QA Assistant LLC

Terms of Use

Legal Notice

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1. Definitions
1. Access Credentials -- Any license key, username, password, token, secret, or other credential used to access any Software or Services.
2. Account -- The customer account, workspace, tenant, subscription, or other grouping of Users whose access to the Services is administered by one or more Account Administrators.
3. Account Administrator(s) -- Designated Users with authority to manage an Account, configure settings, assign permissions, purchase or renew licenses, and otherwise act on behalf of the Account and its Users.
4. AI Features -- Any artificial intelligence, machine learning, generative AI, or other automated processing feature or functionality made available as part of the Software or Services, including related outputs, responses, recommendations, summaries, translations, classifications, annotations, or other generated or assisted materials.
5. Content -- Any data, files, records, documents, text, images, comments, inputs, prompts, metadata, or other materials uploaded, entered, stored, transmitted, generated, or otherwise made available through the Software or Services by you or on your behalf.
6. Documentation -- Any manuals, instructions, help content, release notes, specifications, and related materials made available by Us regarding the Software or Services.
7. Output -- Any text, summary, translation, response, recommendation, suggestion, extraction, classification, annotation, analysis, or other material generated or assisted by AI Features or other automated systems.
8. Services -- All websites, support activities, hosted offerings, and other services used in the provision, operation, maintenance, or support of QA Assistant LLC Software.
9. Share -- To email, post, transmit, upload, disclose, publish, export, download, distribute, or otherwise make available content, whether to Us, to other users, or to third parties.
10. Software -- All computer programs, applications, code, APIs, databases, database content, interfaces, scripts, and electronic media used in the development, operation, and/or provision of QA Assistant LLC products and Services.
11. Suspend -- To limit, disable, interrupt, or prevent access to or use of content, a license, an Account, Software, or Services.
12. Terminate -- To end access to or use of content, a license, an Account, Software, or Services.
13. User -- Any individual who accesses or uses the Software or Services under an Account or otherwise.
14. We, Us, Our -- QA Assistant LLC and its past, present, and future owners, members, managers, officers, directors, employees, contractors, subcontractors, service providers, suppliers, licensors, affiliates, successors, and assigns.
15. You, Your -- You personally and, if applicable, the company, organization, or other legal entity on whose behalf you access or use the Software or Services.
2. Acceptance; Authority; Eligibility; Formation
1. By downloading, installing, ordering, requesting a quote for, paying for, renewing, registering for, accessing, browsing, or otherwise using the Software or Services, you accept and agree to be bound by these Terms and all policies and documents incorporated into these Terms by reference. If you do not agree, do not download, install, order, access, or otherwise use the Software or Services.
2. If you are using the Software or Services on behalf of an organization, you represent and warrant that you have full legal authority to bind that organization to these Terms. In that case, "you" and "your" also refer to that organization.
3. You represent and warrant that you are legally capable of entering into a binding agreement and that all information you provide to Us is accurate, current, and complete.
4. Order Formation; No Offer. Any quote, pricing page, proposal, trial availability, feature description, or other pre-contract communication is informational only and is not a binding offer by Us. Your order, signup, purchase request, payment submission, or use constitutes an offer by you to enter these Terms, which We may accept or reject at Our discretion. Unless We expressly state otherwise in writing, Our acceptance occurs when We confirm the order, process the applicable order, or provide access to the applicable Software or Services. For clarity, Our acceptance or processing of an unpaid renewal order, renewal request, purchase order, invoice, or other renewal transaction does not, by itself, renew or extend any contract period or right of access to the Software or Services.
5. Business Use; EU Consumer Notice. The Software and Services are intended and offered primarily for business and professional use and not for personal, family, or household purposes. If you are a consumer resident in the European Union, nothing in these Terms limits any mandatory rights you have under applicable law.
6. Your acceptance of these Terms constitutes written acceptance for all legal purposes.
3. General Terms and Limited License
1. Limited License. Subject to your full and ongoing compliance with these Terms, applicable law, and any license limitations or Documentation, We grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right during the applicable contract period to access and use the Software and Services solely for your internal business purposes.
2. No Sale. The Software and Services are licensed, not sold. No ownership rights are transferred to you.
3. Availability. The Services may be accessible worldwide, but this does not mean all Services, features, content, or languages are available or lawful in every country, location, or industry. We may restrict availability at any time. We do not guarantee that any Software or Services will be uninterrupted, timely, secure, error-free, or available at any particular time or place.
4. Changes. We may modify, update, enhance, remove, replace, suspend, or discontinue any Software, Services, or feature at any time, with or without notice, and without liability. Where commercially reasonable, We may provide advance notice of material changes.
5. Access Credentials. You are responsible for safeguarding Access Credentials and for all activity occurring under your Access Credentials or Account. You may not share Access Credentials except as expressly authorized by Us. You must promptly notify Us of any actual or suspected unauthorized access, use, disclosure, or security incident involving your Account or Access Credentials.
6. Administrative Control. Your Account Administrator(s) may access, manage, modify, Suspend, or Terminate your access to the Account, content, and settings. We are entitled to rely on instructions from Account Administrator(s) and have no liability arising from doing so.
7. Consent to Operations. You grant Us the worldwide right to host, copy, process, transmit, store, analyze, display, reproduce, modify, format, and otherwise use Account information, license information, usage information, technical data, and Content, including through automated and AI-assisted processing, as reasonably necessary to provide, secure, maintain, support, improve, monitor, and enforce the Software and Services, to comply with law, and to protect Our rights and interests.
8. Irrevocable Operational Rights. To the maximum extent permitted by law, the rights granted in this section are irrevocable and survive termination of these Terms. Without limiting the foregoing, you grant Us the perpetual, worldwide right to collect, analyze, use, store, transmit, and process Account information, license information, usage data, technical data, and related information for the purposes described in these Terms.
9. Contact Authorization. You authorize Us to contact you in connection with your Account, licenses, Software, or Services using contact information you provide or that is lawfully obtained from publicly available sources, subject to applicable law.
10. Communications. You consent to receiving transactional, operational, legal, support, and account-related communications from Us electronically, including by email, in-product messages, or notices posted within the Software or Services.
4. Your Conduct
1. You must not misuse the Software or Services. Except as expressly permitted by applicable law and then only to the extent such law cannot be waived, you must not, and must not permit or enable any third party to, do any of the following:
1. Copy, modify, adapt, translate, create derivative works from, frame, mirror, host, stream, republish, distribute, sell, license, sublicense, rent, lease, lend, timeshare, outsource, or resell the Software, Services, or any portion thereof.
2. Use the Software or Services for any purpose other than your legitimate internal business use.
3. Permit any unauthorized person to access or use the Software or Services using your Access Credentials or otherwise.
4. Access or attempt to access the Software or Services by any means other than the interfaces and methods We provide or authorize.
5. Probe, scan, test, benchmark, or attempt to discover vulnerabilities in the Software, Services, or related systems without Our prior written consent.
6. Circumvent, disable, interfere with, or defeat any access controls, security measures, rate limits, storage limits, usage rules, account limits, or technical restrictions.
7. Reverse engineer, decompile, disassemble, decode, or otherwise attempt to derive source code, trade secrets, ideas, algorithms, or underlying structure from the Software or Services.
8. Use the Software or Services to develop, train, improve, or provide a competing product or service.
9. Use any robot, spider, scraper, crawler, data mining tool, harvesting tool, or similar automated means except as expressly authorized by Us in writing.
10. Upload, transmit, or otherwise make available any unlawful, infringing, defamatory, fraudulent, obscene, threatening, abusive, harassing, hateful, malicious, or otherwise objectionable content.
11. Upload, transmit, or otherwise make available any malware, ransomware, spyware, exploit, virus, Trojan horse, corrupted file, or other harmful code.
12. Interfere with or disrupt the integrity, security, performance, or operation of the Software, Services, or any supporting hardware, software, or network.
13. Use the Software or Services in violation of any law, regulation, industry rule, contractual duty, confidentiality obligation, export control restriction, sanctions program, or third-party right.
14. Use the Software or Services to store, process, or transmit any information that you do not have the legal right to use for that purpose.
15. Remove, obscure, or alter any proprietary notices, attributions, trademarks, logos, disclaimers, or legal notices contained in the Software, Services, or Documentation.
16. Use the Software or Services to advertise, promote, solicit, or market any products, services, events, fundraisers, or organizations, including sending unsolicited communications or engaging in spam or other unauthorized promotional activities; provided, however, that this restriction does not apply to advertising or promotional placements expressly made available by Us and purchased or authorized through the Software or Services in accordance with applicable terms.
2. If you become aware of or suspect any vulnerability, unauthorized use, or other security issue involving the Software or Services, you agree to promptly notify Us at support@qaassistant.com with all reasonably available details.
3. If you become aware of any actual or suspected violation of applicable law, regulation, or these Terms in connection with the Software or Services, you agree to promptly notify Us at support@qaassistant.com.
5. User Content
1. Your Ownership. As between you and Us, and subject to the rights granted in these Terms, you retain your rights in your Content.
2. License to Us. You grant Us a worldwide, non-exclusive, royalty-free, sublicensable, transferable license to host, copy, process, transmit, store, reproduce, display, perform, distribute, modify, reformat, translate, excerpt, and otherwise use your Content as reasonably necessary to provide, maintain, secure, support, improve, monitor, enforce, and make available the Software and Services, to develop and provide product features you enable, to comply with law, and to protect Our rights and interests. This includes processing through automated and AI-assisted systems.
3. Your Responsibility. You are solely responsible for your Content, including its accuracy, quality, legality, integrity, reliability, appropriateness, permissions, and compliance with these Terms and applicable law.
4. Required Rights. You represent and warrant that you have and will maintain all rights, authorizations, consents, permissions, and legal bases necessary to upload, use, process, Share, and grant the rights in your Content described in these Terms.
5. No General Monitoring Obligation. We are not obligated to monitor Content. We may, but are not required to, review, screen, remove, refuse, or restrict Content at any time and for any reason, including to enforce these Terms, comply with law, respond to requests, or protect any person or property.
6. Backups and Limits. You are responsible for maintaining independent backups of your Content. We may impose reasonable technical, storage, processing, usage, and transmission limits.
7. Shared Content. If you Share Content, you acknowledge that others who gain access may use, copy, modify, export, disclose, retain, or redistribute such Content according to their permissions and applicable law. We are not responsible for what other users or third parties do with Content that you or your Account Administrator(s) make available to them.
8. Support Access. We may access or view your Content as reasonably necessary to provide support, investigate issues, respond to requests, detect or prevent fraud, abuse, security, or technical issues, enforce these Terms, or comply with law.
9. Offensive Content. You may encounter Content that you find offensive, inaccurate, or objectionable. Your sole remedy is to stop using the applicable content or functionality and, if desired, report the matter to support@qaassistant.com.
10. We are not responsible for any Content provided by you or any third party, including its legality, accuracy, quality, completeness, reliability, or appropriateness.
6. Reservation of Rights and Ownership
1. Our Intellectual Property. The Software, Services, Documentation, and all related technology, content, structure, organization, interfaces, designs, compilations, derivative works, and all intellectual property rights therein and thereto are and shall remain exclusively owned by QA Assistant LLC and/or Our licensors. Except for the limited rights expressly granted in these Terms, no rights are granted to you by implication, estoppel, or otherwise.
2. Feedback. You have no obligation to provide suggestions, ideas, enhancement requests, recommendations, corrections, or other feedback ("Feedback"). If you provide any Feedback, you grant Us a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, transferable, sublicensable right and license to use, copy, modify, distribute, display, perform, make, have made, sell, offer for sale, import, and otherwise exploit the Feedback for any purpose without restriction or obligation to you.
3. No Competitive Use. You may not use the Software, Services, Documentation, or any confidential or proprietary aspect of them to develop, train, validate, improve, support, or market any competing product or service.
4. No Assignment by You. You may not sell, assign, transfer, delegate, pledge, encumber, or otherwise dispose of your license, Account, or any rights under these Terms without Our prior written consent.
5. No Audit or Review Rights. Except to the extent expressly required by non-waivable law, these Terms do not grant you any right to audit, inspect, review, test, or access Our internal systems, facilities, records, source code, development practices, hosting environments, vendors, or security controls.
6. No Public Benchmarking or Disclosure of Nonpublic Information. You may not publish or disclose any nonpublic benchmark, performance, security test, or competitive analysis concerning the Software or Services, or any nonpublic information about them, without Our prior written approval, except to your professional advisers under obligations of confidentiality or as required by law. This restriction does not prohibit truthful reviews or statements to the extent such restriction is prohibited by applicable law.
7. To the maximum extent permitted by law, you irrevocably waive, release, and disclaim any and all claims, rights, or interests, whether now known or later arising, to ownership or title in or to the Software, Services, Documentation, or any portion thereof, except for the limited rights expressly granted to you under these Terms.
7. Modifications to Software or Services
1. At Our sole discretion, We may add, remove, fix, patch, update, enhance, reconfigure, support, or otherwise alter the Software or Services in any form, at any time, and for any reason, including to reflect changing technologies, infrastructure, security needs, industry standards, legal requirements, or product direction.
2. We reserve the right to discontinue any Software, Services, or feature, in whole or in part, at any time, with or without notice, and without liability. If We deem a removed feature to be significant, We may provide advance notice where commercially reasonable.
3. We do not guarantee backwards compatibility with prior versions, prior browser versions, prior integrations, prior workflows, or third-party software or services.
8. Fees and Payment
1. You agree to pay all fees, charges, and applicable taxes stated at the time of ordering, renewal, upgrade, or use.
2. Unless otherwise expressly stated in writing by Us, all fees are quoted and payable in United States dollars and are non-cancelable and non-refundable except as expressly stated in these Terms or as required by non-waivable law.
3. You are responsible for all sales, use, value-added, withholding, customs, duties, tariffs, border, import, export, license, and similar taxes or governmental charges arising from your purchase or use of the Software or Services, excluding taxes based on Our net income.
4. We may use third-party payment processors. Except as processed by those providers or as otherwise required for transaction handling, We do not store full payment card details on Our systems. We do not represent or warrant the services of any payment processor and disclaim liability arising from their acts or omissions. Your use of any payment processor may be subject to separate terms and policies.
5. You are responsible for obtaining and maintaining all hardware, software, internet access, browsers, devices, security, and network services required to access and use the Software or Services.
6. Payment Required for Renewal; No Automatic Extension. Unless We expressly approve different payment terms in writing, renewal payment must be received no later than the end of the then-current contract period to ensure uninterrupted access to the Software and Services. The issuance, submission, acceptance, processing, or existence of any quote, order, renewal request, purchase order, invoice, or pending or unsettled payment does not, by itself, renew or extend a contract period or create any right to continued access. A renewal becomes effective only when the applicable payment has been successfully received and applied by Us, or when We have expressly approved alternative payment terms, credit terms, a manual extension, or another written exception. If a renewal has not become effective by the end of the current contract period, We may Suspend or Terminate access immediately upon expiration without any post-expiration payment grace period.
7. Termination or expiration does not relieve you of any obligation to pay amounts accrued or owed.
8. If a monetary fee is not charged for certain access or use, then to the extent required by law to support enforceability, access to the Software or Services and the exchange of information, usage rights, and related value shall constitute adequate consideration.
9. If you cancel within fourteen (14) days of your initial order, We will issue a full refund of the initial invoice amount actually paid, using the original payment method where practicable or by another reasonable method selected by Us. After that period, all payments are non-refundable, and you remain responsible for the full contracted amount for the applicable term.
10. Certain supplementary services, customer-specific work, professional services, training, integrations, custom development, onboarding, consulting, migration, or other non-standard offerings may require additional fees. We may also assess additional fees, where permitted by law, for payment processing, administrative handling, or the use of customer-required procurement, invoicing, vendor management, or payment platforms, including any costs, delays, or overhead imposed by such systems. We will notify you in advance where applicable.
11. EU Consumer Notice. If you are a consumer resident in the European Union, statutory rights relating to withdrawal, refunds, or remedies for lack of conformity may apply to the extent required by applicable law notwithstanding this section.
9. Contract Period; Suspension; Termination
1. Contract Period and Access. Your right to access and use the Software or Services applies only during the applicable contract period, unless earlier Suspended or Terminated under these Terms. For paid access, commencement or renewal of a contract period is subject to satisfaction of the applicable payment requirements unless We expressly authorize access under different written payment terms, a manual extension, or another written exception. The creation, processing, or existence of an unpaid or unsettled renewal transaction does not itself extend the current contract period.
2. We may Suspend access immediately, with or without notice, if We believe: (a) you breached these Terms; (b) your use poses a security, legal, regulatory, technical, reputational, or operational risk; (c) payment is overdue; (d) We are required to do so by law, court order, or governmental request; or (e) continued provision is no longer commercially practicable.
3. Repeated failed login attempts or other suspicious activity may result in temporary suspension as a security precaution.
4. Suspension does not excuse your payment obligations and does not extend the contract period.
5. We may Suspend the Services until you return within any applicable storage, processing, or usage limits.
6. Expiration and Non-Renewal. When the applicable contract period ends, your license(s) and/or Account(s) may immediately Suspend or Terminate unless a renewal has become effective in accordance with Section 8 or We have expressly authorized continued access in writing. An open, unpaid, pending, cancelled, or otherwise incomplete renewal transaction does not extend the expired contract period. Unless We expressly agree otherwise in writing, We are not required to provide a post-expiration payment grace period or continued access while awaiting payment.
7. We may Terminate any license, Account, Software, or Services, in whole or in part, at any time for breach of these Terms, violation of law, non-payment, abuse, risk, or discontinuation of the applicable offering.
10. Effects of Termination; Retention
1. Termination by Account Administrator. Account Administrator(s) may request termination of an Account by contacting support@qaassistant.com or by using any administrative functionality We provide.
2. Termination by User. If you are not an Account Administrator, you may stop using the Software and Services at any time, but your access under an Account may only be terminated by the applicable Account Administrator(s), by expiration, or by Us as permitted by these Terms.
3. Reactivation Window. Unless We Terminate for breach, legal obligation, risk, or misuse, you may request reactivation of the same Account during the first twenty-eight (28) days after access ends, subject to technical feasibility, Our then-current policies, payment of all applicable amounts, and Our approval. This twenty-eight (28) day period is solely an opportunity to request reactivation; it does not extend the contract period, preserve any right to access or use the Software or Services, constitute a payment or access grace period, or require Us to maintain continued access after expiration or termination. We may retain Account information and Content for longer than twenty-eight (28) days for backup, legal, security, support, audit, operational, or recordkeeping purposes, and We are not obligated to restore any Account, Content, or access at any time.
4. Deletion and Retention. After any applicable reactivation window, Content and Account information may be deleted, anonymized, aggregated, rendered permanently inaccessible, archived, or retained in backups, logs, legal files, support systems, billing systems, security systems, and business records, in each case as determined by Us and subject to applicable law and Our operational needs.
5. Residual Copies. Residual copies of Content or Account information may continue to exist in routine backups, archives, logs, caches, monitoring tools, or systems that are not immediately purged. We have no obligation to remove such residual copies immediately.
6. No Liability for Deletion or Inaccessibility. We have no liability for the deletion of, failure to store, inability to retrieve, or continued retention of any Content, Account information, communications, logs, or other data following suspension, expiration, or termination.
11. Privacy
1. The Privacy Policy available at ./privacy_terms.php governs personal information you provide to Us or that We process in connection with the Software or Services. By using the Software or Services, you acknowledge and agree to the Privacy Policy, as it may be updated from time to time.
2. You acknowledge that data and information may be processed in the United States and other jurisdictions where We, Our affiliates, providers, or infrastructure operators maintain facilities or personnel.
12. Third-Party Services and Integrations
1. The Software or Services may interoperate with, link to, embed, depend upon, or make available third-party software, services, websites, platforms, integrations, APIs, content, or providers.
2. We do not control and are not responsible for any third-party service, content, integration, provider, or website, including its availability, performance, legality, security, privacy, accuracy, or terms.
3. Your use of any third-party service may be subject to separate terms, conditions, and policies solely between you and the applicable third party.
13. Artificial Intelligence Terms and AI-Assisted Operations
1. AI Terms Addendum. AI Features are governed by the QA Assistant AI Terms Addendum available at ./ai_terms.php (the "AI Terms Addendum"), which is incorporated into and forms part of these Terms.
2. AI-Assisted Support and Communications. You acknowledge and agree that We may use automated technologies, including artificial intelligence and machine learning systems, to assist in receiving, routing, translating, summarizing, understanding, prioritizing, drafting, and responding to customer inquiries, support requests, feedback, and other communications. Such processing may involve analysis of information, attachments, screenshots, logs, documents, and other materials you provide to Us.

   In addition, as part of ongoing product improvement, development, maintenance, and troubleshooting, such technologies may be used to analyze and process relevant system data and materials to support issue resolution, performance optimization, and feature enhancement.

3. Optional AI Features and Third-Party Processing. Certain AI Features are optional and must be affirmatively enabled, initiated, or used by you or your Account Administrator(s). By enabling, initiating, accessing, or using any AI Feature, you instruct and authorize Us to process, transmit, analyze, reproduce, transform, and store relevant Content, prompts, inputs, outputs, excerpts, metadata, and related information as necessary to provide that AI Feature, including through internal systems and third-party AI providers as described in the AI Terms Addendum.
4. Acceptance of AI Terms Addendum. By enabling, initiating, accessing, or using any AI Feature, you agree to the AI Terms Addendum. If you do not agree to the AI Terms Addendum, do not enable, access, or use any AI Feature.
5. Conflict. In the event of a conflict between these Terms and the AI Terms Addendum, the AI Terms Addendum governs with respect to AI Features and AI-assisted operations within its scope.
14. Export Restrictions
1. You acknowledge that the Software and Services may be subject to United States export control and sanctions laws and other applicable laws. You agree to comply with all such laws and regulations and not to access, use, export, re-export, transfer, or permit access or use in violation thereof.
2. You represent and warrant that you are not located in, under the control of, or a national or resident of any prohibited or embargoed country and are not on any government prohibited or restricted party list applicable to the Software or Services.
3. You are solely responsible for all costs, taxes, duties, penalties, fines, or other liabilities arising from or related to your access to or use of the Software or Services in connection with export control, import control, sanctions, or similar regulatory requirements.
15. Disclaimers of Warranties
1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SOFTWARE, SERVICES, DOCUMENTATION, CONTENT, AI FEATURES, OUTPUTS, SUPPORT, AND ALL RELATED MATERIALS ARE PROVIDED "AS IS," "AS AVAILABLE," "WITH ALL FAULTS," AND WITHOUT WARRANTIES, REPRESENTATIONS, CONDITIONS, COMMITMENTS, OR GUARANTEES OF ANY KIND.
2. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, SECURITY, RELIABILITY, PERFORMANCE, COMPLETENESS, SATISFACTORY QUALITY, RESULTS, AND FREEDOM FROM VIRUSES OR OTHER HARMFUL CODE.
3. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE SOFTWARE OR SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, COMPATIBLE, OR AVAILABLE AT ANY PARTICULAR TIME OR PLACE, OR THAT ERRORS OR DEFECTS WILL BE CORRECTED.
4. WE DO NOT WARRANT THAT ANY INFORMATION, CALCULATION, DISPLAY, RESULT, OUTPUT, REPORT, EXPORT, ALERT, NOTIFICATION, RECOMMENDATION, TRANSLATION, SUMMARY, OR AI-GENERATED OR AI-ASSISTED OUTPUT WILL BE ACCURATE, COMPLETE, CURRENT, COMPLIANT, EFFECTIVE, RELIABLE, UNIQUE, OR FIT FOR ANY PURPOSE.
5. YOU ARE SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE SOFTWARE, SERVICES, OUTPUTS, AND ANY RELATED INFORMATION ARE APPROPRIATE FOR YOUR USE CASES, WORKFLOWS, LEGAL OBLIGATIONS, CUSTOMER REQUIREMENTS, INDUSTRY STANDARDS, OR REGULATORY ENVIRONMENT.
6. WE DO NOT REPRESENT OR WARRANT THAT THE SOFTWARE OR SERVICES ARE SUITABLE FOR ITAR-CONTROLLED USE, MILITARY USE, OR ANY OTHER HIGHLY REGULATED OR SPECIALIZED USE CASE UNLESS WE EXPRESSLY AGREE OTHERWISE IN WRITING.
7. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR BY ANY OF OUR REPRESENTATIVES CREATES ANY WARRANTY OR IN ANY WAY INCREASES THE SCOPE OF ANY WARRANTY EXPRESSLY SET FORTH IN THESE TERMS.
8. Mandatory Law Savings. Nothing in these Terms excludes or limits any warranty, condition, right, or remedy that cannot be excluded or limited under applicable law.
16. Limitation of Liability and Exclusive Remedies
1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, ENHANCED, OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, USE, DATA, CONTENT, SAVINGS, OPPORTUNITY, REPUTATION, OR CONFIDENTIAL INFORMATION, ARISING OUT OF OR RELATED TO THE SOFTWARE, SERVICES, SUPPORT, DOCUMENTATION, AI FEATURES, OUTPUTS, THIRD-PARTY SERVICES, OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
2. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR ANY DAMAGES, CLAIMS, OR LOSSES ARISING FROM OR RELATED TO: (a) YOUR CONTENT; (b) SHARED CONTENT; (c) USER ERROR; (d) THIRD-PARTY ACTS OR OMISSIONS; (e) INTERNET OR NETWORK FAILURES; (f) UNAUTHORIZED ACCESS OR SECURITY INCIDENTS NOT CAUSED BY OUR WILLFUL MISCONDUCT; (g) DELAYS, DOWN TIME, OR SERVICE INTERRUPTIONS; (h) CORRUPTION, LOSS, RETENTION, OR DELETION OF DATA; (i) INCOMPATIBILITY WITH BROWSERS, HARDWARE, SOFTWARE, OR THIRD-PARTY SERVICES; (j) COMPLIANCE FAILURES; OR (k) AI-GENERATED OR AI-ASSISTED OUTPUTS.
3. TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SOFTWARE, SERVICES, SUPPORT, DOCUMENTATION, AI FEATURES, OUTPUTS, OR THESE TERMS SHALL NOT EXCEED THE GREATER OF: (a) ONE HUNDRED U.S. DOLLARS (USD $100.00); OR (b) THE TOTAL AMOUNT ACTUALLY PAID BY YOU TO US FOR THE APPLICABLE SOFTWARE OR SERVICES DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
4. THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, STATUTE, OR OTHERWISE, AND EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
5. YOUR EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SOFTWARE OR SERVICES IS TO STOP USING THE AFFECTED SOFTWARE OR SERVICES AND, IF APPLICABLE, TO CANCEL RENEWAL AT THE END OF YOUR CURRENT TERM.
6. Mandatory Law Savings; EU Consumer Notice. Nothing in these Terms excludes or limits liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence, or any other liability to the extent such exclusion or limitation is prohibited by applicable law. If you are a consumer resident in the European Union, any additional mandatory rights or remedies available to you under applicable law remain unaffected.
7. Except to the extent prohibited by applicable law, all liability arising out of or relating to the Software or Services is limited as set forth in this section, regardless of the cause of action or theory of liability.
17. Indemnification
1. You will defend, indemnify, and hold harmless Us from and against any and all claims, demands, actions, proceedings, investigations, damages, judgments, settlements, losses, liabilities, penalties, fines, costs, and expenses (including reasonable attorneys' fees and costs) arising out of or related to: (a) your Content; (b) your use of the Software or Services; (c) your violation of these Terms; (d) your violation of any law, regulation, contractual duty, confidentiality obligation, or third-party right; (e) any allegation that your Content or use of the Software or Services infringes, misappropriates, or otherwise violates any intellectual property, privacy, publicity, confidentiality, or other right; or (f) any dispute between you and any third party, including your customers, vendors, users, employees, contractors, or regulators.
2. We may assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you will cooperate fully with Us in defending the matter at your expense. Your indemnification obligations apply regardless of whether the claim is caused in part by the negligence of any indemnified party, except to the extent prohibited by law.
3. You are responsible for obtaining and maintaining any insurance you deem necessary or that may be required for your access to or use of the Software or Services.
4. EU Consumer Notice. If you are a consumer resident in the European Union, this section applies only to the extent permitted by applicable law.
18. Compliance; Investigations; Disclosure
1. We may use available technologies and processes to detect, prevent, investigate, or address conduct, content, security events, legal violations, abuse, or other matters relating to the Software or Services.
2. We may access, preserve, and disclose information relating to you, your Account, your use, and your Content where We believe in good faith that doing so is necessary or appropriate to: (a) comply with law, legal process, or governmental request; (b) enforce these Terms; (c) respond to support requests; (d) detect, prevent, or address fraud, abuse, security, technical, or legal issues; or (e) protect the rights, property, operations, or safety of Us, Our users, or others.
19. Government Rights
1. The Software and Services are commercial items and are provided to government end users only with the same commercial rights and restrictions described in these Terms, unless otherwise expressly agreed by Us in writing.
20. Applicable Law
1. These Terms and any dispute, claim, or controversy arising out of or relating to these Terms, the Software, or the Services shall be governed by and construed in accordance with the laws of the State of Maine, United States, without regard to conflict of laws rules.
2. You are solely responsible for ensuring that your access to and use of the Software or Services, and your Content, are lawful in every jurisdiction applicable to you.
3. To the extent any provision of these Terms is prohibited or unenforceable under applicable law, that provision shall be enforced to the maximum extent permitted and the remaining provisions shall remain in full force and effect.
21. Dispute Resolution; Arbitration; Class Action Waiver
1. Informal Resolution First. Before filing any claim, you and We agree to attempt in good faith to resolve the dispute informally by written notice to the other party describing the issue in reasonable detail. If the dispute is not resolved within thirty (30) days after notice, either party may proceed as permitted below.
2. Binding Arbitration. Except for matters that may be brought in small claims court or claims for injunctive or equitable relief relating to intellectual property, confidentiality, security, or unauthorized access or use, any dispute, claim, or controversy arising out of or relating to these Terms, the Software, or the Services shall be resolved exclusively by final and binding arbitration on an individual basis in Maine, United States, in the English language, before a single arbitrator. Judgment on the award may be entered in any court of competent jurisdiction.
3. Class Action Waiver. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF, CLAIMANT, OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, MASS, OR REPRESENTATIVE PROCEEDING.
4. Jury Trial Waiver. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND WE EACH WAIVE ANY RIGHT TO A JURY TRIAL IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS, THE SOFTWARE, OR THE SERVICES.
5. Venue for Non-Arbitrable Matters. For any matter not subject to arbitration, you consent to the exclusive jurisdiction and venue of the state and federal courts located in Maine, United States, and waive any objection based on inconvenient forum or similar doctrine.
6. EU Consumer Notice. If you are a consumer resident in the European Union, nothing in this section deprives you of any right you may have under mandatory law to bring a claim in the courts of your Member State of residence or to rely on non-waivable local consumer protections.
22. Changes to These Terms
1. We may modify these Terms at any time by posting an updated version and updating the "Effective from" date. Unless we expressly state otherwise, any revised Terms become effective on the stated "Effective from" date.
2. By continuing to access or use the Software or Services after revised Terms become effective, you agree to the revised Terms.
3. Except as expressly stated in these Terms, no amendment, modification, waiver, or revocation is binding unless in a written instrument signed by an authorized representative of QA Assistant LLC.
4. Any additional or conflicting terms in a purchase order, vendor form, click-through, procurement portal, email, or other customer document are void and have no effect unless expressly agreed in a writing signed by an authorized representative of QA Assistant LLC.
5. EU Consumer Notice. If you are a consumer resident in the European Union and a change materially and adversely affects your access to or use of a digital service, any additional notice, termination, refund, or other rights you may have under applicable law remain unaffected.
23. Entire Agreement; Interpretation; Severability; Survival
1. These Terms, together with any policies, addenda, or feature-specific terms expressly incorporated by reference, constitute the complete and exclusive agreement between you and QA Assistant LLC regarding the Software and Services and supersede all prior or contemporaneous oral or written proposals, communications, understandings, and agreements relating to the same subject matter.
2. Headings are for convenience only and do not affect interpretation. The words "including" and "include" mean "including without limitation."
3. If any provision of these Terms is held void, invalid, or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.
4. Our delay or failure to enforce any provision of these Terms is not a waiver of that provision or any other provision.
5. You may not assign these Terms or any rights or obligations under them without Our prior written consent. Any attempted assignment in violation of this sentence is void. We may assign or transfer these Terms, in whole or in part, without restriction.
6. The following provisions survive any expiration or termination of these Terms to the extent applicable: accrued payment obligations, ownership, feedback, user content licenses, privacy-related operational rights, disclaimers, limitations of liability, indemnification, dispute resolution, class action waiver, jury trial waiver, governing law, and all provisions that by their nature are intended to survive.