Terms of Service

Acceptance of Terms

These Terms of Service ("Terms") are a legal agreement between Qualtech, Inc. ("Qualtech," "we," "us") and the customer entity or individual ("you" or "Customer") who is using our enterprise SaaS platform. Qualtech provides software services for manufacturing and quality engineers to manage risk (including LLM-based PFMEA suggestions and quality control plan alignment). By accessing or using our software and services ("Service"), you acknowledge that you have read and agree to be bound by these Terms. If you are using the Service on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms, and in that case "you" refers to the entity and its authorized users. Do not use the Service if you do not agree with these Terms.

These Terms, together with our Privacy Policy and any applicable Order Forms or Master Subscription Agreements between you and Qualtech, constitute the entire agreement governing your use of the Service. From time to time, we may modify these Terms. We will notify you of material changes (for example, by email or through the Service). Continued use of the Service after changes become effective constitutes your acceptance of the revised Terms. If you do not agree to the modified Terms, you must stop using the Service.

License to Use the Service

Subject to your compliance with these Terms and any subscription agreement, Qualtech grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service solely for your internal business purposes. All rights not expressly granted to you are reserved by Qualtech. This license allows you to use our web and/or cloud-based software application to input data (such as PFMEAs and quality plans), obtain AI-generated risk suggestions, and manage quality processes within your organization.

You may use the Service only in accordance with its intended functionality and all applicable guidelines or documentation provided by Qualtech. Any software provided as part of the Service is licensed, not sold. Qualtech (and its licensors, if applicable) retain all ownership and intellectual property rights in and to the Service, including all software, algorithms, models, and content provided through it, except for the data you and other users input (see "User Data" below). You agree not to remove, obscure, or alter any proprietary notices (such as copyright or trademark symbols) that may be present on the Service or its outputs.

User Data and Confidentiality

Ownership of Data:

User Data refers to the information that you or your Authorized Users upload, submit, or generate while using the Service, including but not limited to PFMEA documents, quality control plans, risk matrices, annotations, comments, and any other content or materials entered into the platform. You retain all rights and ownership in your User Data. Qualtech does not claim any ownership over your company's data. These Terms do not grant us any rights to your data except for the limited rights needed to provide the Service.

By using the Service, you grant Qualtech a non-exclusive, worldwide, royalty-free license during your subscription term to host, copy, process, transmit, and display your User Data only as necessary to provide the Service and as otherwise permitted by our Privacy Policy. This means, for example, we may copy your data to backup servers, transmit it over networks to your users, or process it through our AI models to generate suggestions. We will not use your data for any other purpose without your instruction or consent.

Confidentiality:

Qualtech understands that your User Data may include sensitive and proprietary information (such as unreleased product designs, failure analyses, etc.). We consider your User Data to be confidential to you. We will not disclose it to any third party except as permitted in our Privacy Policy or as you direct. Qualtech and its personnel will only access your User Data as needed to support your use of the Service (for example, to resolve a technical issue or as part of security monitoring), or as required by law. All Qualtech employees and contractors with access to User Data are subject to confidentiality obligations. We also expect you to treat any non-public information about Qualtech's services or business as confidential (e.g., if you participate in a private beta or receive proprietary information about how our AI works, you should not share that publicly).

If either party (you or Qualtech) receives a legal demand (such as a subpoena or court order) that would compel disclosure of the other party's confidential information (which includes your User Data or our system information), the recipient of the demand shall, if legally permitted, promptly notify the other party and cooperate in any reasonable attempt to limit or quash the disclosure. Our goal is to give you the opportunity to protect your information, and we will only disclose what is legally required.

User Obligations and Acceptable Use

By using the Service, you agree to the following obligations and restrictions designed to protect both of us and ensure compliance with laws and industry standards:

Lawful and Permitted Use Only: You will use the Service only for lawful purposes and in accordance with these Terms. You are responsible for ensuring that your use (and your Authorized Users' use) of the Service complies with all applicable laws and regulations, including but not limited to data protection laws and any industry-specific regulations (for example, FDA medical device regulations, ISO standards, etc.). Use of the Service does not by itself ensure compliance with any laws or regulations; you are solely responsible for your regulatory compliance obligations. Qualtech disclaims any liability for your failure to comply with laws applicable to your business operations.

Prohibited Actions: You must not do, or attempt to do, any of the following:

• Reverse Engineering: Copy, modify, decompile, decrypt, disassemble, or reverse engineer the Service or any software, component, or technology provided as part of it. This means you cannot attempt to discover the source code or underlying algorithms of our software, or create derivative works based on the Service. (If applicable law expressly allows certain reverse engineering for interoperability, you must first request the necessary information from us and may proceed only within that narrow exception.)
• Unauthorized Access: Bypass or circumvent any access controls or security measures of the Service; access the Service by any means other than our supported web or interface; or interfere with or disrupt the integrity or performance of the Service. You will not attempt to gain unauthorized access to other users' accounts or to Qualtech's systems or networks (for example, by hacking, password "mining," or any other illegitimate means).
• Abusive or Illegal Content: Upload, store, or transmit any content through the Service that is unlawful, defamatory, infringing, or otherwise violates any third-party rights. This includes (a) Intellectual Property Infringement – you will not upload data that you do not have the right to use or that violates patents, copyrights, trade secrets, or other IP rights; (b) Malicious Code – you will not introduce viruses, malware, or any harmful code; (c) Personal Data – you will not input personal data that is subject to special legal protections (e.g., protected health information under HIPAA, or sensitive personal data under privacy laws) unless you have an agreement with Qualtech allowing such use.
• Misuse of Service: You will not use the Service in a way that could impair others' use or that undermines the Service's intended use. For example, you will not use automated scripts, bots, or "scraping" technology to mass-extract data or to overly burden the Service. You will not use the Service to attempt to create a competing product or service, or use it for competitive analysis or benchmarking in a manner that is not permitted. You may not resell, lease, or provide access to the Service to any third party (except Authorized Users within your organization) without our written permission.
• Reverse Engineering of Models: In addition to software, you agree not to attempt to reverse engineer or extract the underlying machine learning models or data sets used by our AI suggestions. The AI and LLM models are proprietary and/or licensed technology of Qualtech and its partners; any probing or analysis with the aim of reproducing the model's behavior outside the Service is strictly prohibited.
• User Credentials: You are responsible for safeguarding the login credentials (user IDs, passwords, API keys) that you use to access the Service. You must ensure that each Authorized User's credentials are kept confidential and not shared improperly. If you believe that an account has been compromised (for example, if a password is stolen or you suspect unauthorized access), you must notify Qualtech immediately so we can help secure the account. You are liable for actions taken under your accounts until you have notified us and we have had a reasonable opportunity to act. We encourage the use of strong passwords and multi-factor authentication if available.

Feedback: If you choose to provide feedback or suggestions to Qualtech about our Service (for example, ideas for improvements or new features), you grant Qualtech a royalty-free, worldwide, sublicensable, irrevocable license to use and incorporate your feedback into the Service without any obligation to you. This helps us continually improve our product. Providing feedback is optional, but we appreciate it and may or may not act on it.

Audit Rights: Qualtech reserves the right (but not the obligation) to monitor usage of the Service for security, support, and compliance purposes. If we reasonably believe that a violation of the above obligations has occurred, we may suspend or limit your access while we investigate (and will inform you of the reason, unless legally prohibited). We also reserve the right to remove any content that we deem violates these Terms or applicable law. In general, we will work with you to resolve any issues and restore normal use as quickly as possible, provided the root cause of the violation is addressed.

AI/LLM-Based Features Disclaimer

Qualtech's platform includes features powered by artificial intelligence, including Large Language Models (LLMs) that suggest possible failure modes, causes, and effects as a brainstorming aid for PFMEA and quality planning. While we aim to provide helpful and relevant suggestions, it is important to understand the following about these AI-generated outputs:

• Informational Purposes Only: Any content or suggestions generated by the AI/LLM are provided for informational and brainstorming purposes only. The AI may predict potential failure modes or recommend controls based on training data, but these suggestions do not constitute professional engineering advice or guaranteed correct solutions. You should not rely solely on AI outputs for critical decisions.
• No Warranty on Accuracy: Qualtech does not guarantee the accuracy, completeness, or appropriateness of any AI-generated content. LLM suggestions might be inaccurate, irrelevant, or outdated. For instance, the AI might suggest a failure mode that is not applicable to your specific process, or it might omit important failure causes. We do not warrant or represent that the AI outputs will meet your specific requirements or compliance standards.
• User Responsibility to Review: You are solely responsible for reviewing, validating, and approving any AI-generated suggestions before implementing them. The Service's AI is a tool to augment your team's expertise, not a replacement for human judgment. Always verify that any suggested risk mitigation or quality control measure is applicable and safe for your situation. If in doubt, consult a qualified engineer or quality professional.
• No Liability for AI Suggestions: Qualtech shall not be held liable for any consequences arising from actions you take (or fail to take) based on AI-generated content. This includes any manufacturing defects, product failures, non-compliance issues, or losses that may occur if you chose to follow an incorrect or unsuitable suggestion by the AI. All decisions and implementations are your responsibility, and you assume full liability for the outcomes. (See also the "No Warranty" and "Limitation of Liability" sections below for additional protections).
• Use for Regulated Activities: If you are using the Service in a highly regulated context (such as medical device manufacturing), you acknowledge that AI suggestions are not validated or certified to meet any regulatory standard. You agree not to rely on the Service as a claimed method of compliance with regulatory requirements for risk analysis or quality assurance. Any reports or documentation generated by the Service should be reviewed and approved by your internal compliance teams as you would with any internally created document.
• Prohibited AI Use: You will not misuse the AI features. For example, you should not intentionally prompt the AI to generate disallowed content (like irrelevant or harmful instructions) or to process data in violation of any laws. While our AI is designed for engineering context, any attempt to use it for unrelated or inappropriate queries could violate our Acceptable Use rules. Qualtech reserves the right to limit or disable AI features for users who abuse the functionality (e.g., attempts to extract the underlying model, generate offensive content, etc.).

By using the AI features, you acknowledge these limitations. We encourage you to provide feedback on the AI suggestions (such as flagging if a suggestion is particularly helpful or not useful) as this can help us improve the model over time. However, improvements are not guaranteed, and the AI's outputs should always be treated with scrutiny.

Regulatory Compliance

Our Service is designed to assist with risk management and quality planning, but you are responsible for ensuring that your use of the Service complies with all laws and industry regulations that apply to you. This includes, without limitation, regulations and standards in the medical device industry (such as FDA 21 CFR Part 820, ISO 13485, ISO 14971 for risk management, etc.), general product safety laws, export control laws, and data privacy regulations.

• No Regulatory Certification: Qualtech does not certify that use of the Service will make you compliant with any particular law or standard. For example, using our software to create a PFMEA does not automatically mean it meets all requirements of ISO 14971 or that your processes will pass an FDA audit. The Service is a tool; compliance depends on how you use it and the decisions you make. Use of the Service does not ensure compliance with any laws or regulations, and Qualtech assumes no responsibility for your compliance obligations.
• Industry Standards: If your industry has specific guidelines or best practices (for instance, automotive industry APQP/PPAP processes, or Good Manufacturing Practices), you agree to use the software in ways that adhere to those requirements. This might mean using particular fields in our platform to document required information or exporting data for regulatory submissions. It is your responsibility to verify that all needed information is captured and reported according to your regulatory needs. We provide the flexibility to document risk and quality info, but you must ensure it's done completely and correctly.
• No Unauthorized Sensitive Data: Unless you have a separate written agreement with Qualtech (such as a Business Associate Agreement for HIPAA, if it ever were relevant), you should not use the Service to store or transmit legally protected sensitive personal data (for example, patient health information, credit card numbers, etc.). Our platform is intended for quality engineering data, which typically does not include personal data of customers or patients. You must ensure that any personal data included in your use of the Service (like employee information) is handled in compliance with privacy laws (see Privacy Policy) and that you have all necessary consents or legal bases to use that data with our Service.
• Indemnity for Non-Compliance: You agree that if any third party (including a government agency) brings a claim or investigation against Qualtech due to your failure to comply with applicable regulations or laws in your use of the Service, you will indemnify and hold Qualtech harmless from all fines, penalties, and reasonable attorney's fees arising from that claim (see "Indemnification" below for more detail). For example, if you upload someone else's confidential information that you weren't allowed to and we face a lawsuit, or if your misuse of the Service leads to a breach of law, you may be responsible for those costs.

We are committed to supporting our customers' compliance efforts by providing a secure and reliable platform. We may offer features or modules aimed at facilitating compliance (e.g., audit trails, electronic signatures, etc.), but it remains your duty to use them appropriately. If you have questions about whether the Service can be used in a certain way under a regulation, please reach out to us; we may be able to clarify or offer guidance, but we cannot provide legal advice or assume legal responsibility for your operations.

Intellectual Property Rights

All intellectual property rights in and to the Service (including but not limited to the software code, user interface design, algorithms, documentation, trademarks, service marks, and logos of Qualtech) are and shall remain the sole property of Qualtech, Inc. or its licensors. The Qualtech name and logo, as well as any other Qualtech product or service names, are trademarks of Qualtech. No rights or licenses are granted by implication or otherwise under any intellectual property rights owned or controlled by Qualtech or its licensors, except for the limited license to use the Service as expressly provided in these Terms.

You agree not to copy, distribute, modify, or create derivative works based on any part of the Service or included content, unless we have given you explicit written permission. You shall not remove or alter any copyright, trademark, or other proprietary rights notice on any materials or outputs from the Service. Any feedback or suggestions you provide are owned by Qualtech as described earlier, and any improvements or modifications to the Service (whether inspired by your feedback or not) are owned by Qualtech.

Your User Data remains your intellectual property, as noted in the "User Data" section. We do not acquire ownership of your data. If and to the extent any use of your data within the Service could be deemed to create derivative works (for example, an AI-generated suggestion that is based on your input data might be considered a derivative work of your input), you hereby grant Qualtech a license to make such uses as part of providing the Service, but Qualtech will not separately exploit or claim ownership of those derivatives outside your use of the Service.

No Warranty (Disclaimer)

QUALTECH PROVIDES THE SERVICE "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTY OF ANY KIND. To the fullest extent permitted by applicable law, Qualtech disclaims all warranties, express, implied, or statutory, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not guarantee that the Service will meet all of your requirements or that it will achieve any intended results.

Specifically, while we aim for high availability and accuracy:

• We do not warrant that your use of the Service will be uninterrupted, timely, secure, or error-free, or that any defects will be corrected immediately. Maintenance, updates, or unforeseen issues may occasionally make the service unavailable. We will strive to minimize downtime, but we cannot promise 100% uptime or instant fixes.
• We make no guarantees regarding the data or content obtained through the Service. This includes both the data you input and store (we rely on you to input accurate data) and any outputs or suggestions generated (which, as explained, may have inaccuracies). We do not warrant that the results obtained from use of the Service (such as AI suggestions or analytics) will be accurate, reliable, or complete. You assume all risk for any decisions made based on such results.
• No Conditions or Warranties Arise from Course of Dealing or Usage of Trade: No advice or information, whether oral or written, obtained from Qualtech or through the Service, will create any warranty not expressly stated herein. You acknowledge that enterprise software of this complexity can never be wholly free of defects or vulnerabilities; you will use appropriate caution and backup measures to protect your data.
• Third-Party Services: If our Service integrates or interoperates with third-party services (for example, if we connect to a cloud storage provider or an email service), we make no warranty as to those third-party services. We do not control them and they are provided by third parties "as is" under their own terms.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above disclaimers may not fully apply to you. In such cases, the duration of any legally required warranty is limited to the minimum period required by law.

Limitation of Liability

To the maximum extent permitted by law, Qualtech's liability to you is limited. In no event will Qualtech or its affiliates, officers, directors, employees, or agents be liable for:

• Indirect or Consequential Damages: Any indirect, incidental, special, consequential, or exemplary damages whatsoever arising out of or in connection with your use of (or inability to use) the Service. This includes, without limitation, damages for lost profits or revenue; loss of data; business interruption; procurement of substitute services; or any other commercial or economic loss. These limitations apply even if Qualtech has been advised of the possibility of such damages, and even if a remedy fails of its essential purpose.
• No Liability for Certain Risks: Qualtech will not be liable for any claims or damages arising from: (i) your use of AI-generated suggestions or any reliance on outputs of the Service (as noted, that risk is your responsibility); (ii) any content provided by you or other users (we are not responsible for what you or your users input); (iii) unauthorized access to your data or accounts if attributable to your failure to safeguard your account credentials; or (iv) any actions or inactions by third-party service providers hosting or supporting the Service (e.g., cloud infrastructure issues).
• Cap on Liability: In any case, Qualtech's total cumulative liability arising out of or related to this Agreement and the Service (whether in contract, tort, or otherwise) will not exceed the amount actually paid by you to Qualtech for the Service in the twelve (12) months immediately preceding the event giving rise to the claim. If no fees were paid (for example, during a free trial), Qualtech's liability is limited to US $100. This limitation of liability is a fundamental part of the bargain and reflects the allocation of risk between the parties.

Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations may not apply to the extent prohibited by law. In such cases, Qualtech's liability will be limited to the greatest extent permitted under applicable law.

Indemnification

You agree to indemnify, defend, and hold harmless Qualtech, its affiliates, and their respective officers, directors, employees, and agents ("Indemnified Parties") from and against any and all third-party claims, demands, suits, or proceedings, and all related liabilities, damages, losses, fines, penalties, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) Your Data or Content – any claim that the data or materials you (or your users) provided infringes or misappropriates a third party's intellectual property rights, or violates applicable law (for example, if you upload someone else's confidential information without permission and we get sued, or if personal data you stored causes a GDPR claim); (b) Breach of Terms – your breach of any provision of these Terms or any representations/warranties you have made hereunder; or (c) Your Use of the Service – including any actions you take based on information obtained through the Service, or any claim resulting from your negligence or willful misconduct in using the Service (for instance, a product liability claim alleging that a product failed because you misused our software in the design process).

Qualtech will: (i) promptly notify you of any claim for which indemnity is sought, (ii) permit you to control the defense and settlement of the claim (as long as the settlement does not impose any non-monetary obligations on the Indemnified Parties or acknowledge fault of the Indemnified Parties without consent), and (iii) cooperate with you (at your expense) in the defense. You shall not settle any claim in a manner that requires an admission of liability by an Indemnified Party or imposes any obligation on an Indemnified Party (other than payment of money which you will fund) without that party's prior written consent.

This indemnification obligation will survive any termination or expiration of the Agreement. Qualtech reserves the right, at its option, to assume exclusive defense and control of any matter otherwise subject to indemnification by you, in which case you will cooperate with us in asserting any available defenses.

(Note: In some cases, a negotiated contract might include a mutual indemnification where Qualtech indemnifies you for third-party IP infringement claims regarding the Service. Such terms, if applicable, would be in a separate agreement. This Terms of Service focuses on your indemnity to Qualtech to provide strong legal protection for Qualtech.)

Term and Termination

These Terms are effective as of the date you first agree to them or first use the Service, and will remain in effect until your subscription or access is terminated.

• Termination by Customer: You may terminate your subscription according to the terms of your order (for example, by not renewing at the end of a term, or by providing notice of termination if you have a month-to-month plan). If you wish to stop using the Service, you should also stop all access by your users and, if applicable, inform Qualtech to deactivate your account. You may request deletion of your data as described in the Privacy Policy. Termination of service may not relieve you of any obligation to pay any accrued fees or charges.
• Termination or Suspension by Qualtech: Qualtech may suspend or terminate your access to the Service if you are in material breach of these Terms (including failure to pay fees when due) and the breach is not cured within a reasonable notice period (e.g., 10 days for non-payment or 30 days for other breaches) after we have provided you with notice. However, we reserve the right to immediately suspend or terminate access without prior notice in extreme cases, such as if your use of the Service is causing material security risks, legal exposure, or other significant harm to us or others (for example, if you are caught attempting to hack the system or deliberately causing system instability). We will inform you as soon as practicable in such cases and, if appropriate, work with you to resolve the issue.
• Effect of Termination: Upon termination or expiration of your subscription, your right to access and use the Service will cease. We recommend you export your data before the end of your subscription. We will make your User Data available for retrieval for a limited period (typically 30 days) after termination upon request, after which we will delete or anonymize it in accordance with our data retention policies (unless legally required to retain it longer). Any sections of these Terms that by their nature should survive termination (such as indemnification, limitation of liability, dispute resolution, etc.) will survive.

Termination of the Service does not automatically trigger a refund of fees paid, except as provided in your separate agreement with Qualtech or required by law. If we terminate without cause (not due to your breach), we may provide a pro rata refund for any prepaid service not provided.

Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, USA, excluding its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Arbitration Agreement (U.S. Customers)

If you are a U.S.-based customer or otherwise subject to U.S. laws, you and Qualtech agree that any dispute, claim, or controversy arising out of or relating to these Terms or the use of the Service shall be settled by binding arbitration in the State of Delaware. The arbitration will be administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, and if applicable, the AAA's Supplementary Procedures for Consumer-Related Disputes (if you are an individual using the Service primarily for personal reasons, though that is unlikely given this is B2B). You acknowledge and agree to waive your right to litigate disputes in court or to participate in a class action for those disputes.

This means:

• No Jury Trial: There is no judge or jury in arbitration, and court review of an arbitration award is limited.
• Individual Claims Only: All disputes will be resolved on an individual basis. Neither you nor Qualtech shall bring or participate in any class or representative action against the other. The arbitrator has no authority to combine or aggregate similar claims or to conduct any class proceeding, and can only resolve the dispute between you and Qualtech on an individual basis.
• Procedure: To begin an arbitration, the initiating party must provide the other party with a written Demand for Arbitration as specified in the AAA rules. The arbitration will be conducted by a single neutral arbitrator. For claims under a certain amount (for example, $50,000), the arbitration may be conducted based solely on documents submitted or through a telephonic hearing. For larger claims, there may be an in-person hearing. The arbitrator can award any relief that a court of competent jurisdiction could award, including individual injunctive relief and attorneys' fees if provided by law. The arbitrator's award can be confirmed in any court of competent jurisdiction.
• Location: The location of the arbitration shall be in Wilmington, Delaware, unless you and Qualtech agree otherwise. If you are an individual consumer (again, unlikely here), and traveling to Delaware would cause undue burden, the arbitrator can choose to hold the hearing in your hometown area.
• Costs: Each party will be responsible for paying the AAA filing, administrative and arbitrator fees as set forth in the AAA Rules, except that Qualtech will pay those fees if the claims are under a certain threshold (e.g., $10,000) unless the arbitrator determines the claims are frivolous. Each party will bear its own attorneys' fees, unless a statutory claim allows the prevailing party to recover attorneys' fees, in which case the arbitrator can award reasonable fees to the prevailing party.
• Opt-Out: You have the right to opt out of this arbitration agreement by notifying Qualtech in writing within 30 days of first agreeing to these Terms that you do not agree to this arbitration provision. To opt out, you must send an email to contact@qualtech.ai or a letter to our mailing address with your clear statement of intent to opt out of arbitration. If you do so, or if any part of this arbitration agreement is found unenforceable, then the exclusive jurisdiction and venue described in the "Litigation" section below will govern any disputes.

Litigation (If Applicable)

Except as provided above, any disputes that are not subject to arbitration shall be brought exclusively in the state or federal courts located in the State of Delaware. Both you and Qualtech consent to venue and personal jurisdiction in Delaware courts, and waive any right to a trial by jury in any such lawsuit. You also agree not to bring or participate in a class or representative action in court.

Nothing in this Dispute Resolution section prevents either party from seeking temporary injunctive relief in a court to prevent immediate and irreparable harm. Such a request shall not waive the right to have disputes ultimately resolved by arbitration or in court as otherwise specified.

Miscellaneous

• Entire Agreement: These Terms (along with any Master Agreement or Order Form and the Privacy Policy) constitute the entire agreement between you and Qualtech regarding the Service, and supersede all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. Any purchase orders or other documents submitted by you (even if reference these Terms) are for administrative purposes only and do not add to or conflict with these Terms.
• Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, that provision shall be enforced to the maximum extent permissible and the remaining provisions of these Terms will remain in full force and effect. The parties will, in good faith, modify any invalid provision to reflect the original intent as closely as possible.
• Waiver: No failure or delay by either party in exercising any right or enforcing any provision of these Terms shall constitute a waiver of that right or provision. A waiver of one provision on one occasion does not mean it will be waived on any other occasion. All waivers must be in writing to be effective.
• Assignment: You may not assign or transfer these Terms or any of your rights or obligations hereunder, whether by operation of law or otherwise, without Qualtech's prior written consent. Any attempted assignment without such consent will be null and void. Qualtech may freely assign or transfer this agreement (for example, to an affiliate or in connection with a merger or acquisition) without notice to you. These Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.
• Relationship of Parties: The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, or fiduciary relationship between the parties. Neither party has the authority to bind the other or incur obligations on the other's behalf without express written consent.
• No Third-Party Beneficiaries: There are no third-party beneficiaries to these Terms. These Terms are for the benefit of you and Qualtech only. Even if your affiliates or end customers benefit from use of the Service, they are not parties to this agreement.
• Export Compliance: The Service and software may be subject to United States export control and economic sanctions laws. You agree to comply with all such laws and regulations. You shall not permit Authorized Users to access or use the Service in a U.S.-embargoed country or region or in violation of any U.S. export law, and you shall not provide access to the Service to any individual or entity on any U.S. government restricted parties list.
• Notices: Qualtech may provide notices to you under these Terms by email to the address associated with your account, by posting on the Service (for general service-related announcements), or through in-service notifications. You must ensure your contact information is current and you agree that sending notice to the email or posting within the Service constitutes effective notice. You may send legal notices to Qualtech at our registered address or to contact@qualtech.ai. Electronic communications are acceptable for contractual notices unless mandatory law requires a different method.

By using Qualtech's Service, you acknowledge that you have read these Terms of Service, understand them, and agree to be legally bound by them. If you have any questions about these Terms, please contact us at contact@qualtech.ai before using the Service. We value our relationship with our customers and aim to make our terms clear and fair, while protecting our rights and limiting potential liabilities as an enterprise software provider.

Thank you for choosing Qualtech, Inc. We look forward to helping you enhance your quality and risk management processes in a secure and compliant manner.