terms-of-use

Terms of Use

This Terms of Use Agreement applies to your usage of the QMerty website (“Website”). This Website is the copyrighted work belonging to and operated by QMerty, its affiliates, and subsidiaries (collectively, “QMerty”). Through this Website, QMerty provides you with access to various resources about QMerty and the services and products provided by QMerty. By accessing and using this Website, you acknowledge and accept the following terms of use (“Terms of Use”). These Terms of Use and this Website are subject to change by QMerty at any time in its sole discretion, and your continued use of the Website following modification constitutes your agreement to be bound by these Terms of Use. If you do not wish to be bound by these Terms of Use, you may not access or use this Website.

AUTHORIZATION

You hereby certify to QMerty that if you are agreeing to these Terms of Use on behalf of a corporation or entity that you are duly authorized to bind such corporation or entity.

USE OF WEBSITE CONTENT

You may not copy, modify, distribute, redistribute, upload, transmit, display, reproduce, transfer, post, resell, or republish any of the contents available on this Website, including, but not limited to, text, graphics, logos, images, and audio clips (collectively, “Content”) without the prior written consent of QMerty, which may be withheld in its sole discretion. All Content is the sole property of QMerty and is protected by United States and international copyright laws.

ACCURATE INFORMATION

You will provide accurate and current information on all registration forms on this Website. You will not impersonate any person or entity, misrepresent your affiliation with a person or entity, or misrepresent the origin of any content distributed through this Website.

OTHER PROHIBITED ACTIVITY

In using this Website, you must not:

  • post, send, or otherwise transmit to or through the Website any unlawful, infringing, harmful, harassing, defamatory, threatening, or otherwise objectionable material of any kind, any material that exploits children or is invasive of or in breach of another person’s privacy or other rights, or any material that QMerty in its sole discretion does not wish posted or transmitted on the Website;
  • upload or otherwise make available, files that contain images, software, or other material protected by intellectual property laws, including, without limitation, copyright or trademark laws and rights of publicity and privacy unless you own or control the rights thereto or have received all necessary authorizations to do the same;
  • violate any applicable laws or regulations; or
  • assist or permit any persons in engaging in any of the activities described above.

PRIVACY

QMerty’s collection and use of information is governed by its privacy policy, available at Privacy Policy.

LINKS TO THIRD-PARTY WEBSITES

QMETRY may provide links to other websites or resources on this Website. QMerty does not control these other websites and resources and is not responsible for their availability, content, or delivery of services. QMerty makes no representations whatsoever about such other websites or resources. The inclusion of any link to a website does not imply endorsement by QMerty of the website or its entities, products, or services. All warranties, conditions, or other terms express or implied as to any such linked website, including, without limitation, as to the accuracy, ownership, validity, or legality of any content of a linked website, are hereby excluded. It is your sole responsibility to take any precautions to ensure that whatever you select for your use is free of items such as viruses, worms, Trojan horses, and other items of a destructive nature.

SECURITY

You are responsible for all activities that may arise or occur to your system or your network during your visit to this Website. You will not disrupt the functioning of this Website or otherwise act in a way that interferes with other users’ usage of this Website. Nor may you post, distribute, or redistribute any computer program that damages, detrimentally interferes with, surreptitiously intercepts, or expropriates any system, data, or personal information. You will not tamper, hack, modify, or otherwise corrupt or breach Website security or authentication measures. You will not transmit material that contains viruses, Trojan horses, worms, time bombs, corrupted files, or other computer programming routines or engines or engage in conduct that could damage, disrupt, or otherwise impair or interfere with a computer’s functionality or the operation of the Website.

DISCLAIMERS OF WARRANTIES AND LIMITATION OF LIABILITY

THE WEBSITE AND CONTENT IS PROVIDED BY QMETRY ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS OR INTELLECTUAL PROPERTY. QMETRY MAY MAKE CHANGES OR IMPROVEMENTS TO THE CONTENT AND FUNCTIONALITY OF THE WEBSITE AT ANY TIME, WITHOUT PRIOR NOTICE TO YOU. QMETRY MAKES NO REPRESENTATIONS ABOUT THE TECHNICAL ACCURACY OR FUNCTIONALITY OF THE WEBSITE OR THAT THE CONTENT IS ACCURATE, ERROR-FREE, OR UP-TO-DATE. QMETRY DOES NOT WARRANT THAT THE WEBSITE OR CONTENT WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION OR THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. QMETRY MAKES NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE ON THE RIGHTS OF OTHERS AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT. QMETRY SHALL HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY INFORMATION PUBLISHED ON LINKED WEBSITES OR PROVIDED BY THIRD PARTIES. IN NO EVENT SHALL QMETRY BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA, REVENUES, OR PROFITS, WHETHER OR NOT QMETRY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH ACCESS TO, USE, OR PERFORMANCE OF THE WEBSITE, FAILURE OF THE WEBSITE TO OPERATE, OR ANY CONTENT OR OTHER INFORMATION PROVIDED IN CONNECTION WITH THE WEBSITE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. YOUR ACCEPTANCE OF THIS LIMITATION OF LIABILITY IS AN ESSENTIAL TERM OF THIS TERMS OF USE AGREEMENT AND YOU ACKNOWLEDGE THAT QMETRY WOULD NOT GRANT ACCESS TO THE WEBSITE WITHOUT YOUR AGREEMENT TO THIS TERM. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, QMETRY’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT SHALL QMETRY’S CUMULATIVE LIABILITY UNDER THESE TERMS OF USE EXCEED $100. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS WEBSITE IS AT YOUR SOLE RISK. YOU, AND NOT QMETRY, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE ARISING OUT OF YOUR USE OF THIS WEBSITE OR THE CONTENT. QMETRY MAKES NO REPRESENTATION THAT THE CONTENT ON THE WEBSITE IS APPROPRIATE OR AVAILABLE FOR USE IN LOCATIONS OUTSIDE THE UNITED STATES. ACCESS TO THE WEBSITE FROM COUNTRIES OR TERRITORIES WHERE SUCH ACCESS IS ILLEGAL IS PROHIBITED. THOSE WHO CHOOSE TO ACCESS THIS WEBSITE OUTSIDE THE UNITED STATES DO SO ON THEIR OWN INITIATIVE AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAWS. ADDITIONAL TERMS AND CONDITIONS APPLICABLE TO QMETRY’S SERVICES AND PRODUCTS ARE AVAILABLE UPON PURCHASE OF SUCH SERVICES AND PRODUCTS, OR UPON REQUEST.

INDEMNITY

You agree to indemnify and hold QMETRY and its subsidiaries and affiliates as well as its and their officers, directors, employees, and agents harmless from any claim or demand, including, without limitation, reasonable legal fees, made by any third party due to or arising out of your breach these Terms of Use, your improper use of QMETRY’s services or products, or your breach of any law or the rights of a third party.

CHOICE OF LAW AND MANDATORY ARBITRATION

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND QMETRY HAVE AGAINST EACH OTHER ARE RESOLVED.

These Terms of Use shall be governed, construed, and enforced in accordance with the laws of California without reference to conflicts of law principles. The parties agree that the exclusive jurisdiction of any actions arising out of, relating to, or in any way connected with, these Terms of Use, shall be in the state or federal courts, as applicable, located in the City of San Jose, California. Any dispute, controversy, or claim arising out of or relating to these Terms of Use, including, but not limited to, the arbitrability of the matter or the formation, interpretation, scope, applicability, termination, or breach thereof, shall be referred to and finally determined by arbitration in accordance with the JAMS Streamlined Arbitration Rules and Procedures, or JAMS International Arbitration Rules, if the matter is deemed “international” within the meaning of that term as defined in the JAMS International Arbitration Rules. The arbitration shall be administered by JAMS, shall take place before a sole arbitrator, and shall be conducted in San Jose, California. If the JAMS International Arbitration Rules apply, the language to be used in the arbitral proceedings will be English. Judgment upon the arbitral award may be entered by any court having jurisdiction. This section shall apply to and require arbitration of all disputes, controversies, and claims, regardless of whether such disputes, controversies, or claims concern a single individual, entity, or other person, multiple individuals, entities, or other people, or classes of individuals, entities, or other people.

EXPORT ISSUES

Software from this Website, if any, is subject to United States export controls. No information or software from this Website may be downloaded or otherwise re-exported (i) into or to a national or resident of any country to which the United States embargoes or sanctions goods, services, or technology; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Denial Orders.

MISCELLANEOUS

The failure of QMETRY to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. If any portion of these Terms of Use is found to be unenforceable or invalid, that portion shall be limited or eliminated to the minimum extent necessary so that these Terms of Use shall otherwise remain in full force and effect and enforceable. You represent and warrant that you are not located in, under the control of, or a national or resident of any country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties. These Terms of Use are not assignable, transferable, or sublicensable by you except with QMETRY’s prior written consent. QMETRY may transfer, assign, or delegate these Terms of Use and its rights and obligations without consent.