Terms of Use
Last Updated: 22 July 2022
These Terms of Use (“Terms”) apply to your use of the website at quincus.com and all other websites and applications where these Terms appear or are linked and that are owned or operated by or on behalf of Quincus Pte. Ltd. or any of its affiliates or related corporations (“Quincus,” “we,” “us” or “our”) (collectively, the “Services”). By accessing or using any Service, you acknowledge that you have read and understand and agree to be bound by these Terms. If you do not agree to be bound by these Terms, you should not access or use any Service. These Terms constitute a legally binding agreement between us and you.
The Services are intended for use by individuals older than the age of majority in their jurisdiction of residence. If you are under the applicable age of majority, you may use our Services only with involvement and permission of a parent or guardian, and by such use your parent and/or guardian hereby agrees to be, and will be, held jointly and severally liable for any and all claims arising from your use of any Service. Notwithstanding the foregoing, use of any Service by anyone under 13 is prohibited. If you access or use any Service (including registering an account) on behalf of a company, organization or other entity, then (1) references to “you” and “your” herein refer to both you as an individual and that entity and (2) you represent and warrant that you are authorized to bind the entity to these Terms and that you expressly agree to these Terms on the entity’s behalf.
THESE TERMS CONTAIN A MANDATORY ARBITRATION PROVISION (SEE THE SECTION TITLED “GOVERNING LAW; ARBITRATION” BELOW) THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES RATHER THAN JURY TRIALS (OR ANY OTHER COURT PROCEEDINGS) OR CLASS ACTIONS OF ANY KIND, TO THE EXTENT PERMITTED BY APPLICABLE LAW. BE ADVISED THAT THESE TERMS ALSO CONTAIN DISCLAIMERS AND LIMITATIONS ON OUR LIABILITY AND CLAIMS AGAINST US THAT MAY BE APPLICABLE TO YOU.
We reserve the right to revise these Terms at any time without notice, and the revised Terms will be effective as of the “Last Updated” date set forth in those Terms. By using any Service, you agree to be bound by the then-current version of these Terms, and therefore it is your responsibility to periodically review these Terms. We reserve the right to modify, suspend or discontinue any Service at any time with or without notice and without liability. Nothing in these Terms shall be construed to obligate us to maintain or support our Services.
Please read our Privacy Policy at https://www.quincus.com/privacy-policy/, which governs our collection and use of your information and is hereby incorporated into these Terms. You also agree to be bound by and comply with additional applicable terms and conditions that are expressly referenced in these Terms, posted in any Service, or otherwise provided to you electronically or otherwise.
ACCOUNTS
You may be required to register an account with us in order to use certain Services. Your user name and password are for your personal use only, and you are responsible for maintaining the confidentiality thereof and agree to accept responsibility for all activities that occur under your account. You understand and acknowledge that no data transmission over the Internet can be guaranteed to be 100% secure and we cannot guarantee that any personal or other information you submit to us will be free from unauthorized third-party access. All information you submit to us is submitted at your own risk.
PRODUCT INFORMATION
You acknowledge and agree that all product- and service-related information made available by Quincus in any form or media (including via any Service or in any marketing, promotional or advertising materials), including information regarding fees, rates, features, functionality and product and service suites (collectively, “Product Information”), is for informational purposes only and may be changed by Quincus at any time, and Quincus makes no guarantee that any such Product Information is accurate or current, or that it will apply to or be included in any separate agreement for Quincus products and services entered into by you and Quincus.
INTELLECTUAL PROPERTY RIGHTS
Our Services and all materials used or displayed in any Service, including without limitation all logos, trademarks, service marks and trade names (collectively, “Trademarks”), all data, text, photographs, pictures, graphics, images, illustrations, audio and video, icons, links, software and other content, and the selection and arrangement of the foregoing (collectively with the Trademarks, the “Materials”), are owned by Quincus or our licensors. All rights not expressly granted in the Services or these Terms are reserved to Quincus, and nothing in our Services or these Terms shall be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark without Quincus’s written permission. All goodwill that arises in connection with your use of any Trademark shall inure exclusively to Quincus or its licensors, as applicable.
USER CONTENT
Any and all comments, feedback, reviews, messages, ideas, suggestions, photographs, recordings or other materials or communications sent to us or submitted via any Service is “User Content.” You hereby grant us and our affiliates and related corporations a non-exclusive, fully sublicensable, fully transferable, irrevocable, perpetual, royalty free, worldwide, unlimited license to use, reproduce, display, perform, adapt, modify, disclose, publish, distribute, have distributed and otherwise exploit any and all User Content for any purpose whatsoever without restriction, and we shall have no obligation to (1) maintain any User Content in confidence, (2) pay compensation (including royalties) with respect to any User Content, or (3) respond to any User Content. You shall ensure that your User Content (i) complies with all applicable laws, rules and regulations (“Applicable Law”), (ii) does not infringe, misappropriate or otherwise violate any intellectual property, proprietary, publicity or other right of any other person or entity, (iii) is not offensive, threatening, libelous, defamatory, pornographic, obscene, abusive, misleading, fraudulent or otherwise inappropriate or illegal, and (iv) does not contain any computer virus or other malware that could affect any Service, any of our systems or any third-party systems, or any other Service user. We may in our sole discretion monitor, edit or remove User Content from any Service.
NON-PERMITTED USE
You shall not:
1. access or use non-public areas of any Service or any of Quincus’s or its licensors’ computer systems or networks, including probing, scanning or testing the vulnerability of any such system or network;
2. record, process, scrape or mine information about other users or otherwise use any robot, spider, site search/retrieval application, or other automated device, process or means to access, search, retrieve, scrape or index any Service;
3. except as expressly permitted herein, reproduce, republish, display, duplicate, copy, sell, resell, exploit, modify, transmit or create any derivative works based on any Service or Materials without Quincus’s express written permission;
4. use any Service or Material to violate any Applicable Law or encourage any conduct that could lead to such a violation, constitute a criminal offense, or give rise to civil liability;
5. provide any information to us that is not accurate and complete;
6. remove, obscure or otherwise alter any proprietary notices appearing on any Service or Material, including any copyright, trademark and other intellectual property notices;
7. interfere with the proper working of any Service or Material, including without limitation by transmitting (or permitting to be transmitted) any virus, worm, trap door, Trojan horse, denial of service attach, malware or other malicious code or limiting routine, instruction or design;
8. use any Service or Material for any commercial purpose or in any automated manner, including without limitation any attempt to raise money, store or transmit spam, or advertise or promote a product, service, website or other commercial offering; or
9. otherwise engage in, or assist, permit or encourage any other party to engage in, any activity that Quincus deems objectionable in its sole discretion.
THIRD-PARTY MATERIALS
Our Services may contain links to third-party websites and platforms, which are provided for your convenience only. We do not control, and are not responsible or liable for, such websites and platforms, their content, or any third-party products or services, or your access to, purchase of or use of any of the foregoing. The inclusion of any such link does not imply that Quincus is affiliated with, or approves or endorses, any such third party, website, platform, content, product or service. Please carefully review each third party’s applicable terms of use, privacy policy and other policies.
TERM & TERMINATION
These Terms are effective from the date on which you first access any Service and shall remain effective until terminated in accordance herewith. We may immediately terminate these Terms, and/or your access to and/or use of any Service, at any time and for any reason, with or without cause, without prior notice. Upon termination of these Terms, your right to access and use our Services shall immediately and automatically terminate and you shall cease all access to and use of our Services. In the event of termination of these Terms for any reason, all of your payment obligations and all restrictions, disclaimers, and limitations, the sections titled “INTELLECTUAL PROPERTY RIGHTS,” “THIRD-PARTY MATERIALS,” “TERM & TERMINATION,” “DISCLAIMER,” “LIMITATION OF LIABILITY,” “LIMITATION ON CLAIMS,” “INDEMNIFICATION,” “GOVERNING LAW; ARBITRATION,” AND “GENERAL PROVISIONS,” and all other terms and conditions which by their nature reasonably should survive such termination, shall survive such termination.
LINKS TO THIS WEBSITE
Unless otherwise set forth in a written agreement between you and us, if you desire to include a link to any Service on your website or to otherwise share a link to any Service, you must abide by our linking policy as follows: (1) the appearance, position and other aspects of the link may not be such as to damage or dilute the goodwill associated with our name and Trademarks; (2) the appearance, position and other attributes of the link may not create the false appearance that your organization or entity is sponsored by, affiliated with or in any manner associated with Quincus; (3) when clicked by a user, the link must display the applicable Service on full-screen and not within a “frame”; and (4) we reserve the right at all times to deny use of a link to any Service on your website or your sharing of a link to any Service, in which case you shall immediately disable and remove the link.
INFRINGEMENT CLAIMS
We are unable to monitor the copyright ownership of all content posted in the Services. If you believe that your work has been copied and is accessible on our Services in a way that constitutes copyright infringement or that our Services contain links or other references to another online location that contains material or activity that infringes your copyright rights, you may notify us by providing all of the following information to our copyright agent, as set forth below.
1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
2. Identification of the copyrighted work claimed to have been infringed or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site, and information reasonably sufficient to permit us, or our third-party service providers, to locate the material.
3. Information reasonably sufficient to permit us, or our third-party service providers, to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
4. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
5. A statement that the information in the notification is accurate, and under penalty of perjury in the United States or its equivalent in any other country or jurisdiction, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Copyright Agent: Quincus Pte. Ltd., 160 Robinson Road, #17-01 SBF Centre, Singapore 068914, Attn: Legal Counsel.
Note: Only copyright complaints should be sent to the Copyright Agent identified above. No other communications will be accepted or responded to. For communications regarding other matters, please contact us as set forth below.
DISCLAIMER
THE INFORMATION ON OUR SERVICES MAY NOT BE ACCURATE, COMPLETE OR CURRENT. SUCH INFORMATION IS PROVIDED FOR GENERAL INFORMATION ONLY AND ANY RELIANCE THEREON IS AT YOUR SOLE RISK. WE UNDERTAKE NO OBLIGATION TO UPDATE, AMEND OR CLARIFY INFORMATION ON THE SERVICES, EXCEPT AS REQUIRED BY LAW. WE WILL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY CONDUCT, CONTENT OR COMMUNICATION ON ANY SERVICE THAT RESULTS FROM UNAUTHORIZED ACCESS TO OR USE OF ANY SERVICE, MATERIALS OR USER CONTENT OR ANY OF OUR SYSTEMS (INCLUDING VIA INTRUSIVE, INVASIVE OR ILLEGAL TECHNIQUES). WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, THE SERVICES AND MATERIALS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND. QUINCUS HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE SERVICES OR MATERIALS, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTY OF NON-INFRINGEMENT, TITLE OR QUIET ENJOYMENT. QUINCUS DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE USE, VALIDITY, ACCURACY OR RELIABILITY OF (OR THE RESULTS OF THE USE OF) ANY SERVICE OR MATERIALS, OR ANY WEBSITES LINKED TO FROM OR REFERENCES IN OUR SERVICES. ACCESS TO AND USE OF THE SERVICES AND MATERIALS IS AT YOUR SOLE RISK. QUINCUS DOES NOT WARRANT THAT ANY SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.
LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL QUINCUS, ITS AFFILIATES AND RELATED CORPORATIONS, OR ANY OF THE RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS, SUPPLIERS, OWNERS OR OTHER REPRESENTATIVES OF ANY OF THE FOREGOING BE LIABLE FOR ANY INJURY, LOSS, CLAIM OR DAMAGES, INCLUDING WITHOUT LIMITATION INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, DAMAGES RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION, AND DAMAGES FOR PERSONAL INJURY, DEATH OR PROPERTY DAMAGE, ARISING OUT OF OR RELATING TO THE ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, ANY SERVICE OR MATERIALS, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, REGULATION, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS, LOSS, LIABILITY, INJURY, DAMAGES, COSTS AND EXPENSES SHALL NOT EXCEED FIFTY U.S. DOLLARS ($50). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES AND/OR LIABILITIES, SO CERTAIN OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
LIMITATION ON CLAIMS
Except to the extent prohibited by Applicable Law, you hereby unconditionally and irrevocably release, remise and waive, and discharge us and our affiliates and related corporations from, any claim or cause of action in connection with these Terms or any Services or Materials that is not filed by you or on your behalf within one (1) year after such claim or cause of action arises.
INDEMNIFICATION
You agree to indemnify, defend and hold harmless Quincus, its affiliates and related corporations, and the respective directors, officers, employees, consultants, agents, suppliers, owners and other representatives of each of the foregoing from and against any and all claims, damages, losses, liabilities, costs (including attorneys’ fees) and other expenses that arise directly or indirectly out of any third-party claim in connection with: (1) your breach of these Terms; (2) your User Content, including without limitation any allegation that your User Content infringes, misappropriates or otherwise violates the intellectual property, proprietary or other rights of any third party; (3) your negligence or willful misconduct; (4) your violation of Applicable Laws; or (5) your activities in connection with any Service, Materials or User Content.
GOVERNING LAW; ARBITRATION
These Terms shall be governed by and construed in accordance with the laws of the Republic of Singapore, without regard to the principles of conflicts of law of any jurisdiction and regardless of your location.
TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, ALL DISPUTES ARISING OUT OF OR RELATED TO THESE TERMS, ANY SERVICES OR MATERIALS, OR ANY OTHER ASPECT OF THE RELATIONSHIP BETWEEN YOU AND QUINCUS, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, SHALL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY, AND YOU AGREE THAT QUINCUS AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY. YOU AGREE THAT ANY ARBITRATION UNDER THESE TERMS WILL TAKE PLACE ON AN INDIVIDUAL BASIS. CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED AND YOU AGREE TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION.
All arbitration in connection with these Terms shall be administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the SIAC then in force, which rules are deemed to be incorporated by reference in this clause. The arbitration tribunal shall consist of one arbitrator. The language of the arbitration shall be English. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by us that an in-person hearing is appropriate. All in-person appearances will be held in Singapore. The arbitrator’s decision will follow the terms and conditions of these Terms and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of these Terms, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof.
Notwithstanding the foregoing, (1) Quincus may in its sole discretion bring any claim or dispute arising in connection with these Terms in the courts of the Republic of Singapore, (2) if you are a resident of the United States, you may assert claims in small claims court in the state of California if your claims qualify, and (3) we may pursue any collection action against you in any court of competent jurisdiction.
Unless prohibited by Applicable Law, if you have a dispute and elect to seek arbitration or file a claim in small claims court, you must first send to Quincus, by certified mail, a written notice of your claim that (i) describes the nature and basis of the claim or dispute, (ii) sets forth the specific relief sought, and (iii) includes a physical address and email address where you may be reached. Such notice must be addressed to: Quincus Pte. Ltd., Quincus Pte. Ltd., 160 Robinson Road, #17-01 SBF Centre, Singapore 068914, Attn: Legal Counsel. If Quincus and you do not reach an agreement to resolve the claim within sixty (60) days after the notice is received, you may commence an arbitration proceeding or file a claim in small claims court in accordance herewith.
GEOGRAPHIC RESTRICTIONS
Our Services are intended only for use in the country(ies) in which the applicable Service is made available. We make no representation or warranty that any Service or Materials are available or appropriate for use outside of the applicable jurisdictions where we elect to make them available. If you access or use any Service or Materials outside of the such jurisdictions, you do so at your sole risk and you are responsible for complying with your local Applicable Law.
GENERAL PROVISIONS
We reserve the right to seek all remedies available at law or in equity for any violation of these Terms. If any provision(s) of these Terms is held by a court of competent jurisdiction to be contrary to law or otherwise unenforceable, then such provision(s) shall be construed, as nearly as possible in compliance with Applicable Law, to reflect the intentions of the parties with the other provisions remaining in full force and effect. Quincus’s failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Quincus in writing. These Terms may be assigned in whole or in part by Quincus. These Terms may not be assigned in any manner by you without Quincus’s express prior written consent. There are no third-party beneficiaries to these Terms. These Terms set forth the entire understanding of the parties with respect to the subject matter hereof and supersede any and all prior oral and written agreements or understandings between the parties regarding such subject matter. The headings used in these Terms are included for convenience only and will not limit or otherwise affect these Terms.
We shall not be liable for any delay in, or impairment of, performance in connection with these Terms resulting in whole or in part from any circumstance or event beyond our control, including but not limited to acts of God, labor disruptions, acts of war, acts of terrorism (whether actual or threatened), governmental decrees or controls, insurrections, epidemics, pandemics, quarantines, shortages, communication or power failures, accidents, inability to obtain permits or licenses, failures of our suppliers or other third parties, inability to procure supplies or raw materials, or severe weather conditions.
Except as explicitly stated otherwise, legal notices shall be served, in the case of Quincus, to Quincus Pte. Ltd. 160 Robinson Road, #17-01 SBF Centre, Singapore 068914 Singapore, or, in your case, to any contact information you provide us. Notices to us shall be deemed given upon our receipt thereof. Notices to you shall be deemed given 48 hours after the notice is sent.
NOTICE FOR RESIDENTS OF CALIFORNIA IN THE UNITED STATES
UNDER CALIFORNIA CIVIL CODE SECTION 1789.3, CALIFORNIA USERS ARE ENTITLED TO THE FOLLOWING CONSUMER RIGHTS NOTICE: IF YOU HAVE A QUESTION OR COMPLAINT REGARDING OUR SERVICES, PLEASE CONTACT US AS SET FORTH BELOW OR BY CALLING US AT (888) 582-4724. CALIFORNIA RESIDENTS MAY REACH THE CALIFORNIA DEPARTMENT OF CONSUMER AFFAIRS, CONSUMER INFORMATION CENTER BY MAIL AT 1625 NORTH MARKET BLVD., SUITE N 112, SACRAMENTO, CA 95834, OR BY TELEPHONE AT (800) 952-5210. THIS SECTION DOES NOT APPLY TO YOU IF YOU ARE NOT A RESIDENT OF THE STATE OF CALIFORNIA IN THE UNITED STATES.
CONTACT INFORMATION
If you have any feedback, questions or comments, please contact us at Quincus Pte. Ltd., Quincus Pte. Ltd., 160 Robinson Road, #17-01 SBF Centre, Singapore 068914, Attn: Customer Service.
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