Terms of Service Effective Date: October 18, 2015
Welcome to the QSUM LLC web site, which is located at qsum.com (the "Web Site"). The following Terms of Service ("TOS") contain the terms that govern your use of the Web Site and qsum.com Service (as defined below). These TOS describe your rights and responsibilities and what you can expect from the QSUM LLC Service. Use of the QSUM LLC Web Site constitutes acceptance of these TOS. Qsum.com is a Trademark of QSUM LLC.
QSUM LLC reserves the right to add, delete and/or modify any of the terms contained in this TOS, at any time and in its sole discretion, by posting a new agreement on the QSUM LLC Web Site. If any modification is unacceptable to you, your only recourse is to not use the Web Site and the qsum.com service. Your continued use of the QSUM LLC Web Site following posting of a new TOS on the QSUM LLC Web Site will constitute binding acceptance of the changes.
1.The QSUM.com Service.
QSUM LLC provides a number of Internet-based services through the Web Site (all such services, collectively, the "qsum.com service"). One such service enables users to create customized merchandise, signs, magnetics, bumper stickers, and banners (collectively, "Products"). QSUM LLC users may create and purchase individual Products for their own use.
2.Use of the Web Site and QSUM.com Service.
2.1 Eligibility. QSUM will only knowingly provide the qsum.com service to parties that can lawfully enter into and form contracts under applicable law. If you are under the age of 18, but at least 13 years of age, you may use the qsum.com service only under the supervision of a parent or legal guardian who agrees to be bound by these TOS. The qsum.com service is not intended for children under the age of 13.
2.2 Compliance with TOS and Applicable Law. You must comply with all of the terms and conditions of these TOS, the applicable agreements and policies referred to below, and all applicable laws, regulations and rules when you use the qsum.com service and the web site.
2.3 Your License to Use the Web Site and the qsum.com service.
2.4 Third-Party Services. QSUM LLC may use third parties to provide certain services accessible through the Web Site. QSUM LLC does not control those third parties or their services, and you agree that QSUM LLC will not be liable to you in any way for your use of such services. These third parties may have their own terms of use and other policies. You must comply with such terms and policies as well as these TOS when you use these services. If any such terms or policies conflict with QSUM LLC's TOS, agreements or policies, you must comply with QSUM LLC's TOS, agreements or policies, as applicable.
(a) QSUM LLC solely and exclusively owns all intellectual property and other rights, title and interest in and to the qsum.com service and Web Site, except as expressly provided for in these TOS. For example and without limitation, QSUM LLC owns the trademark qsum.com (TM), the copyrights in and to the web site, and certain technology used in providing the qsum.com service. You will not acquire any right, title or interest therein under these TOS or otherwise.
(b) QSUM LLC grants you a limited revocable license to access and use the Web Site and the qsum.com service for its intended purposes, subject to your compliance with these TOS. This license does not include the right to collect or use information contained on the Web Site for purposes prohibited by QSUM LLC; to compete with QSUM LLC; create derivative works based on the content of the web site; or download or copy the Web Site (other than page caching). If you use the web site in a manner that exceeds the scope of this license or breach this TOS, QSUM LLC may revoke the license granted to you, AND PURSUE ANY OTHER LEGAL COURSE OF ACTION PERMITTED UNDER APPLICABLE STATE OR FEDERAL LAW.
(c) This Section 2.3 does not pertain to your intellectual property rights. For information regarding your intellectual property rights, please see Section 4.1.
3.General Rules.
3.1 Prohibited Use. You may only use the qsum.com service as expressly permitted by QSUM LLC. You may not cause harm to the Web Site or the QSUM.com Service. Specifically, but not by way of limitation, you may not:
(i) interfere with the qsum.com service by using viruses or any other programs or technology designed to disrupt or damage any software or hardware;
(ii) modify, create derivative works from, reverse engineer, decompile or disassemble any technology used to provide the qsum.com service;
(iii) use a robot, spider or other device or process to monitor the activity on or copy pages from the Web Site, except in the operation or use of an internet "search engine", hit counters or similar technology;
(iv) collect electronic mail addresses or other information from third parties by using the qsum.com service; (v) impersonate another person or entity;
(vi) use any meta tags, search terms, key terms, or the like that contain QSUM LLC's name or trademarks;
(vii) engage in any activity that interferes with another user's ability to use or enjoy the qsum.com service;
(viii) assist or encourage any third party in engaging in any activity prohibited by these TOS.
3.2 Prohibited Use Promise. By using the QSUM LLC Web Site, you are promising that you are not using the qsum.com service or the Web Site for any of the Prohibited Uses.
4.Use of Your Content.
You do not lose ownership of the Content that you design on, or upload to, the Web Site. By uploading Designs to the Web Site or creating Designs with QSUM LLC's design tools, however, you grant the following licenses to QSUM LLC: the nonexclusive, worldwide, transferable, sublicensable right to copy, crop, reproduce, publicly display, sell, and distribute the Design in or on Products and in advertising, marketing, samples, and promotional materials for the purpose of promoting the Web Site and Products; and the right to make modifications to your Design as QSUM LLC, in its sole discretion, finds necessary to achieve the above listed purposes.
You may remove the Content you designed at any time, and you retain any copyright and other intellectual property rights in that Content. If you choose to remove Content that you designed or uploaded and notify QSUM LLC of your intention to terminate the licenses described in the above paragraph, those licenses will terminate, except that QSUM LLC may fulfill all orders that are in any way derived from that Content placed prior to notice of termination and may continue to use said Content in marketing and promotional materials.
5.Reservation of Rights.
5.1 Monitoring. QSUM LLC reserves the right, but does not assume the obligation, to monitor transactions and communications that occur through the Web Site. If QSUM LLC determines, in its sole and absolute discretion, that you or another QSUM LLC user have breached or will breach a term of these TOS or that such transaction or communication is inappropriate, QSUM LLC may cancel such transaction or take any other action to restrict access to or the availability of any material that we may consider objectionable, without any liability to you or any third party.
5.2 Modification of the Service. QSUM LLC may modify the qsum.com service at any time with or without notice to you, and will incur no liability for doing so.
6.Submissions.
When you submit questions, comments, suggestions, ideas, message board postings, material submitted via web forms, contest entries, communications or any other information ("Submissions"), you grant QSUM LLC permission to use such Submissions for marketing and other promotional purposes, including the right to sublicense. You agree that QSUM LLC will have no obligation to keep any Submissions confidential. You will not bring a claim against QSUM LLC based on "moral rights" or the likes arising from QSUM LLC's use of a Submission. This Section does not apply to your Content that will appear as part of your product that you use in connection with qsum.com service.
7.Representations and Warranties.
7.1 Mutual Representations and Warranties. You represent and warrant to QSUM LLC and QSUM LLC represents and warrants to you: (i) that you or it has the full power and authority to enter into and perform under these TOS, (ii) the execution and performance of your or its obligations under these TOS do not constitute a breach of or conflict with any other agreement or arrangement by which you or it is bound, and (iii) these TOS are a legal, valid and binding obligation of the party entering into these TOS, enforceable in accordance with their terms and conditions.
7.2 By You. You represent and warrant to QSUM LLC that, your use of the qsum.com service and any order that you place with QSUM LLC: (i) will not infringe the copyright, trademark, patent, trade secret, right of privacy, right of publicity or any other legal right of any third party and (ii) will comply with all applicable laws, rules, and regulations. You further represent and warrant to QSUM LLC that: (i) there are no claims, demands or any form of litigation pending, or to the best of your knowledge, threatened with respect to any of your Content; (ii) QSUM LLC will not be required to make any payments to any third party in connection with its use of your Content, except for the expenses that QSUM LLC incurs in providing the qsum.com service; (iii) the use of any instructions, formulae, recommendations, or the like contained in your Content will not cause injury to any third party; and (iv) your Content does not contain viruses or any other programs or technology designed to disrupt or damage any software or hardware.
8a. Disclaimers and Exclusions.
8a.1 DISCLAIMER OF WARRANTIES. QSUM LLC PROVIDES THE WEB SITE AND QSUM.COM SERVICE ON AN "AS IS" AND "AS AVAILABLE" BASIS. QSUM LLC DOES NOT REPRESENT OR WARRANT THAT THE WEB SITE, QSUM.COM OR ITS USE: (i) WILL BE UNINTERRUPTED, (ii) WILL BE FREE OF INACCURACIES OR ERRORS, (iii) WILL MEET YOUR REQUIREMENTS, OR (iv) WILL OPERATE IN THE CONFIGURATION OR WITH THE HARDWARE OR SOFTWARE YOU USE. QSUM LLC MAKES NO WARRANTIES OTHER THAN THOSE MADE EXPRESSLY IN THESE TOS, AND HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NON-INFRINGEMENT.
8a.2 EXCLUSION OF DAMAGES. QSUM LLC WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) ARISING OUT OF, RELATING TO OR CONNECTED WITH THE USE OF THE QSUM.COM SERVICE, BASED ON ANY CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
8b. Limitation of Liability.
8b.1 LIMITATION OF LIABILITY. EXCEPT FOR A BREACH OF A PARTY'S REPRESENTATIONS AND WARRANTIES UNDER THESE TOS OR IN CONNECTION WITH YOUR INDEMNITY OBLIGATIONS UNDER THESE TOS, IN NO EVENT WILL THE LIABILITY OF QSUM LLC EXCEED THE VALUE OF SIGNS RECEIVED OR SERVICES RENDERED. THE VALUE OF SIGNS OR SERVICES ARE LIMITED TO THE STATED VALUE ON THE QSUM LLC WEB SITE OR AS STATED BY AN AUTHORIZED QSUM LLC AGENT.
9.Indemnification.
You agree to indemnify and hold QSUM LLC and its employees, representatives, agents, affiliates, directors, officers, managers and shareholders (the "Parties") harmless from any damage, loss, or expense (including without limitation, attorneys' fees and costs) incurred in connection with any third-party claim, demand or action ("Claim") brought against any of the Parties alleging that you have breached any of these TOS through any act or omission, including but not limited to any claim that your content infringes or violates the legal rights of any other party. If you have to indemnify QSUM LLC under this Section, QSUM LLC will have the right to control the defense, settlement, and resolution of any Claim at your sole expense. You may not settle or otherwise resolve any Claim without QSUM LLC's express written permission.
10.Termination.
10.1 Termination. QSUM LLC may suspend or terminate your use of the Web Site or QSUM.com Service if it believes, in its sole and absolute discretion, that you have breached a term of these TOS.
10.2 Survival. Notwithstanding Section 10.1 above, these TOS will survive indefinitely unless and until QSUM LLC chooses to terminate them.
10.3 Effect of Termination. If you or QSUM LLC terminates your use of the Web Site or the qsum.com service, QSUM LLC may delete any Content or other materials relating to your use of the qsum.com service on QSUM LLC's servers or otherwise in its possession, and QSUM LLC will have no liability to you or any third party for doing so.