Last Update: Oct 2021.
QNOPY, Inc. a California Corporation, (“QNOPY”), with offices at 5 Concourse Parkway, Suite 3000, Atlanta, GA 30328. QNOPY owns and operates the qnopy.com website (“web portal”) and the QNOPY Mobile application (“mobile app”). The combination of web portal and the mobile app (referred to as “QNOPY Service”) enable our Customers to collect, manage, analyze, and report data which may be recorded in the field.
Please read this End-User License Agreement (“Agreement”) carefully before clicking the “I Agree” button, downloading, or using QNOPY Service.
By clicking the “I Agree” button, downloading, or using the Application, you are agreeing to be bound by the terms and conditions of this Agreement. Customer will be providing their electronic signature that affirms:
Customer understands and intends that the EULA is a legally binding agreement and the equivalent of a signed, written contract;
Customer will use the QNOPY Service in a manner consistent with applicable laws and regulations and in accordance with the terms and conditions of the EULA as they may be amended by QNOPY from time to time; and
Customer understands, accepts, and has received the EULA and its terms and conditions, and acknowledges and demonstrates that Customer can access the EULA.
QNOPY Inc. grants you a revocable, non-exclusive, non-transferable, limited license to download, install, and use the QNOPY Service strictly in accordance with the terms of this Agreement.
This license is for the sole purpose of using the QNOPY Service for its intended purpose as outlined in the Terms. You may not copy, modify, adapt, distribute, sell, lease, or reverse engineer any part of our Service.
Registration and Protection of Credentials: During registration process for the QNOPY Service on the QNOPY website, Customer will provide a valid email address and create a password (“Credentials”). Customer agrees that QNOPY may use the Credentials to authenticate Customer. Customer may not share their Credentials with anyone other than as expressly set forth by Customer. Customer is responsible for maintaining the confidentiality of their Credentials. Customer must keep their QNOPY account information current and secured and promptly notify QNOPY at email@example.com of any unauthorized use of their account or if their email or password has been hacked, used without their consent, or stolen or if Customer discovers any other breach of security. QNOPY reserves the right to suspend or discontinue all or part of Customer’s access to the QNOPY Service at any time without prior notice for unauthorized use of its Credentials or for violating the User Restrictions.
User Restrictions: Customer agrees not to misuse the QNOPY Service. Customer may not (i) sublicense, sell, transfer, assign, distribute, or otherwise commercially exploit the QNOPY Service; (ii) modify or create derivative work based on the QNOPY Service; (iii) create Internet “links” to the QNOPY Service or “frame” or “mirror” any content provided in connection therewith; or (iv) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Mobile Application or access the web portal in order to build a product using features, functions, or graphics similar to those of the QNOPY Service; (v) copy any features, functions or graphics of the QNOPY Services; (vi) allow the QNOPY Service to be used by any User who is not registered with QNOPY for that User license; (vii) impersonate or misrepresent its affiliation with any person or entity (viii) use the QNOPY Services to: (a) send unsolicited or unlawful messages; (b) send or store infringing, obscene, threatening, harmful, libelous, or otherwise unlawful material, including material harmful to children or violative of privacy rights; (c) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, or agents; (d) interfere with or disrupt the integrity or performance of the QNOPY Service or the data contained therein; or (d) attempt to gain unauthorized access to the QNOPY Service or its related systems or networks; (e) probe, scan, or test the vulnerability of any system or network.
Customer License to QNOPY: QNOPY is free to use any ideas, concepts, know-how, or techniques contained in any Customer communications to QNOPY for any internal business purpose including, but not limited to, developing and marketing products using such information.
Content Customers Create: The QNOPY Service permits Customers to create, modify, copy and share Content. Depending upon Customer’s level of administrative privileges for a project, Customer’s Content may be altered or deleted permanently by other QNOPY users. QNOPY takes no responsibility for how Customer shares their Content or how others may edit or delete it. Customer should consider carefully what Customer chooses to share or make public and what Customer chooses to save or backup.
Content Ownership: QNOPY does not verify, endorse, or claim ownership of any content, and account holders retains all right, title, and interest in and to the content uploaded or created by itself or its assigned users. Content may be stored and/or backed-up on QNOPY’s servers or on servers of trusted third parties as necessary for QNOPY to provide services and with accordance to the current storage practices. It is recommended that Customer retain backup copies of their content.
Customer Representation and Warranties Regarding Content: Customer represents, warrants, and covenants that (a) they are the owner, licensee, or authorized user of all Content; and (b) they will not upload, record, publish, post, link to, or otherwise transmit or distribute Content that: (i) advocates, promotes, incites, instructs, informs, assists or otherwise encourages violence or any illegal activities; (ii) infringes or violates the copyright, patent, trademark, trade name, trade secret, or other intellectual property rights of any third party or QNOPY, or any rights of publicity or privacy of any party; (iii) promotes, solicits or comprises inappropriate, harassing, abusive, profane, hateful, defamatory, libelous, threatening, obscene, indecent, vulgar, pornographic, or otherwise objectionable or unlawful content or activity, including Content that is harmful to minors; (v) contains any viruses or other similarly harmful computer code, files, scripts, or agents software, data, or programs that may amage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, personal information, or property of another; or (vi) violates any law, statute, ordinance, or regulation (including without limitation the laws and regulations governing export control, unfair competition, anti-discrimination, or false advertising).
Ownership of Intellectual Property: Between QNOPY and the Customer the ownership rights of the data and the intellectual property lies with the Customer. QNOPY holds all rights to the intellectual property to the web portal and the mobile app. This agreement does not allow any jointly owned intellectual property. The logos, the product name, and the QNOPY Service trademarks belong to QNOPY and the Customer has no license to mark them.
WARRANTIES AND LIMITATIONS OF LIABILITIES
The Customer agrees through this agreement that if they are using the QNOPY Service it is at their sole risk. QNOPY is not responsible for the accuracy, completeness, appropriateness, or any information that the Customer has access to on the web portal or the mobile app. The Customer is responsible to check the validity of the content.
QNOPY does not guarantee that the Service will meet the exact requirements, and/or the Service will be interrupted. The Service is provided on an ‘as is’ and ‘as available’ basis and QNOPY does not provide any warranty of any kind. QNOPY will not be responsible for any harm to the Customer’s computers or personal devices, loss of data or data stolen or corrupted, or any other harm that results from the Customer using the QNOPY Service. QNOPY does not warrant that the Service will be continuous, secure, dependable or uninterrupted at any time.
THE CUSTOMER AGREES THAT QNOPY WILL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (EVEN IF QNOPY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM, RELATING TO, OR CONNECTED WITH: (A) THE USE OR INABILITY TO USE THE QNOPY SERVICE; (B) THE COST OF REPLACEMENT OF ANY SUBSCRIBER CONTENT STORED OR MANAGED USING OUR SERVICE; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR SUBSCRIBER CONTENT; (D) STATEMENTS, CONDUCT, OR OMISSIONS OF ANY SERVICE PROVIDERS OR OTHER THIRD PARTY ON OUR SERVICE; OR (E) ANY OTHER MATTER ARISING FROM, RELATING TO, OR CONNECTED WITH OUR SERVICE OR THESE TERMS.
QNOPY WILL NOT BE LIABLE FOR ANY FAILURE OR DELAY IN PERFORMING UNDER THESE TERMS WHERE SUCH FAILURE OR DELAY IS DUE TO CAUSES BEYOND OUR REASONABLE CONTROL, INCLUDING NATURAL CATASTROPHES, GOVERNMENTAL ACTS OR OMISSIONS, LAWS OR REGULATIONS, TERRORISM, LABOR STRIKES OR DIFFICULTIES, COMMUNICATIONS SYSTEMS BREAKDOWNS, HARDWARE OR SOFTWARE FAILURES, TRANSPORTATION STOPPAGES OR SLOWDOWNS, OR THE INABILITY TO PROCURE SUPPLIES OR MATERIALS.
IN NO EVENT WILL OUR AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY MATTER ARISING FROM, RELATING TO, OR CONNECTED WITH OUR SERVICE OR THESE TERMS EXCEED THE AMOUNT, IF ANY, THAT YOU HAVE PAID TO US IN CONNECTION HEREWITH DURING THE THEN IMMEDIATELY PRECEDING 60 DAYS.
The limitations on liability are intended to apply to the warranties and disclaimers in this agreement. Some jurisdictions do not allow any limit or exclude the liability for incidental or consequential damages or for warranties, so the above section may not apply to the Customer and they may have other legal rights in their jurisdiction.
Collection of Customer’s Personal Information: By using the QNOPY Service, the Customer agrees and acknowledges that the personal information collected about Customer through the QNOPY web site may be transferred across national boundaries for storage purposes on servers. This includes the device identification field that the Customer uses to access the application and their phone number.
Tracking: QNOPY can track the Customer’s use of the site and the application to provide better Services. Customer agrees and consents to QNOPY to track this information and QNOPY will not provide this personal information to any third party.
Cookies: When you visit our website our servers send cookies to your browsing device. These cookies do not provide any personal information and you remain anonymous to us.
QNOPY respects the intellectual property rights of others and expects the same from its users. If you think your copyrights have been infringed then you may submit a notification in accordance with the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) (the “DMCA”), with the following information.
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the QNOPY Service are covered by a single notification, a representative list of such works from us;
Customer or complaining party’s address, telephone number, and, if available, an email address:
A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If Customer chooses to access the QNOPY Service from an international location (outside USA) then the Customer does so at their own risk and is responsible for compliance of that country’ local laws.
BILLING AND PAYMENT
Unless stated otherwise the Customer purchases the QNOPY Service as a subscription. At any given point of time the Customer can add additional subscriptions.
Usage: The QNOPY Service is subject to usage limits, based on the quantities specified in the order form of the Customer. This quantity is referred to as users (unless otherwise specified). If the Customer exceeds the usage limit, then QNOPY will impair the Customer’s Services and content till the Customer conforms its use to the contractual limit.
Fees: The Customer agrees through this agreement to pay all the fees specified in the order form. This fee is based on number of user subscriptions and type of Service.
Invoicing and payment: Customer will provide QNOPY a valid and updated credit card when placing the order. By providing this information the Customer authorizes QNOPY to charge such credit card for all the Services they have purchased. If the order specifies a payment other than a credit card, then QNOPY will send an invoice to the Customer with a 30-day due date from the time of the invoice date. Customers are responsible for providing complete and accurate billing and contact information to QNOPY and notify QNOPY of any changes in the information. If the invoice is past due, then those charges will accrue late interest at the rate of 1.0% per month on the balance that is outstanding.
Term of Agreement: The agreement starts on the date the Customer first signs it and continues till their subscription has either expired or terminated.
Account Suspension: QNOPY in sole discretion can terminate the Customer’s access to the QNOPY Service for any reason including breach of the terms of this Agreement. If your account is terminated, QNOPY will deactivate and/or delete all your accounts and information related to the customer and their projects and stop any future access to such information or the QNOPY Services. The Customer agrees that QNOPY is not liable to you or any third party for loss of data or damages of any kind that are resulted by the customer terminating the Service. If the Customer terminates the contract before the term ends then QNOPY will make the Customer’s content available to download for a period of 30 days, after which QNOPY will have no obligation to maintain or provide Customer’s data and will destroy the content of the Customer.
Refund: If this Agreement is terminated by Customer before the term ends then the Customer will pay QNOPY any unpaid fees covering the remainder of the term. In no circumstances will the termination relieve the Customers obligation to pay any fees of the remaining term. We may refund unused prepaid fees, but are not obligated to.
The Customer agrees to defend, indemnify, and hold harmless QNOPY or our subsidiaries, parents, affiliates, directors, officers, managers, members, partners agents, and employees from and against each and every claim, demand, action, damage, loss, cost or expense, including without limitation reasonable attorneys’ fees, incurred in connection with any suit or proceeding brought against us arising out of your use of QNOPY Service or alleging facts or circumstances that could constitute a breach by you of any provision of these Terms or any of the representations and warranties set forth above. If you are obligated to indemnify us, we will have the right in our sole and unfettered discretion to control any action or proceeding and determine whether we wish to settle it, and if so, on what terms. We agree to defend, indemnify, and hold harmless Customer and its Members from and against each and every third-party claim, demand, action, damage, loss, cost or expense, including without limitation reasonable attorneys’ fees, incurred in connection with any suit or proceeding brought against you arising out of any claim that the QNOPY Service infringes any third-party U.S. copyright.
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