTRACTOR, AUTHOR, CO-AUTHOR, EDITOR, REVIEWER, OR ANOTHER INDIVIDUAL WHOSE PERSONAL DATA IS PROCESSED ON THE PLATFORM (“Person”) OF THE NATURE OF THE PLATFORM AND THE DATA PROCESSED ON IT, AND OF HIS OR HER RIGHTS AND OBLIGATIONS ACCORDING TO ANY APPLICABLE LAW AND REGULATION, such as the identity and contact details of the Customer as the Data Controller; the purposes of the processing of personal data on the Platform; the legal basis or bases for such processing; the legitimate interests pursued by the Customer or the Customer’s organization; the recipients of personal data within and outside the Customer’s organization; the potential transfer of personal data to third countries by the Customer or the Company (as described in the Privacy Policy); the period for which the data will be stored; the existence of any privacy rights and their exercise by demand from, and/or in collaboration with, the Customer as the Data Controller; whether the provision of personal data is a statutory or contractual requirement, or a requirement necessary to enter into a contract, as well as whether the Person is obliged to provide the personal data and of the possible consequences of failure to provide such data; and/or the Person’s rights according to any applicable privacy law, employment law, or other law, with respect to the use of the Platform and the personal data it may process.

9.7 WHEREVER AN EXPLICIT CONSENT OF A PERSON IS REQUIRED FOR THE CUSTOMER’S USE OF THE PLATFORM ACCORDING TO ANY APPLICABLE LAW, IT IS THE CUSTOMER’S RESPONSIBILITY TO ATTAIN SUCH CONSENT FROM THE PERSON, IN THE FORM AND TO THE EXTENT REQUIRED, PRIOR TO SUBMITTING THE RELEVANT DOCUMENT. In the event that any Person withdraws consent to the processing of their personal data, and the Person’s consent is required to process it, then the Customer shall immediately cease the relevant processing on the Platform, and inform the Company without delay if its assistance is needed in restricting the processing of the Person’s personal data.

9.8 THE CUSTOMER SHALL ALSO TAKE CARE OF THE EXERCISE AND EXECUTION OF ANY PERSON’S RIGHT OR REQUEST WITH RESPECT TO HIS OR HER PRIVACY AND PERSONAL DATA, including but not limited to: the Right of Access to his/her personal data processed on the Platform; the Right to Rectification of inaccurate or incomplete personal data; the Right to Erasure of his/her personal data (“Right to be Forgotten”); the Right to Restriction of Processing for a certain period or under certain conditions; the Right to Data Portability of personal data to another Data Controller in a structured format; the Right to Object to the processing of his/her personal data, and specifically, for direct marketing purposes; and the Right Not To Be Subject to a Decision Based Solely on Automated Decision-Making. As a Customer, you commit to the Company and to any Person whose personal data is processed on the Platform that you will not make any decision, especially with legal effect on a Person, based solely on automated decision-making with respect to data processed on the Platform, and that you will use careful, human judgment in making any such decision, in accordance with Section 6.2. The Person also has the Right to File a Complaint with the applicable data protection authority.

9.9 The Company will enable the Customer to respond to personal data requests to exercise rights under the applicable law. To the extent that the Customer as the Data Controller does not have the ability to address a request, then upon the Customer’s request the Company shall provide reasonable assistance to the Customer to facilitate such request to the extent possible and required by applicable law. The Customer shall reimburse the Company for the costs arising from providing this assistance.

9.10 The Company and the Platform allow the Customer to manage and control the data on its Account and fulfil the rights of Persons in relation to it. If you are an End-User working for a Customer and have any request, please contact first the Customer who referred you to the Platform. If you are a Customer and have any issue with respect to your privacy or personal data, or your capabilities as a Data Controller for any Person, please contact us (details below).

10. Data Retention and Data Processing

10.1 Service Period. The duration of processing by the Company on the Platform will be the duration of the period for which the Customer has contracted with the Company and has paid to the Company all due fees (the “Service Period”).

10.2 Retention of Documents. Octym is not intended to serve as a long-term storage system for Documents. Unless otherwise agreed in writing between the Parties, the Company will retain a submitted Document and the results of its Review for a period of three (3) months from the date of its submission, after which the Company may delete this data from the Customer Account or End-User Account automatically and, at its own discretion, choose whether to anonymize it and maintain any anonymized data on the Platform for the Company’s use. A Customer or End-User may delete a submitted Document and its results at any time. Within the retention period, Customers, as Data Controllers, can back up data from the Platform on their systems, delete data from their Account, or delete their entire Account altogether- each at the Customer or End-User’s discretion.

10.3 Termination. Following the termination of the Service Period, and unless instructed otherwise in advance by the Customer, all personal data stored on the Customer’s Account will be deleted or anonymized in a way that does not enable the identification of a natural person, unless there is a legal reason or legitimate interest of the Company to retain any data. If the Company is unable to delete personal data for technical or other reasons, the Company will apply measures to ensure that identifiable personal data is not further processed. The Customer will be solely responsible for the consequences of such deletion or anonymization. Any additional cost arising in connection with the deletion or transfer of personal data to the Customer related to the termination of the agreement shall be borne by the Customer.

10.4 The Company may keep the personal data of the Customer and its representatives also following the Service Period, for any legitimate business or legal purpose, including all purposes stated in our Privacy Policy.

10.5 Data Processing. The Parties acknowledge and agree that the Customer is the Data Controller of personal data of any Person and the Company is the processor of that data. The purposes of the processing of data are determined solely by the Customer as the Data Controller. The Company will process data received on the Platform’s interfaces, which the Customer has provided, whether directly or through another End-User on its behalf. Such data might include personal information or personally identifiable information, as indicated in the Privacy Policy. The Company shall collect, process and use personal data only within the scope of the Customer’s instructions as the Data Controller.

10.6 The Customer shall be solely responsible for complying with the statutory requirements relating to data protection and privacy, in particular regarding the disclosure and transfer of personal data to the Company as a processor and the processing of personal data. This Section is the Customer’s complete and final instruction to the Company in relation to personal data. Additional instructions would require prior written agreement between the Parties. The Customer shall inform the Company as a processor without delay about any errors or irregularities related to the processing of personal data.

10.7 The Customer takes appropriate technical and organizational measures to adequately protect personal data on its systems and at the hands of its End-Users, employees and contractors against accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to personal data. The Company takes appropriate technical and organizational measures to adequately protect personal data on the Platform against accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to personal data.

10.8 Either Party will notify the other Party without undue delay after it becomes aware of any personal data breach on the Platform. At the Customer’s request, the Company will provide the Customer as the Data Controller with reasonable assistance necessary to enable the Controller to notify relevant personal data breaches to competent authorities, if the Customer is required to do so under the applicable law.

11. Warranties and Limitation of Liability

11.1 Customer and End-User Warranties. You represent that you have the power and authorization to contract with the Company on behalf of yourself and your organization according to these Terms. Each Party represents and warrants that it is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization; and that the execution and performance of these Terms will not conflict with other agreements to which it is bound or violate applicable law.

11.2 DISCLAIMER OF COMPANY WARRANTIES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE PROVIDE THE WEBSITE, PLATFORM, AND SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DO NOT REPRESENT OR WARRANT THAT THE WEBSITE, PLATFORM, SERVICES, THEIR USE, OR ANY INFORMATION, FINDING, ASSESSMENT, AGENT RESPONSE, OR REPORT PRODUCED BY OR THROUGH THEM: (I) WILL BE UNINTERRUPTED OR SECURE; (II) WILL BE FREE OF DEFECTS, INACCURACIES OR ERRORS; (III) WILL DETECT ALL QUALITY AND INTEGRITY ISSUES IN A DOCUMENT; (IV) WILL NOT ERR IN MARKING VALID IMAGES, TEXT, DATA, REFERENCES, OR OTHER MATERIAL AS SUSPECTED ISSUES; (V) WILL CORRECTLY IDENTIFY CONTENT AS GENERATED BY ARTIFICIAL INTELLIGENCE OR AS AUTHENTIC; (VI) WILL MEET YOUR REQUIREMENTS, OR THE REQUIREMENTS OF ANY PUBLISHER, FUNDER, JOURNAL, INSTITUTION, OR OTHER BODY; OR (VII) WILL OPERATE IN THE CONFIGURATION OR WITH OTHER HARDWARE OR SOFTWARE YOU USE. WE MAKE NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THESE TERMS, AND HEREBY DISCLAIM ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT, TITLE, AND NON-INTERFERENCE.

11.3 Intellectual Property Rights. The Website, Platform and other Services are the Company’s property. All right, title, and interest, including any intellectual property rights evidenced by or embodied in, attached, connected, and/or related to the Services, and any and all improvements and derivative works thereof are and shall remain owned solely by the Company or its licensors. These Terms do not convey to the Customer or to End-Users any interest in or to the Services other than a limited right to use the Services in accordance with these Terms. Nothing herein constitutes a waiver of the Company’s intellectual property rights under any law. If the Company receives any feedback (e.g., questions, comments, suggestions or the like) regarding the Services (collectively, “Feedback”), all rights, including intellectual property rights in such Feedback shall belong exclusively to the Company and the Customer hereby irrevocably and unconditionally transfers and assigns to the Company all intellectual property rights it has in such Feedback and waives any and all rights that the Customer may have in respect thereto. It is further understood that the use of Feedback, if any, may be made by the Company at its sole discretion, and that the Company shall in no way be obliged to make use of any kind of Feedback or part thereof.

11.4 Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE PLATFORM. UNDER NO CIRCUMSTANCES WILL THE COMPANY BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE PLATFORM OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, OMISSIONS, MISTAKES, OR INACCURACIES IN OR ARISING FROM THE PLATFORM OR IN ANY FINDING, ASSESSMENT, AGENT RESPONSE, REPORT, OR OTHER RESULT OBTAINED FROM USE OF THE PLATFORM; (II) ANY DECISION TAKEN, OR ACTION OR OMISSION MADE, BY YOU OR BY ANY THIRD PARTY IN RELIANCE ON ANY SUCH RESULT, INCLUDING ANY DECISION CONCERNING THE PUBLICATION, REJECTION, CORRECTION, OR RETRACTION OF A DOCUMENT, ANY FINDING OR ALLEGATION OF MISCONDUCT, AND ANY DISCIPLINARY, EMPLOYMENT, FUNDING, OR ACADEMIC ACTION; (III) ANY CLAIM BY ANY PERSON WHOSE PERSONAL DATA APPEARS IN A DOCUMENT, INCLUDING ANY CLAIM IN DEFAMATION OR IN PRIVACY; (IV) THE SUBMISSION OF ANY DOCUMENT IN BREACH OF SECTION 5.3 OR SECTION 5.4; (V) ANY SHARING OF MATERIAL FROM THE PLATFORM UNDER SECTION 8, OR THE USE OF SUCH MATERIAL BY ANY RECIPIENT; (VI) PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE PLATFORM; (VII) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL DATA STORED THEREIN; (VIII) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE PLATFORM; (IX) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR PLATFORM BY ANY THIRD PARTY; (X) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE WEBSITE OR THE PLATFORM; (XI) DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY CUSTOMER, END-USER, PERSON, OR THIRD PARTY; AND/OR (XII) ANY ACTION OR INACTION OF THIRD PARTIES, INCLUDING ANY THIRD-PARTY SERVICE ELECTED UNDER SECTION 10.4. IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU OR ANY PERSON FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO THE COMPANY HEREUNDER IN THE THREE (3) MONTHS PRECEDING THE DATE OF BRINGING A CLAIM, OR $1,000, WHICHEVER IS GREATER. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

11.5 Indemnification. You agree to defend, indemnify and hold harmless the Company, its affiliates, and its and their respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney’s fees) arising from: (i) your use of, or inability to use, the Platform; (ii) your violation of these Terms, including Sections 5.3, 5.4, 6.2 and 8; (iii) your violation of any third party right, including without limitation any intellectual property right, copyright, property right, or privacy rights; and (iv) any claim brought by any Person whose personal data was submitted to or processed on the Platform by you or on your behalf. Without derogating from or excusing your obligations under these Terms, we reserve the right (at your expense), but are not under any obligation, to assume the exclusive defense and control of any matter which is subject to an indemnification by you if you choose not to defend or settle it. You agree not to settle any matter subject to an indemnification by you without first obtaining our express approval.

12. Miscellaneous

12.1 These Terms are effective during the Service Period, unless terminated by us or you. We reserve the right, at any time, to: (i) discontinue or modify any aspect of the Platform, including any Review, check, or feature; and/or (ii) terminate these Terms and your use of the Platform with or without cause, and shall not be liable to you or any third-party for any of the foregoing. If you object to any condition of these Terms or any subsequent modifications thereto, or become dissatisfied with the Platform in any way, your only recourse is to immediately discontinue use of the Platform. Upon termination of these Terms, you shall cease all use of the Platform. This clause and the entire sections regarding Use of the Website, Submitted Documents and Customer Content, Findings, Assessments and Reports, Sharing of Review Results, Prohibited Uses, Prohibited Conduct, Privacy and Data Protection, Data Retention and Data Processing, Warranties and Limitation of Liability, and Miscellaneous shall survive termination of these Terms.

12.2 These Terms, including any documents referred to herein, represent the complete agreement concerning the subject matter hereof and may be amended only by a written agreement executed by both Parties. The failure of either Party to enforce any rights granted hereunder or to take action against the other Party in the event of any breach hereunder shall not be deemed a waiver by that Party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.

12.3 If any provision of these Terms is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable.

12.4 This agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by the Customer but may be assigned by the Company without restriction or notification.

12.5 This agreement shall be governed by and construed under the laws of the State of Israel, without reference to principles and laws relating to the conflict of laws. Any dispute arising between you and the Company shall be settled by negotiation, with the Parties endeavoring to reach an amicable solution. If no amicable solution can be reached, you agree to submit any claim to the exclusive jurisdiction of the courts located in Tel Aviv, Israel, and waive any jurisdictional, venue, or inconvenient forum objections to such courts.

12.6 This agreement does not, and shall not be construed to, create any relationship, partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between the Parties.

12.7 The Company will not be liable for any delay or failure to provide the Website, the Platform, or the Services resulting from circumstances or causes beyond the reasonable control of the Company.

12.8 This agreement may be executed in electronic counterparts, each of which counterpart, when so executed and delivered, shall be deemed to be an original and all of which counterparts, taken together, shall constitute but one and the same agreement.

12.9 The Company is entitled to update these Terms from time to time, at its sole discretion and without any need to provide prior notification, and the new Terms will be binding from the moment that they are published on the Website. In case of material changes to these Terms, we will notify our Customers by email or another communication channel.

13. Contact Details

If you have any question or request with respect to these Terms, or wish to report any intellectual property infringement or privacy violation, you can contact us at:

Proofiger Ltd.
15 Carmel St., Rehovot, Israel
Email: [email protected]