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ATTENTION, NOTICE TO USER: THIS IS AN AGREEMENT GOVERNING YOUR RELATIONSHIP WITH QUINTURA INC., AND USE OF THE SERVICES, AS DEFINED BELOW, PROVIDED TO YOU BY QUINTURA, INC. YOU MAY USE THE SERVICES ONLY ON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS AND CONDITIONS CONTAINED HEREIN. PLEASE READ THESE TERMS CAREFULLY BEFORE USING THESE SERVICES. USING THESE SERVICES INDICATE THAT YOU ACCEPT THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS (“TERMS OF SERVICE”), DO NOT USE THESE SERVICES. BEFORE YOU CLICK THE “ACCEPT” AND “NEXT” BUTTONS, PLEASE CAREFULLY READ THE TERMS AND CONDITIONS OF THIS AGREEMENT, AS SUCH ACTIONS ARE A SYMBOL OF YOUR SIGNATURE AND BY CLICKING THE “ACCEPT” AND “NEXT” BUTTONS, YOU ARE CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT AND AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK THE “CANCEL” BUTTON AND YOU WILL NOT BECOME A LICENSOR’S AUTHORIZED LICENSEE AS SUCH TERMS DEFINED BELOW. Acceptance of Terms of Service This Terms of Services Agreement (the “Agreement” or “Terms of Services”) is a legal agreement between You, either an individual or an entity (the “You” or “User”), and Quintura, Inc (the “Quintura”), regarding the Services, as defined below. Quintura, assists You in providing search functions and services on your website (“Your Site”) by utilizing the Quintura search engine. By using the Services, You agree to be bound by the following Terms of Service and all terms and conditions contained and/or referenced herein or any additional terms and conditions set forth on Quintura internet website (“Website”) and all such terms shall be deemed accepted by You. If You do NOT agree to all these Terms of Service, You should NOT use the Services. If You do NOT agree to any additional specific terms which apply to particular Content (as defined below) or to particular transactions concluded through the Website, then You should NOT use the part of the Website and/or Services which contains such Content or through which such transactions may be concluded and You should NOT use such Content or conclude such transactions. Also, when You use any current or future Quintura services or visit Quintura’s or its affiliates’ websites or obtain any products or services, whether free of charge or for payment, of Quintura or any business affiliated with Quintura, whether or not included in the Website, You will be subject to the guidelines and conditions applicable to such services or business. These Terms of Service may be amended by Quintura at any time. Such amended Terms of Service shall be effective upon posting on the Website. Please check the Terms of Service published on the Website regularly to ensure that You are aware of all terms governing Your use of this Website and Services. Also, specific terms and conditions may apply to specific content, products, materials, services or information contained on or available through this Website (the “Content”) or transactions concluded through this Website. Such specific terms may be in addition to these Terms of Service or, where inconsistent with these Terms of Service, only to the extent the content or intent of such specific terms is inconsistent with these Terms of Service, such specific terms will supersede these Terms of Service. Quintura reserves the right to make changes or updates with respect to or in the Content of the Website or the format thereof at any time without notice. Quintura reserves the right to terminate or restrict access to the Website or any portion thereof for any reason whatsoever at its sole discretion. Description of Services Quintura See and Find ™ search offers a unique way to provide, tailored to Your customer (“End User”) specification, customized search (the “Services”), where such End User can visually navigate and easily refine its search of Your Site in order to find relevant information faster and more efficiently. When using Quintura Services an End User will type a query in a query box or similar search box (the “End User Query”) or clicks a visual map (the “Quintura Cloud”) located on Your Site. Quintura receives End User Query, searches the content of Your Site and delivers results relevant to the End User Query. Quintura creates, from context of End User Query the Quintura Cloud, meaning those words and word combinations that are most closely connected with End User Query will be visible and accessible in the Quintura Cloud. End User can then adjust the context of End User Query by adding the words from the Quintura Cloud to End User Query and excluding those words End User does not need, and thereby narrowing or expanding End User’s search. Quintura Cloud management described above and advanced ranking algorithms ensure faster and easier results at fewer search operations for a visitor of Your Site. Warranties and Disclaimers ALL CONTENT AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” QUINTURA HEREBY EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, NON-INFRINGEMENT, OR AS TO THE SERVICES OR THE CONTENT. QUINTURA DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS AS TO THE SECURITY OF THIS WEBSITE OR SERVICES. YOU ACKNOWLEDGE THAT ANY INFORMATION SENT MAY BE INTERCEPTED IN TRANSMISSION OR OTHERWISE. QUINTURA DOES NOT WARRANT THAT THE WEBSITE OR THE SERVERS OR ELECTRONIC COMMUNICATIONS SENT BY QUINTURA ARE FREE FROM VIRUSES OR ANY OTHER HARMFUL ELEMENTS. THE USE OF THE SERVICES OR THE DOWNLOADING OR OTHER USE OF THE WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, YOUR SITE, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM SUCH ACTIVITIES. QUINTURA ASSUMES NO LIABILITY FOR ANY COMPUTER VIRUS OR OTHER SIMILAR SOFTWARE CODE THAT IS DOWNLOADED TO YOUR COMPUTER FROM THE WEBSITE OR IN CONNECTION WITH SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM QUINTURA OR FROM THE WEBSITE OR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF SERVICE. The Website may contain references to specific Quintura products and services that may not be (readily) available in a particular country. Any such reference does not imply or warrant that any such products or services shall be available at any time in any particular country. You understand and agree that by using the Website and Services and products contained therein, You may be exposed to Content that You may find offensive, indecent or objectionable and that, in this respect, You use the Website, services and products at Your own risk. IN NO EVENT SHALL QUINTURA OR ANY OF ITS AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, PUNITIVE, SPECIAL OR INCIDENTAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, CONTRACT, REVENUE, DATA, INFORMATION OR BUSINESS INTERRUPTION), UNDER ANY THEORY OF LIABILITY, RESULTING FROM, ARISING OUT OF OR IN CONNECTION WITH THE USE OF, OR INABILITY TO USE THIS WEBSITE OR THE CONTENT, PRODUCTS, SERVICES, THE STATEMENTS OR ACTIONS OF ANY THIRD PARTY ON OR THROUGH THIS WEBSITE, ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSION OR DATA, ANY INFORMATION THAT IS SENT OR RECEIVED, OR NOT SENT OR RECEIVED, ANY FAILURE TO STORE DATA, ANY LOSS OF DATA, LOSS OR DAMAGE TO FILES, LOSS OR DAMAGE TO THE CONTENT, ANY SERVICES AVAILABLE THROUGH THE WEBSITE THAT ARE DELAYED OR INTERRUPTED, EVEN IF QUINTURA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANY ACTION BROUGHT AGAINST QUINTURA PERTAINING TO OR IN CONNECTION WITH THIS WEBSITE MUST BE COMMENCED AND NOTIFIED TO QUINTURA IN WRITING WITHIN ONE (1) YEAR AFTER THE DATE THE CAUSE FOR ACTION AROSE. Some jurisdictions do not allow the exclusion of implied warranties or limitations, so the above limitations may not apply to You. Your Warranties YOU HEREBY WARRANT THAT: (i) ALL INFORMATION PROVIDED BY YOU TO QUINTURA IN CONNECTION WITH THE SERVICE IS TRUE AND ACCURATE; (ii) YOU HAVE FULL POWER AND AUTHORITY TO ENTER INTO THE TERMS OF SERVICES; (iii) YOU WILL SEEK ALL NECESSARY GOVERNMENTAL APPROVALS REQUIRED TO EFFECTUATE THE TERMS OF SERVICE; (iv) YOU SHALL PERFORM ALL OF YOUR OBLIGATIONS UNDER THE TERMS OF SERVICE IN ACCORDANCE WITH APPLICABLE LAWS; AND (v) YOUR EDITORIAL, TEXT, GRAPHIC, AUDIOVISUAL, AND OTHER CONTENT (“YOUR CONTENT”) THAT IS AVAILABLE TO END USERS OF THE SITE AND THAT IS NOT PROVIDED BY QUINTURA OR WEBSITE DO NOT (1) INFRINGE ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY, (2) CONSTITUTE DEFAMATION, LIBEL OR OBSCENITY, (3) RESULT IN ANY CONSUMER FRAUD, PRODUCT LIABILITY, BREACH OF CONTRACT TO WHICH YOU ARE A PARTY OR CAUSE INJURY TO ANY THIRD PARTY, (4) PROMOTE VIOLENCE OR CONTAIN HATE SPEECH, (5) VIOLATE ANY APPLICABLE LAW, STATUTE, ORDINANCE, OR REGULATIONS, OR (6) CONTAIN ADULT CONTENT OR PROMOTE ILLEGAL ACTIVITIES. Term The term of this Terms of Service (“Term”) shall begin when You start using the Services and shall continue in perpetuity unless otherwise terminated by Quintura by written notice. Quintura expressly reserves the right to change, suspend or discontinue all the Service or portion thereof, at any time, and may terminate Your use of the Service at any time. Without prejudice to any other rights, this Terms of Services will terminate automatically if You fail to comply with any of the limitations or other requirements described herein. Upon any termination or expiration of this Terms of Service, You must immediately cease using the Services including without limitation any use of Quintura’s trademarks, trade names, copyrights and other intellectual property. UPON TERMINATION OF THIS AGREEMENT YOU WILL NO LONGER BE AUTHORIZED TO USE THE SERVICES IN ANY WAY. Fee; Payments All rights and privileges provided herein to You under this Terms of Service are subject to your compliance of all of the terms and conditions and payments of applicable Fee, if any, to Quintura, provided however, that Quintura expressly reserves the right to provide the Services free of charge during the Term, and further provided, that Quintura, solely at its own discretion and upon termination of this Agreement, may elect to provide the same or similar Services for a fee. Quintura specifically reserves the right to use, within Quintura Cloud or other images and materials provided or made available by Quintura, advertising on its own behalf or on behalf of third parties. Links to Other Sites and Third Party Materials In order to use the Services You may need to obtain and/or use certain third-party products, services and/or materials (“Third Party Materials”). Third Party Materials are (i) not licensed hereunder; (ii) not under Quintura’s control or license; and (iii) subject to the applicable licenses and respective terms and conditions of such third parties which You need to enter into prior or subsequent to the installation and/or use of the Third Party Materials and prior to the effective use of the Services. Notwithstanding any provision to the contrary herein, nothing in this Terms of Services shall be construed as to grant You any rights or licenses with regard to such Third Party Materials or to entitle You to use such Third Party Materials. Intellectual Property Copyright, trademark and all other proprietary rights in the Services and/or Content (including but not limited to software, services, audio, video, text and photographs) rest with Quintura and/or its licensors. Unless otherwise specifically provided herein or authorized by Quintura in writing, all rights in the Services and/or Content not expressly granted herein are reserved. You agree not to copy, republish, frame, make available for download, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sublicense, reverse engineer, or create derivative works based on the Services and/or Content. All copyright and other proprietary notices shall be retained on all reproductions. Quintura hereby disclaims any rights to trademarks, service marks, trade names, logos, copyright, patents, domain names or other intellectual property interests of third parties. All intellectual property interests of third parties referenced herein, including without limitation Third Party Materials are the properties of their respective owners. Quintura disclaims any proprietary interests in the intellectual property rights other than their own. The Quintura Cloud shall conspicuously display graphics that indicates that the Service is provided by Quintura under the guidelines that may be communicated to You from time to time by Quintura. Such attribution must provide a direct link to the Website or such other address as Quintura may designate from time to time. Feedback You may from time to time provide suggestions, comments or other feedback to Quintura with respect to any product, material, software or information provided by Quintura (hereinafter “Feedback”). You agree that all Feedback is and shall be entirely voluntary and shall not, absent separate agreement, create any confidentiality obligation for Quintura. However, Quintura shall not disclose the source of any feedback without the providing party’s consent. Quintura shall be free to disclose and use such Feedback as it sees fit, entirely without obligation of any kind to You. The foregoing shall not, however, affect either party’s obligations hereunder with respect to the information protected pursuant to any Quintura’s privacy policies posted on the Website. Notice and Procedure for Making Claims of Copyright Infringement If You believe that Your work has been copied in a way that constitutes copyright infringement, please provide Quintura’s Copyright Agent the written information specified below. Please note that this procedure is exclusively for notifying Quintura and its affiliates that Your copyrighted material has been infringed. • An electronic or physical signature of the copyright owner or the person authorized to act on behalf of the owner of the copyright interest; • A description of the copyrighted work that You claim has been infringed upon; • A description of where the material that You claim is infringing is located on the Website; • Your address, telephone number, and e-mail address; • A statement by You that You have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; • A statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright owner or authorized to act on the copyright owner's behalf. Quintura’s Copyright Agent for notice of claims of copyright infringement on this Website can be reached as follows: Name: Dmitri I. Dubograev, Esq Address: International Legal Counsels PC, 901 N. Pitt Street, Suite 325, Alexandria, VA 22314, USA Information and Materials Provided By You Unless otherwise specifically provided herein, any materials or information submitted to, sent through or in connection with this Website and /or Services by You (“User Materials”), will be treated as non-confidential and non-proprietary, and immediately become the property of Quintura, subject to any privacy policies posted on the Website. Quintura may use such User Materials as it deems fit, anywhere in the world, without obligation for compensation, and free of any moral rights, intellectual property rights and/or other proprietary rights in or to such User Materials. Unlawful or Prohibited Use You may not use the Website and/or Services for any purpose that is unlawful, prohibited by these Terms of Service, or in any way interferes or attempts to interfere with the proper working of this Website and/or Services. You may not use this Website and/or Services in any manner that could damage, disable, overburden, or impair this Website and/or Services, or that interferes with any third party’s use and enjoyment of this Website and/or Services. You agree that You will not use any third-party software that intercepts, "mines," or otherwise collects information from or through the Website and/or Services. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available by Quintura to all users of this Website and/or Services. You shall not institute, assist, or become involved in an attack upon any Quintura server or otherwise attempt to disrupt the Quintura servers. ANY ATTEMPT BY YOU TO DAMAGE QUINTURA SERVERS OR UNDERMINE THE LEGITIMATE OPERATION OF QUINTURA IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND, SHOULD SUCH AN ATTEMPT BE MADE OR ASSISTANCE FOR SUCH AN ATTACK BE PROVIDED, QUINTURA RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH USER TO THE FULLEST EXTENT PERMITTED BY LAW. Indemnification You hereby agree to indemnify and hold harmless Quintura, its affiliates, officers, directors, agents, and employees, from any expense, loss, claim, damage, fine, penalty or liability, including reasonable fees for attorneys and other professionals, payable under any judgment, verdict, court order or settlement, to the extent resulting from any claim, demand, action, suit, arbitration, or other proceeding initiated by any third party, including the assessment, claim or demand by a governmental agency or entity, arising out of Your breach of these Terms of Service. Linking to the Website Linking to the Website is permitted provided that You comply with the following rules. You may link to the home page of the Website or to any other page of the Website. However, You are not allowed to use in-line linking (or hot-linking) or framing. You must not imply that Quintura endorses or sponsors the linker or its site, products or services. You must not use Quintura’s intellectual property including but not limited to trademarks, trade names, copyrights without advance written permission from Quintura or as otherwise provided herein. Furthermore, You agree to remove the link at any time upon Quintura’s request. Applicable Law These Terms of Service shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia without regard to its principles of conflict of laws. You agree to the exclusive jurisdiction of the courts of the Commonwealth of Virginia for any claim or cause of action arising out of, or relating to or in connection with these Terms of Service or this Website, provided that such exclusivity does not apply to legal actions initiated or brought by Quintura. Quintura does not bear any responsibility nor assumes any risks if by any reason a Service or the Website breach national law of any state. Those who access this Website or use the Services do so on their own initiative and are responsible for compliance with their national laws. Questions may be submitted at support@quintura.com. Please also have a look at our Privacy Policy at www.quintura.com. |