IMPORTANT: PLEASE REVIEW THIS AGREEMENT CAREFULLY.
This Agreement constitutes a legal agreement between you ("you" or "User") and Quasa International GmbH (QUASA). QUASA and its affiliates, parents, and subsidiaries (collectively, "QUASA" or "us"). This Agreement governs your use of our services and platform that facilitates communications between Users offered through our website located at www.quasa.io, as it may be modified, relocated and/or redirected from time to time (the "Site"), and the mobile applications offered by us (the "Apps"). Our services, platform, Site and Apps are collectively referred to as the "Quasa Platform".
By accessing, using or registering with the Quasa Platform or any portions thereof, you hereby expressly acknowledge and agree to be bound by the terms and conditions of this Agreement, and any future amendments and additions to this Agreement as we may publish from time to time. Please read this Agreement carefully. If you do not agree to accept and be bound by this Agreement, you must immediately stop using the Quasa Platform. Quasa's acceptance is expressly conditioned upon your assent to this Agreement in its entirety. If this Agreement is considered to be an offer by us, acceptance is expressly limited to this Agreement.
By using the Quasa Platform, you represent and warrant that: (i) you are at least 18 years old, are at least of the legally required age in the jurisdiction in which you reside, and are otherwise capable of entering into binding contracts; and (ii) you have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. Where you enter into this Agreement on behalf of a company or other organization, you represent and warrant that you have authority to act on behalf of that entity and to bind that entity to this Agreement.
Your agreement that either party may compel binding arbitration for most types of disputes, and your agreement to submit to an informal dispute resolution process for at least 30 days prior to the initiation of any claim (Section 19).
Your agreement that no claims can be adjudicated on a class basis (Section 19).
Your agreement that the Quasa Platform is provided "as is" and without warranty (Section 17).
Your agreement that the Quasa Platform is solely a communications platform providing a method for Professional Services to be booked, that all Professional Services are performed by third parties, and that Quasa has no liability for any Professional Services or any acts or omissions of third parties (Sections 1 and 17)
Your acknowledgment of and agreement to pay Quasa's Trust and Support Fee that will be applied to each appointment of a Professional Service paid through the Quasa Platform (Section 3(f)).
Your acknowledgment of and agreement to Quasa's dormant account service fees (Section 3(i)).
Your acknowledgment of and agreement to Quasa's cancellation policies and cancellation fees (Section 4(e)).
If you enroll in a Recurrent Service, a Minimum Commitment Plan, and/or Quasa Select membership under these Terms, your agreement that your plan and/or membership will automatically renew after an initial term if you do not cancel in accordance with these Terms (Section 3(c), Sections 4(d)-(f)).
Your agreement to release Quasa from liability based on claims relating to Services and otherwise (Section 17) and your agreement to the limitation of time within which a claim can be brought (Section 22).
Your agreement to indemnify Quasa from claims due to your use, misuse or inability to use the Quasa Platform, the Merchandise and/or Professional Services, your violation of this Agreement, applicable laws or third party rights, and/or content or information submitted from your account to the Quasa Platform (Section 18).
1. The Quasa Platform Is Solely A Venue For Communications; Background Checks.
a. The Quasa Platform is Solely a Venue for Communications. The Quasa Platform is a communications platform for enabling the connection between individuals seeking to obtain services ("Requesters") and/or individuals and entities seeking to provide services ("Professionals"). Requesters and Professionals together are referred to as "Users". Those certain services requested by the Requesters, which are to be completed by the Professionals, are hereinafter referred to as "Professional Services". Professional Services also include Professional Services that are requested through Home Improvement Referrals, which are described further in Section 3(g) below. The Professional Services may include the delivery, installation and/or assembly of furniture and/or other items obtained through the Quasa Platform or from a third party ("Merchandise"), but shall not be deemed to include the Merchandise itself. Quasa does not itself provide Professional Services or Merchandise. The provision of all Professional Services is up to the Professionals, which may be scheduled through use of the Quasa Platform. QUASA, THROUGH THE QUASA PLATFORM, OFFERS INFORMATION AND A METHOD TO OBTAIN SUCH PROFESSIONAL SERVICES AND/OR MERCHANDISE, BUT DOES NOT AND DOES NOT INTEND TO PROVIDE SUCH PROFESSIONAL SERVICES OR MERCHANDISE ITSELF OR ACT IN ANY WAY AS A RETAILER OR MANUFACTURER, OR AS A CLEANING, HANDYMAN, OR OTHER HOME-RELATED OR MOVING-RELATED SERVICE PROVIDER, AND EXPRESSLY DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR ANY PROFESSIONAL SERVICES AND/OR MERCHANDISE PROVIDED TO THE REQUESTER, INCLUDING, BUT NOT LIMITED TO, A WARRANTY OR CONDITION OF GOOD AND WORKMANLIKE SERVICES, WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR COMPLIANCE WITH ANY LAW, REGULATION, OR CODE. QUASA IS NOT AFFILIATED WITH, ENDORSED OR SPONSORED BY ANY THIRD PARTY MERCHANDISE PROVIDER OR RETAILER.
b. Background Checks and Licensing. QUASA CHECKS THE BACKGROUNDS OF PROFESSIONALS VIA THIRD PARTY BACKGROUND CHECK SERVICES; PROVIDED, HOWEVER, FOR PROFESSIONALS THAT ARE REQUESTED THROUGH HOME IMPROVEMENT REFERRALS AND FOR PROFESSIONALS THAT ARE ENTITIES THE BACKGROUND CHECK IS LIMITED TO THE OWNER/PRINCIPAL OF THE COMPANY. However, each Requester should exercise caution and common sense to protect its personal safety and property, just as you would when interacting with any person whom you do not know. Certain states may require state-level licensing for projects above specified dollar amounts. We recommend you confirm these licensing requirements with the business and the applicable state and local licensing authorities. In some states, licensing may be required by the county or local authority in which the work is being performed. We recommend you confirm these licensing requirements before proceeding with your project. We always recommend that you ask the Professional to provide you with a copy of their license. QUASA PERFORMS SCREENING SOLELY AT THE TIME THE PROFESSIONAL APPLIES TO REGISTER ON THE QUASA PLATFORM. QUASA CANNOT AND DOES NOT WARRANT OR REPRESENT THAT A PROFESSIONALS' PROFILE AND BACKGROUND CHECK SCREENING INFORMATION IS UP TO DATE. QUASA IS UNDER NO OBLIGATION TO UPDATE A PROFESSIONAL'S BACKGROUND CHECK OR PROFILE. BY USING THE QUASA PLATFORM, THE REQUESTER AGREES TO HOLD QUASA FREE FROM THE RESPONSIBILITY FOR ANY LIABILITY OR DAMAGE THAT MIGHT ARISE OUT OF THE PROFESSIONAL SERVICES. QUASA IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER INCLUDING PROFESSIONALS, AND WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH ANY PROFESSIONAL SERVICES.
2. Personal Information; User Accounts.
b. Account, Password and Security. You are the sole authorized user of your account. You are responsible for maintaining the confidentiality of any username, password and account provided by you or us for accessing the Quasa Platform. You are solely and fully responsible for all activities that occur under your password or account, except that Quasa may, in certain circumstances, access your account to make changes that you request, such as rescheduling a Service appointment. QUASA has no control over the use of any User's account by the User or third parties and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or account or you suspect any other breach of security, you must contact us immediately at www.quasa.io/support. Nothing in this section shall affect Quasa's rights to limit or terminate the use of the Quasa Platform, as provided below in section 4(b).
c. Proof of Identity. You will provide us with such proof of identity as we may reasonably request from time to time.
d. Text Messages and Phone Calls. By using the Quasa platform, you expressly consent and agree to accept and receive communications from us, including via fax, text (SMS) messages, calls, push notifications and other reasonable means at any of your contact numbers or addresses, even if you are listed on any federal, state, provincial or other applicable "Do Not Call" list, in order that we may provide the services set forth on the Quasa Platform, to service your account, to reasonably address matters pertaining to your account, including but not limited to notifying you of, or confirming, appointments that you have scheduled, or for other purposes reasonably related to your service request and our business, including marketing related emails. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send. By consenting to being contacted by Quasa, you understand and agree that you may receive communications, including marketing communications generated by automatic telephone dialing systems and/or which will deliver prerecorded messages, sent by or on behalf of Quasa, its affiliates, subsidiaries, parents and/or Users/Professionals, including but not limited to: operational communications concerning your account or use of the Quasa Platform or Services, updates concerning new and existing features on the Quasa Platform, communications concerning promotions run by us, and news concerning Quasa and industry developments. For certain Professional Services, you also expressly authorize Quasa to send you an automated prerecorded call confirming your Professional Services request, along with calls from up to four Professionals that can help you with your request to the land-line or mobile phone number you provided, and you understand that either Quasa or the Professionals may use automated phone technology (including autodialed and prerecorded messages) to call you and that your consent is not required to purchase products or services. You agree that by using the Quasa Platform and requesting Professional Services, you are entering into a business relationship with Quasa and/or Professionals and thus agree to be contacted by Quasa and/or Professionals. You acknowledge that you are not required to consent to receive promotional messages as a condition of using the Quasa Platform or the Services.
If a contact number you have provided to us is no longer your number, you agree to notify us promptly that you can no longer be reached at that number. You represent that you have received, and are authorized to convey to us, the consent of any authorized users on your account to be contacted by us as described in this Section. You agree that all consents provided in this Section will survive cancellation of your account. You may opt-out of receiving promotional or marketing texts or calls from Quasa at any time. You may opt-out of receiving all text (SMS) messages from Quasa (including informational or transactional messages) by replying with the word "STOP" to a text message from us; however you acknowledge that opting out of receiving all texts may impact your use of the Quasa Platform or the Services. You also acknowledge that Quasa or its third party service providers may record customer service calls after notice to you and with your consent, in order to assist you when you contact our customer support services. You agree to Quasa's use of a service provider to mask your telephone number when you call or exchange text (SMS) messages with a Professional or Requestor using a telephone number provided by Quasa. During this process, Quasa and its service provider will receive in real time and store call data, including the date and time of the call or text (SMS) message, the parties' phone numbers, and the content of the text (SMS) messages. You agree to the masking process described above and to Quasa's use and disclosure of this call data for its legitimate business purposes.
TO KNOWINGLY INPUT FALSE INFORMATION, INCLUDING BUT NOT LIMITED TO NAME, PHONE NUMBER, ADDRESS OR E-MAIL ADDRESS IS A VERY SERIOUS AND FRAUDULENT MATTER THAT COULD RESULT IN SIGNIFICANT COSTS AND DAMAGES INCLUDING INVASION OF PRIVACY RIGHTS, TO QUASA AND THE PROFESSIONALS, AND TO CONSUMERS, AS WELL AS THE LOSS OF TIME, EFFORT AND EXPENSE RESPONDING TO AND PURSUING SUCH FALSE INFORMATION AND REQUEST, AND FURTHER, COULD RESULT IN REGULATORY FINES AND PENALTIES. ACCORDINGLY, IF YOU KNOWINGLY INPUT FALSE INFORMATION IN A SERVICE REQUEST, INCLUDING BUT NOT LIMITED TO SOME ONE ELSE'S NAME, E-MAIL ADDRESS, PHYSICAL ADDRESS OR PHONE NUMBER OR A RANDOM OR MADE UP NAME, ADDRESS, E-MAIL OR PHONE NUMBER YOU AGREE TO FULLY INDEMNIFY AND BE LIABLE TO QUASA AND EACH PROFESSIONAL WHO PROVIDES SUCH PROFESSIONAL SERVICES, FOR THE GREATER OF: (1) A MINIMUM AMOUNT OF $11,000 TO EACH OF QUASA AND EACH OF THE AFFECTED PROFESSIONALS AND FOR EACH OF THE ACTUAL PERSON(S) AFFECTED BY ANY OF THE IMPROPER, INCORRECT OR FRAUDULENT INFORMATION YOU ENTER (FOR EXAMPLE THE ACTUAL OWNER OF THE E-MAIL ADDRESS OR PHONE NUMBER, ETC.), PER IMPROPER SUBMISSION, PLUS ANY ATTORNEYS FEES COSTS AND EXPENSE RELATING THERETO, IF APPLICABLE, OR (2) THE ACTUAL DAMAGES, DIRECT, PUNITIVE AND CONSEQUENTIAL, AND ANY REGULATORY OR JUDICIAL FINES OR PENALTIES THAT MAY ARISE FROM SUCH INTENTIONAL, MISLEADING, HARMFUL AND FRAUDULENT ACTIVITY, PLUS REASONABLE LEGAL FEES, COST AND EXPENSES RELATING THERETO, WHICH EVER IS GREATER.
e. Emails. Quasa may send you confirmation and other transactional emails regarding the Professional Services. Quasa and its affiliates, subsidiaries, parents may also send you emails about other services that we think might interest you ("Promotional Emails"). You can unsubscribe from Promotional Emails at any time by clicking unsubscribe in our email communications or contacting us.
3. Payments; Recurring Services And Recurring Charges; Claims; Dormant Account Service Charge.
a. Payments. Users of the Quasa Platform contract for Professional Services directly with other Users. Quasa is not a party to any contracts for Professional Services. The Quasa Platform facilitates these contracts by supplying a medium through which Requesters can connect with Professionals, schedule certain Professional Services, and make payments for certain Professional Services ("Payments"). Requesters are obligated to pay in advance for those Professional Services and/or Merchandise they order through the Quasa Platform. Prior to the scheduled Professional Service, we will charge the Requester's credit card according to the amount the Requester has agreed to on the Quasa Platform with respect to those Professional Services and/or Merchandise, the Requester has ordered, and for all purchases and payments for reimbursement costs, fees, expenses or applicable taxes associated with a Professional Service as well as the Trust and Support Fee (as defined in 3(f) below), and the Requester hereby authorizes us to charge the credit card on file in the Requester's Quasa Platform account for such amounts. We will use third party services to process credit card information. By accepting this Agreement, you are giving Quasa (or a third-party payment processor on Quasa's behalf) permission to charge your on-file credit card, debit card, or other approved methods of payment for fees that you owe Quasa. Depending on the transaction you selected or services requested, Quasa may charge you on a one-time or recurring basis. All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with the Professional Services must be accurate, complete, and current. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with Quasa at the prices in effect when such charges are incurred. We retain the right, in our sole discretion, to place a hold on the Requester's credit card for an ordered or completed Professional Service transaction. Seventy-two (72) hours after a Professional Service is completed, if there is no complaint by the Requester, we will mark the Professional Service as closed. If the Requester has agreed with the Professional to extend or reduce the hours in or to reschedule a requested Professional Service, the Requester bears the responsibility for notifying Quasa. Requesters must notify Quasa either by changing the date or hours of the requested Professional Service through the Quasa Platform or by visiting the Quasa Help Center at www.quasa.io/faq. Except for Professional Services that are requested through Home Improvement Referrals, all Payments by Requesters must be made through the Quasa Platform. Any Professional Services that are requested through Home Improvement Referrals, any Payments paid, or any Professional Services scheduled or obtained outside of the Quasa Platform are not subject to our Guarantee in Section 3(d). and the Refund Policy in Section 3(e), no refunds or credits will be provided once the Requester's credit card has been charged, except that at our sole discretion, refunds or credits may be granted in extenuating circumstances, as a result of specific promotions, or to correct any errors we have made. While we will use commercially reasonable efforts to ensure the security of all credit card and all other personal information, we expressly disclaim any liability for any damage that may result should any information be released to any third parties, and you agree to hold us harmless for any damages that may result therefrom. Requesters will be liable for all transaction taxes on the Professional Service(s) provided (other than taxes based on Quasa's income). If we determine that your actions or performance may result in returns, chargebacks, claims, disputes, violations of our terms or policies, or other risks to Quasa or third parties, then Quasa may withhold any payments to you for as long as we determine any related risks to Quasa or third parties persist. For any amounts that we determine you owe us, we may (i) offset any amounts that are payable by you to us (in reimbursement or otherwise) against any payments we may make to you or amounts we may owe you; (ii) invoice you for amounts due to us, in which case you will pay the invoiced amounts upon receipt; (iii) reverse any credits to your bank account; or (iv) collect payment or reimbursement from you by any other lawful means. If we determine that your account has been used to engage in deceptive, fraudulent, or illegal activity, or to repeatedly violate this Agreement, then we may in our sole discretion permanently withhold any payments to you.
b. Job Rate. The rate per hour for a Professional Service ("Job Rate") depends on factors, such as location and how frequently a Recurrent Service is ordered, and payment terms may increase. Therefore, the same Professional Service may cost more in a different location or if the Professional Service is ordered less frequently. However, you will be notified prior to any such payment increase with sufficient notice to enable you to cancel the Recurrent Service as set forth herein.
c. Recurrent Service with Automatic Renewal and Recurring Charges.
(i) Recurring Service: When requesting certain Professional Services, Requesters may have the option of choosing that the Professional Service be repeated on a regular basis ("Recurrent Service"). For example, a Requester may choose that a cleaning be performed every two weeks. When a Requester chooses a Recurrent Service, the Quasa platform will automatically schedule that Recurrent Service to occur on future dates indefinitely at the frequency requested by Requester. Quasa cannot guarantee that the same Professional will be available for each Recurrent Service appointment or that Recurrent Service appointments will not be canceled.
(ii) BILLING, RECURRING CHARGES AND AUTOMATIC RENEWAL: When a Requester signs up for a Recurring Service, Requester will be charged immediately for the initial booking. THEREAFTER, REQUESTER'S AGREEMENT TO PAY FOR THE PROFESSIONAL SERVICE WILL AUTOMATICALLY RENEW AND REQUESTER'S CREDIT CARD WILL BE CHARGED THE SAME NON-PROMOTIONAL AMOUNT, AS ORIGINALLY DISCLOSED TO REQUESTER AT THE TIME OF SIGNING UP FOR THE RECURRING SERVICE, IN ADVANCE OF EACH AUTOMATICALLY SCHEDULED PROFESSIONAL SERVICE APPOINTMENT, AS WELL AS FOR ANY APPLICABLE CANCELLATION FEES AND TAXES.
(iii) CANCELLATION OF AUTOMATICALLY RENEWING RECURRING SERVICE: Requesters may cancel the automatically renewing Recurrent Service AT ANY TIME by visiting the Quasa Help Center at https://www.quasa.io/faq or by mailing a notice of cancellation to Quasa International. Attn.: An der Welle 4; 60329 Frankfurt am Main, Deutschland. REQUESTERS MUST CANCEL MORE THAN TWENTY-FOUR HOURS PRIOR TO THEIR NEXT PROFESSIONAL SERVICE IN ORDER TO AVOID BEING CHARGED CANCELLATION FEES AND/OR FOR THEIR NEXT PROFESSIONAL SERVICE PURSUANT TO QUASA'S CANCELLATION POLICY AS SET FORTH IN SECTION 4(e).
v. How do I submit a Claim? First report of a claim must be made within 72 hours from when the Professional Service occurs. After the first report, you will be asked to complete the full claim form within 7 days of receipt. If you do not complete the claim form in its entirety within 7 days of receipt, your claim will no longer be eligible . We urge you to read through these terms and conditions prior to submitting a claim. All claims will be reviewed on a case-by-case basis. During Quasa's claims assessment process, you may be required to provide written detailed: (1) proof of ownership of damaged/missing item; (2) proof of value of damaged/missing item; and (3) proof of damage or loss. If such information is requested, you will have 30 days from the date of the request to send Quasa the requested information. If you fail to provide the requested information within the 30 day time period and/or fail to contact Quasa to arrange for an extension of time, Your claim will be considered closed. You also agree to: (A) protect and preserve any damaged property that is the basis of a claim from further damage; (B) assist and allow Quasa or its insurers access to inspect and make copies, photographs and recordings of anything relating to the claim; (C) accept repairs and/or remediation by a Professional; (D) accept a replacement only if repairs are proven not to be an option; (E) submit requested materials by the dates outlined by the Quasa team; If any part of Your claim is approved, then as a condition to any payment to You , You will be required to execute and deliver to Quasa the release agreement within 14 days of receipt of the release agreement from Quasa, and assign to Quasa or its insurer any rights and remedies you may have to recover amounts paid to you with respect to an approved claim from any party that is financially responsible for the approve claims and any rights in any property that is recovered. The release agreement shall be rescinded and considered null and void if not signed and returned to Quasa within 14 days of Your receipt and the claim shall no longer shall be eligible.
Quasa Trust and Support Fee Quasa may assess an additional "Trust and Support Fee" to support the Quasa Platform, including costs related to background checks, insurance, customer support, and related services provided to you by the Quasa Platform. The Trust and Support Fee will be applied to each appointment of a Professional Service requested through the Quasa Platform (e.g., if you requested a Recurring Service, a Trust and Support Fee may be assessed on each Recurrent Service appointment). The amount of the Trust and Support Fee may vary but shall be retained by Quasa in its entirety.
Upon entering your information and the request for which you would like a Professional, we will attempt to match you with up to four Professionals in your area, who may be interested in fulfilling your service need. However, we do not guarantee that we will be able to match your service needs with a Professional or that there are Professionals in your area that are either capable or willing to complete your service needs.
Instant Connect. Professional by phone immediately. If you request, we will search for a Professional and connect you with them by phone.
For the Professionals that provide Professional Services that are requested through Home Improvement Referrals, we make no guarantees, warranties or representations regarding the skills or undertakings of such Professional or the quality of the job that he or she may perform for you if you elect to retain their services. We do not endorse or recommend the services of any particular Professional. It is entirely up to you to evaluate the Professional and the Professional's qualifications, and to enter into a direct contract or otherwise reach agreement with a Professional. We do not guarantee or warrant any Professional's performance on the job or the outcome or quality of the services performed. The Professionals are not employees or agents of Quasa, nor is Quasa an agent of the Professionals.
We may inform you of certain offers or discounts provided by a Professional that provides the Professional Services that are requested through Home Improvement Referrals. Such offers or discounts are made solely by the Professional, and we do not guarantee or warrant the pricing or discounts that a Professional may offer you. Any quotes provided by Professionals for Professional Services that are requested through Home Improvement Referrals are not contractually binding offers, are for informational purposes only, and cannot be accepted on or via us. No contractual arrangement is created based upon the quotes provided to you from Professionals (or your scheduling of an appointment with a Professional) via us for Professional Services that are requested through Home Improvement Referrals. To contract with a Professional, you must work directly with the Professional. We do not perform, and is not responsible for, any of the Services requested by you in your service request. Your rights under contracts you enter into with Professionals are governed by the terms of such contracts and by applicable federal, state, provincial and local laws. We are not a party to such agreements. All payments and applicable taxes must be made to the Professional in accordance with the agreements.
4. Term And Termination; Cancellation Of Professional Services; Minimum Commitment Plan With Automatic Renewal; Membership With Automatic Renewal; Survival.
a. Term. This Agreement shall continue in full force and effect until such time as it is terminated by you or by us.
b. Termination by Quasa. We may terminate this Agreement or terminate or suspend your right to use the Quasa Platform at any time for any or no reason (including, without limitation, in the event that we believe that you have breached this Agreement or any policy posted on the Quasa Platform, or if we otherwise find that you have engaged in inappropriate and/or offensive behavior (collectively, "Prohibited Conduct") by providing you with written or email notice of such termination to the physical or email address you have provided us, and termination will be effective immediately upon such notice. If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress. When terminating your account, Quasa may delete the account and all the information in it. You have no ownership rights to your account.
c. Termination by You. You may terminate this Agreement by completely and permanently ceasing to use the Quasa Platform (provided that there are no outstanding Professional Services ordered under your password or account) and by closing any account you have opened on the Quasa Platform. If you attempt to terminate this Agreement while there are still outstanding Professional Services ordered under your password or account, this Agreement shall not terminate until such Professional Services have been performed or otherwise canceled as permitted by Quasa.
d. Quasa Select.
(i) Membership: Quasa may from time to time offer Requesters the opportunity to purchase one-time cleaning Professional Services provided the Requester first agrees to purchase an annual or monthly Quasa Platform Select Membership ("Quasa Select").
(ii) BILLING AND AUTOMATIC RENEWAL: When you first sign up and purchase Quasa Select, you will be billed immediately for your initial Quasa Select subscription period. BY ENROLLING IN QUASA SELECT, IN ADDITION TO ANY PROFESSIONAL SERVICES YOU PURCHASE THROUGH QUASA SELECT, YOU AUTHORIZE QUASA TO CHARGE YOU FOR YOUR INITIAL QUASA SELECT SUBSCRIPTION PERIOD AND A RECURRING ANNUAL OR MONTHLY MEMBERSHIP AT THE THEN CURRENT RATE, WHICH MAY CHANGE FROM TIME TO TIME. YOUR QUASA SELECT WILL AUTOMATICALLY RENEW AND PRIOR TO THE START OF THE NEXT SUBSCRIPTION PERIOD, YOU WILL BE CHARGED THE APPLICABLE QUASA SELECT FEE TO YOUR PROVIDED PAYMENT METHOD ON A RECURRING BASIS UNTIL CANCELED AS SET FORTH HEREIN. UNLESS YOU NOTIFY US BEFORE A CHARGE THAT YOU WANT TO CANCEL OR DO NOT WANT YOUR QUASA SELECT TO AUTO RENEW, YOU UNDERSTAND THAT YOUR QUASA SELECT WILL AUTOMATICALLY CONTINUE AND YOU AUTHORIZE QUASA (WITHOUT NOTICE TO YOU UNLESS REQUIRED BY APPLICABLE LAW) TO COLLECT THE THEN APPLICABLE MEMBERSHIP FEE AND ANY TAXES, USING ANY ELIGIBLE PAYMENT METHOD WE HAVE ON RECORD FOR YOU.
(iii) Cancellation Fees: The cancellation and rescheduling of any cleaning Professional Service while you are enrolled in Quasa Select is subject to the cancellation policy, including the payment of any cancellation fees, as further described in Section 4(e) above.
(iv) Declination of Payment: If an eligible payment method Quasa has on file for you is declined for payment, you must provide us with a new eligible payment method promptly or your Quasa Select will be canceled. If you provide us with a new eligible payment method and are successfully charged, your Quasa Select period will be based on the original enrollment or renewal date and not the date of the successful charge.
(v) CANCELLATION OF AUTOMATICALLY RENEWING MEMBERSHIP: YOU WILL NOT BE CHARGED A QUASA SELECT FEE FOR THE SUBSEQUENT PERIOD IF YOU CANCEL YOUR QUASA SELECT AT LEAST THREE DAYS BEFORE YOUR NEXT QUASA SELECT RENEWAL DATE. You may cancel your Quasa Select by visiting the Quasa Help Center at www.quasa.io/support or by mailing a notice of cancellation to Quasa International. Following cancellation of your Quasa Select you will continue to have access to your Quasa Select through the end of your current paid Quasa Select period. Should you cancel your Quasa Select, Quasa reserves the right to cancel any Professional Service appointments scheduled outside the current paid Quasa Select period.
(vi) Quasa Select Refunds: The Quasa Select fees are nonrefundable
(vii) Membership Plans/Promotional Trial Memberships: Quasa sometimes offers certain Requesters various trial or other promotional memberships, which are subject to these Terms except as otherwise stated in the promotional offers.
Policy for Service Cancellation by Professional. Except for Professional Services that are requested through Home Improvement Referrals, when a Professional cancels a scheduled Professional Service appointment, the Quasa Platform generally notifies the Requester and makes the Requester's Professional Service request available for another Professional to select. However, QUASA cannot guarantee that a canceled Professional Service appointment will be selected by another Professional and rescheduled or that the Professional Service request will be completed. For Recurrent Service Requesters, if a Professional Service appointment is canceled by a Professional, Requester will not be charged for that Professional Service appointment. Except for Professional Services that are requested through Home Improvement Referrals, Professionals who cancel a scheduled Professional Service appointment may incur fees as provided in the Service Agreement.
5. Links To And Plug-Ins From Other Websites Or Media.
6. Submission Areas.
The Quasa Platform may contain blogs, message boards, applications, opportunities to provide reviews, job postings, chat areas, news groups, forums, communities and/or other message or communication facilities that allow Users to communicate with other Users and with Quasa (collectively, "Submission Areas"). Some areas in the Submission Areas within the Quasa Platform will be public and Quasa will not be responsible for any information or materials posted in such public areas. Quasa may, in its discretion, publicly post submissions you submit to a non-public area of the Quasa Platform. You may only use Submission Areas to send and receive messages and material that are relevant and proper to the applicable forum and that comply with this Agreement. "Your Information" is defined as any information and materials you provide to us or other Users in connection with your registration for and use of the Quasa Platform, including without limitation, information and materials that are posted or transmitted for use in Submission Areas. You are solely responsible for Your Information, and we are merely a passive conduit for your online distribution and publication of Your Information. You hereby represent and warrant that Your Information: (a) will comply at all times with this Agreement, including but not limited to Section 7 (Rules for Use of the Quasa Platform) below, and with Section 2 (Personal Information; User Accounts) above; and (b) will not create liability for us or cause us to lose (in whole or in part) the services of our Internet Service Providers (ISPs), customers, or other partners or suppliers. You hereby grant us a non-exclusive, transferable, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to use, host, store, reproduce, modify, create derivative works, communicate, publish, publicly perform, publicly display and distribute all of Your Information that is posted to Submission Areas from or through your account on the Quasa Platform, including but not limited to all images, videos, musical works and text included in such postings and to such other persons and/or entities as Quasa may designate. The rights you grant in this license are for the limited purpose of operating, advertising, marketing, promoting, and improving the Quasa Platform. We reserve the right to remove postings from Submission Areas in our sole discretion.
7. Rules For Use Of The Quasa Platform.
During the term of this Agreement, Requesters may use the Quasa Platform for your personal use only (or for the use of a person, including a company or other organization that you validly represent). Requesters may use the Quasa Platform to request Professional Services solely with respect to a location where the Requester is legally authorized to have Professional Services performed. Requesters may not use the QUASA Platform for any other purposes or in connection with any commercial endeavors whatsoever without our express prior written consent. Requesters agree that an order for Professional Services is an offer, which is only accepted when the Requester receives a confirmation of the order. Requesters agree to treat Professionals courteously and lawfully, to provide a safe and appropriate working environment for them that is in compliance with all applicable laws and regulations, and to provide reasonable co-operation to Professionals to enable them to supply Professional Services. Requesters agree to comply with our complaint and other policies designated on the Site. Requesters acknowledge that their selected Professional may be unavailable from time to time. Professionals agree to provide Professional Services in accordance with all applicable laws and regulations and with the Service Agreement. You shall NOT use the Quasa Platform (including but not limited to any Submission Areas) to do any of the following:
a. Upload files that contain viruses, Trojan horses, corrupted files, or any other similar software that may damage the operation of another's computer.
b. Upload files that contain software or other material that violates the intellectual property rights or rights of privacy or publicity of any third party.
c. Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as, but not limited to, rights of privacy and publicity) of others, including but not limited to our staff and other Users.
d. Post a review or rating unless such review or rating contains your independent, honest, genuine opinion.
e. Use the Quasa Platform or any Professional Service for any purpose or in any manner that is in violation of local, state, national, or international law.
f. Publish, post, upload, distribute or disseminate any profane, defamatory, false, misleading, fraudulent, threatening or unlawful topics, names, materials or information, or any materials, information or content that involve the sale of counterfeit or stolen items.
g. Advertise or offer to sell any goods or services for any commercial purpose or solicit employment or contract work which is not relevant to services offered through the Quasa Platform. You may not solicit, advertise for, or contact in any form Users for employment, contracting, or any other purpose not related to Professional Services facilitated through the Quasa Platform without express written permission from us.
h. Use the Quasa Platform to collect usernames and/or email addresses of members by electronic or other means without our express prior written consent.
i. Conduct or forward surveys, contests, pyramid schemes, or chain letters.
j. Impersonate another person or allow any other person or entity to use your identification to post or view comments or otherwise use your account.
k. Post the same note repeatedly (referred to as 'spamming'). Spamming is strictly prohibited.
l. Download any file posted by another User that you know, or reasonably should know, cannot be legally distributed through the Quasa Platform, or post or upload any content to which you have not obtained any necessary rights or permissions to use accordingly.
m. Restrict or inhibit any other User from using and enjoying the Quasa Platform.
n. Imply or state that any statements you make are endorsed by us, without our prior written consent.
o. Reverse engineer, disassemble, decompile, translate, modify, adapt, license, sublicense, alter, copy, distribute, hack or interfere with the Quasa Platform, its servers or any connected networks, use a robot, spider, manual and/or automatic processes or devices to data-mine, data-crawl, scrape or index the Quasa Platform in any manner, or attempt to do any of the foregoing.
p. Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks and rights owned by us.
q. Upload content that is offensive and/or harmful, including, but not limited to, content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals.
r. Upload content that provides materials or access to materials that are obscene, adult or sexual or that exploit anyone, and in particular people under the age of 18, in an abusive, violent or sexual manner.
s. Register to use the Quasa Platform under different usernames or identities, after your account has been suspended or terminated.
t. Mirror or archive any part of the Quasa Platform or any content or material contained on the Quasa Platform without Quasa's written permission.
u. Forge any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting or providing false or misleading representations in the sender information, subject line, locator, or content of any electronic message.
v. Alter transmission data without Quasa's consent
w. Purchase Merchandise for the purposes of reselling it.
8. No Employment.
Quasa provides a software platform which allows you to connect with independent Professionals. Quasa is not the employer of any Professional. You acknowledge that we do not supervise, direct, or control a Professional's work or Professional Services performed in any manner. A Professional provides services to you as an independent contractor, and is not an employee, joint venture, partner, agent, or franchisee of Quasa for any purpose whatsoever.
9. Special Promotions; Gift Cards And Vouchers.
a. Changes to Promotions. We may from time to time provide certain promotional opportunities to Requesters. All promotions will be run at our sole discretion, and can be activated, modified or removed at any time by us without advance notification.
b. Promotional Credit
i. Promotional credit is only eligible for the specific services designated by Quasa. Promotional credit is valid for a limited time only and expires on the date indicated when you receive the applicable promotional credit. Failure to use promotional credit before such expiration date will result in the forfeiture of promotional credit. Quasa reserves the right to cancel promotional credit at any time. No refunds will be granted for any expired or canceled promotional credit.
ii. Quasa promotional credit has no intrinsic value, is not redeemable for cash, has no cash value, and serves merely as a means to recognize and provide an incentive to use the Quasa Platform. Promotional credits may not be purchased for cash and Quasay does not sell promotional credit. Promotional credit is nonrefundable.
iii. Promotional credits will not be applied against any sales, use, gross receipts or similar transaction based taxes that may be applicable to you, and/or fees or charges for use of any ineligible services.
iv. Your Quasa account will be billed for all fees and charges for use of any ineligible services. Each promotional credit can only be used once and your Quasa account will be billed for all fees and charges for use of any eligible service in excess of the amount of available promotional credit.
v. Promotional credit you receive is personal to you. You may not sell, license, rent, or otherwise transfer promotional credit. Promotional credit may be applied only to your account, and may not be applied to any other account.
c. Referral Credits. In the event that you are given a code through which you may refer a friend to the Quasa Platform in exchange for a referral credit, you shall not use any online marketing or advertising to promote such code or to artificially increase the amount of credits awarded. By way of example, you may not post, or cause, request or permit a third party to post any such code on a coupon website, nor use any paid search marketing, online advertising, forum posting, newsgroup posting or bulk email to disseminate such code. You may only share such code with your personal friends and acquaintances for legitimate referral purposes, as determined by us in our sole discretion. Quasa referral credits are redeemable only for Professional Services. Quasa referral credits have no cash value and are not redeemable for cash unless otherwise required by law. Without limiting our other rights and remedies, we may terminate such code and/or your account for any breach of this Section. For questions or additional information, contact us at https://www.quasa.io/support.
i. Quasa vouchers or promotional codes for special offers or discounts ("Vouchers") may be available and can be used to pay in part or in full for Professional Services.
ii. You agree that you will only use one Voucher per person and will use Vouchers in accordance with the Voucher terms and conditions.
iii. You agree that you will comply with all Voucher terms and conditions.
iv. Use of Vouchers is further subject to the below terms and conditions regarding Gift Cards
e. Gift Cards
i. Quasa Gift Cards ("Gift Cards") are redeemable only for Professional Services. Gift Cards have no cash value and are not redeemable for cash unless otherwise required by law.
ii. Gift Cards must be presented at the time of purchase and any available balance will be applied to your purchase.
iii. Gift Cards do not expire and there are no inactivity, dormancy or service fees associated with Gift Cards.
iv. You agree that you will comply with all Gift Card terms and conditions.
v. Gift Cards are not replaceable if lost or stolen, and cannot be combined with any other Gift Cards, Vouchers, gift certificates, or other coupons.
vi. Gift Cards cannot be used for previous purchases, credits, or the purchase of Gift Cards, and cannot be used to make a payment towards third party items the balance on a credit card.
vii. We reserve the right to limit quantities of Gift Cards purchased by any person or entity and to cancel a Gift Card if we believe that the Gift Card was obtained through fraudulent or unauthorized means. Specifically, you may not purchase or obtain more than $10,000 in Gift Card value in any one day regardless of location, whether on a single Gift Card or multiple Gift Cards. Moreover, you may not purchase or obtain any one Gift Card with a value of more than $2,000 in any one day.
viii. No credit card, credit line, overdraft protection, or deposit account is associated with your Gift Card. Unused Gift Card balances are not transferable, and you may not sell a Gift Card or otherwise barter for its exchange although you may give a Gift Card to someone else as a gift.
ix. A Gift Card is void if copied, altered, transferred, purchased or sold.
x. Purchases of Gift Cards are final and not refundable. All sales are final
xi. We reserve the right to correct the balance of a Gift Card if we believe that a billing error has occurred, and we disclaim all liability for any such billing errors.
xiii. In the event you do not use your Gift Card for a certain period of time, we may be required to turn over the remaining Gift Card balance to a state under such state's unclaimed or abandoned property law. Although your Gift Card does not expire, if we are obligated to turn over the remaining balance of your Gift Card under a state's unclaimed property law, by operation of law we will be released from any further liability or obligation with respect to your Gift Card and you may be required to contact the state's unclaimed property administrator to attempt to recover your unused Gift Card balance. To protect your right to continue to use your remaining Gift Card balance, we will make reasonable efforts to exempt your Gift Card from state unclaimed property laws.
10. Intellectual Property Rights.
The Quasa Platform, and the information, data, content and materials, which it contains ("Quasa Materials"), are the property of Quasa and/or its affiliates, subsidiaries, parents and licensors, excluding User-generated content, which Quasa has a right to use as described below. The Quasa Materials are protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions, and other intellectual property laws. Quasa and/or its affiliates, subsidiaries, parents and licensors are and shall continue to be the sole and exclusive owner of all right, title and interest in and to all intellectual property rights associated with the Quasa Materials. Any use of Quasa Materials, other than as expressly permitted herein, is prohibited without the prior permission of Quasa and/or the relevant right holder. The service marks and trademarks of Quasa, including without limitation , Quasa.io and the Quasa logo are service marks owned by Quasa. Any other trademarks, service marks, logos and/or trade names appearing on the Quasa Platform are the property of their respective owners. You may not copy or use any of the marks, logos or trade names appearing on the Quasa Platform without the express prior written consent of the owner.
11. Copyright Complaints And Copyright Agent.
Quasa respects the intellectual property of others, and expects Users to do the same. Quasa will respond to properly submitted notices of alleged copyright infringement that comply with applicable law. In the event that a person or entity has a good faith belief that any materials provided on or in connection with the Quasa Platform infringe upon that person's or entity's copyright or other intellectual property right (such person or entity, a "Complainant") and sends to Quasa a properly submitted copyright notice as indicated below, Quasa will investigate, and if it determines, in its discretion, that the material is infringing, Quasa will remove the content and may terminate the access of the User who posted such content to the Quasa Platform in the case of repeat infringers. All notices claiming an infringement of copyright rights must contain the following:
(i) Identification of the intellectual property right that is allegedly infringed. All relevant registration numbers, or a statement concerning the Complainant's ownership of the work, should be included.
(ii) A statement specifically identifying the location of the infringing material, with enough detail that Quasa may find it on the Quasa Platform. Please note: it is not sufficient to merely provide a top level URL.
(iii) The complete name, address, telephone number and email address of Complainant.
(iv) A statement that Complainant has a good faith belief that the use of the allegedly infringing material is not authorized by the owner of the rights, or its agents, or by law.
(v) A statement that the information contained in the notification is accurate, and under the penalty of perjury, Complainant is authorized to act on behalf of the owner of the copyright or other property rights that are allegedly infringed; (vi) A physical or electronic signature of a person authorized to act on behalf of the owner of the intellectual property rights that are allegedly being infringed.
Quasa's contact information for notice of alleged copyright infringement is:
Email: [email protected]
Or via Mail:
Quasa International. 60329 Frankfurt am Main. An der Welle 4
12. The App / Mobile Devices
a. The Quasa Platform may allow you to access our services, download our Apps, upload content to the Quasa Platform, and receive messages on your mobile device (collectively "Mobile Features"). Your mobile device carrier may prohibit or restrict certain Mobile Features and certain Mobile Features may be incompatible with your mobile device carrier or mobile device. In addition, your mobile device carrier may charge you for standard messaging, data, and other fees to participate in Mobile Features. We have no responsibility or liability for any fees or charges you incur when using the Mobile Features. You should check with your mobile device carrier to find out whether any fees or charges will apply, what plans are available and how much they cost. You should also contact your mobile device carrier with any other questions regarding these issues.
b. You acknowledge that your use of the Apps is subject to any terms set forth in the terms of service of the third party providing the mobile device on which the App operates (e.g., Apple iOS or Android).
c. Quasa is not liable if you do not have a compatible mobile device or if you download the wrong version of an App for your mobile device. Quasa reserves the right to terminate the use of the Apps or any other aspect of the Quasa Platform should you be using the Apps or the Quasa Platform with an incompatible or unauthorized device.
d. App Store Sourced Application.
(i) With respect to Apps accessed through or downloaded from the Apple App Store ("App Store Sourced Application"), you will use the App Store Sourced Application only: (i) on an Apple-branded product that runs iOS (Apple's proprietary operating system software); and (ii) as permitted by the "Usage Rules" set forth in the Apple App Store Terms of Service. Quasa reserves all rights in and to the Apps not expressly granted to you under this Agreement.
(ii) You acknowledge and agree that (i) this Agreement is valid between you and Quasa only, and, that Apple is not a party to this Agreement other than as third-party beneficiary as contemplated below, and (ii) Quasa, not Apple, is solely responsible for the App Store Sourced Application and the Quasa Platform Content.
(iii) You acknowledge that Apple has no obligation whatsoever to furnish any maintenance or support services to you with respect to the App Store Sourced Application.
(iv) To the maximum extent permitted by applicable law, Apple will have no warranty obligation whatsoever with respect to the App Store Sourced Application.
(v) Notwithstanding anything to the contrary herein, and subject to the terms in this Agreement, you acknowledge that, solely as between Apple and Quasa, Quasa and not Apple is responsible for addressing any claims you may have relating to the App Store Sourced Application, or your possession and/or use thereof, including, but not limited, to: (i) product liability claims, (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
(vi) Further, you agree that if the App Store Sourced Application, or your possession and use of the App Store Sourced Application, infringes on a third party's intellectual property rights, you will not hold Apple responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claims.
(vii) You acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of this Agreement for App Store Sourced Applications, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement for App Store Sourced Applications against you as a third-party beneficiary thereof.
(viii) Without limiting any provisions of this Agreement, you must comply with all applicable third party terms of agreement when using the App Store Sourced Application.
13. Quasa Rewards.
Upon signing up to use the Quasa Platform, Requesters will be eligible to receive Quasa Rewards and other special offers, from time to time. The number, type and frequency of Quasa Rewards are based on a number of factors, each of which are subject to change, without notice. Those factors may include, without limitation, volume of bookings, number of visits and frequency of visits to our website, interaction with our website or the nature of your purchases. Quasa Rewards are rewards issued on a periodic basis for promotional purposes.
Quasa Rewards may appear with different descriptions from time to time. The Quasa Rewards may include Quasa merchandise credits, third-party gift cards and are subject to change. Such rewards are provided in Quasa's sole and absolute discretion, may be offered for a limited time, while supplies last, and provided on a first-come, first-served basis. Quantities of each reward are limited and you must have a valid account in order to redeem spot reward offers.
Quasa Rewards have no intrinsic value, are promotional in nature, have no cash value, may have certain restrictions including expiration dates and short, time-limited redemption periods, and serve merely as a means to recognize and reward Requestors using the Quasa Platform. Quasa Rewards are personal to you and cannot be shared, copied or transferred. Quasa Rewards are nonrefundable and non-exchangeable between accounts. Each Spot Reward can only be redeemed once. Your account will be billed for all fees and charges for use of any Professional Services in excess of the amount of available Quasa Reward.
You must be signed in to your account to be eligible to earn Quasa Rewards. Quasa Rewards applied from any single qualifying purchase or activity may only be credited to your account. It may take twenty-four (24) hours or more for your account to be credited. Quasa shall not be responsible for, or liable to, you, or any person or entity, in any way for any losses, costs or expenses incurred by a delay, error or omission in crediting a qualifying purchase or activity to your account. Quasa is not responsible for lost, stolen or damaged rewards or taxes incurred in connection with the rewards. Quasa Reward may not be used in conjunction with any other promotional or incentive offer from Quasa or any of its affiliates, subsidiaries, parents. Quasa Reward are void in the event of fraud, misuse, or violation of any terms of the Agreement, or if sold for cash or other consideration. Some rewards may only be available to residents of a certain state. Quasa reserves the right to change, modify or update its Quasa Reward and the qualifying purchases and activities from time to time without notice. Quasa Reward may be subject to additional terms; read each offer carefully for specific details, limitations and restrictions. Failure to use Quasa Reward spot before such expiration date will result in the forfeiture of the Quasa Reward. Quasa reserves the right to cancel Quasa Reward at any time. No refunds will be granted for any expired or canceled Quasa Reward.
a. Use of Lockbox. Quasa sources or provides lockboxes to eligible Users based on geography and booking appointment history. However, Quasa is only sourcing or providing Users with lockboxes. Quasa has no information about the lockbox codes except for the information inputted by User via the Quasa Platform at User's option. Quasa strongly recommends changing the lockbox code after each service. User assumes full responsibility for changing the lockbox code after each service and protecting the identity of the lockbox code from third-parties. User further covenants and agrees that you will not misuse or abuse the lockbox in anyway.
b. No Control. Once User acquires possession of the lockbox, Quasa has no immediate or direct physical control over the use of the lockbox and assumes no liability for lockbox failure, or any delays caused by lockbox failure or consequential damages.
c. Key Access. For your security, Quasa depends on User to provide and maintain accurate access inputs via the Quasa Platform and will only reveal those inputs to Professionals who claim User's bookings appointments. Once your key is placed in the lockbox, you agree that your key may be accessed only by you and/or a Professional. You agree that you will not provide lockbox codes and/or access to any third-parties.
d. Permitted and Prohibited Uses. User agrees to only use the lockbox for lawful purposes. You agree to use the lockbox only in a manner consistent with any and all applicable laws, regulations, and Quasa's policies and procedures. Quasa reserves the right to investigate and take action against any User who, in Quasa's sole discretion, violates this provision. Such action may include, without limitation, removing User from the Quasa Platform.
15. Modifications To The Quasa Platform.
We reserve the right in our sole discretion to review, improve, modify or discontinue, temporarily or permanently, the Quasa Platform or any content or information on the Quasa Platform with or without notice. We will not be liable to any party for any modification or discontinuance of the Quasa Platform.
The term "Confidential Information" shall mean any and all of Quasa's trade secrets, confidential and proprietary information, personal information and all other information and data of Quasa that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. The Quasa Platform contains secured components that are accessible only to those who have been granted a username and password by Quasa. Information contained within the secure components of the Quasa Platform is confidential and proprietary. You acknowledge that Confidential Information (as hereinafter defined) is a valuable, special and unique asset of Quasa and agree that you will not use Confidential Information other than as necessary for you to make use of the Quasa Platform as expressly permitted by this Agreement and only during the term of this Agreement. You will not disclose or transfer (or seek to induce others to disclose or transfer) any Confidential Information for any purpose. You shall promptly notify Quasa in writing of any circumstances, which may constitute unauthorized disclosure, transfer, or use of Confidential Information. You shall implement reasonable technical, physical and administrative safeguards to protect Confidential Information from loss or theft, as well as unauthorized access, disclosure, copying, transfer, modification or use. You shall return all originals and any copies of any and all materials containing Confidential Information to Quasa upon termination of this Agreement for any reason whatsoever.
17. Disclaimer Of Warranties; Limitation On Liability.
a. USE OF THE QUASA PLATFORM IS ENTIRELY AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE QUASA PLATFORM IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR OR GENERAL PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, NEITHER QUASA NOR ITS AFFILIATES, PARENTS, SUBSIDIARIES OR LICENSORS WARRANT THAT THE QUASA PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO ANY CONTENT AVAILABLE IN OR THROUGH THE QUASA PLATFORM; NOR DO THEY MAKE ANY WARRANTY AS TO ANY PROFESSIONAL'S REGISTRATION, PROFESSIONAL ACCREDITATION OR LICENSE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE QUASA PLATFORM, OR AS TO THE TIMELINESS, ACCURACY, RELIABILITY, QUALITY, SUITABILITY, SAFETY, COMPLETENESS OR CONTENT OF THE SERVICES, PROFESSIONAL SERVICES, ANY PRODUCTS, MERCHANDISE, CONTENT, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE QUASA PLATFORM OR THIS AGREEMENT. ACCESS TO THE QUASA PLATFORM IS PROVIDED FREE OF CHARGE AS A COURTESY. NEITHER QUASA NOR ITS AFFILIATES, PARENTS, SUBSIDIARIES OR LICENSORS ARE RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE QUASA PLATFORM (INCLUDING BUT NOT LIMITED TO THE CONDUCT OF ANY REQUESTERS OR PROFESSIONALS). NEITHER QUASA NOR ITS AFFILIATES, PARENTS, SUBSIDIARIES OR LICENSORS WARRANT THAT THE QUASA PLATFORM IS FREE FROM VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. QUASA AND ITS AFFILIATES, SUBSIDIARIES, PARENTS AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY INFORMATION, PERSONAL OR OTHERWISE, SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.
b. NO LIABILITY. YOU AGREE NOT TO HOLD QUASA, ITS AFFILIATES, ITS PARENTS, ITS SUBSIDIARIES, ITS LICENSORS, OR ANY OF SUCH PARTIES' AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS (COLLECTIVELY, "MEMBERS") LIABLE FOR ANY DAMAGES, EXPENSES, LOSSES, SUITS, CLAIMS, AND/OR CONTROVERSIES (COLLECTIVELY, "LIABILITIES") THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN, RELATING TO YOUR USE OF OR INABILITY TO USE THE QUASA PLATFORM, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT, ACTS OF PHYSICAL VIOLENCE, AND LOSS OR DESTRUCTION OF PERSONAL PROPERTY), SERVICES, ANY DISPUTE WITH ANY USER, ANY INSTRUCTION, ADVICE, ACT, OR SERVICE PROVIDED BY QUASA OR MEMBERS, AND ANY DESTRUCTION OF YOUR INFORMATION. UNDER NO CIRCUMSTANCES WILL QUASA OR MEMBERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE QUASA PLATFORM OR ANY PROFESSIONAL SERVICES OR MERCHANDISE, EVEN IF SUCH PARTIES WERE OR SHOULD HAVE BEEN ADVISED OF THE POSSIBILITY OF THE SAME. EXCEPT AS EXPRESSLY PERMITTED , UNDER NO CIRCUMSTANCES WILL QUASA OR MEMBERS BE LIABLE FOR ANY DIRECT DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE QUASA PLATFORM OR ANY PROFESSIONAL SERVICES OR MERCHANDISE, EVEN IF SUCH PARTIES WERE OR SHOULD HAVE BEEN ADVISED OF THE POSSIBILITY OF THE SAME. QUASA AND MEMBERS DO NOT ACCEPT ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY WORK PERFORMED IN CONNECTION WITH THE QUASA PLATFORM, THE PROFESSIONAL SERVICES, THE MERCHANDISE OR THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT QUASA OR MEMBERS ARE LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE LESSER OF (1) TOTAL FEES PAID BY YOU TO QUASA DURING THE SIX (6) MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE. OR (2) THE AMOUNT EXPRESSLY PERMITTED AS SET FORTH IN SECTION 3(d).
c. RELEASE. QUASA AND MEMBERS EXPRESSLY DISCLAIM ANY LIABILITY THAT MAY ARISE BETWEEN USERS OF THE QUASA PLATFORM. THE QUASA PLATFORM IS ONLY A VENUE FOR CONNECTING USERS. TO THE EXTENT THAT THE QUASA PLATFORM CONNECTS A USER TO A THIRD PARTY PROVIDER FOR THE PURPOSES OF PROVIDING OR OBTAINING MERCHANDISE HEREUNDER, QUASA WILL NOT BE RESPONSIBLE FOR ASSESSING THE SUITABILITY, LEGALITY OR ABILITY OF ANY THIRD PARTY PROVIDERS AND YOU EXPRESSLY WAIVE AND RELEASE QUASA FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE THIRD PARTY SERVICE PROVIDER. BECAUSE QUASA IS NOT INVOLVED IN THE ACTUAL CONTACT BETWEEN USERS OR IN THE COMPLETION OF ANY PROFESSIONAL SERVICE, IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE USERS, YOU RELEASE QUASA AND MEMBERS FROM ANY AND ALL CLAIMS, DEMANDS, OR DAMAGES (ACTUAL, DIRECT OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTE. YOU EXPRESSLY WAIVE AND RELEASE ANY AND ALL RIGHTS AND BENEFITS UNDER SECTION 1542 OF THE CIVIL CODE OF THE STATE OF CALIFORNIA (OR ANY ANALOGOUS LAW OF ANY OTHER STATE), WHICH READS AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."
d. ADDITIONAL DISCLAIMER. THE QUALITY OF THE PROFESSIONAL SERVICES AND/OR THE MERCHANDISE SCHEDULED, REQUESTED OR OBTAINED THROUGH THE USE OF THE QUASA PLATFORM IS ENTIRELY THE RESPONSIBILITY OF THE PROFESSIONAL WHO ULTIMATELY PROVIDES SUCH PROFESSIONAL SERVICES TO YOU AND/OR THE THIRD PARTY MERCHANDISE PROVIDER OR MANUFACTURER. YOU UNDERSTAND, THEREFORE, THAT BY USING THE QUASA PLATFORM, YOU MAY BE EXPOSED TO PROFESSIONAL SERVICES AND/OR MERCHANDISE THAT ARE POTENTIALLY DANGEROUS, OFFENSIVE, HARMFUL TO MINORS, UNSAFE OR OTHERWISE OBJECTIONABLE, AND THAT YOU USE THE QUASA PLATFORM, AND SUCH PROFESSIONAL, AT YOUR OWN RISK.
NOTHING IN THIS AGREEMENT OR THE QUASA PLATFORM CONSTITUTES, OR IS MEANT TO CONSTITUTE, ADVICE OF ANY KIND. IF YOU REQUIRE ADVICE IN RELATION TO ANY LEGAL, FINANCIAL OR MEDICAL MATTER YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL.
BY USING THE QUASA PLATFORM, YOU AGREE THAT THE EXCLUSIONS AND LIMITATIONS OF LIABILITY SET OUT IN THIS AGREEMENT ARE REASONABLE. IF YOU DO NOT BELIEVE THEY ARE REASONABLE, YOU MUST NOT USE THE QUASA PLATFORM.
YOU ACCEPT THAT, AS A CORPORATION, QUASA HAS AN INTEREST IN LIMITING THE PERSONAL LIABILITY OF ITS OFFICERS, DIRECTORS AND EMPLOYEES. YOU AGREE THAT YOU WILL NOT BRING ANY CLAIM PERSONALLY AGAINST QUASA'S OFFICERS, DIRECTORS OR EMPLOYEES IN CONNECTION WITH ANY DISPUTE, LOSS OR DAMAGE. WITHOUT PREJUDICE TO THE FOREGOING, YOU AGREE THAT THE LIMITATIONS OF WARRANTIES AND LIABILITY SET OUT IN THIS AGREEMENT WILL PROTECT THE QUASA'S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, AFFILIATES, PARENTS, SUBSIDIARIES, SUCCESSORS, ASSIGNS AND SUB-CONTRACTORS AS WELL AS QUASA.
EACH PARTY ACKNOWLEDGES THAT THE OTHER PARTY HAS ENTERED INTO THIS AGREEMENT RELYING ON THE LIMITATIONS OF LIABILITY STATED HEREIN AND THAT THOSE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.
You hereby agree to indemnify, defend, and hold harmless Quasa, its licensors, and each such party's directors, officers, parents, subsidiaries, affiliates, members, employees, agents, attorneys, independent contractors and vendors from and against any and all claims, losses, expenses, liabilities, damages or demands (including attorneys' fees and costs incurred), in connection with or resulting from, directly or indirectly: (i) your use or misuse of or inability to use the Quasa Platform, any Merchandise and/or any Professional Service, (ii) your violation of this Agreement, (iii) your violation of any applicable law or regulation; (iv) your violation of the rights of another (including but not limited to Professionals), and (v) Your Information and content that you submit or transmit through the Quasa Platform. Quasa reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any such claim or matter without the prior written consent of Quasa.
19. Mutual Arbitration Agreement.
a. Informal Negotiations. To expedite resolution and reduce the cost of any dispute, controversy or claim, past, present, or future, between you and Quasa, including without limitation any dispute or claim related to or arising out of this Agreement ("Dispute"), you and Quasa may attempt to negotiate any Dispute informally (the "Informal Negotiations") before initiating any arbitration or court proceeding. Such Informal Negotiations will commence upon written notice. Your address for any notices under this section is your email address and/or physical address that you have provided to Quasa. Quasa's address for such notices is: [email protected] and/or by mail to Quasa International. 60329 Frankfurt am Main. An der Welle 4
b. Arbitration. If a Dispute is not resolved through Informal Negotiations, you and Quasa agree to resolve any and all Disputes (except those Disputes expressly excluded below) through final and binding arbitration ("Arbitration Agreement"). This Arbitration Agreement shall be governed by the Federal Arbitration Act and evidences a transaction involving commerce. The arbitration will be commenced and conducted before a single arbitrator under the Commercial Arbitration Rules (the "AAA Rules") of the American Arbitration Association ("AAA") and, where appropriate, the AAA's Supplementary Procedures for Consumer Related Disputes ("AAA Consumer Rules"), both of which are available at the AAA website (www.adr.org). Your arbitration fees and your share of arbitrator compensation will be governed by the AAA Rules (and, where appropriate, limited by the AAA Consumer Rules). Each party will pay the fees for his/her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. The arbitrator will make a decision in writing. Additionally, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement. However, the preceding sentence shall not apply to the "Class Action Waiver" described in Section d below.
c. Excluded Disputes. You and Quasa agree that the following Disputes are excluded from this Arbitration Agreement: (1) any Dispute seeking to enforce or protect, or concerning the validity of, any of your or our intellectual property rights; (2) individual claims in small claims court; (3) any claim that an applicable federal statute expressly states cannot be arbitrated; and (4) any claim for temporary or preliminary injunctive relief on the ground that without such relief the arbitration provided in this Arbitration Agreement may be rendered ineffectual.
d.WAIVER OF RIGHT TO BE A PLAINTIFF OR CLASS MEMBER IN A CLASS ACTION.
You and Quasa agree to bring any Dispute in arbitration on an individual basis only, and not as a class or collective action. There will be no right or authority for any Dispute to be brought, heard or arbitrated as a class or collective action ("Class Action Waiver"). Regardless of anything else in this Arbitration Agreement and/or the applicable AAA Rules or AAA Consumer Rules, the interpretation, applicability, enforceability or formation of the Class Action Waiver may only be determined by a court and not an arbitrator.
e. Rules/Standards Governing Arbitration Proceeding. A party who wishes to arbitrate a Dispute covered by this Arbitration Agreement must initiate an arbitration proceeding no later than the expiration of the statute of limitations that applicable law prescribes for the claim asserted. The arbitrator shall apply the statute of limitations that would have applied if the Dispute had been brought in court. The arbitrator may award any remedy to which a party is entitled under applicable law, but remedies shall be limited to those that would be available to a party in their individual capacity, and no remedies that otherwise would be available to an individual under applicable law will be forfeited. The arbitrator is without authority to apply any different substantive law. The parties have the right to conduct adequate civil discovery and present witnesses and evidence as needed to present their cases and defenses, and any dispute in this regard shall be decided by the arbitrator. The location of the arbitration proceeding shall take place in the city or county where you reside, unless each party agrees otherwise. A court of competent jurisdiction shall have the authority to enter judgment upon the arbitrator's decision/award.
f. Severability. You and Quasa agree that if any portion of this section entitled "Mutual Arbitration Agreement" is found illegal or unenforceable, that portion will be severed and the remainder of this section 19 will be given full force and effect.
20. Governing Law
Jurisdiction. Except for the Arbitration Agreement in Section 19, which is governed by the Federal Arbitration Act and except as may be prohibited by the law of the State in which you primarily reside, this Agreement is governed and interpreted pursuant to the laws of the State of New York, United States of America, notwithstanding any principles of conflicts of law. For all Disputes not subject to arbitration, You agree to submit to the personal and exclusive jurisdiction and venue of the courts located within the county of New York, New York.
This Agreement may not be assigned or transferred by you without our prior written approval. We may assign or transfer this Agreement without your consent, including but not limited to assignments: (i) to a parent or subsidiary, (ii) to an acquirer of assets, or (iii) to any other successor or acquirer. Any assignment in violation of this section shall be null and void. This Agreement shall inure to the benefit of permitted successors and assigns.
22. General Provisions.
All provisions that should by their nature survive the expiration or termination of this Agreement, including without limitation, Sections 8, 10 and 14-24, shall so survive. No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement. A failure by us to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right. This Agreement constitutes the entire agreement between you and Quasa with respect to its subject matter. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will be enforced to the fullest extent possible, and the remaining provisions will remain in full force and effect. You agree that, except as otherwise expressly provided in this Agreement, there shall be no third party beneficiaries to this Agreement. You agree that regardless of any statute or law to the contrary, any Dispute, claim or cause of action arising out of or related to this Agreement must be filed within one (1) year after such Dispute, claim or cause of action arose or be forever barred. All notices provided by a party in connection with this Agreement will be deemed given as of the day they are received either by email, messenger, delivery service, or in the U.S. Mail, postage prepaid, certified or registered, return receipt requested, and addressed as follows: Your address for such notices is your email address and/or physical address that you have provided to Quasa. Quasa's address for such notices is: [email protected] and/or by mail to Quasa International. 60329 Frankfurt am Main. An der Welle 4 The captions in this Agreement are solely for convenience and shall not affect the interpretation of this Agreement. This Agreement shall not be modified except in writing signed by both parties or by means of a new posting by QUASA, as described below. This Agreement shall be interpreted as if jointly drafted by the parties. Quasa shall have no liability to you for any failure or delay in performing its obligations in this Agreement where such failure or delay is caused by an event or circumstance beyond Quasa's reasonable control including, without limitation, strikes, lock-outs and other industrial disputes, breakdown of systems or network access, failure of Professionals to perform, flood, fire, explosion, acts of terrorism or accident.
23. Changes To This Agreement.
We reserve the right, at our sole and absolute discretion, to change, modify, add to, supplement or delete any of the terms and conditions of this Agreement at any time, effective with or without prior notice. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you must terminate, and immediately stop using, the Quasa Platform. Your continued use of the Quasa Platform following any revision to this Agreement constitutes your complete and irrevocable acceptance of any and all such changes.
24. Severability These Terms Shall Be Deemed Severable.
In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by law, and such determination shall not affect the validity and enforceability of any other remaining provisions.
25. Contact Information.
If you have any questions regarding this Agreement, please contact us at [email protected] or by mail the below address:
Quasa International. 60329 Frankfurt am Main. An der Welle 4
Last updated: May 15, 2022