This Agreement sets forth the Standard Terms and Conditions that apply to use of the QTC Management, Inc, (“QTCM”) site.
YOUR USE OF THE QTCM SERVICES INDICATES YOUR AGREEMENT TO BE BOUND BY THESE TERMS OF SERVICE.
These Terms of Service form independent agreements between User and QTCM. The Parties shall be liable to the other for any breach of these Terms of Service, and User agrees that User’s sole recourse in case of such breach shall be against the breaching party.
TERMS AND CONDITIONS
You agree to familiarize yourself with the Terms of Service, and abide by them if you choose to use the sites, or accept the services or benefits, to which such terms apply.
You agree to abide by all applicable local, state, national and international laws and regulations regarding your use of our service.
CONTENTS OF MESSAGES
You are responsible for the contents of your messages and the consequences of any such messages. You agree that you will not use QTCM for chain letters, junk mail, “spamming”, solicitations (commercial or noncommercial) or any use of distribution lists to any person who has not given specific permission to be included in such a process. You further agree not to use QTCM to send any messages or material that are unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise constitute a criminal offense, give rise to civil liability or otherwise objectionable material of any kind or nature or that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation.
The links on the QTCM Web Site may let you leave the QTCM Web Site. You acknowledge that the linked sites are not under the control of QTCM and QTCM is not responsible for the contents or operation of any linked site or any link contained in a linked site, or any changes or any updates of such sites. QTCM is not responsible for web casting or any other form of transmission received from any linked site. QTCM is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by QTCM of the linked site or any association with their operators.
UNLAWFUL OR PROHIBITED USE
As a condition of your use of the QTCM Web Site you warrant to QTCM that you will not use the QTCM Web Site for any unlawful purpose.
RIGHTS GRANTED TO QTCM
By posting messages, uploading files, inputting data, submitting any feedback or suggestions, or engaging in any other form of communication with or through the QTCM Web Site, you warrant and represent that you own or otherwise control the rights necessary to do so and to grant QTCM the licenses set forth below. You hereby grant QTCM and its affiliated companies permission to:
Use, modify, copy, distribute, transmit, publicly display, publicly perform, reproduce, publish, sub-license, create derivative works from, transfer, or sell any such communication.
Sub-license to third parties the unrestricted right to exercise any of the foregoing rights granted with respect to the communication.
Publish your name in connection with any such communication.
The foregoing grants shall include the right to exploit any intellectual property or proprietary rights in such communication, including but not limited to rights under copyright, trademark, service mark, or patent laws under any relevant jurisdiction. No compensation will be paid or due you with respect to QTCM’s or its sub- licensee’s use of the materials contained within such communication. QTCM is under no obligation to post or use any materials you may provide, and may remove such materials at any time in QTCM’s sole discretion.
RELATIONSHIP OF THE PARTIES
Nothing contained in this Agreement shall be construed as creating any agency, legal representative, partnership, or other form of joint enterprise between the parties. Neither party shall have authority to contract for or bind the other in any manner whatsoever.
DISCLAIMER OF WARRANTIES/LIMITATION OF LIABILITY
THE QTCM SERVICE PROVIDED IS PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. QTCM EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT THE QTCM SERVICE WILL BE ERROR-FREE, TIMELY, SECURE OR UNINTERRUPTED. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY QTCM, ITS EMPLOYEES, LICENSORS OR AGENTS WILL CREATE A WARRANTY; NOR MAY YOU RELY ON ANY SUCH INFORMATION OR ADVICE.
UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, WILL QTCM, OR ITS AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF OR INABILITY TO USE THE QTCM SERVICE, INCLUDING BUT NOT LIMITED TO RELIANCE ON ANY INFORMATION OBTAINED ON THE QTCM SERVICE; OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL, LOSS OF OR DAMAGE TO DATA, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION, OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT LIMITED TO ACTS OF GOD, COMMUNICATION FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO QTCM RECORDS, PROGRAMS OR SERVICES. THE SUBSCRIBER HEREBY ACKNOWLEDGES THAT THIS PROVISION WILL APPLY WHETHER OR NOT QTCM IS GIVEN NOTICE OF THE POSSIBILITY OF SUCH DAMAGES AND THAT THIS PROVISION WILL APPLY TO ALL CONTENT, MERCHANDISE OR SERVICES AVAILABLE FROM QTCM AND ITS AFFILIATES.
OUR LIABILITY, AND THE LIABILITY OF OUR SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO US IN THE TWELVE (12) MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) ONE HUNDRED DOLLARS ($100).
THE TERMS OF THIS SECTION SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT FOR WHATEVER REASON.
California law shall govern this Agreement, and any dispute arising from the relationship between the parties to this Agreement, excluding any laws that direct the application of another jurisdiction’s laws. In any litigation, arbitration, or other proceeding by which one party either seeks to enforce its rights under this Agreement (whether in contract, tort, or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party shall be awarded its reasonable attorney fees, and cost and expenses incurred, subject to the Limitation of Liabilities clause. The parties consent to the exclusive jurisdiction and venue of the courts of the State of California or to any Federal Court located within the State of California.
Any legal controversy or legal claim arising out of or relating to this Agreement or our services shall be settled by binding arbitration before the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in California, as the parties to this agreement agree to be governed by the laws of California. Either party may seek any interim or preliminary relief from a court of competent jurisdiction in California necessary to protect the rights or property of party pending the completion of arbitration. The prevailing party from arbitration shall be entitled to reasonable attorney’s fees, which shall be set forth by the arbitrator(s). Judgment upon the award rendered may be entered in any court in the state of California with jurisdiction. The decision of the arbitrator shall be non-appealable, final and binding on the parties. The parties shall bear equally all fees, costs and expenses of the arbitration, and each party shall bear its own legal expenses, attorneys fees, and costs of all experts and witnesses, provided, however, the arbitrator may apportion between the parties, as said arbitrator may deem equitable, the cost incurred by either party.
Should either party file an action contrary to this provision, the other party may recover attorneys’ fees and costs up to one thousand ($1000) dollars.
If any provisions of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
Various terms of this Agreement by their nature survive any cancellation, termination, or rescission of this Agreement, namely – confidentiality/non-disclosure, warranty, indemnification, liability and limits thereon, rights and obligations upon and following termination and assignment.
You agree to defend, indemnify and hold harmless QTCM against any and all claims, losses, liability costs and expenses (including but not limited to reasonable attorneys’ fees) arising from your violation of these Terms and Conditions or any third-party’s rights, (including, without limitation, infringement of any copyright trademark, service mark, trade secrets, right of privacy or publicity or any other third party right). The terms of this section shall survive the termination of your relationship with QTCM.
Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such action.
In the event of a merger or consolidation of QTCM, the surviving or new corporation and any subsidiaries are similarly subject to the rights and obligations of this Agreement.
Unless otherwise specified herein, this Agreement constitutes the complete and exclusive statement of the Agreement between the parties regarding the products and services provided hereunder, and supercede any prior Agreements between the parties with respect thereto.
MODIFICATION OF TERMS
QTCM reserves the right to modify this policy at any time and without advance notice, effective upon making the modified provisions available on the QTCM Web Site. You are responsible for regularly reviewing these documents. Continued use of the QTCM Web Site after any such changes shall constitute your consent to such changes. QTCM does not and will not assume any obligation to notify you of any changes to the Terms of Service.