Thank you for selecting QRSpike services. Subject to this Terms of Service (this “Agreement”), TPS Unlimited, Inc. d/b/a QRSpike (“QRSpike”, “us”, “we”, “our”) gives you certain rights and imposes on you certain responsibilities as more fully described below. By accepting this Agreement or by accessing our Service (as defined below), you indicate that you have read, fully understood and agree to be bound by the terms of this Agreement. If you are entering into this Agreement on behalf of a company, business or other legal entity, you represent that you have the authority to bind such entity and its affiliates to this Agreement, in which case the terms “you” or “your” shall refer to such entity and its affiliates. If you do not have such authority, or if you do not agree with this Agreement, you must not accept this Agreement and may not use the Services.
QRSpike shall have the right to change or add to the terms of this Agreement at any time by providing you with thirty (30) days prior notice either by emailing the email address associated with your account or by posting a notice in the Service or on www.QRSpike.com (the “Site”). The revised Agreement will become effective thirty (30) days after we post or send you notice of such changes. Any use of the Service by you after that date shall constitute your acceptance of this Agreement as modified. If any change to this Agreement is not acceptable to you, your only remedy is to stop using the Services and send a cancellation email to sales@QRSpike.com.
In addition, when using certain services, you will be subject to any additional terms applicable to such services that may be posted on the Service from time to time, including, without limitation, the Privacy Policy located at https://www.QRSpike.com/privacy-policy/ and the QRSpike SmartCalcs API License Agreement located at https://www.QRSpike.com/terms-of-service/. All such terms are incorporated by reference into these Terms of Service.
The “Service” includes (a) the Site, (b) QRSpike’s online QR code generation and QR Code usage tracking services and related technologies, (c) QRSpike’s mobile applications, including the QRSpike iOS app, and (d) all software, data, reports, and content made available through any of the foregoing (collectively referred to as the “Content”). Any new features added to or augmenting the Service are also subject to this Agreement. These terms apply equally to Your use of the Site and to Your use of any QRSpike mobile application; references to “the Site” or “the Service” throughout this Agreement should be read to include our mobile applications unless the context clearly indicates otherwise.
Subject to the terms and conditions of this Agreement, you may use the Service solely to create QR codes and to, with a paid subscription, track the usage of website URL QR codes. You are not licensed or permitted under this Agreement to do any of the following: (i) attempt to access any other QRSpike systems, programs or data that are not made available for public use; (ii) use the Service in any unlawful manner (including without limitation in violation of any data, privacy or export control laws); (iii) work around any technical limitations in the Services, use any tool to enable features or functionalities that are otherwise disabled in the Services, or decompile, disassemble, or otherwise reverse engineer the Services except as otherwise permitted by applicable law, (iv) sublicense, resell, rent, lease, transfer, assign, time share or otherwise commercially exploit or make the Service available to any third party (v) perform or attempt to perform any actions that would interfere with the proper working of the Services, prevent access to or the use of the Services by QRSpike’s other customers, or impose an unreasonable or disproportionately large load on QRSpike’s infrastructure; or (vi) otherwise use or otherwise exploit the Services except as expressly allowed under this Section 3. You shall comply with any codes of conduct, policies or other notices QRSpike provides you or publishes in connection with the Services, and you shall promptly notify QRSpike if you learn of a security breach related to the Services.
QRSpike reserves the right to refuse to make the Services available to you or to provide the Services to you for any reason in its discretion and, in such instances, will not refund any fees for the Services paid by you to QRSpike. You may not use the QRSpike service in a manner that involves:
QRSpike reserves all rights not expressly granted to you in this Agreement. The Services is protected by copyright, trade secret and other intellectual property laws. This Agreement does not grant you any rights to trademarks or service marks of QRSpike or any third party.
You are solely responsible for all data, information, feedback, suggestions, text, content and other materials that you upload, post, deliver, provide or otherwise transmit or store (hereafter “post(ing)”) in connection with or relating to the Service (“Your Content”). You own all right, title and interest in and to Your Content. Notwithstanding anything to the contrary, QRSpike shall have the right to collect and analyze data and other information relating to the Services and related systems and technologies (including, without limitation, information concerning Your Content and data derived therefrom), and QRSpike will be free (during and after the Term) to (i) use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other QRSpike offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business.
QRSpike has the right, but not the obligation, to monitor the Service, Content, or Your Content. You further agree that QRSpike may remove or disable any Content at any time for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content), or for no reason at all. You understand that the operation of the Service, including Your Content, in certain circumstances, may be unencrypted and involve (a) transmissions over various networks; (b) changes to conform and adapt to technical requirements of connecting networks or devices and (c) transmission to QRSpike’s third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain the Service. Accordingly, you acknowledge that you bear sole responsibility for adequate security, protection and backup of Your Content. QRSpike will have no liability to you for any unauthorized access or use of any of Your Content, or any corruption, deletion, destruction or loss of any of Your Content.
You shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services, including, without limitation, modems, hardware, server, software, operating system, networking, web servers, long distance and local telephone service (collectively, “Equipment”). You shall be responsible for ensuring that such Equipment is compatible with the Services and complies with all configurations and specifications set forth in QRSpike’s published policies then in effect.
The failure of QRSpike to exercise or enforce any right or provision of this Agreement shall not be a waiver of that right. You acknowledge that this Agreement is a contract between you and QRSpike, even though it is electronic and is not physically signed by you and QRSpike, and it governs your use of the Services.
QRSpike reserves the right to use your name and/or company name as a reference for marketing or promotional purposes on QRSpike’s website and in other communication with existing or potential QRSpike customers. To decline QRSpike this right you need to email sales@QRSpike.com stating that you do not wish to be used as a reference.
By submitting information, data, passwords, usernames, PINs, other log-in information, materials and other content to QRSpike through the Services, you expressly authorize QRSpike to access and use your account information maintained by identified third parties, on your behalf as your agent. QRSpike may use and store the content in accordance with this Agreement and our privacy policy. You represent that you are entitled to submit it to QRSpike for use for this purpose, without any obligation by QRSpike to pay any fees or be subject to any restrictions or limitations. You hereby authorize and permit QRSpike to use and store information submitted by you to accomplish the foregoing and to configure the Services so that it is compatible with the third party sites for which you submit your information. For purposes of this Agreement and solely access and use the account information as part of the Services, you grant QRSpike a limited power of attorney, and appoint QRSpike as your attorney-in-fact and agent, to access third party sites, retrieve and use your information with the full power and authority to do and perform each thing necessary in connection with such activities, as you could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN QRSpike IS ACCESSING AND RETRIEVING ACCOUNT INFORMATION FROM THIRD PARTY SITES, QRSpike IS ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY THAT OPERATES THE THIRD PARTY SITE. You understand and agree that the Services are not sponsored or endorsed by any third parties accessible through the Services. QRSpike is not responsible for any payment processing errors or fees or other Services-related issues, including those issues that may arise from inaccurate account information.
You are responsible for maintaining sufficient funds in your bank account and/or credit card to pay your subscription obligation. Should there be insufficient funds to pay your service subscription fees, QRSpike will cancel your subscription, and revert to a free plan, within 30 days.
QRSpike reserves the right to refuse to make the Services available to you or to provide the Services to you for any reason in its discretion and, in such instances, will refund any fees for the Services paid by you to QRSpike.
Help and Support. QRSpike may use a variety of methods (e.g., in-product, Internet, e-mail, chat, fax and phone) to provide technical support and customer service in connection with Services. The terms and conditions governing the offering of this support, which may require the payment of an additional fee, are subject to change as announced by QRSpike from time to time.
QRSpike may provide you with a mechanism to provide feedback, suggestions and ideas, if you choose, about its online products and services (“Feedback”). You hereby grant QRSpike a perpetual, worldwide, fully transferable, irrevocable, royalty free license to use, reproduce, modify, create derivative works from, distribute and display the Feedback in any manner for any purpose.
You acknowledge that the Services provided by QRSpike merely involve the creation of QR codes based solely on information you provide.
To the extent the Service or any portion thereof is made available for any fee, you will be required to select a payment plan and provide QRSpike information regarding your credit card or other payment instrument. You represent and warrant to QRSpike that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You hereby authorize QRSpike to bill your payment instrument with any such owed amounts. If you dispute any charges you must let QRSpike know within sixty (60) days after the date that QRSpike bills you. We reserve the right to change QRSpike’s prices. If QRSpike does change prices, QRSpike will provide notice of the change on the Site or in email to you, at QRSpike’s option, at least 14 days before the change is to take effect.
You represent and warrant to QRSpike that (i) you have full power and authority to enter into this Agreement; (ii) you own all Your Content or have obtained all permissions, releases, rights or licenses required to engage in your posting and other activities (and allow QRSpike to perform its obligations) in connection with the Services without obtaining any further releases or consents; (iii) Your Content and other activities in connection with the Service, and QRSpike’s exercise of all rights and license granted by you herein, do not and will not violate, infringe, or misappropriate any third party’s right, nor does Your Content contain any matter that is unlawful; and (iv) you are eighteen (18) years of age or older.
You are the only person authorized to use your user ID and password and are responsible for maintaining the confidentiality of your user ID and password. You shall not permit or allow other persons to have access to or use your user ID and password, provided that QRSpike reserves the right to access your account to respond to your requests for technical support. You are responsible for all use of the Services under your user ID.
Our privacy policy can be reviewed at https://qrspike.com/privacy. To contact us with a question, email sales@QRSpike.com.
THE SERVICES ARE PROVIDED "AS-IS" AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, QRSpike, ITS AFFILIATES, LICENSORS, PARTICIPATING FINANCIAL INSTITUTIONS, THIRD-PARTY CONTENT OR SERVICE PROVIDERS, RETAILERS, DISTRIBUTORS, DEALERS AND SUPPLIERS (COLLECTIVELY, “SUPPLIERS”) DISCLAIM ALL GUARANTEES AND WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SERVICES, INCLUDING ANY WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, QUALITY, TIMELINESS, AND NON-INFRINGEMENT. QRSpike DOES NOT WARRANT THAT SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, OR OTHER PROGRAM LIMITATIONS NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES, AND NO INFORMATION, ADVICE OR SERVICES OBTAINED BY YOU FROM QRSpike OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN THAT EVENT, ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO 60 DAYS FROM THE DATE OF PURCHASE OF SERVICES, AS APPLICABLE. HOWEVER, SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE.
You shall defend, indemnify, and hold harmless QRSpike from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, arising or resulting from your breach of this Agreement, any of Your Content, or your other access, contribution to, use or misuse of the Service. QRSpike shall provide notice to you of any such claim, suit or demand. QRSpike reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting QRSpike’s defense of such matter.
You may not assign this Agreement without the prior written consent of QRSpike, but QRSpike may assign or transfer this Agreement, in whole or in part, without restriction. This Agreement (and any additional terms and conditions with which QRSpike amends or supplements this Agreement), is a complete statement of the agreement between you and QRSpike, and sets forth the entire liability of QRSpike and its Suppliers and your exclusive remedy with respect to the Services and their use. Except as expressly stated in Section 5, you agree that QRSpike is not acting as your agent in connection with your use of the any Services. The Suppliers, agents, employees, distributors, and dealers of QRSpike are not authorized to make to make any additional representations, commitments, or warranties binding on QRSpike. Any waiver of the terms herein by QRSpike must be in a writing signed by an authorized officer of QRSpike and expressly referencing the applicable provisions of this Agreement. QRSpike shall be not be liable for any default or delay in the performance of its obligations under this Agreement to the extent its performance is delayed or prevented due to causes beyond its reasonable control, such as acts of God, natural disasters, terrorist acts, war or other hostilities, labor disputes, civil disturbances, the actions or omissions of third parties, electrical or communication system failures, or governmental action. If any provision of this Agreement is invalid or unenforceable under applicable law, then it shall be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect. This Agreement will be governed by Nevada law as applied to agreements entered into and to be performed entirely within Nevada, without regard to its choice of law or conflicts of law principles that would require the application of law of a different jurisdiction, and applicable federal law. The parties hereby consent to the exclusive jurisdiction and venue in the state courts in Douglas County, Nevada or federal court for the Northern District of Nevada.
Subject to earlier termination as provided below, QRSpike may terminate your account and this Agreement at any time by providing notice to the administrative email address associated with your account. Your rights under this Agreement may be terminated by QRSpike upon fifteen (15) days’ notice if you fail to comply with any term or condition of this Agreement or no longer consent to electronic Communications, or upon twenty-eight (28) days’ notice upon failure to make the specified payments. Upon such termination, you must immediately cease using the Services. QRSpike reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof). All of Your Content on the Service (if any) may be permanently deleted by QRSpike upon any termination of your account in its sole discretion.
You may terminate your account with QRSpike at any time, free of charge, by following these steps: (1) sign in to your account at www.QRSpike.com using your email address and password; (2) click your account name in the main menu and select "Account" (or navigate directly to the Account view); (3) scroll to the bottom of the Account view; and (4) click the "Cancel Subscription" button and confirm the cancellation when prompted. Once confirmed, your subscription will be cancelled and your account will be closed in accordance with this Agreement. If you signed up through the QRSpike iOS app or another QRSpike mobile application, you can use the same web-based steps above to cancel your account; the mobile app links to this same Account view for cancellation. If you have any difficulty cancelling your account, you may also email sales@QRSpike.com to request cancellation.
You can contact QRSpike by email at sales@QRSpike.com if you have a question or concern or complaint about any product or service we sell over the Internet.
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