Terms of Use

Effective date: 27 August 2026 · Last updated: 27 August 2026

1. Agreement to these Terms

These Terms of Use ("Terms") are a binding agreement between you and Zlick Labs Inc., a Delaware corporation with its principal place of business at 2248 Broadway #2129, New York, NY 10024, United States ("Zlick", "we", "us").

They govern your use of the website at zlick.co, the Zlick application at app.zlick.co, and any related documentation, reports, and support (together, the "Service"). By using the website, or by creating an account, accessing the application, or clicking to accept these Terms, you agree to them. If you do not agree, do not use the Service.

If you are using the Service on behalf of an organisation, you represent that you have authority to bind that organisation, and "you" means that organisation. The Service is for business use by organisations and their personnel; it is not intended for consumers or for anyone under 18.

2. Relationship to other agreements

Where you and Zlick have signed a separate written agreement covering the Service — a master services agreement, subscription agreement, order form, or pilot agreement — that agreement controls, and these Terms apply only to the extent they do not conflict with it. In the absence of such an agreement, these Terms are the entire agreement between us in respect of the Service.

Our Privacy Policy explains how we handle personal data and forms part of these Terms.

3. Accounts

You must provide accurate registration information and keep it current. You are responsible for the security of your account credentials, for all activity under your account, and for ensuring that everyone you authorise to use the Service complies with these Terms. Do not share credentials between individuals. Tell us promptly at support@zlick.co if you suspect unauthorised access.

We may refuse, suspend, or reclaim any account at our discretion where we reasonably believe these Terms have been breached.

4. Right to use the Service

Subject to these Terms, Zlick grants you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service for your own internal business purposes for as long as your access remains active.

Any usage limits that apply to you — the number of trials, users, or simulations — are those set out in your order form or otherwise communicated to you in writing.

5. Evaluation and pilot access

We may give you access to the Service free of charge or on a trial, pilot, evaluation, or beta basis. Access of that kind is provided "as is" and "as available", with no service-level commitment and no warranty of any kind, and we may modify, suspend, or withdraw it at any time, with or without notice. Sections 13 through 17 apply in full to evaluation and pilot access.

6. Acceptable use

You will not, and will not permit anyone else to:

• upload data that identifies individual patients, including protected health information as defined by HIPAA, or other special-category data (see Section 8)
• scrape, crawl, bulk-extract, or systematically download the Service or its data, or access it by automated means other than any API we provide
• resell, sublicense, rent, or provide the Service to third parties, or use it on behalf of anyone other than your own organisation, unless we have agreed in writing
• interfere with the integrity, security, or performance of the Service, or attempt to gain unauthorised access to it or to other customers' data
• use the Service unlawfully, or in breach of applicable clinical, privacy, export, or sanctions rules
• remove or obscure any proprietary notice, or misrepresent the source of any Output.

Section 7 sets out further, and stricter, restrictions on reverse engineering and copying. Breach of either section may result in immediate suspension or termination.

7. Reverse engineering and protection of the Service

This section is strict and is a condition of your access to the Service.

You will not, and will not permit or assist any other person to, do any of the following, in whole or in part, directly or indirectly, by any means and for any purpose:

• reverse engineer, decompile, disassemble, decrypt, emulate, or otherwise attempt to discover, derive, extract, or reconstruct the source code, object code, algorithms, models, model weights or parameters, prompts or system instructions, rules, rulebooks, taxonomies, registries, benchmarks, weightings, multipliers, lifts, guardrails, heuristics, scoring logic, data structures, schemas, workflows, pipelines, or architecture of the Service, or any part of how it works
• attempt any of the above by any method whatsoever, including manual inspection, automated tooling, interception or analysis of network traffic, debugging, memory or cache inspection, probing or systematic querying of any interface or API, prompt injection or prompt extraction, adversarial querying, model inversion, or model extraction or distillation
• copy, reproduce, adapt, translate, modify, port, or create derivative works of the Service, its interfaces, its documentation, or any part of them
• use the Outputs, or any systematic or repeated querying of the Service, to reconstruct, infer, replicate, approximate, train, fine-tune, distil, or benchmark any model, dataset, rulebook, knowledge base, or service, whether your own or a third party's
• build, or assist anyone in building, a product or service that competes with the Service, or use the Service, its data, or its Outputs for competitive analysis or benchmarking, or publish any benchmark or performance comparison, without our prior written consent
• circumvent, disable, or interfere with any technical protection measure, access control, authentication, rate limit, usage limit, or monitoring mechanism; or
• remove, obscure, or alter any copyright, trademark, confidentiality, or other proprietary notice.

Responsibility for others. These restrictions bind you, your personnel, contractors, consultants, affiliates, and anyone accessing the Service through your account or on your behalf. You are responsible for their compliance as if it were your own.

Narrow legal exception. Nothing in this Section restricts any right you have that cannot lawfully be excluded or limited. Where applicable law gives you a non-excludable right to decompile for interoperability, you will first request the necessary interoperability information from us in writing at support@zlick.co and give us a reasonable opportunity to provide it, and you will exercise that right only to the minimum extent the law permits.

Consequences. Any breach or attempted breach of this Section is a material breach of these Terms and entitles us to suspend or terminate your access immediately and without notice. You acknowledge that a breach of this Section would cause Zlick harm that money damages alone could not adequately remedy, and that Zlick is entitled to seek injunctive and other equitable relief without posting a bond, in addition to any other remedy. Any code, model, dataset, documentation, or other material you derive in breach of this Section, and all intellectual property rights in it, are assigned to Zlick on creation, and you will execute any document we reasonably request to give effect to that assignment.

This Section survives termination of these Terms indefinitely.

8. Your Content

"Your Content" means the trial identifiers, protocols, documents, parameters, assumptions, scenarios, ratings, and other material you submit to the Service.

You retain all rights in Your Content. You grant Zlick a non-exclusive, worldwide licence to host, store, process, transmit, and display Your Content solely to provide, support, secure, and maintain the Service for you, and as otherwise described in the Privacy Policy.

You are responsible for Your Content and represent that you have the rights necessary to submit it and that doing so does not breach any law or third-party right.

Zlick is built for trial-level, site-level, and aggregate data. Do not submit patient-identifiable data or protected health information. Zlick does not act as a HIPAA business associate in respect of the Service. If you believe such data has been submitted, contact support@zlick.co and we will help you remove it.

9. Outputs

"Outputs" means the forecasts, ranges, probabilities, recommendations, scenario comparisons, cost projections, commentary, and reports the Service generates for you.

As between you and Zlick, you own the Outputs generated for your account, and you may use them for your internal business purposes and share them within your organisation and with your service providers, subject to Sections 6 and 7.

Because the Service is driven by models and shared methodology, Outputs generated for other customers may be similar or identical to yours where the underlying inputs are similar. You have no exclusive rights in the methodology, models, or presentation formats that produce Outputs.

10. Forecasts, AI outputs, and no professional advice

This section is important. Please read it carefully.

• Forecasts are probabilistic estimates, not guarantees. Zlick models how enrollment is likely to evolve based on available data, assumptions, and settings. Actual enrollment, timelines, and costs will differ, sometimes materially. Nothing in the Service is a promise, warranty, or assurance that any trial will enrol at a particular rate, complete by a particular date, or cost a particular amount.
• Outputs are generated with the assistance of artificial intelligence and may be incorrect, incomplete, or out of date. They must be reviewed and validated by qualified personnel before you rely on them.
• The Service is decision support, not a decision-maker. You remain solely responsible for your trial design, protocol, site selection, recruitment strategy, budget, and every other decision you make, whether or not it is informed by the Service.
• Zlick does not provide medical, clinical, scientific, regulatory, legal, tax, or financial advice, and nothing in the Service constitutes such advice. The Service is not a medical device and is not intended to diagnose, treat, or inform the clinical care of any individual patient.
• Financial figures are illustrative modelling, driven by the assumptions you supply. They are not accounting, valuation, or investment advice, and should not be presented as forecasts of financial performance.

You acknowledge that you are a sophisticated party capable of evaluating the Outputs, and that you will not rely on them as the sole basis for any material decision.

11. Third-party data and services

The Service incorporates data from public and third-party sources, including ClinicalTrials.gov and other registries, and may link to or interoperate with third-party services. That data and those services are provided as-is. We do not control them, do not warrant their accuracy, completeness, or availability, and are not responsible for errors originating upstream or for your use of any third-party service, which is governed by that provider's own terms.

12. Zlick's intellectual property; service improvement

Zlick and its licensors own all right, title, and interest in the Service, including its software, models, reasoning graph, rulebook, benchmarks, case-study knowledge base, simulator settings, documentation, and all related intellectual property, together with all improvements to them. Except for the limited right in Section 4, no rights are granted to you.

If you send us feedback, suggestions, or ideas about the Service, we may use them without restriction or obligation to you.

Service improvement. Zlick does not use Your Content to train foundation or general-purpose AI models. Zlick does use operational signals — including the ratings you give recommendations, whether you implement them, and aggregated, de-identified patterns across trials — to improve the accuracy of the Service over time. Aggregated and de-identified data derived in this way does not identify you, your organisation, or any specific trial, and Zlick may use it to operate and improve the Service. This mirrors Section 6 of the Privacy Policy.

13. Confidentiality

Each party may receive non-public information of the other. The receiving party will protect it with at least reasonable care, use it only to perform under these Terms, and disclose it only to personnel and advisers who need it and are bound by comparable obligations. This does not apply to information that is public through no fault of the receiving party, independently developed, or lawfully received from a third party, and does not prevent disclosure required by law, provided the disclosing party is given notice where legally permitted.

Your Content is your confidential information. The Service, its non-public features, and any pricing we quote are ours.

14. Fees and payment

Access to the Service is sold as an annual subscription. The fees for your subscription are those quoted to you in writing at the time of purchase or renewal.

The annual licence fee is payable in advance and in full before the subscription term begins. Fees are quoted in US dollars and are exclusive of taxes, duties, and withholdings, which are your responsibility other than taxes on Zlick's income. Payment is due on the date stated on the invoice.

All fees are non-refundable. No refund or credit is given for partial periods, unused capacity, downgrades, or termination before the end of a term, whether the termination is yours or ours, except where these Terms expressly say otherwise or the law requires it.

If payment is not received when due, we may suspend access to the Service after giving notice and a reasonable opportunity to pay, and may charge interest on overdue amounts at the lower of 1.5% per month or the maximum rate permitted by law, together with reasonable costs of collection.

15. Term, suspension, and termination

Term. Your subscription runs for twelve months from the start date. Renewal may be arranged manually or, where you choose, set to renew automatically. Where automatic renewal is in place, you may switch it off at any time before the renewal date, and the subscription will simply end at the close of the current term. Fees for any renewal term are payable in advance under Section 14, at our then-current rates.

Your right to cancel. You may terminate your subscription at any time by writing to support@zlick.co. Unless you ask us to end your access sooner, termination takes effect at the end of your current paid term and you keep access until then. In either case no refund is due, in line with Section 14.

Our right to terminate. We may terminate for material breach that remains uncured 30 days after written notice, and we may suspend access immediately, giving notice as soon as reasonably practicable, where we reasonably believe there is a security risk, unlawful use, non-payment, a breach of Section 6 or Section 7, or a risk of harm to the Service or to other customers.

On termination, your right to use the Service ends. For 30 days afterwards you may request an export of Your Content by writing to support@zlick.co; after that period we may delete it in accordance with Section 10 of the Privacy Policy. Sections 6 through 13 and 16 through 20 survive termination.

16. Warranties and disclaimers

We will provide the Service with reasonable skill and care.

Except as expressly stated in these Terms, the Service is provided "as is" and "as available", and Zlick disclaims all other warranties, express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, and any warranty arising from course of dealing or usage of trade. We do not warrant that the Service will be uninterrupted, error-free, or secure, that defects will be corrected, or that any Output will be accurate or achieve any particular result.

No advice or information obtained from Zlick creates any warranty not expressly stated here.

17. Limitation of liability

Exclusion of indirect damages. Neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost business, lost goodwill, lost or corrupted data, cost of substitute services, or delay, cancellation, or additional cost in any clinical trial — including any loss arising from reliance on any Output, forecast, range, probability, recommendation, or cost projection — even if advised of the possibility and even if a remedy fails of its essential purpose.

Cap. Each party's total aggregate liability arising out of or relating to these Terms or the Service, across all claims and regardless of the theory of liability, will not exceed the greater of (a) the total fees you paid to Zlick for the Service in the twelve months before the event giving rise to the claim, or (b) one thousand US dollars (US $1,000).

Who the cap protects. The exclusions and limits in this Section apply to Zlick and to its affiliates, officers, directors, employees, agents, licensors, and suppliers, and may be enforced by each of them.

Confidentiality super-cap. A party's liability for breach of Section 13 (Confidentiality) is not subject to the cap above, but will not exceed the greater of (a) two times the fees paid in the twelve months before the event giving rise to the claim, or (b) twenty-five thousand US dollars (US $25,000).

Limited exceptions. The cap does not apply to: your breach of Section 6 (Acceptable use), Section 7 (Reverse engineering and protection of the Service), or Section 8 (Your Content); your infringement or misappropriation of Zlick's intellectual property rights; your payment obligations; your indemnity obligations under Section 18; or either party's fraud, gross negligence, or wilful misconduct, or any other liability that cannot lawfully be limited.

Time limit on claims. Any claim arising out of or relating to these Terms or the Service must be brought within twelve months of the date the claim accrued, or it is permanently barred, to the extent permitted by law.

Basis of the bargain. The allocation of risk in this Section is a fundamental part of the bargain between us, is reflected in our pricing, and would be materially different without it.

18. Indemnification

You will defend and indemnify Zlick against third-party claims, and resulting losses, damages, and reasonable legal fees, arising from Your Content, your use of the Service in breach of these Terms, or your violation of law or third-party rights. We will notify you promptly of any such claim, give you control of the defence, and cooperate reasonably at your expense. You may not settle any claim in a way that imposes obligations on Zlick without our written consent.

19. Export controls and sanctions

You represent that you are not located in, organised under the laws of, or ordinarily resident in a country or territory subject to comprehensive US sanctions, and that you are not on any US government restricted-party list. You will not export, re-export, or make the Service available in breach of US export control or sanctions laws.

20. Publicity

You agree that Zlick may identify you as a customer and use your organisation's name and logo on the Zlick website, in customer lists, and in sales and marketing materials, solely to describe the fact that you use the Service and in accordance with any brand guidelines you give us. You may withdraw this permission at any time by writing to support@zlick.co, and we will stop the use within 30 days and remove it from our website at the next reasonable opportunity.

Any other use of your name or marks — including case studies, quotes, press releases, and testimonials — requires your prior written consent. You may not use Zlick's name, logo, or marks without our prior written consent.

21. Changes to the Service and to these Terms

We may modify, add to, or discontinue features of the Service. We will not make changes that materially reduce core functionality during a paid term without notice.

We may update these Terms as the Service or the law changes. We will post the updated version with a new effective date. If the changes are material, we will give account holders notice by email or in the application at least 30 days before they take effect. Continued use after they take effect means you accept them; if you do not, stop using the Service and contact us.

22. Governing law and venue

These Terms, and any dispute arising out of or relating to them or the Service, are governed by the laws of the State of New York, without regard to its conflict-of-laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in New York County, New York, and waive any objection to venue there. The UN Convention on Contracts for the International Sale of Goods does not apply.

23. General

Assignment. Neither party may assign these Terms without the other's written consent, except that either may assign to an affiliate or to a successor in a merger or sale of substantially all assets, on notice.

Independent parties. These Terms create no partnership, joint venture, agency, or employment relationship.

Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, other than payment obligations.

Notices. Notices to Zlick go to support@zlick.co and to the address in Section 1. Notices to you go to the email address on your account.

Severability and waiver. If any provision is unenforceable, it is modified to the minimum extent necessary and the rest remains in force. Failure to enforce a provision is not a waiver of it.

Entire agreement. These Terms, the Privacy Policy, and any order form or signed agreement are the entire agreement between us on this subject and supersede all prior discussions. Any conflicting or additional terms in a purchase order or vendor portal have no effect unless we sign them.

24. Contact

Questions about these Terms: support@zlick.co

General enquiries: hello@zlick.co · (347) 861-2616