Website Terms of Use

including Terms and Conditions for the Simple Randomisation Service

These Terms and Conditions govern your use of this website ("this Website") and your relationship with Sealed Envelope Limited ("we", "us" or "Sealed Envelope"). Please read them carefully as they affect your rights and liabilities under the law. If you do not agree to these Terms and Conditions, please do not register for or use this Website.

The Terms in the first section apply to your use of this Website and relationship with Sealed Envelope generally. The Terms in the second section shall apply in addition to the general terms if you decide to use our Simple Randomisation Service. If you do use our Simple Randomisation Service, to the extent any terms in the second section are contrary to or expand upon any rights, obligations or limitations of liability in the first section, those terms in the second section shall apply.

Please also see our Privacy and Data Protection Policy for information about how we collect and use your personal data.

Section 1 - General

1. Use of this Website

1.1 This Website is provided to you for your personal use subject to these Terms and Conditions. By using this Website you agree to be bound by these Terms and Conditions.

1.2 You are responsible for ensuring that all persons who access our site through your internet connection are aware of these Terms and Conditions, and that they comply with them.

2. Registering with the Website

2.1 You may be required to register to enable you to access certain sections of the Website or our services, for example, if you wish to use our simple randomisation service (see below).

2.2 When you register to use the Website we may ask for some of your personal information. Any personal information you provide us with will be handled in accordance with our Privacy and Data Protection Policy which can be seen here.

2.3 If you register to use the Website you will be asked to create a password. In order to prevent fraud, you must keep this password confidential and must not disclose it or share it with anyone. If you know or suspect that someone else knows your password you should notify us by contacting support@sealedenvelope.com immediately.

2.4 If we have reason to believe that there is likely to be a breach of security or misuse of the Website through your account or the use of your password, we may require you to change your password or we may suspend your account or the provision of further online randomisation services.

3. Amendments

3.1 We may update these Terms and Conditions from time to time for legal or regulatory reasons or to allow the proper operation of this Website. Any changes will be notified to you via the e-mail address provided by you on registration (if applicable) or via a suitable announcement on this Website.

3.2 The changes will apply to the use of this Website after we have given notice. If you do not wish to accept the new Terms and Conditions you should not continue to use this Website and its associated services, including the simple randomisation service. If you continue to use this Website after the date on which the change comes into effect, your use of this Website indicates your agreement to be bound by the new Terms and Conditions.

4. Intellectual property

4.1 The content of this Website is protected by copyright, trade marks, database right and other intellectual property rights. You may retrieve and display the content of this Website on a computer screen, store such content in electronic form on disk (but not any server or other storage device connected to a network) or print one copy of such content for your own personal, non-commercial use, provided you keep intact all and any copyright and proprietary notices. You may not otherwise reproduce, modify, copy or distribute or use for commercial purposes any of the materials or content on this Website without our written permission.

4.2 Some of the services we provide on this Website may provide content that is protected by copyright, trade marks, database rights and other intellectual property rights owned by third parties. Such intellectual property rights are licensed to us and if you reproduce, modify, copy or distribute any of this content you may be infringing these third party intellectual property rights.

4.3 We do not warrant as to the accuracy of any content that is supplied by a third party and which we can provide to you under licence.

5. Availability of this Website

5.1 Although we aim to offer you the best service possible, we make no promise that the services at this Website will meet your requirements. We cannot guarantee that the services will be fault-free. If a fault occurs with this Website you should report it to support@sealedenvelope.com and we will attempt to correct the fault as soon as we reasonably can.

5.2 Your access to this Website may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services. We will attempt to restore the service as soon as we reasonably can. Access to the Website may be restricted whether or not you have registered with us.

6. Our liability

6.1 This Website may provide content from other Internet sites or resources and while we try to ensure that material included on this Website is correct, reputable and of high quality, we do not make any warranties or guarantees in relation to that content. If we are informed of any inaccuracies in the material on the Website we will attempt to correct the inaccuracies as soon as we reasonably can.

6.2 If we are in breach of these Terms & Conditions, we will only be responsible for any losses that you suffer as a result to the extent that they are a foreseeable consequence to both of us at the time you use this Website. Our liability shall not in any event include business losses such as lost data, lost profits or business interruption.

6.3 Commentary and other materials posted on this Website are not intended to amount to advice on which reliance should be placed. We shall not be liable for any losses that may be incurred by you or any visitor to this Website or by anyone who may be informed of any of its contents as a result of any reliance placed on such materials.

6.4 This clause 6 shall not limit or affect our liability resulting from any services or products sold through this Website being found to be unsafe or if something we do negligently causes death or personal injury.

7. Viruses, hacking and other offences

7.1 You must not misuse our Website by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to our Website, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our Website via a denial-of-service attack or a distributed denial-of service attack.

7.2 By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Website will cease immediately.

7.3 We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our Website or to your downloading of any material posted on it, or on any website linked to it.

8. Third Party Websites

As a convenience to you, this Website includes links to other web sites or material which are beyond its control. We are not responsible for content on any site outside this Website.

9. Advertising and Sponsorship

Part of this Website may contain advertising and sponsorship. Advertisers and sponsors are responsible for ensuring that material submitted for inclusion on this Website complies with relevant laws and codes. We will not be responsible to you for any error or inaccuracy in advertising and sponsorship material.

10. Applicable Law

These Terms and Conditions will be subject to the laws of England and Wales. We will try to solve any disagreements quickly and efficiently. If you are not happy with the way we deal with any disagreement and you want to take court proceedings, you must do so within the United Kingdom.

11. International Use

11.1 We make no promise that materials on this Website are appropriate or available for use in locations outside the United Kingdom, and accessing this Website from territories where its contents are illegal or unlawful is prohibited. If you choose to access this site from locations outside the United Kingdom, you do so at your own initiative and are responsible for compliance with local laws.

11.2 You shall comply with all foreign and local laws and regulations which apply to your use of our Website or our simple randomisation service in whatever country you are physically located, including without limitation, consumer law, export control laws and regulations.

12. Miscellaneous

12.1 If you feel that any materials appearing on our Website are offensive, objectionable or potentially defamatory please contact us by way of our contact page providing full details of the nature of your complaint and the materials to which the complaint relates.

12.2 You may not transfer any of your rights under these Terms and Conditions to any other person. We may transfer our rights under these Terms and Conditions to another business where we reasonably believe your rights will not be affected.

12.3 If you breach these Terms and Conditions and we choose to ignore this, we will still be entitled to use its rights and remedies at a later date or in any other situation where you breach the Terms and Conditions.

12.4 We shall not be responsible for any breach of these Terms and Conditions caused by circumstances beyond our reasonable control.

This Website is owned and operated by Sealed Envelope Limited. If you have any queries please contact us at contact@sealedenvelope.com.

Section 2 - Simple Randomisation Service

The general terms of use for this Website as set out above shall apply to your use of our simple randomisation service ("SR Service") but to the extent any terms in this second section are contrary to or expand upon any rights, obligations or limitations of liability in the first section, the terms in this second section shall apply.

1. Accessing the SR Service

1.1 If you wish to use our SR Service you will be asked to create a password. In order to prevent fraud, you must keep this password confidential and must not disclose it or share it with anyone. If you know or suspect that someone else knows your password you should notify us by contacting support@sealedenvelope.com immediately.

1.2 If we have reason to believe that there is likely to be a breach of security or misuse of the Website through your account or the use of your password, we may require you to change your password or we may suspend your account or the provision of further online randomisation services.

1.3 Access and use by you of our SR Service constitutes your acceptance of these terms and conditions. They take effect from the date on which you first use the SR Service.

2. Free SR Service

2.1 The SR Service is provided as a free service subject to these Terms and Conditions. If you wish to access all the options and functions that the SR Service can offer you may have to pay (see clause 3 below).

2.2 The SR Service will be free in respect of the first 50 randomisations only and will be provided free of charge only if no advanced features or functions are accessed. We shall not continue to provide the SR Service beyond the first 50 randomisations before you have paid the necessary charges for the enhanced service. A "randomisation" refers to one randomisation event in respect of one individual participant in a trial, study or event (referred to as a "trial" in these terms). For the avoidance of doubt if a randomisation is repeated for a given participant then each randomisation will be counted as a new randomisation.

2.3 You may only use the SR Service as a free service for randomisations 1 to 50 if the randomisations are in relation to a trial that is funded by non-commercial organisations such as charities, non-profit making organisations, universities and educational institutions, government and public bodies. Trials that are part-funded by commercial organisations (such as pharmaceutical or medical device companies) may use the SR Service as a free service provided the commercial sponsorship is less than 50% of the total funding. We reserve the right to make enquiries about the funding of your trial and may cease providing the SR Service or charge you for your use of the SR Service if the funding is contrary to this clause 2.3 or you refuse to answer our enquiries.

2.4 You may use our free SR Service on more than one occasion in respect of different trials but we reserve the right to refuse to continue providing the SR Service if we believe your use amounts to unfair use that is to our detriment and the detriment of our other users and customers.

3. Payment

3.1 If you wish to use more than 50 randomisations in respect of your trial you may purchase additional randomisations. Similarly, if you wish to use enhanced options in respect of any randomisations (including randomisations 1 to 50) you may pay for this enhanced service. The prices for these additional randomisations or enhanced options will be set out on our Website and if you wish to purchase additional randomisations or use enhanced options you should contact us and we will send you an invoice.

3.2 We will not provide the additional randomisations or enhanced options for use in your trial until we have received the necessary payment.

3.3 Any additional randomisations or enhanced options that you purchase for a trial are non-refundable and may not be assigned to another user or another trial.

3.4 All payments will be made by the Customer without set-off, counterclaim or deduction.

4. Provision of the SR Service

4.1 We shall provide the SR Service in accordance with these Terms and Conditions.

4.2 We do not offer technical support in respect of the SR Service. If you wish to take advantage of any more comprehensive service that we may provide we suggest that you contact us to see how we can meet your requirements.

4.3 We may suspend the SR Service at any time and for any reason whatsoever, including but not limited to repairs, planned maintenance or upgrades, and shall not be liable to you for any such suspension. We reserve the right to make any changes to the Service or to discontinue any aspect or feature of the service without notice.

5. Your use of the SR Service

5.1 You agree to use this SR Service for lawful purposes only, and in a manner that does not infringe the rights of, or restrict or inhibit the use and enjoyment of this service by any third party including Sealed Envelope’s other users and customers. Such restrictions or inhibitions includes, without limitation, conduct which is unlawful, or which may harass or cause distress or inconvenience to any person, and the transmission of obscene or offensive content or disruption to the normal operation of the SR Service.

5.2 In the event that we, at our sole discretion, consider that you are making any illegal and/or unauthorised use of the SR Service, and/or your use of the SR Service is in breach of these terms and conditions, we reserve the right to take any action that we deem necessary, including terminating without notice your use of the SR Service, removing trials from the SR Service, and, in the case of illegal use, instigating legal proceedings.

5.3 You agree that you will be responsible for any trial in relation to which the SR Service is provided and will be responsible for ensuring that the SR Service meets any applicable legislation, regulations and guidelines. In addition you agree that you will carry out the trial in accordance with such legislation, regulations and guidelines (such as GCP). We shall not be liable to you or any other third party should the SR Service be carried out in breach of any such legislation or regulations.

5.4 In using the SR Service you agree that you have and will continue to comply with the Data Protection Act 1998 and any other applicable data protection legislation. To the extent that you provide any personal data to us as part of the SR Service (including any sensitive personal data) then you agree to ensure that you have obtained all relevant consents, including the express consent of any individual whose sensitive personal data is being passed to us.

5.5 We may enquire as to the purpose for your use of the SR Service but have no responsibility for such purpose or the trial in relation to which the SR Service is being used. We give no warranty as to the appropriateness or fitness for purpose of the SR Service for your particular trial.

6. Limitation of remedies and liability

6.1 You will be liable to us for any direct loss or damage we may suffer or incur in respect of any breach by you of these Terms and Conditions howsoever caused.

6.2 Nothing in these Terms and Conditions shall operate to exclude or limit Sealed Envelope’s liability for:

6.2.1 any breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982; or

6.2.2 any other liability which cannot be excluded or limited under applicable law.

6.3 Subject to clauses 6.2 and 6.8, Sealed Envelope will not be liable to you for any loss of profit, indirect or consequential loss or damage of any kind including, without limit, loss of anticipated savings, data loss, lost opportunity, lost bargain, lost reputation or otherwise whether such loss or damage arises from breach of contract, Sealed Envelope’s negligence, the negligence of Sealed Envelope’s employees, agents, sub-contractors or otherwise, any tort other than negligence, breach of statutory duty or otherwise.

6.4 Without prejudice to clause 6.3 above and subject to clause 6.2 and 6.8, Sealed Envelope shall not be liable for any loss or damage that you may suffer as a result of your use of the results of the SR Services, in particular Sealed Envelope will not be liable for any losses you suffer which relate to carrying out or engaging in any trial in relation to which the SR Service has been provided including any loss or damage arising from the results of such trials, the failure to carry out such trial properly or in accordance with the appropriate guidelines or regulations or any associated claims that may be brought by a third party.

6.5 Subject to clauses 6.2 and 6.8, Sealed Envelope’s liability to you arising out of or in connection with any breach of these Terms or Conditions or any act or omission of Sealed Envelope in connection with the performance of the SR Service shall in no event exceed the higher of:

6.5.1 The amount of fees payable by you to Sealed Envelope under these Terms in respect of the SR Service; and

6.5.2 £1,000.

6.6 No claim may be brought against Sealed Envelope in relation to the SR Service more than 6 months following the last date on which the SR Service to which such claim relates was provided to you.

6.7 You accept that the limitations of Sealed Envelope’s liability set out in this clause 6 are reasonable in all the circumstances and especially given that much of the SR Service is provided free of charge.

6.8 Nothing in these terms will limit or exclude our liability to you for death or personal injury, fraud or fraudulent misrepresentation arising as a result of our negligence or the negligence of our employees, agents or sub-contractors.

7. Further terms

7.1 You may print and keep a copy of these Terms and Conditions, which form the entire agreement between you and us in relation to the SR Service and supersede any other communications or advertising with respect to the SR Service.

7.2 If any provision of these terms and conditions is declared void, illegal, or unenforceable, the remainder of these Terms and Conditions will be valid and enforceable to the extent permitted by applicable law. In such event, the parties agree to use their best efforts to replace the invalid or unenforceable provision by a provision that, to the extent permitted by the applicable law, achieves the purposes intended under the invalid or unenforceable provision.

7.3 Failure by us to enforce at any time or for any period any one or more of the terms or conditions of this Agreement shall not be a waiver by us of them or the right at any time subsequently to enforce all terms and conditions of this Agreement.

7.4 Nothing in these Terms and Conditions shall give, directly or indirectly, any third party any enforceable benefit or any right of action against Sealed Envelope, whether by virtue of the Contract (Rights of Third Parties) Act 1999 or otherwise, and such third parties shall not be entitled to enforce these Terms and Conditions against Sealed Envelope.

Last updated Oct 2012